addendum no. 8 - mtaweb.mta.info/bandt/procure/psc-15-2982 addendum 8.pdf · 2017-12-13 ·...

NYCSC Operations RFP PSC-15-2982

December 13, 2017 of 2 Addendum 8

Bridges and Tunnels

Addendum No. 8

December 13, 2017

NYCSC Operations Request for Proposals (RFP)

PSC-15-2982

Prospective Respondents: You are hereby notified of the following information in regard to the referenced RFP:

• Official revisions to the NYCSC Operations RFP All other terms, conditions and requirements of the original RFP dated August 25, 2017 remain unchanged unless modified by this addendum, or previous addenda to this RFP. Please ensure that receipt of this Addendum is acknowledged on Form A-10 of the solicitation.


December 13, 2017 of 2 Addendum 8

1. Section 1, Background, Overview & Proposal Instructions, Section 1.6, Key Dates, Table 1-2 Procurement Activities on page 6 and 7 of 37 (page 17 and 18 of 796 in original RFP PDF file). The table has been modified as follows:

Table 1-2: Procurement Activities

Activity Anticipated Date Time

Request for Proposal Issued August 25, 2017 N/A

Registration Deadline for Pre-Proposal Conference/Site Visit

September 18, 2017 12:00 Noon ET

CSC Site Visit, 1150 South Avenue, Staten Island, NY 10314

September 19, 2017 9-11:30 AM ET

Pre-Proposal Conference, 3 Stone Street, Bid Suite, NY, NY 10004 September 19, 2017 1:30-4:30 PM ET

Deadline for Proposers to Submit all Exceptions to Terms and Conditions in Section 4

October 13, 2017 5:00 PM ET

CSC Site Visit, 15 Oak Hill Ave., 4th Floor, Endicott, NY 13760

October 18, 2017 12:00-2:00 PM ET

Deadline for Proposers to Submit Final Questions, Clarifications or Modifications


Final Responses (Addenda) from Authorities on all Questions, Clarifications or Modifications and Exceptions to Terms and Conditions

November 15, 2017 5:00 PM ET

Deadline for Proposals January 5, 2018 January 12, 2018

3:30 PM ET

Oral Interviews/ Demonstrations March 2018 TBD

Proposer Selection April 2018 N/A

Notice to Proceed October 2018 N/A

Sincerely, Zulema B. Robinson Director, ITS Projects


November 17, 2017 Page 1 of 2 Addendum 7

Bridges and Tunnels

Addendum No. 7

November 17, 2017


PSC-15-2982









Registration Deadline for Pre-Proposal Conference/Site Visit

September 18, 2017 12:00 Noon ET







October 18, 2017 12:00-2:00 PM ET





Deadline for Proposals December 15, 2017 January 5, 2018

3:30 PM ET

Oral Interviews/ Demonstrations Between January 8, 2018 and January 16, March 2018

TBD

Proposer Selection March April 2018 N/A





Addendum No. 6 Additional Exceptions

November 15, 2017


PSC-15-2982

Prospective Respondents:

You are hereby notified of the following information in regard to the referenced RFP:

Part A - Official log of Proposers’ requests for exception to terms and conditions and the Authorities’responses, including:

Part B - Official revisions to the NYCSC Operations RFP

All other terms, conditions and requirements of the original RFP dated August 25, 2017 remain unchanged unless modified by this addendum, or previous addenda to this RFP.

A. QUESTIONS AND ANSWERS

This Addendum 6 includes the second set of questions and responses to requests for exception to terms and conditions submitted in response to the above referenced RFP.

Please note that responses to request for exceptions to terms and conditions included in previously issued addenda are provided in Part A below, and are shown in grey shaded lines. Addendum 6 responses begin with questions 31.



Request for Exception to Terms and Conditions

NYCSC Operations RFP

Response to Request for Exception to Terms and Conditions (Form A-3) # Page Section Section Description Proposer Question Authority Response

Addendum 4 Request for Exception to Terms and Conditions and Responses

Page 13 of 125 PDF page 426 of 796

Section 4 Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.18

Termination for Convenience by the Authority/Suspension of Work

The Authority shall provide (90) Ninety Days notice and shall pay all outstanding invoices submitted or due at the time of the Authority exercising this right.

The Authorities will not make this change.

Page 2 of 125 (PDF page 415 of 796) Page 22 of 125 (PDF page 435 of 796) Page 119 of 125 (PDF page 532 of 796

Section 4 Terms and Conditions, Chapter 2, Article 2.04 Chapter 4, Article 4.02 Chapter 14, Article 14.13

General Software and Equipment Ownership Contract Review and Compliance Audits

Article 2.04 (Page 426 415 of RFP PDF) states that contractor provides the equipment and systems- This is fine, however, other portions of the contract state that the Authority has the right to also use, and can let other people use, same without our permission. Likewise, 4.02 (Page 435 of RFP) makes reference to the Authorities ability to permit others to use our equipment. This also appears in 14.13 (Page 532 of RFP) wherein they can load security software on our systems. Can you clarify if this right to access extends beyond the Authority and if so, to what level and for what cause?

If we understand your question correctly, sub-paragraph b) in 4.02 specifically states that use of the Equipment and/or Software is …. “in connection with providing goods or Services to the Authority”. So long as the right of access is in connection with providing goods or Services to the Contract, the Authority can permit others outside access to the equipment and systems.



Request for Exception to

Terms and Conditions NYCSC Operations RFP

Response to Request for Exception to Terms and Conditions (Form A-3) # Page Section Section Description Proposer Question Authority Response Page 45 of

125 (PDF page 458 of 796)

Section 4 Terms and Conditions, Chapter 8 Default, Damages and Remedies, Article 8.01

Event of Default Chapter 8 (Beginning on page 458 of RFP) deals with default- sections of concern for us are I; iv; and xiv. They seem too subjective (pattern of performance issues). The Authority does permit cure, but only provides 15 days, and extensions to cure are at the Authorities convenience. Can you clarify what “pattern of performance issues” would mean? Are penalties associated with performance issues and/or default?

The language we believe you are referring to is: “xiv. a pattern of repeated failures to meet the performance standards.” The performance standards are set forth in general in Section 3 NYCSC Operations Scope of Work and Requirements, and more specifically in Section 3, Performance Measures.

Page 2 of 125 (PDF page 415 of 796)


Contract Term The term of the Agreement is ten (10) years from Notice to Proceed, with one three (3) year option thereafter to be exercised at the sole determination of the Authorities which, if exercised, the Authority shall provide the Contractor no less than one hundred and twenty(120) notice prior to the exercise. In addition, the Authorities shall have the right to exercise at their sole discretion, a 120-day extension to either the base Contract or any extension thereto. There are two Phases to the Project: the Planning Phase and the Operations Phase. The Planning Phase will begin with Notice to Proceed and the -Operations Phase will begin concurrent with Go-Live of the NYCSC System.

The Authorities will make this change but will add for clarification the word “day” between “(120)” and “notice”. See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 2 Time and

Authority of the Project Manager

The Project Manager may give written orders to the Contractor to do Work which he determines to be necessary for the Contractor to fulfill the Contractor’s obligations under this Agreement.

The Authorities will not make the change as this request is already covered in 2.12d).






Manner of Performance, Article 2.12(b)

Page 10 -12 of 125 (PDF page 423 of 796)

Section 4 Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.15 and 2.16

2.15 Change Order Procedure and Basis for Payment 2.16 Deleted Work

Proposer requests that all references to Proposer’s submittal of costing rates, actual costs and profit be deleted. Change orders shall be fixed price with reasonable price support or on a time and materials basis. Proposer does not support open book audits for pricing.



Section 4 Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.18 (b)


In the event that the Authority exercises its right to postpone, suspend, abandon or terminate this Agreement, the Authority will pay the Contractor’s actual cost, overhead and reasonable profit or the fair and reasonable value, whichever is less, of: . . .



Section 4 Terms and Conditions, Chapter 3 Compensation for Services, Article 3.02

Invoice Adjustment for Non-Compliance with Performance Standards

If in the performance of Services, the Contractor does not meet or exceed the Performance Requirements identified in the Scope of Work and Requirements and such performance is not due to actions of the Authority or a third-party, the Authority may reduce the amount it would otherwise pay Contractor for such Services pursuant to the invoice adjustments set forth in RFP Section 3, NYCSC Operations Scope of Work and

The Authorities note that the first request is already covered in Section 3.6.1 Section 3, Scope of Work and Requirements, with regard to Non-Chargeable Failures. The language in Article 3.02 will be modified to reference this section. See Part B for Addendum item. The Authorities will not make the second requested change with regard to invoice adjustments and the requested cap.






Requirements, Section 3 Performance Measures. The Authority shall have the right to deduct such invoice adjustments from any monies due or which may thereafter become due to the Contractor under this Agreement. Provided, however, the Authority shall not assess any adjustments to the Contractor’s invoices for the first ninety (90) days following Go-Live and in no event shall any invoice adjustments under this Agreement exceed ten (10%) percent of the applicable invoice. Proposer requests the opportunity to work with the Authority to define the methodology and calculation of performance standards and damages.

Page 18-19 of 125 (PDF Page 431-432 of 796)


Methods and Times of Payment

This Section is intended solely for the benefit of the Authority. and, except as otherwise provided by law, no person shall have any right or claim against the Authority by reason of t The Authority’s failure or refusal to withhold monies; the Authority’s withholding of monies; the Authority’s application of any withheld monies; or the Authority’s failure to apply withheld monies. This Section is not intended to limit or in any way prejudice any other right or remedy of the Authority.


Page 20-21 of 125

Section 4 Terms and

Monies Withheld This provision is intended solely for the benefit of the Authority, and no person shall have any







(PDF page 433-434 of 796)

Conditions, Chapter 3 Compensation for Services, Article 3.06

right or claim against the Authority by reason of the Authority's failure or refusal to withhold monies. The Authority shall not pay interest on any amounts withheld under this provision. This provision is not intended to limit or in any way prejudice any other right of the Authority.


Section 4 Terms and Conditions, Chapter4 Software and System Operation, Article 4.01(b)

Software Licenses For third-party Software provided by the Contractor, the Contractor shall provide to the Authority unlimited, perpetual, irrevocable, non-exclusive Licenses to use third-party Software to perform Operations for the New York CSC System where such licenses are available under commercially reasonable terms. Where such a license to third-party Software cannot be provided, the Contractor shall use commercially available COTS software. The Contractor shall provide the Authority a list all such third-party software The Contractor shall secure such Licenses from the providers of such third-party Software, and ensure that such Licenses are transferable to and assignable by the Authority.



Section 4 Terms and Conditions, Chapter4 Software and System Operation, Article 4.01(c)

Software Licenses The Contractor may be required to sign a non-disclosure agreement with the System Contractor in a form acceptable to both the Authority and the Contractor related to the use of the System Software and will take all reasonable steps to expeditiously execute such agreement.

The Authorities will make the requested change. See Part B for the Addendum.







Section 4 Terms and Conditions, Chapter5 Insurance and Bond Requirements Article 5.01

Required Insurance Coverages Conditions

Proposer acknowledges and commits to the substantive insurance requirements specified in the RFP. Our insurance policies contain terminology that is standard in the insurance industry but differs slightly from the wording in the RFP. Two examples are that Proposer has some policies on a “per claim” basis, not “per occurrence” or some policies have SIRs in excess of $50k. In cases where the technical language of our insurance policies differs from the RFP, we will work to clarify differences and resolve concerns.

Duly noted.



Performance and Payment Bond Requirements

Proposer requests subparagraph d) relating to the letter of credit, be deleted in its entirety since there is no requirement for a letter of credit.

The Authorities will not make this deletion; however, they will add the following at the beginning of Article 5.03 d) to clarify: “The Authorities retain their right in their sole discretion to require a Letter of Credit as additional security.” See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 6 Proprietary Rights, Confident-iality, Ethics and Required Certification, Article 6.01 b)

Proprietary Rights (b) The Authority shall also have all rights, title and interest in and to inventions, ideas, designs and methods developed by the Contractor and any Subcontractors specifically for the Authority in the event the Authority purchases Equipment and/or Software (“Authority Owned Inventions”). Nothing under the base Agreement constitutes Authority Owned Inventions. If under any Extra Work or Change Order the Authority intends some portion of that work to constitute an Authority Owned

The Authorities will not make the requested changes. However, the first sentence of Article 6.01 b) shall also be modified to the following: The Authority shall also have all rights, title and interest in and to inventions, ideas, designs and methods developed by the Contractor and or any Subcontractors or Suppliers specifically for the Authority in the event the Authority purchases Equipment and/or Software (“Authority Owned Inventions”).






Invention the Authority shall clearly identify such work prior to directing the Contractor to perform such work and under no circumstance may the Authority compel the Contractor to create Authority Owned Inventions without the Contractor’s written agreement. Such Authority Owned Inventions shall include all specifications and other Documentation related thereto. . . The Authority unconditionally grants the Contractor a non-exclusive, royalty-free, perpetual, universal, unlimited license to use, copy, modify, maintain, sublicense, transfer, sell and create derivative works to, any Authority Owned Inventions.

See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 6 Proprietary Rights, Confident-iality, Ethics and Required Certification, Article 6.02

Contractor Assistance In the event the Contractor creates any Authority Owned Inventions: a) Upon the request of the Authority, the Contractor shall promptly execute or shall cause its employees . . .



Section 4 Terms and Conditions, Chapter 6 Proprietary Rights,

Confidentiality Proposer requests that the confidentiality provisions be made mutual to also protect Proposer confidential information subject to FOIL.

The Authorities will not make this change but please refer to Section 1.9.3 Disclosure of Proposals for confidentiality provisions.






Confident-iality, Ethics and Required Certification, Article 6.03


Section 4 Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnifica-tion and Warranties, Article 7.01

Risk of Loss The Contractor assumes the following distinct and several risks to the extent they arise from the Contractor’s (or it’s Subcontractor’s) negligence or willful misconduct without limitation, whether they arise from acts or omissions (whether negligent or not) of the Contractor or of any of its Subcontractors and Suppliers, excepting those losses which arise from negligent acts or omissions of the Authority. (a) The risk of loss of (i) funds or deposits due

the Authority, including but not limited to revenue generated from electronic toll collection, credit card payments, fees, violation payments and transactions submitted to the Contractor for processing, or any other revenue the Contractor is contractually required to collect; and (ii) all documents and records relating to all financial transactions in the Contractor’s possession arising out of or alleged to arise out of or in connection with the performance of Services pursuant to this Agreement. Provided however, notwithstanding anything to the contrary, prior to any withhold of payment or







adjustment to Contractor’s invoice, for a reasonable period of time of no less than ninety (90) days Contractor shall have the right to attempt to recover any lost revenue by methods in accordance with applicable law and IAG rules and the Authority shall provide reasonable cooperation to the Contractor in those recovery efforts. Further, in calculating lost revenue any assessment shall be adjusted by the historical collection rate for the applicable transaction.

Page 39-40 of 125 (PDF page 452-453 of 796)


Contractor’s Liability and Indemnification

The Contractor shall indemnify and save harmless the Authority, New York State and MTA, to the fullest extent permitted by law, from loss and liability upon any and all third-party claims and expenses, including but not limited to attorneys’ fees, on account of such injuries to persons or such damage to property, arising from the negligence or willful misconduct of the Contractor irrespective of the actual cause of the acts, errors or omissions, irrespective of whether they shall have been due in part to negligence of the Contractor or its Subcontractors or Suppliers or negligence of the Authority, State or MTA, or of any other persons, but excepting bodily injuries and property damage to the extent caused by the negligence of the Authority, State or MTA. The liability hereunder shall be limited to such injuries or damage occurring on account of, or

The Authorities will not make these changes.






in connection with, the Contractor’s willful misconduct or negligent performance of the Services, whether or not the occurrence giving rise to such injury or such damage happens at the NYCSC or whether or not sustained by persons or to property while at the NYCSC, but shall exclude injuries to such persons or damage to such property to the extent caused by the negligence of the Authority, State or MTA. Such indemnity shall not be limited by reasons of enumeration of any insurance coverage herein provided. The provisions of this Article shall survive the expiration or termination of this Agreement. . . . (f) As an express condition of Contractor’s indemnification obligations under this Agreement (including Sections 7.02 and 7.03) Contractor shall have full control over the defense and/or settlement of any indemnified claim and shall select counsel in its sole and absolute discretion. (g) Notwithstanding anything to the contrary, in no event shall Contractor be liable under this Agreement for any consequential, incidental, special, punitive, or other non-direct damages. Further, in no event shall Contractor’s aggregate liability under this Agreement exceed one hundred and twenty million dollars ($120,000,000.00).







Section 4 Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnifica-tion and Warranties, Article 7.04 e)

Additional Warranties (e) Service Warranties

Service Warranties. The Contractor warrants that all Services shall be performed in a high-quality, professional manner by qualified and skilled personnel in compliance with the Authority’s Requirements as set forth in the RFP Section 3, Conformed NYCSC Operations Scope of Work and Requirements. In the event the Authority determines that any Services do not conform to the foregoing warranty, the Authority shall be entitled to elect one of the following remedies: (a) keep performing the Services until the Authority deems them to be in conformity with the warranty in this Article 7.04, at no charge to the Authority; (b) refund from the Contractor for all payments paid in connection with the Services, which the Authority deems were not as warranted, subject to the provisions of Article 8.09, Liquidated Damages, such that the Contractor is not required to refund fees for non-provision of Services for which Liquidated Damages have been assessed, (c) reimbursement by the Contractor for the Authority’s costs and expenses incurred in having the Services performed again by the Authority or someone other than the Contractor. Notwithstanding the foregoing, nothing in this Article 7.04 shall be construed to limit the Authority’s rights pursuant to Article 8.03, Remedies in the Event of Default.


Page 43 of 125 (PDF

Section 4 Terms and

Additional Warranties (h) General Guaranty

General Guaranty. Neither Final Acceptance of the Implementation Phase of the System and







page 456 of 796)

Conditions, Chapter 7 Risk of Loss, Liability, Indemnifica-tion and Warranties, Article 7.04

Services or payment therefor, nor any provision in this Agreement, nor partial or entire use of the System and Services by the Authority shall constitute Final Acceptance of the Implementation Phase of the Agreement and Services not performed in accordance with this Agreement or relieve the Contractor of liability for any express or implied warranties or responsibility for faulty materials or workmanship.


Section 4 Terms and Conditions, Chapter 8 Default, Damages and Remedies, Article 8.01 a)

Event of Default a) An Event of Default shall mean an uncured material breach of this Agreement by the Contractor. Without limiting the generality of the foregoing and in addition to those instances referred to elsewhere in this Agreement as a breach, an Event of Default shall include the following:

The Authorities will make this change. See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 8 Default, Damages and Remedies, Article 8.01 b)

Event of Default b) When, in the opinion of the Authority, reasonable grounds for uncertainty exist with respect to the Contractor’s ability to perform the Services or any portion thereof, the Authority may request that the Contractor, within the time frame set forth in the Authority’s request, provide adequate assurances to the Authority, in writing, of the Contractor’s ability to perform in accordance with terms of this Agreement. Until the Authority receives such assurances, the Authority may suspend all payments to the Contractor. In the event that the Contractor fails to provide to the Authority the requested







assurances within the prescribed time frame, the Authority may: i. treat such failure as a repudiation of this Agreement; ii. resort to any remedy for breach provided herein or at law or equity, including, but not limited to, taking over the performance of the Services or any part thereof either by itself or through others; iii. suspend the Contractor’s performance hereunder.



Notice of Default – Chance to Cure, Termination

If, in the determination of the Authority, an Event of Default occurs, the Authority may so notify the Contractor (“Default Notice”) specifying the basis(es) for such default, and advising the Contractor that such default must be cured immediately or this Agreement with the Authority may be terminated. The Authority may, in its sole discretion, allow the Contractor to rectify the default to the Authority’s reasonable satisfaction within thirtyfifteen (3015) Business Days. The Authority may grant an additional period to cure of such duration as the Authority shall deem appropriate without waiver of any of the Authority’s rights hereunder, so long as the Contractor has commenced curing such default and is effectuating a cure with diligence and continuity during such thirtyfifteen (3015) day







period or any other period which the Authority prescribes. . .



Remedies in the Event of Default

a) Upon the Contractor’s default, the Authority, or its designated representatives, shall have the right to immediately take possession of all applicable Equipment, Software and data, and the applicable facilities that house such items, and perform the New York Customer Service Center System Services required under this Agreement. The Authority shall also have the right to complete the Services with the Contractor’s employees and/or its Subcontractors. The Authority, as part of its right to complete the Services, may, subject to the terms of this Agreement: take possession of and use any or all of the materials, plants, tools, Equipment, supplies and property of every kind, provided, purchased, maintained, leased, owned, or rented by the Contractor; and/or procure other materials, plant, tools, equipment, and supplies and may charge the Contractor and the Contractor shall be liable to the Authority for the expense of said labor, materials, plant, tools, equipment, supplies and property.



Section 4 Terms and Conditions, Chapter 8 Default,

Actual Damages b) After commencement of Go-Live Operations the Contractor shall reimburse the Authority for any revenue, which the Authority identifies as having been lost due to the fault of the Contractor. The Authority may choose, in its







Damages and Remedies, Article 8.04 b)

sole discretion, to recover such lost revenue from the Contractor by deducting such amounts from payments otherwise due and owing from the Authority to the Contractor. Lost revenue includes, but is not limited to, such events as lost transactions; lost images; tolls that are not able to be collected upon due to delays in processing by the Contractor; Contractor-caused delays in escalation or customer notifications that exceed applicable regulatory or statutory requirements, and improper handling of transactions or Violations resulting in incorrect customer invoicing. Provided however, notwithstanding anything to the contrary, prior to any deduction, withhold or adjustment to Contractor’s invoice under any Section of this Agreement, for a reasonable period of time Contractor shall have the right to attempt to recover any lost revenue by methods in accordance with applicable law and IAG rules and the Authority shall provide reasonable cooperation to the Contractor in those recovery efforts. Further, in calculating lost revenue any assessment shall be adjusted by the historical collection rate for the applicable transaction. c) The Contractor shall be responsible for any other costs incurred which are the result of its improper performance of these Services, including such things as special mailings to customers to notify them of a mistake in their






monthly statements. The Contractor shall be responsible for all additional costs associated with any data or security breach, including but not limited to providing credit monitoring services to customers where the Contractor has negligently failed to comply with the express security requirements of this Agreement.



No Damages for Delay The Contractor agrees that it shall not make any charges or claims for damages against the Authority for any delays or hindrances from any cause whatsoever, including acts or omissions of the Authority or any of its representatives or other contractors, during the progress of any portion of the Services provided pursuant to this Agreement.




Set-Off Rights The Authority shall have rights of set-off. These rights shall include, but not be limited to, the Authority’s option to withhold for the purposes of set-off any monies due to the Contractor under this Agreement up to any amounts due and owing by the Contractor to the Authority with regard to this Agreement, or any other contract with the Authority, including any contract for a term commencing prior to the term of this Agreement, plus any amounts due and owing to the Authority for any other reason including, without limitation, monetary penalties, adjustments, fees, or claims for







damages by the Authority and third parties in connection therewith.



Liquidated Damages New Language

(e) Notwithstanding anything to the contrary, in no event shall the liquidated damages assessed under this Agreement exceed ten percent (10%) of the planning phase price.



Section 4 Terms and Conditions, Chapter 10 Miscellaneous Article 10.11

Most Favored Customer The Contractor agrees to treat the Authority as its most favored customer. The Contractor represents that all of the prices, warranties, benefits and other terms being provided hereunder are equal to or better than the terms being offered by the Contractor to any other customers under similar economic conditions and contractual terms and conditions including but not limited to warranties, benefits, schedule and quantities. If the Contractor provides Services to the Authority which it did not create specifically for the Authority and which it offers to its current customers, the Contractor represents that all of the prices, warranties, benefits and other terms associated with those Services are equal to or better than the terms being offered by the Contractor to its other customers. If, during the term of this Agreement, the Contractor enters into an agreement with any other customer providing such customer with more favorable pricesterms, the Contractor

The Authorities will add the requested sentence at the end of the paragraph but will not make the other requested changes. See Part B for Addendum item.






shall promptly notify the Authority and then this Agreement will be deemed appropriately amended to provide such terms to the Authority. The Contractor shall promptly provide the Authority with any refund or credits thereby created. For the avoidance of doubt, any adjustment in pricing under this Agreement shall only apply from the date the contract with the comparable pricing was effective.



Section 4 Terms and Conditions, Chapter 2, Article 2.05

Harmony During the progress of the Implementation Phase and Maintenance Phase the Contractor shall be required to work cooperatively with other parties, including the Operations Contractor and other interfacing third-parties in order to perform its obligations under the Agreement. The following processes shall be in place at all times: … d) Each contractor shall be responsible to the other for all direct damage to work, to persons or property caused to the other solely by their operations, and for loss caused solely by the other due to unnecessary delays or failure to finish the Work within the time specified for completion.


Page 6-7 of 125 (PDF page 420 of

Section 4 Terms and Conditions, Chapter 2,

Extension of Time … (h) In the event Contractor is delayed by cause(s) identified in this Article and the delay results in an increase in costs to Contractor, the







796) Article 2.10 Authority and Contractor shall negotiate an equitable adjustment to the price of the Services.

Page 16 of 125 (PDF Page 429 of 796)


Dispute Resolution a) If the Contractor disputes a determination, order or other action of the Project Manager or otherwise asserts a claim against the Authority (“Dispute”), the Contractor shall initiate a Dispute with the Contractual Dispute Resolution Board (CDRB) in accordance with these Dispute Resolution provisions and the CDRB Guidelines which are available upon request. The provisions of this Article shall constitute the Contractor’s sole means of bringing such challenge or claim and exhaustion of these dispute resolution procedures including the judicial review set forth below shall be the parties' sole remedy in connection with any Dispute. … c) All Disputes shall be initiated through a written submission (Dispute Notice) to the CDRB within twenty (20) days of the determination or claim which is the subject of the Dispute at the address(es) in the CDRB Guidelines. The Dispute Notice must include all evidence and pertinent information of the party’s position and/or claim. Within twenty (20) days thereafter, the party against whom the Dispute Notice was filed shall submit any and all pertinent materials to the CDRB. The CDRB shall render its decision in writing and deliver it to the parties within a reasonable







time not to exceed sixty (60) days after receipt of all materials. In rendering the decision, the CDRB may seek such technical or other expertise as it shall deem necessary or appropriate and seek such additional oral and/or written argument or materials from either or both parties to the Dispute as it deems fit. The CDRB shall have the discretion to extend the time for submittals required hereunder. The decision of the CDRB shall be final and binding on the parties.


Section 4 Terms and Conditions Chapter 6, Article 6.01

Proprietary Rights … (d)The Authority hereby acknowledges and agrees that the Contractor retains all ownership rights, title, and interest in and to all Software created by the Contractor in existence prior to or developed independent of the execution of this Agreement and related intellectual property rights ("Contractor Materials"). Contractor Materials shall not be considered Authority Owned Inventions.




Contractor Assistance … b) In addition, the Contractor agrees to give the Authority and any person designated by the Authority any and all assistance required to perfect the rights defined in Article 6.01, including, but not limited to, execution and delivery of all documents required by the Authority to document and protect the Authority’s proprietary rights in the Authority Owned Inventions and data and







documentation. Such assistance may also include filing applications for patent and copyright registration in the name of the Authority and making all other necessary or appropriate filings with governmental entities so as to secure and maintain maximum protection for such Authority Owned Inventions.



Confidentiality a) “Confidential Information” means any information not generally known to the public, or that the Authority claims is confidential, whether oral, written, or electronic, that the Authority discloses, directly or indirectly, through any means of communication, to the Contractor. Confidential information includes, but is not limited to, all materials, data, transactions, forms, account information, trip information, traffic information, documentation, advertising ideas, designs and methods obtained from the Authority in connection with the Services performed under this Agreement, made or developed by the Contractor or its Subcontractors in the course of the performance of such Services, or generated as a result of such Services, and such other data and information the Authority deems confidential. Confidential Information does not include information which, at the time of the Authority disclosure to the Contractor or at the time of the creation of the information: (i) is already in the public domain or becomes publicly known through no act of

The Authorities will make these changes; however, the quoted language is from the System RFP which is not exactly the same as the language in the Operations RFP. See Part B for Addendum item.






the Contractor; (ii) is already known by the Contractor free of any confidentiality obligations; (c) is information that the Authority has approved in writing for disclosure for the particular request and the specific Confidential Information for which it is given, subject to such other terms and conditions as the Authority may require; (d) is rightfully received by Contractor from a third party; or (d) (e) is required to be disclosed by the Contractor pursuant to law so long as the Contractor provides the Authority with notice of such disclosure requirement and an opportunity to defend prior to any such disclosure.…. c) The Contractor shall hold Confidential Information confidential to the maximum extent permitted by law. The Contractor shall safeguard Confidential Information with at least the same level of care and security, using all reasonable and necessary security measures, devices and procedures that the Contractor uses to maintain its own confidential information, but with not less than reasonable care. The Contractor shall take reasonable steps to prevent unauthorized access to, use of, or disclosure of Confidential Information, including without limitation, by protecting its passwords and other log-in information. The Contractor shall advise each of its employees, agents, Subcontractors and Suppliers who may be exposed to such Confidential Information of their obligation to






keep such information confidential and shall promptly advise the Authority in writing if it learns of any unauthorized use or disclosure of the Confidential Information by any of its employees or agents, or Subcontractor’s or Supplier’s employees, present or former and shall use its best efforts to stop any unauthorized or misappropriation of Confidential Information. The Contractor shall require that all of its employees with access to Confidential Information sign a Non-Disclosure agreement, as approved by the Authority.



Risk of Loss The Contractor assumes the following distinct and several risks without limitation, whether they arise from acts or omissions (whether negligent or not) of the Contractor or of any of its Subcontractors and Suppliers, excepting those losses which arise from negligent acts or omissions of the Authority or Systems Contractor. … In the case of damage or loss that the Authority agrees was caused by the sole negligence of the Authority or the Systems Contractor, Contractor shall promptly replace the damaged or lost portions of the System at Contractor's cost after such cost is pre-Approved by the Authority, and submit the amount(s) thus expended to the Authority for reimbursement

The Authorities agree to add “or System Contractor” to Article 7.01 (with “System” singular rather than plural) See Part B for Addendum item. The Authorities will not make the requested change to delete “sole” in the second paragraph.






as a clearly identified, separate item on its next invoice to the Authority.




a) The Contractor shall indemnify and save harmless the Authority, New York State and MTA, to the fullest extent permitted by law, from loss and liability upon any and all claims and expenses, including but not limited to reasonable attorneys’ fees, on account of such injuries to persons or such damage to property due to negligence of the Contractor or its Subcontractors or Suppliers, irrespective of the actual cause of the acts, errors or omissions, irrespective of whether they shall have been due in part to negligence of the Contractor or its Subcontractors or Suppliers or negligence of the Authority, State or MTA, or of any other persons, but excepting bodily injuries and property damage to the extent caused by the negligence of the Authority, State, Systems Contractor, any other person, or MTA. The liability hereunder shall be limited to such injuries or damage occurring on account of, or in connection with, the performance of the Services, whether or not the occurrence giving rise to such injury or such damage happens at the NYCSC or whether or not sustained by persons or to property while at the NYCSC, but shall exclude injuries to such persons or damage to such property to the extent caused by the negligence of the Authority, State, Operations Contractor, any other person, or MTA. Such indemnity shall not be limited by

The Authorities will add “System Contractor” in two places, but will not agree to the addition of “any other person”. The Authorities will not agree to any of the other requested changes in 7.02a) or to the addition of f). See Part B for Addendum item.






reasons of enumeration of any insurance coverage herein provided. The provisions of this Article shall survive the expiration or termination of this Agreement. … (f) Contractor’s total liability to the Authority for any and all liabilities arising out of or related to this Agreement, from any cause or causes, and regardless of the legal theory, including breach of contract, warranty, negligence, strict liability, statutory liability, or any indemnification obligation, shall not, in the aggregate, exceed twice the value of this Agreement. Any claim by the Authority against Contractor relating to this contract, other than in warranty, must be made in writing and presented to Contractor within one (1) year after the earlier of: (1) the date on which the Authority accepts the deliverable at issue; or (2) the date on which Contractor completes performance of the services specified in this Agreement. Any claim under warranty must be made within the time specified in the applicable warranty clause.



Additional Warranties … tf) Data Accuracy. The Contractor acknowledges and understands that the data and/or information it collects, processes and/or provides to the Authority will be relied upon by the Authority and other persons or entities that are now or will in the future be







under Agreement with the Authority. Should information derived and provided by Contractor be inaccurate and cause the Authority to incur damages or additional expenses, the Authority shall notify Contractor and the Contractor shall immediately place any applicable insurance carrier on Notice of a potential claim. This provision shall survive termination of this Agreement, subject to applicable statute of limitations period and the Contractor agrees to waive any applicable limitation periods consistent with enforcement of this provision.



Actual Damages … b) After commencement of Go-Live Operations the Contractor shall reimburse the Authority for any lost revenue, which the Authority identifies as having been lost due to the fault of the Contractor following the later of Operations Go-Live or System Contractor System Acceptance. The Authority may choose, in its sole discretion, to recover such lost revenue from the Contractor by deducting such amounts from payments otherwise due and owing from the Authority to the Contractor. Lost revenue includes, but is not limited to, such events as lost transactions; lost images; tolls that are not able to be collected upon due to delays in processing by Contractor; Contractor-caused delays in escalation or customer notifications that exceed applicable regulatory or statutory requirements, and improper handling of







transactions or Violations resulting in incorrect customer invoicing. Lost toll revenue shall be assessed on a calendar month basis and not exceed the fixed monthly compensation amount for the given calendar month. c) The Contractor shall be responsible for any other costs incurred which are the sole result of its improper performance of these Services, including such things as special mailings to customers to notify them of a mistake in their monthly statements. The Contractor shall be responsible for all additional costs associated with any data or security breach caused by Contractor, including but not limited to providing credit monitoring services to customers.


Section 1 Background, Overview & Proposal Instructions 1.14.2.4.2

Proposal Part 2: Demonstrated Project Experience and Qualifications, e)

Proposer (and its surety) respectfully submits the annexed bond forms for consideration -- to be used in lieu of Form A-11, which only gives the option to complete the contract. Will these forms be considered an acceptable equivalent? PLANNING PHASE PERFORMANCE & PAYMENT BONDS

AIA A312-2010 Perf Bond Installation-In

AIA A312-2010 Pay Bond Installation-In

OPERATIONS PHASE BOND The RFP states that an annually renewable Performance Bond would be accepted for the







Operations Phase even though the appendix contains the same Performance Bond. Travelers would like to submit the AIA Annual Performance Bond for consideration.

AIA A312-2010 Annual Perf Bond O



Insurance Conditions Proposer respectfully requests the following change: E. All policies, with the exception of professional liability and cyber liability and fidelity crime insurance, by specific Endorsement, shall provide for written notice to the Authority no less than thirty (30) days prior to the cancellation, nonrenewal, or material alteration of any insurance policies referred to therein. Any such notice shall be sent in accordance with Article 10.17, Notices, or by email to the Authority’s Insurance Compliance Office. The Contractor shall provide written notice to the Authority prior to the cancellation of professional liability and cyber liability policies.


Page 26, 27 & 29 of 125 (Page 439, 440 and 441 of 796)

Section 4 Terms and Conditions, Chapter 5, Articles 5.01 & 5.02

Insurance Conditions As a large company with solid financials and legal staff equipped to handle claims, proposer respectfully requests an increase in allowable deductibles from $50,000 to $500,000, and increase in allowable self-insured retentions from $50,000 to $200,000 as follows:







Section 5.01 F. “…Insurance policies with Deductibles in excess of $500,000 will require review and approval by the Authority.” G. “…SIR programs in excess of $5200,000 must be administered by a third-party administrator and must also meet additional security requirements.” Section 5.02 E. All Risk Crime Insurance Policy/ Fidelity Insurance – the Contractor shall maintain All Risk Crime or Fidelity Insurance with limits no less than $10,000,000 per occurrence and $20,000,000 aggregate (no greater than a $500,000 deductible) coverage of the Authority funds.



Required Insurance Coverages

Proposer respectfully requests the following change, as ISO form CG 2010 11/85 is no longer commercially available: B. The New York State Thruway Authority, the State of New York, the Triborough Bridge and Tunnel Authority, and the Port Authority of New York and New Jersey shall be included as Additional Insureds, using ISO Additional Insured Endorsement CG 20 10 11 85 or its equivalent CG 20 10 04 13 and 20 37 04 13, under the CGL policy and the Umbrella policy which shall follow form, as required.

The Authorities have already made the requested change. Please see Part B of Addendum 5.

Page 30 of 125 (PDF

Section 4 Terms and

Required Insurance Coverages

Proposer respectfully requests the following change to the Technology Errors & Omissions







page 443 of 796)

Conditions, Chapter 5, Article 5.02

liability insurance section: F. “…This insurance shall provide coverage for software copyright liability, contractual liability, to the extent that a claim is attributable to the Contractor’s negligence, and liability for loss of revenues and business interruption.”

Page ii of iv (PDF page 411 of 796)

Section 4 Terms and Conditions

Table of Contents Add new ARTICLE 7.07 WAIVER OF CONSEQUENTIAL DAMAGES AND LIMITATION OF LIABILITY

There is no question here to respond to. Refer to response to question 93 on Article 7.07.


Section 4 Terms and Conditions “

ARTICLE 2.04 GENERAL

Line 7: Add “written” before “request.”

The Authorities will not make this change as this request is already covered in Article 2.12 d).



ARTICLE 2.04 GENERAL, (a)

Line 4: After “directed” add “in writing.”




ARTICLE 2.05 HARMONY, (d)

Line 2: After “property” add “to the extent.”




ARTICLE 2.06 COMPLIANCE WITH LAWS, (a)

Line 3: Add a comma after “Services,” and add “and in effect when the Services are performed,”.

It is assumed this means adding as shown in red font: The Contractor agrees to comply with all federal, state, and local laws, ordinances, rules, executive orders, and regulations that are applicable to the performance of Services, and in effect when the






Services are performed, pursuant to this Agreement, and to procure all necessary licenses and permits. The Authorities will make this change. See Part B for Addendum item.



ARTICLE 2.09 SUBCONTRACTUAL RELATIONS, (b)

Line 1: Add a comma after “withdraw” and add “in writing,”.




ARTICLE 2.15 CHANGE ORDER AND BASIS FOR PAYMENT, (f)

Line 11: Change “5% mark-up” to “10% mark-up.”




ARTICLE 2.15 CHANGE ORDER AND BASIS FOR PAYMENT, (j)

Line 2: After “2.15” add “for reasons within the Contractor’s control.”




ARTICLE 2.15 CHANGE ORDER AND BASIS FOR PAYMENT, (l)

Line 9: Change “therefore” to “therefor.” It is assumed this means changing as shown in strikeout and red font: …. Item (b) shall be supplemented by the Contractor at a later date with a statement indicating from whom materials were purchased and the amount paid therefore therefor. The Authorities will make the requested change. See Part B for Addendum item.








ARTICLE 2.15 CHANGE ORDER AND BASIS FOR PAYMENT, (m)

Line 2: Delete “the” in front of “Section.” It is assumed this means changing as shown in strikeout: The progress and status of all Extra Work shall be monitored and reported on as part of the change management process as set forth in the Agreement and the Section 3 Conformed NYCSC Operations Scope of Work and Requirements. The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 2.18 TERMINATION FOR CONVENIENCE BY THE AUTHORITY/SUSPENSION OF WORK, (b)

Line 2: Delete “or the fair and reasonable value, whichever is less, of.”




ARTICLE 2.20 DISPUTE RESOLUTION, (c)

Line 11: Change “it” to “the CDRB.” It is assumed this means changing as shown in strikeout and red font: In rendering the decision, the CDRB may seek such technical or other expertise as it shall deem necessary or appropriate and seek such additional oral and/or written argument or materials from either or both parties to the Dispute as it the CDRB deems fit. The Authorities will make the requested change. See Part B for Addendum item.

Page 16 of 125 (PDF page 429


ARTICLE 2.20 DISPUTE RESOLUTION, (d)

Line 5: Change “law” to “Law.” It appears the Proposer incorrectly referenced d) and meant to reference Article 2.20 e) instead and






of 796) that the request means changes as shown in strikeout and red font. Any final determination of the CDRB with respect to a Dispute initiated pursuant to this Article shall be subject to review solely in the form of a challenge following the decision by the CDRB, in a Court of competent jurisdiction of the State of New York, County of New York except as provided below for the New York State Thruway Authority, under Article 78 of the New York Civil Practice law Law and Rules or a United States Court located in New York City … The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 3.06 MONIES WITHHELD, (b)

Change to: “The Contractor has provided Work that does not conform to the requirements of the Agreement.”

It is assumed this means changing as shown in strikeout and red font: …b) The Contractor has provided poor or defective Work The Contractor has provided Work that does not conform to the requirements of the Agreement, or The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 3.06 MONIES WITHHELD, (e)

Line 1: Delete “required.” It is assumed this means changing as shown in strikeout:






…e) The Contractor has not met required Performance Requirements under RFP Section 3, Conformed NYCSC Operations Scope of Work and Requirements, or… The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 4.01 SOFTWARE LICENSES, (b)

Line 3: Add “the” before “Operations” and “of” after it.

It is assumed this means adding as shown in red font: For any third-party Software provided by the Contractor, the Contractor shall provide to the Authority unlimited, perpetual, irrevocable, non-exclusive Licenses to use third party Software to perform the Operations of the New York CSC. The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 4.03 PHASE AND PROJECT ACCEPTANCE, (b), (5)

Line 2: Add “valid” before “debts.” The Authorities will not make this change.



ARTICLE 4.03 PHASE AND PROJECT ACCEPTANCE, (c), (3)

Line 2: Delete first word in line. The Authorities cannot determine what the requested change is and therefore, no change will be made.



ARTICLE 4.03 PHASE AND PROJECT ACCEPTANCE, (c), (7)

Line 2: Add “valid” before “debts.” The Authorities will not make this change.






of 796)



ARTICLE 5.01 INSURANCE CONDITIONS, E

Line 2: Add “or” after “cancellation” and delete comma. Then delete “or material alteration.” To end, add new sentence, “The Contractor shall provide written notice to the Authority no less than thirty (30) days prior to any material alteration of any required insurance policies that would cause the Contractor to no longer comply with this Chapter 5.”

It is assumed this means changing as shown in strikeout and red font: All policies, by specific Endorsement, shall provide for written notice to the Authority no less than thirty (30) days prior to the cancellation, or nonrenewal, or material alteration of any insurance policies referred to therein. The Contractor shall provide written notice to the Authority no less than thirty (30) days prior to any material alteration of any required insurance policies that would cause the Contractor to no longer comply with this Chapter 5. The Authorities will make the requested change. See Part B for Addendum item.



ARTICLE 5.01 INSURANCE CONDITIONS, F

Delete the first sentence The Authorities will not make this change.



ARTICLE 5.01 INSURANCE CONDITIONS, G

Delete first four sentences. The Authorities will not make this change.



ARTICLE 5.01 INSURANCE CONDITIONS, H

Delete this clause. The Authorities will not make this change.








ARTICLE 5.01 INSURANCE CONDITIONS, I

Line 1: Delete “policies,”. The Authorities will not make this change.



ARTICLE 5.01 INSURANCE CONDITIONS, K

Line 1: Change “At least two weeks” to “As soon as practicable.” Line 3: Delete “minimum.”




ARTICLE 5.01 INSURANCE CONDITIONS, M

Line 2: Delete “agents,”. The Authorities will not make this change.



ARTICLE 5.01 INSURANCE CONDITIONS, O




ARTICLE 5.02 REQUIRED INSURANCE COVERAGES, B, g

Add, to end, “(except with respect to the limit of liability.)”




ARTICLE 5.02 REQUIRED INSURANCE COVERAGES, E

Line 3: Delete “(no greater than a $50,000 deductible).”





Delete the third sentence. The Authorities will not make this change.

Page 30 of 125 (PDF

Section 4 Terms and


Line 16: After “Subcontractors” add “who will have custody of the Authority’s funds.”







page 443 of 796)

Conditions “




Line 17: After “similar” add “lines of coverage.” The Authorities will make this change. See Part B for Addendum item.



ARTICLE 5.02 REQUIRED INSURANCE COVERAGES, G

Line 21: Change “or” to “for.” It is assumed with respect to Privacy and Network Security (Cyber Liability) insurance, this means changing as shown in strikeout and red font below: This insurance shall provide coverage for personal injury (including emotional distress and mental anguish), and a separate limit of not less than one million dollars ($1,000,000) or for credit monitoring services. The Authorities will make this change. See Part B for Addendum item.



ARTICLE 5.02 REQUIRED INSURANCE COVERAGES, I

Delete second sentence. The Authorities will not make this change.



ARTICLE 5.03 PERFORMANCE AND PAYMENT BOND REQUIREMENTS




ARTICLE 6.01 PROPRIETARY RIGHTS

Add new paragraph (d): “The Authority’s rights, title and interest in and to the Deliverables are contingent upon payment to Contractor of all amounts due it under the Agreement.”









ARTICLE 6.03 CONFIDENTIALITY, (a)

Line 13: Change “act of” to “breach of this Article by.” Line 17: Delete “or.” Line 20: Add a semicolon after “disclosure” and add “(v) is disclosed to the Contractor by a third party who is free of any confidentiality obligations with respect to the information.”

It is assumed this means changing as shown in strikeout and red font with green font added to provide correct reference: “Confidential Information” means … (i) is already in the public domain or becomes publicly known through no act of breach of this Article by the Contractor; (ii) is already known by the Contractor free of any confidentiality obligations; (iii) is information that the Authority has approved in writing for disclosure for the particular request and the specific Confidential Information for which it is given, subject to such other terms and conditions as the Authority may require; or (iv) is required to be disclosed by the Contractor pursuant to law so long as the Contractor provides the Authority with notice of such disclosure requirement and an opportunity to defend prior to any such disclosure; or (v) is disclosed to the Contractor by a third party who is free of any confidentiality obligations with respect to the information. The Authorities will make this change. See Part B for Addendum item.



ARTICLE 6.03 CONFIDENTIALITY, (c)

Line 13: Add “use” after “unauthorized.” It is assumed proposer meant to refer to Line 14 and ask for the addition shown in red font: The Contractor shall advise each of its employees, agents, Subcontractors and Suppliers who may be exposed to such Confidential Information of their obligation to keep such information confidential and shall promptly advise the Authority in writing if






it learns of any unauthorized use or disclosure of the Confidential Information by any of its employees or agents, or Subcontractor’s or Supplier’s employees, present or former and shall use its best efforts to stop any unauthorized use or misappropriation of Confidential Information. The Authorities agree to make this change. See Part B for Addendum item.



ARTICLE 6.03 CONFIDENTIALITY, (e)

Line 3: Change “providing” to “proving.” It is assumed this means changing as shown in strikeout and red font: It is understood and agreed that in the event of a breach of this Article, damages may not be an adequate remedy and the Authority shall be entitled to injunctive relief to restrain any such breach or threatened breach without providing proving actual damages or posting a bond or other security. The Authorities agree to make this change. See Part B for Addendum item.



ARTICLE 6.05 CONFLICT OF INTEREST, (d)

Line 4: Change “agreement” to “Agreement.” It is assumed this means changing as shown in strikeout and red font: The Authority and the Contractor recognize that conflicts may occur in the future because the Contractor may have existing, or establish new, relationships. The Authority will review the nature of any relationships and reserves the right to






terminate this agreement Agreement for any reason, or for cause, if, in the judgment of the Authority, a real or potential conflict of interest cannot be cured. The Authorities agree to make this change. See Part B for Addendum item.



ARTICLE 7.01 RISK OF LOSS Line 3: Delete “excepting” and add “to the extent.” Delete “which.”




ARTICLE 7.01 RISK OF LOSS, (b)

Line 11: Delete “for” and add “to the extent such.” Add “is” after “loss.” Delete “sole.”





Line 13: Delete “the Authority agrees” and add “or” after “sole.” Line 14, add “contributory” before “negligence.”





To end, add new sentence: “If the damage or loss was caused by the joint negligence of the Contractor and the Authority or the System Contractor, the Authority shall reimburse the Contractor for that part of the damage or loss that was caused by the negligence of the Authority or System Contractor.”




ARTICLE 7.02 CONTRACTOR’S LIABILITY AND INDEMNIFICATION, (a)

Line 4: Add “third-party” before “property.” The Authorities will not make this change.








ARTICLE 7.04 ADDITIONAL WARRANTIES, (b)

Line 4: Change “patron” to “patrons.” It is assumed this means changing as shown in strikeout and red font: The Equipment Contractor installs and places into Operations will not result in any damage to existing facilities, walls or other parts of adjacent, abutting or overhead buildings, railroads, bridges, structures, surfaces, or any physical/mental damage to patron patrons utilizing any units(s) of Equipment. The Authorities agree to make this change to state “any patron or patrons”. See Part B for Addendum item.



ARTICLE 7.04 ADDITIONAL WARRANTIES, (f), Data Accuracy

Line 3: Delete “and other persons or entities that are now or will in the future be under Agreement with the Authority.” Line 8: Change comma after “Agreement” to period and delete the rest of the sentence.




CHAPTER 7 – RISK OF LOSS, LIABILITY, INDEMNIFICATION AND WARRANTIES

Add new ARTICLE 7.07 WAIVER OF CONSEQUNTIAL DAMAGES AND LIMITATION OF LIABILITY, (a) Except as may otherwise be provided for in this Agreement, and to the greatest extent permitted law, in no event shall the Contractor (or any of its Subcontractors or Suppliers) be liable to the Authority for loss of profits or revenue, loss of use, loss of opportunity, loss of goodwill, or for any other special, consequential, incidental, indirect, punitive, or exemplary damages resulting in any way from the Contractor’s performance of







non-performance of this Agreement, whether arising under breach of contract or warranty, tort (including negligence), indemnity, strict lability, or other theory of legal liability. (b) Notwithstanding anything in this Agreement to the contrary, and to the greatest extent permitted by law, the Contractor’s total aggregate liability for all damages connected with its Services under this Agreement, whether arising under breach of contract or warranty, indemnity, tort (including negligence), strict liability, or other theory of legal liability, shall not exceed ten percent (10%) of the not-to-exceed amount of the Contractor’s compensation provided for in Article 3.01 of this Agreement.

of 125 (PDF page 460 of 796)


ARTICLE 8.04 ACTUAL DAMAGES, (b)

Line 3: Delete “fault of” and add “breach of this Agreement by.”




ARTICLE 8.04 ACTUAL DAMAGES, (c)

Line 1: After “incurred” add “to the extent they,” and delete “which.” Line 2: Delete “are the,” add “from” after ”result,” and change “improper” to “noncompliant.”




ARTICLE 8.06 NO DAMAGES FOR DELAY


Page 48 of 125 (PDF

Section 4 Terms and

ARTICLE 8.07 Add, to end, “The Contractor shall not be considered in default in the performance of its







page 461 of 796)

Conditions “ obligations hereunder to the extent such performance is prevented or delayed by any action or inaction on the part of the System Contractor. The Contractor shall be reimbursed for all costs arising from such prevention or delay”



ARTICLE 8.09 LIQUIDATED DAMAGES, (b)

Line 4: Delete “hereinafter.” Add, to end, “Liquidated damages assessed against the Contractor under this Article shall not exceed five percent (5%) of the not-to-exceed amount of the Contractor’s compensation as provided for in Article 3.01 of this Agreement.”

It is assumed this means changing as shown in strikeout and red font: The Contractor is firmly obligated and guarantees to meet the stipulated Acceptance of Operational Readiness Date. In the event of a delay in Operational Readiness beyond the Operational Readiness date, as such time may be extended by the Authority as hereinafter provided in Article 2.10, Extension of Time, and Article 2.11, Schedule and Submittals, the Authority shall be paid damages for such delay… The Authorities will agree to the deletion of “hereinafter” but will not make the other requested changes. See Part B for Addendum item.



ARTICLE 10.11 MOST FAVORED CUSTOMER

Delete this clause. The Authorities will not agree to this deletion; however, the Authorities will add the following language to the end of the article: “For the avoidance of doubt, any adjustment in pricing under this Agreement shall only apply from the date the contract with the comparable pricing was effective.”






See Part B for addendum item.



ARTICLE 10.18 NOTICE OF LEGAL MATTERS

Line 3: Change “it” to the “the Contractor.” It is assumed this means changing as shown in strikeout and red font: If the Contractor becomes aware that any person seeks a restraining order, preliminary injunction or an injunction, which may delay the delivery of Services pursuant to this Agreement, it the Contractor shall promptly give to the Authority person designated to receive Notices pursuant to Article 10.17 a copy of all legal papers received or prepared by it in connection with such action or proceeding. The Authorities will make this change. See Part B for Addendum item.



ARTICLE 13.01 CLAIMS FOR MONEY DAMAGES

Line 1: Delete “or intends to claim.” It is assumed this means changing as shown in strikeout and red font: In the event the Contractor claims or intends to claim or intends to claim compensation for any damage or loss sustained by reason of any act, neglect, fault or default of the Authority, the Contractor shall furnish a written notice to the Project Manager setting forth the nature of the claim and the extent of the damage sustained within 30 days of the incurrence of such loss or damages. The Authorities will make this change.









ARTICLE 14.14 CONTRACT RECORDS AND DECOMMISSION

Line 15: After “ownership” add “of.” It is assumed this means changing as shown in red font: Contractor and all of its personnel shall cooperate fully with Port Authority and shall execute such further documentation as Port Authority may request in order to establish, secure, maintain or protect Port Authority, or its assignee’s, ownership of the Work Product and of all rights therein. The Authorities will make this change. See Part B for Addendum item.




Line 22: Change “entitle” to “entitled.” It is assumed this means changing as shown in strikeout and red font: Contractor hereby (i) waives any so-called “moral rights” with respect to the Work Product; (ii) agrees never to use the Work Product without the prior express written consent of Port Authority; (iii) agrees never to contest Port Authority or its assignee’s exclusive, complete and unrestricted ownership in and to the Work Product (including all copyright rights therein), or to claim adverse rights therein; and (iv) acknowledges that it shall not be entitle entitled to any compensation beyond the specifically provided herein for any of the Work Product. The Authorities will make this change.










Line 23: After “beyond,” change “the” to “that.”

It is assumed this means changing as shown in strikeout and red font: Contractor hereby (i) waives any so-called “moral rights” with respect to the Work Product; (ii) agrees never to use the Work Product without the prior express written consent of Port Authority; (iii) agrees never to contest Port Authority or its assignee’s exclusive, complete and unrestricted ownership in and to the Work Product (including all copyright rights therein), or to claim adverse rights therein; and (iv) acknowledges that it shall not be entitle entitled to any compensation beyond the that specifically provided herein for any of the Work Product. The Authorities will make this change in combination with the change made in #103. See Part B for Addendum item.



ARTICLE 14.16 PORT AUTHORITY PUBLIC RECORDS ACCESS POLICY

Line 3: Add “by” after “exhibited.” It is assumed this means changing as shown in red font: The Port Authority’s receipt or discussion of any information (including information contained in any proposal, vendor qualification(s), ideas, models, drawings, this Contract or other material communicated or exhibited by you or on your behalf) shall not impose any obligations






whatsoever on the Port Authority to keep such information in confidence and Contractor acknowledges and agrees that such information is subject to the provisions of the Port Authority Public Records Access Policy adopted by the Port Authority’s Board of Commissioners, which may be found on the Port Authority website at: http://corpinfo.panynj.gov/documents/Access-to- Port-Authority-Public-Records/. The Authorities will make this change. See Part B for Addendum item.



PART B: Addendum Items REVISIONS (Deletions are shown in red text strikeout mode and additions are in red text and underlined):

1. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.06 Compliance with Laws,

item a) on Page 4 of 125 (page 417 of 796 in original RFP PDF file). Modify as follows:

a) The Contractor agrees to comply with all federal, state, and local laws, ordinances, rules, executive orders, and regulations that are applicable to the performance of Services, and in effect when the Services are performed, pursuant to this Agreement, and to procure all necessary licenses and permits. However, the Contractor is prohibited from obtaining permits or licenses in the Authority’s name without Authority Approval.

2. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.15 Change Order Procedure and Basis for Payment, items l) and m) on Page 11 of 125 (page 424 of 796 in original RFP PDF file). Modify as follows:

l) Whenever any Extra Work is performed by the Contractor on a time and materials basis, the Contractor shall, as a condition precedent to payment for such Extra Work, furnish to the Project Manager or his authorized representative at the end of each day daily time slips showing (a) the name and employee number of each person employed thereon, and the number of hours in each day during which he/she performed Extra Work; and (b) a brief description of the nature of the Extra Work performed by each individual and a list of material and Equipment used. Item (b) shall be supplemented by the Contractor at a later date with a statement indicating from whom materials were purchased and the amount paid thereforetherefor.

m) The progress and status of all Extra Work shall be monitored and reported on as part of the change management process as set forth in the Agreement and the Section 3 Conformed NYCSC Operations Scope of Work and Requirements.

3. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.20 Dispute Resolution, item c) on Page 16 of 125 (page 429 of 796 in original RFP PDF file). Modify as follows:

c) All Disputes shall be initiated through a written submission (Dispute Notice) to the CDRB within twenty (20) days of the determination or claim which is the subject of the Dispute at the address(es) in the CDRB Guidelines. The Dispute Notice must include all evidence and pertinent information of the party’s position and/or claim. Within twenty (20) days thereafter, the party against whom the Dispute Notice was filed shall submit any and all pertinent materials to the CDRB. The CDRB shall render its decision in writing and deliver it to the parties within a reasonable time not to exceed sixty (60) days after receipt of all materials. In rendering the decision, the CDRB may seek such technical or other expertise as it shall deem necessary or appropriate and seek such additional oral and/or written argument or materials from either or both parties to the Dispute as it the CDRB deems fit. The CDRB shall have the discretion to extend the time for submittals required hereunder. The decision of the CDRB shall be final and binding on the parties.

4. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.20 Dispute Resolution, item e) on Page 16-17 of 125 (page 429-430 of 796 in original RFP PDF file). Modify as follows:

e) Any final determination of the CDRB with respect to a Dispute initiated pursuant to this Article shall be subject to review solely in the form of a challenge following the decision by the CDRB, in a Court of competent jurisdiction of the State of New York, County of New York except as provided below for the New York State Thruway Authority, under Article 78 of the New York Civil Practice lawLaw and Rules or a United States Court located in New York City except as provided below for the New York State Thruway Authority, under the procedures and laws applicable in that court, it being understood the review of the Court shall be limited to the question of whether or not the CDRB’s determination is arbitrary, capricious or lacks a rational basis. For the New York State Thruway Authority, any such challenge shall be heard in a court of competent jurisdiction of the State of New York.



5. Section 4, Terms and Conditions, Chapter 3 Compensation for Services, Article 3.06 Monies Withheld, item b) on Page 20 of 125 (page 433 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 3.06 MONIES WITHHELD The Authority may withhold all or a portion of any payment otherwise due hereunder when the Authority shall

have reasonable grounds for believing that:

a) The Contractor will be unable to provide the staff and Services to operate the NYCSC or has not performed or will be unable to perform the Services fully and satisfactorily within the time fixed for performance in the Approved Project Schedule, or

b) The Contractor has provided poor or defective Work The Contractor has provided Work that does not conform to the requirements of the Agreement, or

c) The Contractor has not provided required Services with regard to cooperation with the System Contractor or other Third-Party Service Providers and Business Partners, or

d) The Contractor has not met its obligations to respond on a timely basis to change order requests pursuant to Articles 2.14 Extra Work and Article 2.15 Change Order Procedures and Basis for Payment, or

e) The Contractor has not met required Performance Requirements under RFP Section 3, Conformed NYCSC Operations Scope of Work and Requirements, or

f) A claim exists or will exist against the Contractor or the Authority arising out of the negligence of the Contractor or the Contractor's breach of any provision of this Agreement.

g) There is a discrepancy between the Contractor’s invoices and the associated documentation, provided that the Authority has notified the Contractor of such discrepancy, and provided that the amount withheld shall be limited to the amount of such discrepancy.

6. Section 4, Terms and Conditions, Chapter 4 Software and System Operation, Article 4.01 Software Licenses, item b) on Page 22 of 125 (page 435 of 796 in original RFP PDF file). Modify as follows:

b) For any third-party Software provided by the Contractor, the Contractor shall provide to the Authority unlimited, perpetual, irrevocable, non-exclusive Licenses to use third- party Software to perform the Operations of the New York CSC. The Contractor shall secure such Licenses from the providers of such third-party Software, and ensure that such Licenses are transferable to and assignable by the Authority.

7. Section 4, Terms and Conditions, Chapter 5 Insurance and Bond Requirements, Article 5.01 Insurance Conditions, item E on Page 26 of 125 (page 439 of 796 in original RFP PDF file). Modify as follows:

E. All policies, by specific Endorsement, shall provide for written notice to the Authority no less than thirty (30) days prior to the cancellation, or nonrenewal, or material alteration of any insurance policies referred to therein. Any such notice shall be sent in accordance with Article 10.17, Notices, or by email to the Authority’s Insurance Compliance Office. The Contractor shall provide written notice to the Authority no less than thirty (30) days prior to any material alteration of any required insurance policies that would cause the Contractor to no longer comply with this Chapter 5.

8. Section 4, Terms and Conditions, Chapter 5 Insurance and Bond Requirements, Article 5.02 Required Insurance Coverages, item E on Page 29-30 of 125 (page 442-443 of 796 in original RFP PDF file). Modify as follows:

E. All Risk Crime Insurance Policy/ Fidelity Insurance – the Contractor shall maintain All Risk Crime or Fidelity Insurance with limits no less than $10,000,000 per occurrence and $20,000,000 aggregate (no greater than a $50,000 deductible) coverage of the Authority funds. The full policy limits shall include Computer Theft coverage and all causes of loss of money, credit card, electronic funds and securities of the Authorities that are in the care, custody,



and control of the Contractor. This Policy shall include a joint loss payee provision or endorse the following: “It is hereby understood and agreed that a loss covered hereunder involving property of the New York State Thruway Authority or the Triborough Bridge and Tunnel Authority or the Port Authority of New York and New Jersey while in the care, custody or control of the Contractor shall be payable by the Company to the first named Insured and the New York State Thruway Authority, the Triborough Bridge and Tunnel Authority and the Port Authority of New York and New Jersey.” This policy coverage shall also include theft of the Authority funds while in the care, custody or control of the Contractor or dishonest acts by the Contractor’s employees or its Subcontractors’ employees, or by any such employees of Contractor working in collusion. Contractor shall require its Subcontractors to maintain similar lines of coverage at Subcontractors’ expense. The policy shall name the Authority as “Loss Payee.”

9. Section 4, Terms and Conditions, Chapter 5 Insurance and Bond Requirements, Article 5.02 Required Insurance Coverages, item G on Page 30 of 125 (page 443 of 796 in original RFP PDF file). Modify as follows:

G. Privacy and Network Security (Cyber Liability) insurance – the Contractor shall maintain Privacy and Network (Cyber Liability) insurance covering liability arising from (1) hostile action, or a threat of hostile action, with the intent to affect, alter, copy, corrupt, destroy, disrupt, damage, or provide unauthorized access/unauthorized use of a computer system including exposing or publicizing confidential electronic data or causing electronic data to be inaccessible (2) computer viruses, Trojan horses, disabling codes, trap doors, back doors, time bombs drop-dead devices, worms and any other type of malicious or damaging code (3) dishonest, fraudulent, malicious, or criminal use of a computer system by a person, whether identified or not, and whether acting alone or in collusion with other persons, to affect, alter, copy, corrupt, delete, disrupt, or destroy a computer system or obtain financial benefit for any party or to steal or take electronic data (4) denial of service for which the Insured is responsible that results in the degradation of or loss of access to internet or network activities or normal use of a computer system (5) loss of service for which the Insured is responsible that results in the inability of a third party, who is authorized to do so, to gain access to a computer system and conduct normal internet or network activities (6) access to a computer system or computer system resources by an unauthorized person or persons or an authorized person in an unauthorized manner with a limit not less than ten million dollars ($10,000,000) per occurrence. This insurance shall provide coverage for personal injury (including emotional distress and mental anguish), and a separate limit of not less than one million dollars ($1,000,000) or for credit monitoring services.

10. Section 4, Terms and Conditions, Chapter 6 Proprietary Rights, Confidentiality, Ethics and Required Certifications, Article 6.02 Contractor Assistance, item b) on Page 34-35 of 125 (page 447-448 of 796 in original RFP PDF file). Modify as follows:

b) In addition, the Contractor agrees to give the Authority and any person designated by the Authority any and all assistance required to perfect the rights defined in Article 6.01, including, but not limited to, execution and delivery of all documents required by the Authority to document and protect the Authority’s proprietary rights in the Authority Owned Inventions and data and documentation. Such assistance may also include filing applications for patent and copyright registration in the name of the Authority and making all other necessary or appropriate filings with governmental entities so as to secure and maintain maximum protection for such Authority Owned Inventions.

11. Section 4, Terms and Conditions, Chapter 6 Proprietary Rights, Confidentiality, Ethics and Required Certifications, Article 6.03 Confidentiality on Page 35-36 of 125 (page 448-449 of 796 in original RFP PDF file). Modify as follows:

a) “Confidential Information” means any information not generally known to the public, or that the Authority claims is confidential, whether oral, written, or electronic, that the Authority discloses, directly or indirectly, through any means of communication, to the Contractor. Confidential information includes, but is not limited to, all materials, data, transactions, forms, account information, trip information, traffic information, documentation, advertising ideas, designs and methods obtained from the Authority in connection with the Services performed under this Agreement, made or developed by the Contractor or its Subcontractors in the course of the performance of such Services, or generated as a result of such Services, and such other data and information the Authority deems



confidential. Confidential Information does not include information which, at the time of the Authority disclosure to the Contractor or at the time of the creation of the information: (i) is already in the public domain or becomes publicly known through no act of breach of this Article by the Contractor; (ii) is already known by the Contractor free of any confidentiality obligations; (iii) is information that the Authority has approved in writing for disclosure for the particular request and the specific Confidential Information for which it is given, subject to such other terms and conditions as the Authority may require; (iv) is rightfully received by Contractor from a third party; or (iv)(v) is required to be disclosed by the Contractor pursuant to law so long as the Contractor provides the Authority with notice of such disclosure requirement and an opportunity to defend prior to any such disclosure; or (vi) is disclosed to the Contractor by a third party who is free of any confidentiality obligations with respect to the information.

b) The Contractor may use Confidential Information solely for the purposes of providing Services to the Authority pursuant to this Agreement. The Contractor shall not make copies of any Confidential Information or sell, transfer, publish, disclose, display, license or otherwise make available to others any part of such Confidential Information without the prior written consent of the Authority. The Contractor will make commercially reasonable efforts to ensure that any copy of Confidential Information that is made is marked to show that it is or contains Confidential Information. The Contractor may share Confidential Information with third parties that agree in writing to the confidentiality provisions of this Agreement and are necessary to the Contractor’s provision of Services to the Authority pursuant to this Agreement (e.g. Subcontractors); however, the Contractor shall share only that Confidential Information that is necessary to the third party’s development of its contribution to the Contractor’s provision of Services to the Authority pursuant to this Agreement. The Contractor agrees to refer all requests for Confidential Information to the Authority without delay.

The Authority’s disclosure of Confidential Information to the Contractor shall not convey to the Contractor any right, title, or interest in or to such Confidential Information, and this Agreement does not transfer ownership of Confidential Information or grant a license thereto. The Authority shall retain all rights, title and interest in and to such Confidential Information at all times.

c) The Contractor shall hold Confidential Information confidential to the maximum extent permitted by law. The Contractor shall safeguard Confidential Information with at least the same level of care and security, using all reasonable and necessary security measures, devices and procedures that the Contractor uses to maintain its own confidential information, but with not less than reasonable care. The Contractor shall take reasonable steps to prevent unauthorized access to, use of, or disclosure of Confidential Information, including without limitation, by protecting its passwords and other log-in information. The Contractor shall advise each of its employees, agents, Subcontractors and Suppliers who may be exposed to such Confidential Information of their obligation to keep such information confidential and shall promptly advise the Authority in writing if it learns of any unauthorized use or disclosure of the Confidential Information by any of its employees or agents, or Subcontractor’s or Supplier’s employees, present or former and shall use its best efforts to stop any unauthorized use or misappropriation of Confidential Information. The Contractor shall require that all of its employees with access to Confidential Information sign a Non-Disclosure agreement, as approved by the Authority.

d) At the Authority’s request, the Contractor shall return to the Authority all written Confidential Information that the Authority has provided to the Contractor.

e) It is understood and agreed that in the event of a breach of this Article, damages may not be an adequate remedy and the Authority shall be entitled to injunctive relief to restrain any such breach or threatened breach without providing proving actual damages or posting a bond or other security. Unless otherwise requested by the Authority, upon the completion of the Services to be performed hereunder, the Contractor shall immediately turn over to the Authority all such Confidential Information existing in tangible form, and no copies thereof shall be retained by the Contractor or its employees, agents, Subcontractors or Suppliers without the prior written consent of the Authority. A certificate evidencing compliance with this provision and signed by an officer of the Contractor shall accompany such materials.



f) The Contractor shall comply with Authority privacy and security polices identified in the Agreement, including but not limited to security requirements set forth in Section 3, Conformed NYCSC Operations Scope of Work and Requirements.

g) Without limiting the foregoing, the obligations and assurances involving Confidential Information pursuant to this Agreement shall survive termination or expiration of this Agreement.

12. Section 4, Terms and Conditions, Chapter 6 Proprietary Rights, Confidentiality, Ethics and Required Certifications, Article 6.05 Conflict of Interest, item d) on Page 37-38 of 125 (page 450-451 of 796 in original RFP PDF file). Modify as follows:

d) The Authority and the Contractor recognize that conflicts may occur in the future because the Contractor may have existing, or establish new, relationships. The Authority will review the nature of any relationships and reserves the right to terminate this agreementAgreement for any reason, or for cause, if, in the judgment of the Authority, a real or potential conflict of interest cannot be cured.

13. Section 4, Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnification and Warranties, Article 7.01 Risk of Loss, item c) on Page 36 of 125 (page XXX of 796 in original RFP PDF file). Modify as follows:

ARTICLE 7.01 RISK OF LOSS The Contractor assumes the following distinct and several risks without limitation, whether they arise from

acts or omissions (whether negligent or not) of the Contractor or of any of its Subcontractors and Suppliers, excepting those losses which arise from negligent acts or omissions of the Authority or System Contractor.

14. Section 4, Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnification and Warranties, Article 7.02 Contractor’s Liability and Indemnification, item a) on Page 39-40 of 125 (page 452-453 of 796 in original RFP PDF file). Modify as follows:

a) The Contractor shall indemnify and save harmless the Authority, New York State and MTA, to the fullest extent permitted by law, from loss and liability upon any and all claims and expenses, including but not limited to attorneys’ fees, on account of such injuries to persons or such damage to property, irrespective of the actual cause of the acts, errors or omissions, irrespective of whether they shall have been due in part to negligence of the Contractor or its Subcontractors or Suppliers or negligence of the Authority, State, or MTA, or of any other persons, but excepting bodily injuries and property damage to the extent caused by the negligence of the Authority, State, System Contractor or MTA. The liability hereunder shall be limited to such injuries or damage occurring on account of, or in connection with, the performance of the Services, whether or not the occurrence giving rise to such injury or such damage happens at the NYCSC or whether or not sustained by persons or to property while at the NYCSC, but shall exclude injuries to such persons or damage to such property to the extent caused by the negligence of the Authority, State, System Contractor or MTA. Such indemnity shall not be limited by reasons of enumeration of any insurance coverage herein provided. The provisions of this Article shall survive the expiration or termination of this Agreement.

15. Section 4, Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnification and Warranties, Article 7.04 Additional Warranties, item b) on Page 42 of 125 (page 455 of 796 in original RFP PDF file). Modify as follows:

b) The Equipment Contractor installs and places into Operations will not result in any damage to existing facilities, walls or other parts of adjacent, abutting or overhead buildings, railroads, bridges, structures, surfaces, or any physical/mental damage to any patron or patrons utilizing any units(s) of Equipment.

16. Section 4, Terms and Conditions, Chapter 8 Default, Damages and Remedies, Article 8.09 Liquidated Damages, item b) on Page 49 of 125 (page 462 of 796 in original RFP PDF file). Modify as follows:

b) The Contractor is firmly obligated and guarantees to meet the stipulated Acceptance of Operational Readiness Date. In the event of a delay in Operational Readiness beyond the Operational Readiness date, as such time may



be extended by the Authority as hereinafter provided in Article 2.10, Extension of Time, and Article 2.11, Schedule and Submittals, the Authority shall be paid damages for such delay. Inasmuch as the amount of such damages and the loss to the Authority will be extremely difficult to ascertain, it is hereby expressly agreed that such damages will be liquidated and paid as follows. The Contractor shall pay to the Authority for each and every day of unexcused delay, except Sundays and legal holidays, the sum of $6,500, which sum is hereby agreed upon not as a penalty but as liquidated damages.

17. Section 4, Terms and Conditions, Chapter 10 Miscellaneous, Article 10.11 Most Favored Customer on Page 53 of 125 (page 466 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 10.11 MOST FAVORED CUSTOMER The Contractor agrees to treat the Authority as its most favored customer. The Contractor represents that all of

the prices, warranties, benefits and other terms being provided hereunder are equal to or better than the terms being offered by the Contractor to any other customers. If the Contractor provides Services to the Authority which it did not create specifically for the Authority and which it offers to its current customers, the Contractor represents that all of the prices, warranties, benefits and other terms associated with those Services are equal to or better than the terms being offered by the Contractor to its other customers. If, during the term of this Agreement, the Contractor enters into an agreement with any other customer providing such customer with more favorable terms, the Contractor shall promptly notify the Authority and then this Agreement will be deemed appropriately amended to provide such terms to the Authority. The Contractor shall promptly provide the Authority with any refund or credits thereby created. For the avoidance of doubt, any adjustment in pricing under this Agreement shall only apply from the date the contract with the comparable pricing was effective.

18. Section 4, Terms and Conditions, Chapter 10 Miscellaneous, Article 10.18 Notice of Legal Matters on Page 55 of 125 (page 468 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 10.18 NOTICE OF LEGAL MATTERS If the Contractor becomes aware that any person seeks a restraining order, preliminary injunction or an injunction,

which may delay the delivery of Services pursuant to this Agreement, itthe Contractor shall promptly give to the Authority person designated to receive Notices pursuant to Article 10.17 a copy of all legal papers received or prepared by it in connection with such action or proceeding. The Authority shall be accorded the right to intervene or become a party to any suit or injunction sought or obtained and to oppose or to move to dissolve the same or otherwise, as the Authority may deem proper.

19. Section 4, Terms and Conditions, Chapter 13 Triborough Bridge and Tunnel Authority-Specific Terms and Conditions, Article 13.01 Claims for Money Damages, first paragraph on Page 68 of 125 (page 481 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 13.01 CLAIMS FOR MONEY DAMAGES In the event the Contractor claims or intends to claim or intends to claim compensation for any damage or loss

sustained by reason of any act, neglect, fault or default of the Authority, the Contractor shall furnish a written notice to the Project Manager setting forth the nature of the claim and the extent of the damage sustained within 30 days of the incurrence of such loss or damages. This written notice shall constitute the Contractor’s submission to the Project Manager for the purpose of requesting the Project Manager’s determination prior to the commencement of any action for compensation. Any such claim shall state as fully as then possible all information relating thereto and shall be supported by any then available documentation, including daily records showing all costs incurred. Such information shall be supplemented with any and all further information, including information relating to the quantum of losses or damages sustained, as soon as practicable after it becomes or reasonably should become known to the Contractor.



20. Section 4, Terms and Conditions, Chapter 14 Port Authority of New York and New Jersey-Specific Terms and Conditions, Article 14.14 Contract Records and Decommission, first paragraph on Page 120 of 125 (page 533 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 14.14 CONTRACT RECORDS AND DECOMMISSION The Port Authority will own and have all right, title and interest in all data, regardless of media used, including,

but not limited to all notations, electronic copy of documents and hard copy documents in Contractors possession, even if such data was obtained by the Contractor on behalf of the Port Authority prior to the Effective Date of this Agreement (the “Work Product”) and, to the extent possible all Work Product shall be considered a work made for hire for Port Authority within the meaning of Title 17 of the United States Code (the Copyright Act). Contractor hereby grants, transfers and assigns any and all right, title and interest in and to the Work Product and all materials contained therein or prepare therefor. In addition, Contractor shall assign and hereby so assigns to Port Authority all of its interest in the Work Product. Each party shall retain ownership of it pre-existing material used in accordance with this Agreement. While this Agreement is in force, Contractor grants to Port Authority an irrevocable, non exclusive, worldwide, royalty free license to use, execute and copy for its internal purpose any pre-existing materials contained in the Work Product. Contractor and all of its personnel shall cooperate fully with Port Authority and shall execute such further documentation as Port Authority may request in order to establish, secure, maintain or protect Port Authority, or its assignee’s, ownership of the Work Product and of all rights therein. Furthermore, Contractor agrees that it shall never transfer or assign the Work Product, or any rights therein, to any third party.

21. Section 4, Terms and Conditions, Chapter 14 Port Authority of New York and New Jersey-Specific Terms and Conditions, Article 14.14 Contract Records and Decommission, second paragraph on Page 120 of 125 (page 533 of 796 in original RFP PDF file). Modify as follows:

Contractor hereby (i) waives any so-called “moral rights” with respect to the Work Product; (ii) agrees never to use the Work Product without the prior express written consent of Port Authority; (iii) agrees never to contest Port Authority or its assignee’s exclusive, complete and unrestricted ownership in and to the Work Product (including all copyright rights therein), or to claim adverse rights therein; and (iv) acknowledges that it shall not be entitle entitled to any compensation beyond the that specifically provided herein for any of the Work Product.

22. Section 4, Terms and Conditions, Chapter 14 Port Authority of New York and New Jersey-Specific Terms and Conditions, Article 14.16 Port Authority Public Records Access Policy on Page 121 of 125 (page 534 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 14.16 PORT AUTHORITY PUBLIC RECORDS ACCESS POLICY

The Port Authority’s receipt or discussion of any information (including information contained in any proposal, vendor qualification(s), ideas, models, drawings, this Contract or other material communicated or exhibited by you or on your behalf) shall not impose any obligations whatsoever on the Port Authority to keep such information in confidence and Contractor acknowledges and agrees that such information is subject to the provisions of the Port Authority Public Records Access Policy adopted by the Port Authority’s Board of Commissioners, which may be found on the Port Authority website at: http://corpinfo.panynj.gov/documents/Access-to-Port-Authority-Public-Records/. The foregoing applies to any information, whether or not given at the invitation of the Authority. Any statement which is inconsistent with this Agreement, whether made as part of or in connection with this Agreement, shall be void and of no effect.

http://corpinfo.panynj.gov/documents/Access-to-Port-Authority-Public-Records/



Please ensure that receipt of this Addendum is acknowledged on Form A-10 of the solicitation.




Bridges and Tunnels

Addendum No. 5

November 13, 2017


PSC-15-2982


Part A - Official log of Proposers’ questions and the Authorities’ responses Part B - Official revisions to the NYCSC Operations RFP



Following are the answers to questions submitted in response to the above referenced RFP. All of the questions have been listed in the order received by TBTA.

Please note that responses to questions included in previously issued addenda are provided in Part A below, and are shown in grey shaded lines. Addendum 5 responses begin with questions 55.



Request for Clarification or Modification (Questions)


Part A: Response to Questions (Form A-2) # Page Section Section Description Proposer Question Authority Response

Addendum 3 Questions and Responses

1. General Which M/WBE certification is required ( i.e. State of NY, City of NY, and/or Port Authority of NY NJ) for this RFP? The criteria listed within the RFP doesn't match the criteria listed on the website from the link provided in the RFP.

For TBTA and NYSTA, MWBE firms must be certified with the state of New York via Empire State Development. For PANYNJ, firms must be certified as an MWBE directly with PANYNJ. For new applicants, with no certifications, there is a one-stop addendum on the NYS and the PANYNJ application to certify simultaneously with both programs. The links below gives some clarification on both DBE and MWBE programs and how to get certified. http://web.mta.info/mta/procurement/d-m- wbe.htm http://www.panynj.gov/business-opportunities/sd- become-certified.html https://esd.ny.gov/mwbe-new-certification

2. General PDF page 776

Form C-5

NYSTA Exhibit 2 and Attachments - MWBE

There is a discrepancy between the M/WBE requirements as shown in the RFP and those required for certification by NY State. In Exhibit 2 on page 776, the criteria to be met to be considered M/WBE

Refer to Question 1.

http://web.mta.info/mta/procurement/d-m-wbe.htm



http://www.panynj.gov/business-opportunities/sd-become-certified.html



https://esd.ny.gov/mwbe-new-certification






certified is as stated below: (j) MINORITY GROUP MEMBER. A United States Citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

(1) Black persons having origins in any of the Black African racial groups;

(2) Hispanic persons of Mexican, Puerto Rican, Dominican, Cuban, Central or South American descent of either Indian or Hispanic origin, regardless of race;

(3) Native American or Alaskan native persons having origins in any of the original peoples of North America;

(4) Asian and Pacific Islander persons having origins in any of the Far East countries, South East Asia, the Indian subcontinent or the Pacific Islands. (k) MINORITY-OWNED BUSINESS ENTERPRISE. A business enterprise, including a sole proprietorship, partnership or corporation that is:

(1) At least fifty-one percent owned by one or more minority group members;

(2) An enterprise in which such minority ownership is real, substantial






and continuing; (3) An enterprise in which such

minority ownership has and exercises the authority to control independently the day-to-day business decisions of the enterprise; and

(4) An enterprise authorized to do business in New York State and is independently owned and operated. However, the esd.ny.gov site lists the requirements as: Ownership, Operation and Control: All firms seeking MBE, WBE or MWBE certification must be independently owned, operated and controlled by minority members and/or women. The ownership must be real, substantial and continuing, and the minority members and/or women must exercise the authority to independently control the day-to-day business decisions. Personal Net Worth Restriction: Each minority or woman owner upon whom certification is based cannot have a personal net worth exceeding $3.5 Million after allowable deductions.






Mandatory Supporting Documents: For each minority or woman owner upon which certification is based) Current Personal and Business Federal and State Taxes (Including all schedules, statements and amendments)

Small Business Restriction: Firms must have no more than 300 Full Time Equivalent Employees.

Independent, Active and One year in Business: The firm must operate independently of other firms, must demonstrate it is an active business and generally, the business must be in operation for at least one year.

Out of State Firms: Out of state applicants should be certified as a MWBE in their home state, if a similar process exists, before applying for MWBE certification in New York State.






Although a Business Enterprise may meet the requirements as listed in the RFP, a Business Enterprise cannot meet the requirements of the NY State certification sine NY State only recognizes independently owned businesses. Please advise if acceptable certifications to meet the M/WBE requirement include M/WBE certifications issued by either New York City or the Port Authority as opposed to only New York State.

3. Section 1, Page 8 of 37 (PDF Page 19 of 796) Page 19 of 37 (PDF Page 30 of 796)

Section 1 Background, Overview & Proposal Instructions 1.7.1 Minimum Qualifications 1.14.2.4.2 Proposal Part 2: Demonstrated Project Experience and

Section 1 Background, Overview & Proposal Instructions – 1.7.1: Minimum Qualifications 1.14.2.4.2 Proposal Part 2: Demonstrated Project Experience and Qualifications, letter c

In Section 1, 1.7.1: Minimum Qualifications, the RFP states that the, “Proposer shall have successfully completed at least two (2) customer service operations projects of a similar nature to the Work on this Project.” Does the word “Proposer” apply to the prime consultant only or can this qualification be met by the Proposer’s team (inclusive of major partners)? The Proposer’s team qualifications are referred to in Section 1.14.2.4.2.c. “…If Subcontractor project experience is included in project references and/or is intended to be considered, please include…”

The referenced minimum qualifications experience may be met by a prime Contractor and Subcontractor in combination. The Prime Contractor must meet the minimum requirements for at least one project.






Qualifications, letter c

As the answer to this question is likely to impact teaming decisions, we would greatly appreciate a response on this question at your earliest convenience.

4. Section 7 PDF Page 560 on

Section 7 Forms

Section 7 – Forms A-5: Recent Project List; A-6: List of Subcontractors; A-7: Key Team Experience Reference Form; A-8: Requirements Conformance Matrix; A-9: Price Proposal/Pricing Sheets.

Would you provide electronic versions of the forms in Section 7? In particular, A-5: Recent Project List; A-6: List of Subcontractors; A-7: Key Team Experience Reference Form; A-8: Requirements Conformance Matrix; A-9: Price Proposal/Pricing Sheets.

No. Forms cannot be provided in electronic versions.

5. Section 1, Page 23 and 25 of 37 (PDF Page 34 – 36 of 796)

Section 1 Background, Overview & Proposal Instructions 1.14.2.4.5 and 1.14.2.4.6

1.14.2.4.5 Proposal Part 5: Approach to Operations Requirements and 1.14.2.4.6 Proposal Part 6: Approach to Performance Requirements

In Section 1 on page 23 for Proposal Part 5 and page 25 for Proposal Part 6, the RFP states that Form A-8: Requirements Conformance Matrix is to be completed as part of Part 5 of the PDF with the Technical Proposal and on a separate CD in Excel. Will you provide Form A-8 to bidders in an Excel format? In addition, do you require 20 copies of a separate CD with this form in addition to the 20 USBs, or should the excel form be included on the USBs?

These forms are paper-clipped to the RFP PDF. The Conformance Matrix should be included with the forms in Proposal Section 5 as instructed in Table 1-6 of the RFP.

6. General N/A

N/A N/A Would the NY Tolling Authorities provide a list of subcontractors currently working on-site?

The following are the subcontractors on the current CSC contract:

PRWT Superior Staffing Services






3C Solutions Inc Paper Alternatives Enlightened, Inc.

7. General N/A

N/A N/A Will the selected Proposer have the ability to work with the Systems Integrator to identify KPIs that can be reported by the system?

Please refer to Section 3 NYCSC Scope of Work and Requirements, which details the interaction between the System Contractor and the Operations Contractor in the Planning Phase. For example, see Section 1.2.1.3 Performance Reporting Workshops.

8. General N/A

N/A N/A Would the NY Tolling Authorities provide current staffing resources, number of positions (full- and part-time), operating overhead, and benefits in order to develop our cost proposal and provide you with a best apples-to-apples comparison from all bidders on cost?

The Authorities do not have this information as it is not required to be provided to the Authorities under the current contract. One of the purposes of the site visits was to provide Proposers with a sense of the scope of the current operations; however, current staffing and operations, overhead and benefits are not a good indicator of planned Operations under this RFP as the scope of work and approach to work, future volumes of work, requirements, and cost model are all different.

9. General N/A

N/A N/A Does the NY Tolling Authorities have a Transition Plan in place? If so, would you please provide a copy?

The Conduent Succession Plan is attached to the RFP as Appendix L. The Contractor’s responsibilities for Transition, including the development of a Transition Plan, are detailed in Section 3, NYCSC Scope of Work and Requirements, including Section 1.3.2.8 Transition Plan.

10. General N/A

N/A N/A We noticed that the data provided in the RFP was dated from 2015 and 2016. Could you provide all vendors

Appendix A provides updated information. Refer to the addendum item in Part B. The following additional data is also available:






the most up-to-data so we can provide the best price and provide you with an apples-to-apples comparison from all bidders on costs?

• Images sent to the back office from the lanes (unless otherwise noted these are images, not image transactions)

The following annual volumes are subject to change in the future and should not be considered a projection: • TBTA: upon completion of transition to cashless tolling (2017):

o 140 million video/violation images annually (70 million video/violation transactions)

o 14 million class mismatch images annually (7 million class mismatch transactions)

o 1.7 million VODS images annually (850,000 VODS transactions, not OCRed)

• PANYNJ (2016): o 5.3 million images annually

• NYSTA: o 74 million images annually (2020)

• Current Number of Electronic Toll Lanes

(some lanes are mixed mode and also take cash):

• TBTA: 63 lanes (cashless) • PANYNJ: 69 lanes • NYSTA: 400 lanes

• Most Common Plates for TBTA in

Alphabetical Order






Connecticut Florida Maryland Massachusetts New Jersey New York North Carolina Pennsylvania Texas Virginia.

11. Section 1, page 21 of 37 (PDF page 20-21 of 796)

Section 1 Background, Overview & Proposal Instructions 1.14.2.4.4 Proposal Part 4

Section 1 Background, Overview & Proposal Instructions; 1.14.2.4.4 Proposal Part 4: Approach to Project Planning and Transition

In Section 1.14.2.4.4, the RFP asks us to respond using the letter sequencing provided. However, the letter sequencing in this section goes a, b, c, b, d, e… Is this section misnumbered or would you like us to include two section b’s?

This is a typo which will be corrected. The RFP will be modified. Refer to the addendum item in Part B.

12. Section 1, page (16 and 17? confirm) 17 and 18 of 37. (PDF Page 27-28 of 796)

Section 1 Background, Overview & Proposal Instructions 1.14.1 General Instructions and 14.14.2 Technical Proposal Contents

Section 1 Background, Overview & Proposal Instructions; 1.14 Technical Proposal Instructions; 1.14.1 General Instructions and 14.14.2 Technical Proposal Contents

In Section 1, on page 17 under 1.14.1 General Instructions, the RFP states that all pages should be sequentially numbered. In addition, in Section 1.14.2: Technical Proposal Contents, it says the proposal should be limited to 100 pages, excluding items identified in Table1-5. Do you have a preference on the location of the excluded items outside of sequential numbering? For example: Should the Key Team Experience References on Form A-7

Please refer to Table 1-6: Forms/Submittal Checklist, which indicates where each form or submittal item should be included in the Proposal. The table shows that form A-7 should be submitted in Technical Proposal Part 3. Proposers should adhere to the Proposal structure as directed in RFP Section 1, 1.14. Proposers may include the “excluded” items in the sequential page numbering, or they may include the excluded items at the end of the associated section with separate sequential numbering. The






be included at the end of Proposal Part 3 and numbered in a separate sequential order or should they be included in an appendix outside of the 100-page sequential numbering?

Authorities will make necessary calculations to verify page counts in either case. Please note that pages may be numbered by section; however, total page limits still apply.

13. Section 1, page 29 of 37 (PDF Page 40 of 796)

Section 1 Background, Overview & Proposal Instructions 1.14.3 Technical Proposal Appendices

Section 1 Background, Overview & Proposal Instructions; 1.14.3 Technical Proposal Appendices

Are bidders allowed to include additional appendices to those indicated in this Section for?

No. Proposers are instructed to only include the information requested in the format required.

14. General N/A

N/A N/A Due to the number of forms and requested content, are bidders allowed to break their Technical Proposal up into multiple volumes? For example, one Technical Proposal volume for the requested 100 pages and required technical content and another Technical Proposal volume for the forms and appendices?

Proposers are permitted to break the Technical Proposal into different volumes but are required to maintain the required Proposal Parts as indicated in Section 1.14.

15. General In the spirit of wanting to provide the best possible fit for any/all potential clients, I am reaching out to see if TBTA would allow a viewing of the scope of work and requirements associated with this procurement opportunity. SWC Group has no issue with attending the tour, the pre-

Proposer would have to make an appointment to come in to review the RFP. Please be advised that it is an 800 - page document.






proposal conference, and obtaining a physical copy of this solicitation in person—but it would be of great benefit to be given greater insight into the opportunity, and to assess if our organization is an ideal fit, prior to allocating the up-front time and expenses.

16. General “Copies of the solicitation documents (diskette) shall be obtained for $250.00 in person, by appointment only, at the TBTA, 2 Broadway, 24th Floor, New York, New York 10004, Monday through Friday (except legal Holidays) between the hours of 9:00 a.m. - 4:00 p.m., or by mail. Any proposal submitted by a proposer who did not obtain the solicitation documents directly from the TBTA will be deemed non-responsive and not be eligible for award of the contract.”

Regarding the highlighted sections, there is a little confusion on our end as to whether we are allowed to purchase this RFP by mail, or if it is mandatory to do so in person. If purchasing by mail is an option, this may be the more ideal route, however, if purchase in person is a mandatory requirement, would there happen to be any scheduling availability on either Wednesday, September 20th, OR Thursday, September 21st of this week? Ideal time slots that we would hope to aim for will be around either 3 or 4pm.

The RFP may be obtained in person, or by mail. The Bid Order Form gives specific instructions for mail delivery and can be found by following the link: http://web.mta.info/bandt/procure/bidordr2.html

17. General The attached form indicated that there will be a pre-proposal conference on Tuesday, September 26, 2017, following a site tour. Is the

The site tour and pre-proposal are not mandatory. If Proposer does not attend the pre-proposal conference and site visit, it must complete and submit in Part 7, Form A-1 Pre-

http://web.mta.info/bandt/procure/bidordr2.html







attendance of this site tour and/or meeting considered mandatory for all potential bidders? Or will a proposer’s lack of attendance result in disqualification?

Proposal Conference Release Form.

18. Pg. 19 of 37 (PDF Page 30 of 796)



This section indicates that Proposers must submit a completed performance and payment bond (Form A-11 or substantial equivalent) with their proposal. Performance and payment bonds cannot be executed for a contract that has not been awarded. Is the Agencies’ intent for proposers to submit a surety letter/consent and/or bid bond? If the latter, for what amount?

Proposers may submit a commitment letter from the surety certifying that should Proposer be awarded the Contract the surety commits to providing a performance and payment bond substantially in the form provided in Form A-11. The RFP will be modified. Refer to Part B for the addendum item.

19. Pg. 2319 of 37 (PDF Page 30 of 796)



Proposer respectfully requests clarification on how bonding will work, as the RFP indicates that there will be multiple contracts with the various agencies involved. Our surety would prefer to issue separate bonds for each contract/ respective agency, to more closely align with the anticipated final schedule. Will this be acceptable?

A single bond with the three Authorities that covers the full obligation is required.

20. Pg. 26 of 37 (PDF Page 37 of 796)

Section 1 Background, Overview & Proposal

Proposal Part 7: Proposer Completed Forms SDVOB

If the SDVOB goal of 6% only applies to the TBTA portion of the work, should the calculation included in the forms be only 6% of TBTA’s portion

Yes, the 6% should be applied only to the TBTA portion of the Work.






Instructions, 1.14.2.4.7

of the work (65%)?

21. Pg. 3 of 125 (PDF Page 416 of 796)


Harmony Will the contract for the Systems Contractor mirror the contract for the Operations Contractor in regards to liability for losses, damages, etc. to the other party?

Please refer to the Systems RFP which was issued on June 29, 2017 for a comparison of terms and conditions.

22. Pg. 4 of 125 (PDF Page 417 of 796)


Harmony Section 4, Article 2.05 states as follows: During the progress of the Implementation Phase and Maintenance Phase the Contractor shall be required to work cooperatively with other parties, including the Operations Contractor and other interfacing third-parties in order to perform its obligations under the Agreement. The following processes shall be in place at all times: … f) In the event of an emergency creating danger to life or property at the Site(s), the Authority may do anything necessary to alleviate such an emergency situation, including performing work at the Site(s), or directing another contractor to perform work at the Site(s).

The paragraph further defines the emergency as “creating danger to life and property”. We believe that this is a sufficiently clear explanation.






How is an “emergency” defined?

23. Pg. 18 of 125 (PDF Page 431 of 796)


Method and Time of Payment

Contractor is required to submit three separate invoices to each agency. How will submitted invoices be paid? Will it be three individual payments from each agency or one single payment from the Authority? If there is an issue with an individual invoice, does this issue hold up payment from the other two agencies?

There will be three separate payments based on three monthly invoices submitted to the Authorities. An issue with one invoice that is specific only to that Authority will not hold-up payment of invoices by the other Authorities.

24. Pg. 96 of 125 (PDF Page 509 of 796) Pg. 537

Section 4 Terms and Conditions, Chapter 11, Appendix D, H, 4 Section 4, Chapter 14, Article 14.17

MBE/WBE MTA allows 100% credit for MBE/WBE suppliers, while PANYNJ only allows 60% credit for MBE/WBE. How should total MBE/WBE credit for suppliers be calculated?

Proposers should refer to Section 1.14.2.7 for a description of how to divide the Project by the assumed Contract percent for each Authority and resulting Contract dollar value totals for each Authority. Once the Proposer has established the estimated total for each Authority, the Proposer should then apply the specific rules for MBE/WBE for the applicable Authority. In other words, there will be three separate totals for MBE/WBE compliance in the Proposal and not a single total for MBE/WBE compliance. The Authority specific guidelines for each Authority stated in Section 4, Chapters 11-13 will then apply.

25. Pg. 120 of 125 (PDF Page 533-534 of 796)


Prevailing Wage There are multiple references to payment of prevailing wage throughout the contract, but there is no schedule included in the RFP. Does prevailing wage apply to the

The Authorities are governed by New York State Labor Law, Article 8 and Article 9. It is the Proposers’ responsibility to make determinations as to compliance.






scope of work in this project? If so, please provide the applicable schedule.

26. Pg. 25 of 102 PDF Page 103 of 796)

Section 3 NYCSC Operations Requirements, 1.6.1

System Training Courses Provided by the System Contractor

Please clarify an inconsistency between the NYCSC Operations RFP and the NYCSC Systems RFR. Per NYCSC-Operations RFP (requirement 1.6.1) Paragraph 7 states three (3) separate trainings for each Authority. Per NYCSC-Systems RFP (requirement 2516) Paragraph 3 states two (2) separate trainings for each Authority.

The quantity of trainings provided to the Contractor by the System Contractor in the second full paragraph of Section 1.6.1 will be changed to two (2) to match requirement # 2518 in the System RFP Requirement; however, there is no reference to Authority training that is in conflict with the System RFP. Also, Section 1.6.1 will be changed to further clarify language regarding initial training and train the trainer courses. The RFP will be modified. Refer to Part B for the addendum items.

27. Pg. 7 of 37 (PDF Page 18 of 796)

Section 1 Background, Overview and Proposal Instructions, 1.6

Key Dates The RFP Deadline for Proposals is November 13, 2017. We respectfully request that this date be changed to December 11, 2017.

The deadline for Proposals is now December 15, 2017. Refer to Part B for the addendum item.

28. Section 1, pg 26 of 37 (PDF Page 37 of 796)

Section 1 Background, Overview and Proposal Instructions, 1.14.2.4.7

Section 1 Background, Overview & Proposal Instructions – 1.14.2.4.7 Proposal Part 7: Proposer Completed Forms

Is there list of forms which are required for the prime consultant and which are required for subconsultants to complete? For example, do subconsultants need to complete a copy of Form B-4 TBTA Iran Divestment Act of 2012 in addition to the prime firm?

Unless otherwise indicated in the RFP or in the form itself, only the prime Proposer must complete the forms. Subconsultants do not have to complete Form B-4.






29. N/A N/A CSC Site Visit At the CSC Operations On-Site Meeting in Staten Island, NY, the TBTA Project Manager mentioned there was an additional CSC Operations site in Endicott, NY which provided additional CSC services. In order to assist all potential vendors in seeing and getting a full understanding of the entire NY CSC Operations for this RFP, would you a schedule a tour of the Endicott, NY site?

A site tour of the Endicott Facility has been conducted. Please refer to Addendum 2.

30. N/A Page 41 of 102 (PDF Page 119 of 796)

Section 3 NYCSC Operations Requirements Section 1.15

Scope of Work End of Contract Transition

In the Requirements Conformance Matrix under Section 1.15, No. 245, it states that transition services will be for a period of up to one (1) year. Is there a specific contractual transition period to transition calls to a new vendor at full staff or will it be phased in from the incumbent?

Proposers should assume that there will be no phasing of calls in the transition, either at the commencement or end of this Contract. The details of the end of contract transition will be part of the Approved Succession Plan-see Section 1.3.2.9, and Section 4, Terms and Conditions, Article 10.12. For services beyond the Contract term the Contractor will be paid in accordance with Article 10.12 End of Contract Transition.

31. N/A General

Section 3 NYCSC Operations Scope of Work and Requirements

Scope of Work Will the system network be routed directly to the service center or are you up to routing it to a data center outside of New York to provide more flexibility with business contingency and disaster recovery plans?

Requirements in the System RFP are for the network to provide connectivity from the primary and disaster recovery data centers to the Customer Service Center location(s).

32. N/A General

Section 3 NYCSC Operations

Scope of Work Please provide the number of calls directed to the Service Center (manned Agents) for each hour of

Appendix A has been updated to provide additional information (See Appendix A, Attachment 1).






Scope of Work and Requirements

day and each day of the year, for 2015, 2016 and YTD 2017. We will use this data to determine call arrival patterns throughout the year, and thus determine how many Agents we need to schedule to answer these calls within the required SLAs.

The RFP will be modified. Refer to the Addendum item in Part B.

33. Section 3, Appendix A (PDF Page 183 of 796)


Appendix A – Background Data

Can you provide 2016 and YTD 2017 data for Appendix A, Background Data as there are a lot of data points in this history that could have significantly changed in the last 1.5 years

Appendix A has been updated. Refer to the Addendum item in Part B.

34. N/A General


Scope of Work What is the inbound volume for Social Media channels, Chat and Texts?

Chat and social media services are not provided by the current NYCSC. Current volumes and expected growth of texts are not available and current text messages being sent are not indicative of anticipated future use with the new system.


Section 3 NYCSC Operations Requirements Section 2.6.2

Customer Tolls by Mail Bill sand Violation Notices

What is the monthly volume of tolls paid by mail bill and violation notices?

Appendix A has been updated to provide additional information (See Appendix A, Attachment 2). Refer to the Addendum item in Part B.

36. Section 3, page 61 of 102 (PDF Page 139 of


Ongoing Customer Satisfaction Surveys

Is a Customer Satisfaction survey provider required, or is the Contractor allowed to do this in-house?

The Customer Satisfaction Survey Provider and the SSAE provider are required to be an independent third-party provider. A clarification will be made to Requirement # 241.






796) Refer to Part B for the Addendum Item.

37. Section 3, page 61 47 of 102 (PDF Page 125 of 796)


Image Review What is the current volume of transactions sent to manual image review? Daily? Monthly?




Image Review How many FTEs are currently performing manual image review?

This information is not available.

39. Section 3, Appendix A, page 4 of 7 (PDF Page 186 of 796)

Section 3 NYCSC Operations Scope of Work and Requirements Appendix A


Please confirm that 68% of your total call volume was contained within the IVR, and never reached an Agent, during 2015.

This is the correct reported percentage of IVR call volume for 2015; however, some of these calls did reach an agent and did not terminate with the IVR. Also, refer to the response to question 32 for updated call volumes.

40. Section 3, Appendix K Page 1 of 2 (PDF Page 403 of 796)

Section 3 NYCSC Operations Scope of Work and Requirements Appendix K

Appendix K - IVR Menu Options

Please provide the IVR Tree, and number of calls received for each IVR option in 2016 and YTD 2017.

No additional information beyond Appendix K is available on the current IVR tree. Data on calls per IVR option is not available. For additional information on the IVR tree branches, call the E-ZPass and Tolls-by-Mail phone numbers.






41. N/A General

Section 3 NYCSC Operations Requirements

Scope of Work Since the Systems Contractor owns the system including system hardware, software and processes, how will they handle remote set up offsite and repairs to equipment?

The Systems Contractor is required to have key maintenance staff and operations support personnel “on-site” at the CSC to manage and maintain the System. The System Contractor will be required to support Work-at-Home CSRs through its support staff and Help desk and will be responsible for the shipping and handling and repair of any System provided hardware and equipment. This has been clarified in Addendum 6 of the System RFP. Refer to Part B for the Addendum item.

42. N/A General


Scope of Work Will the System Contractor provide a training system/region, that does not impact production?

Yes. [For additional details see requirement 42 of the System RFP.]

43. N/A General


Scope of Work Do you have statistics on the number of foreign language calls receive?

The Authorities do not have statistics on languages other than Spanish. Spanish language for 2015 is provided in Appendix A. See the response to question 32 for updated numbers.

44. N/A Section 7 Forms A-9 Price Proposal/ Pricing Sheets

Price Proposal (Form A-79) Should the costs for the alternative site be included in the cost proposal?

The cost for the identification, preparation, and staging of the alternate location should be included in the Price Proposal. Please refer to Section 3, 1.12.2 for additional information. Proposer’s solution should be detailed in the Technical Proposal response item m (Section 1, 1.14.2.4.4) related to Disaster Recovery and business continuity.






Payment for the staffing and use of the facility in the event of a disaster or other problem requiring the use of the alternate location, will be determined on a case by case basis, depending upon the cause of the event, required response and other factors.

45. N/A General


Scope of Work Will the Systems Contractor support work at home CSRs and image processors and will they provide all of the hardware infrastructure including network connectivity?

Yes, the System Contractor is responsible for providing the Work- From-Home CSR Seat with required software, hardware and equipment. However, the Operations Contractor shall be responsible for internet access of sufficient bandwidth to support the requirements for the At-Home CSR work. Please refer to the response to question 41 and to Part B for the associated addendum item.


Section 1 Background, Overview and Proposal Instructions, Section 1.14.2.4.7

Proposal Part 7: Proposer Completed Forms

In Section 1.14.2.4.7, the RFP asks that we submit all forms in Section 7 in the Technical Proposal. However, several of the M/WBE forms require us to list the contract price and amounts to subconsultants on these forms. Please confirm you want all forms, including those with the contract amount, included in Proposal Part 7 of the Technical Proposal.

Please submit all forms and other submittals as instructed in Table 1-6 in Section 1. One additional information form entitled “Use of Service-Disabled Veteran-Owned Business Enterprises In Contract Performance”, is included at the beginning of the RFP (PDF p, 6), prior to Section 1. This form shall be included at the beginning of the Proposal.


Section 1 Background, Overview and Proposal Instructions,

Key Dates Will you consider extending the proposal deadline?

See Addendum 2 and response to question 27.






Section 1.6


Section 4 Terms and Conditions, Chapter 5

Insurance and Bond Requirements

Given that the scope of work involves limited construction work (around building out the operations center), would the Authorities consider waiving the performance and payment bond requirement?

No, the performance and payment bond requirement will not be waived.

49. N/A General


Scope of Work In addition to the training monitors installed in the training area, will the System Contractor install practice monitors in the new CSC for staff to practice the various system functions on their own after training has been completed?

The System Contractor will provide a sufficient number of CSR seats for required staff and for the training room for training purposes. They will not provide work stations or monitors in addition to those provided as specified in the System RFP for these purposes.

50. Section 4, page 120 and 121 of 125 (PDF Page 533-534 of 796)

Section 4 Terms and Conditions, Chapter 14 PANYNJ Specific Terms and Conditions Article 14.15

Section 4 – Terms and Conditions, Article 14.15 Prevailing Wage

Please confirm that Contractors are required to paid the federal prevailing wage.

Please refer to the response to question 25.


Price Proposal (Form A-7 9) Please clarify the Single and Double blind reviews on image review in the pricing form. Is it asking for pricing for the first review (single) and then the price for the second review (double), or is it asking the price for a situation where we would perform a

The latter part of the question is correct. The single review covers the cases where only a single review is required. The double review covers the cases where two reviews are required.






single blind review (single) and when we would provide a double blind review (double)?


Price Proposal (Form A-7 9) The pricing sheet asks for individual hourly rates for image review clerks as well as a price per image review transactions. It is usually one or the other. Would you clarify which you are looking for?

If we understand your question correctly, you are referring to what is covered under the unit price per image review in Sheet 3-1 of the Price Sheets versus the hourly rate and hours for the Image Review Clerk in Sheet 3-3 Year 1 Base Contract Variable Operations Costs. Sheet 3-1 provides the proposed cost per image review the Contractor will charge the Authorities, while the total amounts from Sheet 3-3 back-up labor cost (annual cost divided by 12 months) combines with Sheet 3-2 back-up direct cost plus the calculated monthly cost of Translation Services to form the cost check at the bottom of Sheet 3-1 for Year 1 Total Monthly Variable Operations Cost.

53. Page 8 of 125 (PDF Page 421 of 796) Page 9 of 102 (PDF page 87 of 796)

Section 4 Terms & Conditions Chapter 2 Time and Manner of Performance Section 3 NYCSC Operations Requirements

Article 2.11 Schedule and Submittals Section 1.2.3. Project Schedule and CDRL

Paragraph f) states “Within ten (10) days of the Notice to Proceed Contractor shall submit a baseline Project Schedule”

Requirement 55 states “The Contractor shall submit the Project Schedule to the Authorities for Approval no

Section 4 will be changed to reflect the thirty (30) day period for submission of the schedule after NTP. See Part B for the addendum item.






later than thirty (30) Calendar Days after NTP” • The above requirements

conflict. Please clarify the Project Schedule deliverable due date.

54. Page 1 of 7 (PDF page 183 of 796)

Section 3 NYCSC Operations SOW and Requirements Appendices

Appendix A Background Data

Will the Authority please provide Background Data, for all data elements, as of 12/31/2016?

Please refer to the response to Question 32.



Section 1 Background, Overview and Proposal Instructions, Section 1.15.2 Detailed Instructions

Detailed Instructions – Completion of Base Contract and Option Years Variable Operations Cost – Sheets 3, 3-1, 3-2 and 3-3

For the pricing category, Image Review (single review) - Includes unit price for images reviewed on the basis of a single image review during the month. Include VOD image reviews in this category. Please confirm that a single review also includes these categories of images: (a.) Image identification results that are disputed by a customer and the image needs to be reviewed/corrected.

(a.) No, please refer to the Price Proposal Instructions on Completion of Base Contract and Option Years Variable Operations Costs-Sheets 3, 3-1, 3-2 and 3-3, paragraph 4. These expenses should not be considered as a single image review since this is part of the process to research and resolve customer disputes, which should be incorporated and spread over the six costs categories as the Contractor deems appropriate. (b.) Yes, these images should be considered as part of the unit cost (per result) based image review process.






(b) Images reviewed as part of the QA review process, including the requirement that the initial QA sample shall be one (1) percent.

56. Page 17 of 37 (PDF page 28 of 796) 1.14.1

Section 1 Background, Overview and Proposal Instructions, Section 1.14.1 General Instructions PDF Page 28

Second paragraph Minimum 11-point font requirement

The RFP requires Bidders to respond using 11-point font. May Bidders use a smaller, still readable font for the following: headers and footers, requirement text, exhibits, and tables, form responses?

Headers and footers may be in a 9-point font. Tables shall be in an 11-point font. We are not aware of any exhibits to be included in the Proposal and we are not sure what “requirement text” refers to; however, the conformance matrix text where Proposers are instructed to enter responses may be in 10-point font.


Section 1 Background, Overview and Proposal Instructions, Section 1.14.1 General Instructions PDF Page 28

Second paragraph Minimum 11-point font requirement

Several requested documents/samples do not comply with font restrictions and they are not available in a native MS Office format for font adjustments. Please confirm that it is permissible to submit those documents as is.

For documents that are being submitted in an existing form, such as requested appendices, sample reports, or supporting diagrams, the existing font is satisfactory if it is legible. To the extent required, organization charts may use 10-point font. However, Proposers are advised not to include text for responses that should be included within the page limits in these supporting documents.


Section 1 Background, Overview and Proposal Instructions, Section 1.14.3 Technical Proposal Appendices

Item #2 Financial statements for 3 years to be submitted

Given the length of our audited financial statements (more than 200 pages), can Bidders provide these documents in electronic format only?

One original hard copy may be provided, with all other copies electronic.






PDF Page 41

59. Page 1 of 37 (PDF page 12 of 796) 1.1

Section 1 Background, Overview and Proposal Instructions, Section 1.1 Background

Second paragraph “The NYCSC provides services including transponder distribution, account management, payment processing, customer contact center, walkin centers, violation processing, and invoicing for Tolls by Mail Bills associated with All-Electronic Tolling (AET).”

Please clarify if centers are included in this proposal. If so please provide geographical locations and who is responsible for providing network connectivity? It is noted that on the Price Sheets, Tab 6 staffing, row 77 request WIC staffing. Please clarify this?

This project does not include walk-in centers (WIC). The WIC rows of the back-up Pricing Sheet will be removed. Refer to Part B for the addendum item.

60. 1 Section 3 NYCSC Operations SOW, Section 3 Contractor Operations Phase Services, second bullet

– “Operational activities which require use of the System, including but not limited to: lockbox and Money Services payment posting, reconciliation and reporting;”

Please clarify if Lockbox payment processing is included as part of the system or CSC RFP.

The Lockbox Service Provider is selected and provided by the System Contractor. There will be no check processing at the CSC. The Scope of Work will be corrected. Refer to Part B for the addendum item.


Section 3 NYCSC Operations Require-ments, Section 2.10 Registration Suspension

The Contractor shall support the Work associated with suspending vehicle registrations based on the NYCSC Business Rules and New York State law. Initially the NYCSC will only

Please provided projected volumes associated with incremental registration suspension over the term of the contract.

This information is not available and cannot be provided.






65 suspend or deny registration for vehicles registered in New York State but it is anticipated that other jurisdictions will be added over the life of this Contract.


Section 1 Background, Overview and Proposal Instructions, Section 1.14.2.4.4 Proposal Part 4: Approach to Project Planning and Transition

The items for Proposal Part 4 are lettered a, b, c, b, d… (item “b” is listed twice).

Please confirm the correct lettering sequence for this Proposal Part.

Refer to the response to question 11.

63. PDF pages 6-7 of 796

RFP Cover Pages Important Notices to Bidders/ Proposers

Use of Service-Disabled Veteran-Owned Business Enterprises In Contract Performance

Pages 6-7 prior to Section 1 of the RFP includes a form titled “Use of Service-Disabled Veteran-Owned Business Enterprises In Contract Performance.” This form is not included in Proposal Part 8: Completed Forms. Please confirm where it should be located in the proposal response.

Please refer to response to question 46.

64. Pages 1-7 of 7 (PDF

Appendix A 1-7 of 7

Background Data Please provide updated volumes for the categories listed in Appendix A







pages 183-189 of 796) Appendix A

through the current month of 2017.


Section 3 NYCSC Operations Require-ments, Section 2.6.4 56 of 102

Section 2.6.4 Incoming Customer Communications, second sentence These communications will be received through all channels (including but not limited to phone calls, faxes; chat sessions, emails and mail)

Please clarify what specifically “including but not limited channels” represents – what are the other channels included under “including but not limited to”

The Authorities have identified the current known channels; however, it is noted that it is possible that other channels may emerge and be utilized over the life of the Contract.


Section 3 NYCSC Operations Require-ments, Section 2.6.6 Collateral Materials for Customers 59 of 102

The NYCSC also distributes generic collateral material, including but not limited to transponder mounting instructions; E-ZPass program user guides, including terms and conditions; Discount Plan descriptions, and customer applications.

Please clarify what specifically “including but not limited” represents – what are the other collateral materials and key documents are included under “including but not limited to”

The Authorities have identified examples of the materials; however, it is noted that the collateral materials may change over the life of the Contract.


Section 3 NYCSC Operations Require-ments, Section 2.6.8

Requirement #371 The Contractor shall provide the capability to track customer contact by contact channel, including but not limited

Please clarify what specifically “including but not limited” represents – what are the other contact channels included under “including but not limited to”?

The Authorities have identified the known channels; however, it is noted that other channels may emerge and be utilized over the life of the Contract.






Ongoing Customer Satisfaction Surveys 62 of 102

to:


Section 3 NYCSC Operations Require-ments, Section 2.6.4 Incoming Customer Communication 56 of 102

Second sentence. These communications will be received through all channels (including but not limited to phone calls, faxes; texts; chat sessions; emails, and mail). Incoming mail also includes transponders.

Will individuals requesting to chat need to authenticate first, for instance through logging into an account or accessing a Toll By Mail account, or can any individual request a chat?

This will be established during the Planning Phase with the Systems Contractor. The current requirement in the System RFP ( #54) requires authentication; however, it is possible that chat for certain topics may be allowed without authentication.

69. Page 13 of 26 (PDF page 659 of 796) Sheet 3-2 Back-up

Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets 13 of 26

Sheet 3-2 Back-up Year 1 Base Contract Variable Operations Cost – Monthly Schedule of Direct Cost Armored Car Services

If the System Provider is responsible for providing the any type of Lockbox Services (potentially requiring an armored car service), Sheet 3-2 Back-up Year 1 price sheet includes a line item for Armored Car Services.

The line for Armored Car Services will be removed from the Price Sheets. Refer to the addendum item in Part B.


Section 3 NYCSC Operations Requirements Section 2.7 Collections 64

Requirement # 382 The Contractor shall provide assistance to the Collection Agencies regarding the research of disputes when customers contact the Collection Agency and shall

Please provide associated volumes related to assistance provided to collections agencies.

The current number of requests for assistance by the Collection Agencies is not available.






coordinate the resolution with the Collection Agency.

71. Page 14 of 26 (PDF page 660 of 796) Section 7 – Price Sheets

Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets Tab 3-3

Sheet3-3 Back-up Year 1 Base Contract Variable Operations Cost – Rates Operations Price Sheets

Should there be a category for Collections Coordinator?

Please refer to Sheet3-3 Back-up Year 1 Base Contract Variable Operations Cost – Rates, which allows for the Proposer to identify additional positions, as necessary, based on its view of planned required personnel.


Section 3 NYCSC Operations Requirements Section 3.2.3 Monthly Reconciliations 93 of 102

Requirement #546 The Contractor shall perform monthly reconciliations within 10 business days after month end.

Will the Agencies own the bank accounts? After the close of each month, what business day will bank records be available for reconciliation purposes?

Yes, the Authorities will own the bank accounts. See first paragraph of 2.14.1 Proposers may assume bank records will be available next day after month end. Proposers should note that while a monthly reconciliation must be submitted to the Authorities, a daily reconciliation also must be performed.


Section 3 NYCSC Operations Requirements Section 3.1.1 Performance Measurement87 of 102

Table 3-1: NYCSC Performance Measures

Should the contractor assume slow system response is considered a failure since it will have an adverse effect on the operator’s ability to meet KPIs?

Please refer to Section 3, 3.1.6. Failures that are determined by the Authorities to be outside of the Contractor’s control will be excluded in the measurement of performance. This determination will be based on documentation and evidence provided and will be considered on a case-by-case basis.



Table 3-1: NYCSC Performance Measures Description Section Number 3.2.10

Authority-Identified High Priority Issues Acknowledged and Assigned: What mechanism will the system provider have in place to monitor these types of request and

The Case Management functionality will be provided by the System Contractor.






Performance Measurement 87 of 102

start the clock on responses?


Section 3 NYCSC Operations Requirements Section 3.1.1 Performance Measurement 87 of 102

Table 3-1: NYCSC Performance Measures Description Section Number 3.2.10

Authority-Identified High Priority Issues Acknowledged and Assigned: accurately and completely resolved within 1 business Day. What if the resolution of the issue requires either customer or third party intervention that prohibits the 1 day KPI being met?

As explained in Requirement 554- bullet 1, responses will be reviewed for accuracy and completeness and evaluated-if an outcome or process is not within the control of the Contractor this will be considered when evaluating performance.

76. Page 1 of 102 (PDF Page 79 of 796) 1.1.1

Section 3 NYCSC Operations Requirements Section 1.1.1 Coordination with System Contractor 1 of 102

Requirement #3 The Contractor shall report any observed System anomalies and errors that impact customer Accounts to the System Contractor via Cases; the Contractor shall track these issues through to timely resolution in coordination with the System Contractor.

Who will provide system for reporting and tracking cases CSC or System contractor?

Please refer to the System RFP. The Case Management functionality provided by the System Contractor will be used to track and report Cases, including those related to observed System issues. The Case Management functionality will automatically copy the Authorities when Cases related to observed System anomalies and errors are opened.


Section 3 NYCSC Operations Requirements Section 1.6.3 Training Materials 28

Requirement #169 For each course, the Contractor shall develop and provide the following items, including but not limited to:

Will the system contractor be responsible to have training database updated with the latest system builds and updated data in order for trainers to provide adequate training. Such as violations or toll bills in certain stages of timeline?

Yes, the System Contractor is required to provide training on actual System Software (System Requirement #2514).







Section 3 NYCSC Operations Requirements Section 1.11.5 Other Required Personnel 34

Requirement # 206 The TBTA Court Violation Specialist will be required to travel within New York City. The NYSTA Court Violation Specialist will be required to travel throughout New York State. The PANYNJ representative will be required to travel in both New York State and New Jersey. Travel will be reimbursed in accordance with the General Services Administration (GSA) requirements.

Please confirm that all travel related costs for Court Violation Specialists will be a pass thru cost.

Travel will be reimbursed as described in Requirement 206.


Section 3 NYCSC Operations Requirements Section 1.15 End of Contract Transition 41

Requirement #252 The Contractor shall provide for the orderly transition of the facilities, Equipment, materials, Documents, inventory and Work in progress to the successor.

Please confirm that the Operations Contractor will maintain the lease(s) for any facilities and title (ownership) to all equipment procured for this contract and that they will only be transferred to a successor firm at the Operations Contractor discretion.

Please refer to Section 4, Terms and Conditions, Chapter 4 Software and System Operation, and other sections that detail terms and conditions for ownership, leases and licenses.



Second paragraph. The M-toll process is also used for the manual entry of transactions for oversized vehicles.

Will the Port Authority be providing a lane transaction file that will append to the database in an automated fashion or will manual processing be required?

The process will for the most part be automated; however, manual processes will occur such as with M-Tolls as described in Section 2.5 of Section 3. The Contractor shall be required to manually enter transactions such as






Manual Entry Toll Transactions (M-toll) 51

for oversized vehicles and manual tolls, potentially for all of the Authorities.

81. Page 77 of 102 (PDF page 155 of 796) 2.14.3 (#474)

Section 3 NYCSC Operations Requirements Section 2.14.3 Reconciliations 77

Requirement #474 The Contractor shall perform monthly reconciliations of all financial accounts, including roll-forward schedules from prior periods, which will be provided to the Authorities for review.

Please clarify what is meant by roll-forward schedules.

Please ask your accounting staff for an explanation of this standard process. The following is provided as an example: Take the ending balances from one month and roll them forward to the next, then show the changes in the current month, then end with the ending balance.


Section 3 NYCSC Operations Requirements Section 1.11.3 NYCSC Hours of Operation and Holiday 32

Requirement #195 The NYCSC Customer Service Center shall be open from 7 a.m. to 7 p.m. Monday – Friday.

Please confirm Saturday hours will not be supported.

The CSC will be open Saturday from 8 am to 2pm. Refer to Part B for addendum item.

83. Page 32-33 of 102 (PDF page 110-111 of 796) 1.11.3

Section 3 NYCSC Operations Requirements Section 1.11.3 NYCSC Hours of Operation and Holidays

Requirement #196 The NYCSC shall observe the following Holidays

Please confirm Columbus Day will no longer be considered a holiday.

Confirmed.






32/33


Section 3 NYCSC Operations Requirements Section 1.11.1 Contractor Employee Requirements 31

Third paragraph All Key employees shall be subject to the Secure Workers Access Consortium (SWAC) http://secureworker.com/default.asp screening and membership process.

Please confirm this requirement only applies to the individuals identified in Table 1-4 – Key Personnel Requirements for NYCSC Operations Project

Confirmed, subject to the proviso that if the Key Personnel change or if the Key Personnel positions are revised during the Contract term, the new staff and/or Key Personnel positions will be subject to the SWAC process.


Section 3 NYCSC Operations Requirements Section 1.6.2 Training Requirements28

Requirement #167 The Contractor shall obtain releases from all employees/Subcontractors, including third party product suppliers, to allow unlimited, royalty free use and copies of PCI compliant training sessions recordings by the Contractor and the Authorities.

Please revise the requirement as follows: The Contractor shall obtain releases from all employees/Subcontractors, including third party product suppliers, to allow unlimited, royalty free use and copies of PCI compliant training sessions recordings by the Contractor and the Authorities for their internal business use and not for redistribution.

The Authorities will revise the language to state “…and the Authorities for the Authorities use on the Project or on Project related business” Refer to Part B for the addendum item.


Section 3 NYCSC Operations Requirements Section 1.3.2 Operations Plan 11

Operations Plan The Operations deliverables are dependent upon system deliverables which will not be available in time to support the submission. For example, in the Section 6 - Major Milestone Description of the Operations RFP, the Operations Plan is scheduled to begin Q2 2018 and end Q2 2019, however in the System RFP, the

We do not believe there are inherent conflicts in these schedules; there are overlaps included. Please review instructions in Section 1, 1.14.2.4.4, second paragraph which states: “Proposers may identify and propose changes to the interim milestones on the Project Schedule; however, it is critical that the Go-Live date milestone is achieved on the date shown in the schedule.”






System Design and Development is scheduled to begin Q3 2018 and end Q4 2019. The deliverables listed in the System Milestone Descriptions are also deliverables (business rules) for the Operations Plan and the dates are in direct conflict. Please synchronize the planned Major Milestone Deliverable dates between the System RFP and the Operations RFP.


Section 3 NYCSC Operations Requirements Section 3.1.1 Performance Measurement86

Table 3-1 NYCSC Performance Measures, Description Section Number 3.2.5 Speed of Answer-Request to speak with a CSR – 99.5%

Due to the volumes anticipated in this contract and the unexpected peaks or anomalies that may occur in any given day, this KPI would require a significantly higher headcount thus requiring a higher cost to achieve this metric. Please consider removing this performance metric.

The Authorities will not remove this performance metric; however, the speed of answer for 99.5% of calls will be changed to 240 seconds from 180 seconds. Refer to Part B for Addendum item


Section 3 NYCSC Operations Requirements Section 1.3.1 Contractor-Developed Documenta-tion 11

Requirement #74 The Contractor shall submit three (3) hard copies and an electronic version of all Contractor developed Documentation for the Authorities’ review and Approval. Acceptable electronic formats are Microsoft Office 2010 Suite (or higher) and unsecured,

Do the hard copies only apply to CDRLs? In addition, requirement 76 calls for all spreadsheets and texts to be provided. So is the expectation for spreadsheets and emails to be printed in a hard copy format and submitted to the agencies for approval?

Please refer to the definition of Documentation in Section 2. Requirement 76 is for the Operations Plan. All elements of the plan, including formats, communications templates (test and layout) and spreadsheets should be provided in hard copy unless otherwise Approved by the Authorities.






searchable Portable Document Format (PDF).


Section 3 NYCSC Operations Requirements Section 1.3.2 Operations Plan 12

Requirement #77, second sentence. Updates and changes shall be provided to the Authorities no less than quarterly for Approval and incorporation into the Plan.

Please clarify, will only the updated sections be submitted, not the entire plan?

Yes. Replacement pages may be provided; however, new electronic copies of the updated documents must also be provided.

90. General Schedule Impacts System contractor delays will have operational and financial impacts on the staffing contractor. How will the staffing contractor be compensated if delays occur with deliverables on the system contractor side?

There is a mechanism in the Contract for requesting a change order based on impacts caused by third parties. See Article 2.15 of Section 4, Terms and Conditions.

91. Page 35 of 37 (PDF page 46 of 796) Price Sheets

Section 1 Background, Overview and Proposal Instructions, Section 1.15.2 Detailed Instructions, Completion of Base Contract

Sheet 3-2 provides for other direct cost (non-labor) back-up information for Sheet 3-1. Sheet 3-2 provides the monthly back-up details for Year 1 only. There are four cost categories with cost items provided under each category. Enter monthly

There are conflicting instructions with regard to the treatment of postage costs between the Price Sheets and the RFP. Would the Authorities please confirm that ALL postage costs incurred by the Operations Contractor shall be treated as a pass-through?

Postage for transponder mailings and other required mailings and customer communications will be a pass-through cost. The Price Proposal Instructions will be clarified to reflect that. Refer to Part B for Addendum item.







and Option Years Variable Operations Cost – Sheets 3, 3-1, 3-2 and 3-3, Item #2 Section 3 Section 3 NYCSC Operations SOW, Section 3 Contractor Operations Phase Services

unit quantities and unit costs for the identified cost item. If the item is provided as a lump sum the quantity should be entered as 1. Space is also provided for the Proposer to enter additional cost items. Total monthly unit costs and total direct costs for each sub-category will then automatically calculate. Note postage is not a Contractor cost and should not be included in the price. RFP: Distribution of Reload Cards, transponders, additional Dual Lock TM, read prevention bags (including packaging and postage costs); Distribution of non-system generated customer notifications by mail (including packaging and postage cost);

92. Page 29 of Section 1 Table 6-1: Forms/Submittal Will the Authorities please confirm A Bill of Materials is required.






37 (PDF page 40 of 796) 1.14.2.4.7

Background, Overview and Proposal Instructions, Section 1.14.2.4.7 Proposal Part 7: Proposer Completed Forms Page 29 of 37

Checklist Other Proposal Submittals, Preliminary Bill of Materials (BOM) Proposal Appendix 1: Preliminary Bill of Materials (BOM) that details all equipment, furniture, software/applications, and fixtures to be provided by the Contractor for use in the NYCSC.

that a Bill of Materials is not required as the Operations Contractor is at their discretion as to what equipment, furniture, etc. is needed? Further, since title to all equipment and furniture procured by the Operations Contractor will remain with them, there does not appear to be a need for a deliverable BOM.

93. Page 3 of 6 (PDF page 70 of 796) Section 3

Section 3 NYCSC Operations SOW, Section 2 Contractor Planning Phase Services Page 3 of 6

Selection and build-out/fit-out of a Customer Service Center in accordance with attachment I, System Contractor/Operations Contractor Responsibility Matrix, including provision of space for Authorities’ personnel and the System Contractor’s System hardware;

Please quantify the space that will be required for Authorities’ personnel. Please quantify the space that will be required for the System Contractor’s System Hardware. Please confirm that the only System Contractor hardware that will be housed in the NYCSC will be communication and telephony related. And, that the actual system servers will located at a different site determined by the System Contractor.

System Contractor provided servers may be housed at the Contractor’s facility. Please refer to Appendix 1 and the section entitled “Space at Customer Service Center”, which has assumed dimensions and to Requirements 211 and 212 for office space requirements for the System Contractor. The server room may contain other non-telephony/communication servers as well.


Section 3 NYCSC Operations SOW,

Development of training material and the training of Operations Staff;

The System RFP states that the development of training material and training of Operations staff is a responsibility of the System

The System Contractor will develop materials used for training on how to use the System for initial training and Operations Contractor train- the-trainer as well as ongoing updates to all






Section 3 Section 2 Contractor Planning Phase Services Page 3 of 6

Contractor. Please clarify. training materials upon all Software changes. The Operations Contractor is responsible for developing materials to train the Operations Staff on how to provide Services to the Authorities and their customers. Please refer to Section 3, 1.6.2 for details on the Operations Contractor training responsibilities.

95. Page 4 of 6 (PDF page 71 of 796) Section 3

Section 3 NYCSC Operations SOW, Section 3 Contractor Operations Phase Services Page 4 of 6

Operational Activities: document imaging of incoming Work (such as, customer communications) and outgoing Work (such as, scanning checks before deposit);

Please clarify what checks would need to be scanned if the System Contractor is providing the Lockbox services.

The Scope of Work will be updated to reflect that check scanning will not be required by the Contractor. See response to question 60. Refer to Part B for the addendum item.


Section 1 Background, Overview and Proposal Instructions, Section 1.15.2 Detailed Instructions Page 30 of 37

Table 1-7: Monthly Variable Fee Types and Levels Price Proposal Instructions Image Review (single review) Per result Image Review (double review) Per result

Will the Authorities please define what is meant by “per result” when performing Image review?

“Result” means that there is a single result for a vehicle license plate regardless of the number of reviews (single review or double review) or the number of images in a set that may be reviewed for that license plate, including plate type and jurisdiction.


Section 1 Background, Overview and Proposal Instructions,

Price Proposal Instructions End of Contract Transition –This item shall include all costs for the Contractor to provide the end of

Will the Authorities please confirm that the dollar amount entered on Price Sheet tab 4-1, Other Services detail for End of Contract Transition (cell D4) shall be in 2017 dollars and

No, the end of Contract transition cost is a lump sum amount that will not escalate. This includes only the cost to transition Services to the new contractor prior to Contract end date.






Section 1.15.2 Detailed Instructions, Completion of Base Contract and Option Years Other Operational Services Cost – Sheets 4, 4-1, and 4-2 Page 36 of 37

Contract Transition Services as further set forth in Section 3, NYCSC Operations Scope of Work and Requirements. The item is a one-time fee to be paid for End of Contract Transition Services at the time of end of contract, whenever this occurs within the Agreement period.

that the amount will be increased each year by the CPI adjustment described in the RFP for additional services.

98. Page 8 of 37 (PDF page 19 of 796) Table1- 4: Key Personnel Requirements for NYCSC Operations Project

Section 1 Background, Overview and Proposal Instructions, Section 1.7.2 Key Team Personnel Qualifications Page 8 of 37

Table 1-4: Key Personnel Requirements for NYCSC Operations Project PROJECT PRINCIPAL • Full-time employee of the Proposer or its parent company for at least one (1) year at the time of Proposal submission

Can the Authorities please amend this requirement to read “at the time of Notice to Proceed” rather than “at the time of Proposal submission”?

Yes, we will allow the Project Principal to have the one-year of full time experience with the company by planned NTP, with the NTP date as provided in the Project Schedule in Section 6. Please refer to Part B for addendum item.

99. Page 20 of 37 (PDF page 31 of 796) 1.14.2.4.3 Proposal Part 3: Key


Item a) second sentence The Authorities expect all Key Team members to be dedicated full-time to the NYCSC vs. shared with other projects during the Operations Phase.

Will the Authorities consider that the Project Principal be a shared resource, similar to the system RFP requirement?

Yes, the Project Principal may be shared. The RFP will be updated to reflect this change. All other Key Personnel must be dedicated. Refer to Part B for the Addendum item.






Project Team Experience

Proposal Part 3: Key Project Team Experience Page 20 of 37

100. Page 35 of 102 (PDF page 113 of 796) 1.12.1 Customer Service Center

Section 3 NYCSC Operations Requirements Section 1.12.1 Customer Service Center Page 35 of 102

Requirement #210 The Customer Service Center site shall be able to house six (6) months’ worth of new transponder inventory and returned, re-issuable transponders in addition to transponders that are defective or have reached end-of-life and are awaiting return to manufacturer for destruction.

Will the Authorities establish the upper threshold for new and returned transponder inventory to be housed, as well as the upper threshold for defective /end of life transponders pending disposal to be warehoused?

The Proposer should use their industry knowledge and experience to develop sufficient space for inventory.

101. Page 36 of 102 (PDF page 114 of 796) 1.12.1 Customer Service Center

Section 3 NYCSC Operations Requirements Section 1.12.1 Customer Service Center Page 36 of 102

Requirement #218 The Contractor shall design and equip the Customer Service Center such that customers shall not hear cross talk when contacting the NYCSC by phone (crosstalk is any phenomenon by which a signal transmitted on one circuit or channel of a transmission system creates an undesired effect

The requirement is a function of the telephony system, equipment and solution as much as it is a physical requirement of the CSC Operator. Can the Authorities modify this to specify those aspects of the solution under the control of the CSC Operator?

The Contractor shall ensure sufficient workspace and sound proofing for CSRs that meets best industry practice, while assuming that the System Contractor will provide telephone equipment that is noise-cancelling (see requirement 71 in System RFP).






in another circuit or channel).

102. Page 39 of 102 (PDF page 117 of 796) 1.13 Contractor Provided Equipment

Section 3 NYCSC Operations Requirements Section 1.13 Contractor Provided Equipment Page 39 of 102

Requirement #240 bullet • transponder mailing envelopes/packaging;

Can the Authorities specify the required contents of tag kits: new accounts, additional tag requests for existing accounts, pro-active tag replacement (swap), and reactive tag replacement?

For new accounts: Account Profile Letter, read prevention bag, user manual/mounting instructions (black and white), and tag. For additional tag requests: Account Profile Letter, read prevention bag, and tag. For proactive replacement and reactive replacement: Account Profile Letter or Swap Letter, read prevention bag, and tag and prepaid return envelope. See Part B for the addendum item

103. Page 53 of 102 (PDF page 131 of 796) and Page 68 of 102 (PDF page 146 of 796) 2.6.1 Outgoing Customer Notification

Section 3 NYCSC Operations Requirements Section 2.6.1 Outgoing Customer Notification Page 53 of 102 Page 68 of 102

Requirement #321 The Contractor shall be responsible for the mailing and postage for transponders, reload cards, read prevention bags and additional dual locks as well as any notifications not generated by the System. Requirement #411 The Contractor shall be responsible for distribution costs for the transponders distributed by the NYCSC,

There are conflicting statements regarding the treatment of all postage in the RFP requirements and price sheets. Please confirm that all postage is not the responsibility of the contractor and is to be treated as a pass through.

Refer to the response to question 91.






excluding postage which will be a pass-through cost.

104. Page 57 of 102 (PDF page 135 of 796) and Page 58 of 102 (PDF page 136 of 796) 2.6.4 Incoming Customer

Section 3 NYCSC Operations Requirements Section 2.6.4 Incoming Customer Communication Page 57 of 102

Requirement #338 The Contractor shall ensure incoming correspondence (paper or electronic) is scanned (in the case of paper correspondence), saved and associated with the customer’s Account and any applicable Case(s). Non-customer correspondence shall also be scanned and catalogued for easy access and long-term storage. Paper copies shall be shredded, in accordance with security requirements, and policies agreed upon by the Authorities and documented in the Operations Plan. Requirement #344 The Contractor shall develop a workflow process that clearly documents the handling process for incoming mail

Can the Authorities provide additional detail on the scanning equipment and optical character recognition in a high volume environment in order for bidders to determine what level of automation to assume when staffing to this requirement?

It is the responsibility of the Contractor to determine its equipment needs based on its industry experience and experience with these types of equipment and processes.






(including faxes, texts and email), ensuring all incoming correspondence is recorded, reviewed and properly routed (such as, Operational correspondence, financial, contractual, etc.). This shall be documented in the Operations Plan.

105. Page 59 of 102 (PDF page 137 of 796) 2.6.6 Collateral Materials for Customers

Section 3 NYCSC Operations Requirements Section 2.6.6 Collateral Materials for Customers Page 59 of 102

Requirement #352 The Contractor shall develop the generic collateral material in both English and Spanish and with the Authorities’ Approval, print and distribute the material, including but not limited to transponder mounting instructions; E-ZPass program user guides, including terms and conditions; discount plan descriptions, and customer applications.

Can the Authorities provide the required specifications and volumes for the customer materials?

The materials in English must be available in print; however, the Authorities expect distribution of these printed materials will be limited. Collateral materials in other languages identified in Section 3, 2.6.6 shall be available on the website for downloading. The Contractor will be responsible for the development and PDF creation of all of these materials. Please review Appendix A for current mail-in volumes for account set-up.



Requirement #411 The Contractor shall be responsible for distribution costs for the transponders distributed by the NYCSC,

For those transponders deemed to be replacements, is the contractor responsible for providing a return envelope?

This will be considered a pass-through cost in accordance with the response to question 91.






Transponder Management

Transponder Management Page 68 of 102

excluding postage which will be a pass-through cost.

Who is responsible for the postage for returning the tag?

107. Page 81 of 102 (PDF page 159 of 796) 2.14.6 Revenue Management

Section 3 NYCSC Operations Requirements Section 2.14.6 Revenue Management Page 81 of 102

Requirement #498 The Contractor shall deposit any checks received by the NYCSC electronically using Authorities’ Bank-specified check scanners, which shall interface with the bank Software. Requirement #501 The Contractor shall post all customer payments received by Operations into the System.

Per RFP Section 2.1.1, isn’t the contractor required to overnight checks received at the CSC to the lockbox for processing?

Yes. Refer to the response to question 60. The Requirements will be deleted. Refer to Part B for the addendum item.

108. Page 82 of 102 (PDF page 160 of 796) 2.15 Paper Document Storage

Section 3 NYCSC Operations Requirements Section 2.15 Paper Document Storage Page 82 of 102

Requirement #510 The Contractor shall redact any credit card, bank account information or other PII on the Document prior to scanning and sending for hard copy storage.

Can bidders assume that the system will provide the appropriate masking tools to achieve this requirement?

We expect the System Contractor to provide some redaction; however, the Operations Contractor should also expect to manually redact information as well.

109. Page 87 of 102 (PDF

Section 3 NYCSC

Table 3-1: NYCSC Performance Measures,

There are several unrelated and still to be defined “reconciliations”

There will be no change in this reconciliation standard at this time.






page 165 of 796) Table 3-1: NYCSC Performance Measures

Operations Requirements Section 3.1.1 Performance MeasurementPage 87 of 102

Description Section Number 3.2.3 Reconciliation, Monthly Reconciliations

encompassed in this standard. Will the Authorities consider an allocation of the points allotted to the percentage of reconciliations not meeting standard? For example: 2 of 10 reconciliations did not meet standard would be allocated 6 points (2/10 *30).

110. Page 87 of 102 (PDF page 165 of 796) Table 3-1: NYCSC Performance Measures

Section 3 NYCSC Operations Requirements Section 3.1.1 Performance MeasurementPage 87 of 102

Table 3-1: NYCSC Performance Measures, Description Section Number 3.2.9 Customer Contact, Resolve Customer Requests – Accuracy

In case management there can be a great deal of subjectivity in determining accuracy. Even two identical cases may not be resolved in the same way due to mitigating factors associated with the accounts. Will the Authorities consider eliminating this standard and instead agree to a review counsel?

The Authorities will not eliminate this standard.



Table 3-1: NYCSC Performance Measures, Description Section Number 3.2.15 and 3.2.16 Image Review, Image Review – Identification Accuracy at 99.5% and Image Review – Rejection Accuracy at 98%

Human review and rejection accuracy required by the Authorities is only consistently achieved in a multi-pass environment. Can the Authorities confirm that all images reviewed subject to these standard are to be performed using a double blind with supervisor verify workflow? With respect to Image Reject Accuracy, will the Authorities agree to only counting improperly rejected images towards the standard and not images that were properly rejected

Please refer to Requirement 293. Each image is expected to be reviewed by two reviewers, double blind. The Authorities require a price for a single image review, should the Authorities determine that a single image review is acceptable for some images in the future. The identification and rejection accuracy stated apply to both single and double-blind reviews. Regarding the second question, no, the correct reject reason must also be selected.






but the reject code is deemed to be incorrect?



Table 3-1: NYCSC Performance Measures, Description Section Number 3.2.14 Image Review, Image Review – Timeliness

Manual Image review timeliness is highly dependent on the rate in which the images are made available for review, therefore will the Authorities agree to applying this standard to only to an agreed upon monthly forecast of images to be reviewed equal to the running daily average of images received in the prior thirty days?

The Contractor needs to have flexibility in its Operations to handle variations in image volumes based on steady-state volumes and seasonal and daily/weekly peak traffic volumes. The Authorities will consider events and bottlenecks outside of the Contractor’s control when evaluating performance.

113. Page 7 of 26 (PDF Page 653 of 796) Price Sheets

Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 3-1 Back-up Base Contract and Option Years Monthly Variable Operations Cost

Price Sheets, Sheet 3-1, Operations Detail, Cell B32 states that the total in H31 must equal the totals from Sheets 3-2 and 3-3. The total in cell H31 is based on extended totals elsewhere in column H that are based on Excel formulas that apply Year 1 evaluation units provided in column F.

Price Sheets, Sheet 3-1, Operations Detail, Cell B32 states that the total in H31 must equal the totals from Sheets 3-2 and 3-3. The total in cell H31 is based on extended totals elsewhere in column H that are based on Excel formulas that apply Year 1 evaluation units provided in column F. This would imply that the detail costs shown on sheets 3-2 and 3-3 must be based only on the evaluation volumes; otherwise they cannot mathematically agree. Will the Authorities please confirm that the costs presented on sheets 3-2 and 3-3 shall represent the costs associated with the Year 1 monthly evaluation

The prices provided for the levels by the Proposer are applied against the evaluation volumes for Year 1 as shown in Sheet 3-1, using the back-up provided on sheets 3-2 and 3-3. With regard to the evaluation volumes and associated Proposer pricing, Proposers are advised that they must adhere to the updated instructions provided in Section 1, Price Proposal Instructions. Refer to Part B for addendum item.






units in column F of sheet 3-1? If this is not correct, please explain how they can mathematically agree.



Price Sheets, Sheet 3-1, Operations Detail, Cell B32 states that the total in H31 must equal the totals from Sheets 3-2 and 3-3. The total in cell H31 is based on extended totals elsewhere in column H that are based on Excel formulas that apply Year 1 evaluation units provided in column F.

It should be noted that when deriving the unit pricing for each of the variable costs items, Contractors will consider the following: current volumes, projected future volumes, quantity discounts at certain levels, etc. By forcing the detail sheets (3-2 and 3-3) to match the evaluated volumes in column F, this does not permit Contractors the flexibility of varying the unit price. Example: For Active Account – Level 1, a Contractor might select a Minimum of 0 and a Maximum of 5 million (approx. the current number of active accounts). This level, based on costs might yield a unit price of XX. However, the price sheets force the supporting documentation on sheets 3-2 and 3-3 to show costs for 4 million (evaluation units) which may not provide the same unit costs that would yield a 5 million active account base.

Proposers are advised to provide the break points for levels that reflect their expected costs. Unit pricing can be adjusted in the Price Proposal sheets for each year going forward for the levels/breakpoints that the Proposer has selected. Also, the matching referred to is only to be provided for year 1.






Can the Authorities please explain the apparent conflict between requesting Contractors to determine minimum/maximum levels and the Authorities reliance on an evaluated volume for matching extended unit pricing to the detail sheets 3-2 and 3-3?



Price Sheets, Sheet 3-1, Operations Detail, Establishment Establishment of Minimum and Maximum quantities for each of the levels.

In order to properly compare Price Proposal from various Contractors, would the Authorities consider providing the Minimum and Maximum quantities for each of the Levels for the various variable cost items?

The Authorities will not make this change but will provide a maximum for the third tier. See the response to question 116.


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 3-1 Back-up Base Contract and Option Years

Price Sheets, Sheet 3-1, Operations Detail The Level 3 – maximum is undefined (shown as “>” greater than sign) for each of the variable cost per items levels: Active Accounts Tolls By Mail

It is noted that the Level 3 Maximum quantity is undefined for each of the variable cost items. Contractors cannot be expected to provide unit pricing for unlimited volumes. Similar to the System RFP, will the Authorities please provide the maximum quantities for Level 3 for each of the variable cost items?

Yes, maximums for the third tier will be provided. The Price Sheets and Price Proposal Instructions have been updated. Refer to Part B for the addendum item.






Monthly Variable Operations Cost

Violation Notice Image Review (single Review) Image Review (double review) Class Mismatch Review Translation Services (for only level requested)


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 3-2 Back-up Year 1 Base Contract Variable Operations Cost – Monthly Schedule of Direct Cost

Price Sheets, Sheet 3-2, Back up, Monthly Schedule of Direct Costs: Row 12 - Transponder Storage Row 40- SSAE6 Type II Audit Row 41 - PCI Compliance Row 43 - Security

On Price Sheet3-2, Back up, Monthly Schedule of Direct Costs, there are certain fixed costs identified (i.e. transponder storage, SSAE16 Type II Audit, PCI Compliance, Security, etc.) that are not necessarily dependent on variable items such as the number of active accounts, tolls by mail, images reviewed, etc. Therefore, the Authorities appear to be doing themselves a disservice by including them in the unit pricing on Sheet 3-1. They will essentially pay more for these fixed costs as volumes increase over the contract term. Will the Authorities please consider establishing a fixed monthly fee category that would contain non-variable cost items?


118. Page 19 of 26 (PDF Page 665

Section 7 Forms, Form A-9 Price

Price Sheets, Sheet 4-2, Other Services Direct and Lab.

It is requested that the Authorities simply request the total cost for each position by Authority. Salary data,







of 796) Price Sheets

Proposal/Pricing Sheets, Sheet 4-2 Back-up Year 1 Base Contract Other Operational Services Cost – Annual Schedule of Direct Costs and Labor

Schedule is requesting Full-Time Salary information as well as a separate line for overhead and profit for Court Specialists for each of the three (3) Authorities.

overhead and profit are Contractor confidential information since this is not a Cost Plus contract nor receiving Federal funding.


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 4-2 Back-up Year 1 Base Contract Other Operational Services Cost – Annual Schedule of Direct Costs and Labor

Price Sheets, Sheet 4-2, Other Services Direct and Lab Row 38 contains a comment stating: “All hardware/software provided under this Contract should be included in these costs.”

Can the Authorities please clarify the comment, “All hardware/software provided under this Contract should be included in these costs.” It is our understanding that the System Contractor is responsible for providing all hardware/software to the Operations Contractor.

See Section 3, 1.13 Contractor Provided Equipment, for information on Equipment to be provided by the Operations Contractor.

120. Page 20 of 26 (PDF

Section 7 Forms, Form

Price Sheets, Sheet 5, Additional Service Rates

It is requested that the Authorities remove the use of a “multiplier” for







Page 666 of 796) Price Sheets

A-9 Price Proposal/Pricing Sheets, Sheet 5 Additional Services Rates (including Assumed Hours for Evaluation Purposes)

Use of a “multiplier” in cell B2 for computing fully loaded hourly rates.

calculating full loaded hourly rates for additional services over the contract term. The Authorities should request Fully Loaded Hourly rates by year. Reasons: 1) The Excel sheet has only a single multiplier which does not allow Contractors to vary the rate by year. 2) Direct Hourly rates and multipliers are considered Contractor confidential information on non-Cost Plus contracts and those not receiving Federal funds.


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 6 Staffing Positions – Full Time Equivalents

Price Sheets, Sheet 6, Staffing. Staffing Positions – Full Time Equivalents

What annual volumes should Contractors consider when completing the Full Time Equivalents for each of the 11 years? Also, how should Contractors reflect that the number of Full Time Equivalents may vary during a calendar year due to seasonal traffic patterns which impact the staffing necessary?

1) Proposers shall use the evaluation volumes to complete the FTEs over the full contract term.

2) Proposers should show the average FTEs over the year.


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 3-1 Back-up Base Contract and

Price Sheets, Sheet 3-1 Why is the Year 1 monthly evaluation volume for Active Accounts 4,000,000 when there are currently over 5,000,000 active accounts?

Active Transponder Accounts for 2015 were 3.2 million. See Section 1, Table 1-1. Open Transponder Accounts were over 5 million. Please refer to the definition of Active Accounts.






Option Years Monthly Variable Operations Cost


Section 7 Forms, Form A-9 Price Proposal/Pricing Sheets, Sheet 2-2 Back-up Planning Phase Cost - Rates

Price Sheets, Sheet 2-2, Planning Staff Use of a “multiplier” in cell F1 for computing fully loaded hourly rates.

It is requested that the Authorities remove the use of a “multiplier” for calculating full loaded hourly rates for the Planning Staff. The Authorities should simply request Fully Loaded Hourly. Direct Hourly rates and multipliers are considered Contractor confidential information on non-Cost Plus contracts and those not receiving Federal funds.



Section 3 NYCSC Operations Requirements Section 2.6.8 Ongoing Customer Satisfaction Survey

Requirement #363 The Contractor shall offer the Survey opportunity to every customer each time they contact the NYCSC.

Can we assume the BOS provider will produce a telephony system capable of survey functionality?

Yes, the System will provide capability for survey via the IVR and the website, and will report on the results.


Section 3 NYCSC Operations Requirements Section 3.1.1 Performance Measurement

Table 3-1: NYCSC Performance Measures ment -Description Section Number 3.2.3 Reconciliation - Monthly Reconciliations – within 10 Business Days of month

For reconciliation reliant upon third party information, please consider adjusting the KPI to “Reconciliation will be performed within 10 business days of receipt of all third party information required to complete the reconciliation (such as bank

The Authorities will not make this change; however, if reconciliation cannot be made due to the documented non-performance of a third-party this will be considered an excused failure.






Page 87 of 102

end statements, away agency files, etc.)”



Table 3-1: NYCSC Performance Measures ment -Description Section Number 3.2.21 Unidentified Payment Processing - Research and resolve unidentified payments – resolve 100% within 5 Business Days

Please confirm unidentified payments will be defined and agreed upon between the lockbox provider and contractor to control the amount of unidentified payments that will be received by the lockbox provider.

Details on unidentified payments will be finalized with the Lockbox provider during the Planning Phase.


Section 3 NYCSC Operations Requirements Section 3.2.3 Monthly Reconciliation Page 94 of 102

Monthly Reconciliation – Requirement #546, first bullet The Contractor shall ensure all reconciliations are completed and that discrepancies are investigated, resolved, reconciled and closed each month within the required timeframe.

Please consider adjusting the requirement to “The Contractor shall ensure all reconciliations are completed and that discrepancies are investigated and resolved, reconciled and closed each month within the required timeframe.” In order to resolve identified issues discovered during the reconciliation process, the contractor will be reliant upon third party resources such as bank staff and a delay can occur beyond the contractor’s control.

The Authorities will not make this change. See response to question 125.


Section 3 NYCSC Operations Requirements Section 2.1.1 Payment,

Payment, Fees and Refunds - Second sentence. If any such payments are received by the Contractor, the payments will be

Please confirm the Contractor will not process any check, money order or cash payments at the CSC or alternate facilities. Please confirm lockbox will deposit foreign checks.

Please refer to the response to question 60. Handling of foreign checks will be finalized with the Lockbox provider in the Planning Phase.






Fees and Refunds

resent to the Lockbox Service Provider using Federal Express or other Authority Approved overnight service.

129. Page 74 of 102 (PDF Page 152 of 796)

Section 3 NYCSC Operations Requirements Section 2.14 Financial ManagementPage 74 of 102

Financial Management – Requirement #462 The Contractor shall respond to the Authorities’ requests to run additional existing reports on an ad-hoc basis upon request.

Please confirm ad-hoc requests will only be made in the case the agency does not have access to the report. Please confirm the agency will have access to run reports provided by the BOS contractor and will coordinate with the BOS contractor on ad-hoc queries.

This section is referring to financial reports that are established to be the Contractor’s responsibility in the Reporting and Reconciliation Plan pursuant to Requirement 455.

130. Page 87 of 102 (PDF page 165 of 796) Table 3-1


Table 3-1 NYCSC Performance Measures

Please confirm that if a performance measurement is missed due to third party entity (that is not a subcontractor or vendor of the contractor), that the performance measurement will not be applicable for the impacted timeframe.

Performance standards that are not met and are considered an excused, non-chargeable failure under Section 3, 3.16, will not be included in the performance measurement.

131. Page 77 of 102 (PDF page 155 of 796) Reconciliations

Section 3 NYCSC Operations Requirements Section 2.14.3 ReconciliationPage 77 of 102

Requirement #475 The Contractor shall perform reconciliations, including but not limited to: …. penalties;

Please confirm what penalties are in this context, are these penalties tracked in the BOS?

The term penalty will be dropped from requirement 475. Refer to Part B for addendum item.






132. Page 78 of 102 (PDF page 156 of 796) Financial Reporting

Section 3 NYCSC Operations Requirements Section 2.14.4 Financial Reporting Page 77 of 102

Requirement #481 – negative balance prepaid customer report

Please confirm what type of information this report will contain, does this apply only to E-ZPass accounts?

Yes, it could apply to E-ZPass accounts.

133. Page 3 of 6 (PDF page 70 of 796) Section 3 -Contractor Operations Phase Services

Section 3 NYCSC Operations Scope of Work, Section 3 Contractor Operations Phase Services Page 4 of 6

First paragraph, last sentence. The Contractor’s Operational responsibilities include but are not limited to: all training for NYCSC personnel, including start-up, onboarding and ongoing refresher training and training for Authority staff and Authority designated consultants;

The System Contractor RFP requires that the System Contractor provide “train the trainer” to the Operations Contractor and also train the Authority staff on use of the System. Can the Authorities please clarify exactly what training is required from the Operations Contractor?


134. General N/A

Section 3 NYCSC Operations Scope of Work

Scope of Work Please explain the transition plan for migrating the CSC from the incumbent to the new Contractor, specifically with regards to the use of ‘the system’ by Customer Service Center personnel. For example, will you require the new contractor to be trained and operate the old system

The Operations Contractor’s personnel will not need to learn the old System.






until fully migrated, will you require the incumbent to be trained and operate off the newly designed system, or will you operate off two independent systems during the migration period?

135. Section 7, Pages 2-4 of 26 (PDF pages 648-650 of 796)

Section 7 Forms – Form A-9 Price Proposal/ Pricing Sheets Forms

Price Proposal/Pricing Sheets, Sheet 2: Planning Phase Cost Summary; 2-1 Back-up Planning Phase Cost Schedule

On the pricing sheets for Planning (Sheet 2 and Sheet 2-1), you are asking for teams to cost out the cost of mobilization. What is involved in the Planning Phase of Mobilization and what units should be used in estimating those costs?

Please refer to Section 3, 1.5 Operations Mobilization for a description of what Mobilization should include.

136. General N/A


Scope of Work How many accounts will need reconciliation?

No more than five accounts per agency may be assumed.

137. General N/A


Scope of Work Do you want the back-up site fully function, fully equipped and ready to take calls immediately. If not immediately, what time frame?

The facility should be staged and ready to be staffed in the event of a disaster. We understand that solutions will vary according to many factors, such as what additional Contractor operations facilities are already in place, and we have asked for the details of your plan to be included in your proposal, as instructed in our response to question 44. The Operations Contractor’s solution should take into consideration that to provide fully functional customer service the System Contractor must support the Operations Contractor’s transition to a back-up site in the






event of disaster.

138. General N/A


Scope of Work Will the Tolling Authorities provide any incentives if KPIs are exceeded?

No, the Authorities will not make incentive payments.

139. Section 4, pg 10 of 125 (PDF page 423 of 796)

Section 4 Terms and Conditions, Article 2.15 Change Order Procedure and Basis for Payment

Section 4, Terms and Conditions, Article 2.15

Section 4, p. 10, ARTICLE 2.15 CHANGE ORDER PROCEDURE AND BASIS FOR PAYMENT, (f), line 9: Should the reference to “(a)” be changed to “(i)”?

Yes, the reference will be corrected. Please refer to Part B for the addendum item.


Section 4 Terms and Conditions, Article 2.17 Extra Work Directive, Item c)


Section 4, p. 13, ARTICLE 2.17 EXTRA WORK DIRECTIVE, (c), line 3: Who is “the Government”? It’s not a defined term.

Government is referring to the federal government.


Section 4 Terms and Conditions, Article 13.01 Claims for Money Damages


Section 4, p. 68, ARTICLE 13.01 CLAIMS FOR MONEY DAMAGES, line 9: Are there words missing from the fourth sentence?

Language should read: Such information shall be supplemented with any and all further information, including information relating to the quantum of losses or damages sustained, as soon as practicable after it becomes or reasonably should become known to the Contractor. Refer to Part B for addendum item.







Section 4 Terms and Conditions, Article 14.15 Prevailing Wage


Section 4, p. 121, ARTICLE 14.15 PREVAILING WAGE, line 7: Which alternative applies?


143. General N/A


Scope of Work Is there an assignment clause on the Endicott facility lease?

The Authorities do not have this information and cannot answer this question.

144. General N/A


Scope of Work Please confirm that tunnels are included as part of the scope of work for all Tolling Authority facilities.

All TBTA, NYSTA and Port Authority facilities’ transactions will be processed by the NYCSC, including tunnels.

145. General N/A


Scope of Work Will the systems integrator provide laptop computers with a docking station for at-home CSR’s?

The type of work station (laptop or desktop) is to be determined by the System Contractor’s solution. This information is not yet available to the Authorities.

146. General N/A

Section 7 Forms, A-9 Price Proposal/ Pricing Sheets

Price Proposal How do we account for occupancy image review in the price proposal?

Please refer to the Price Proposal instructions for completion of Sheets 3, 3-2,3-2 and 3-3, third paragraph, fourth bullet. VOD images are to be included in the single image review price.

147. General Section 7 Price Proposal Does the Service Contract Act, as it No, Service Contract Act does not apply.






N/A Forms, A-9 Price Proposal/ Pricing Sheets

relates to wages, apply to this contract?

148.

NYCSC System RFP 15-RM-2949


PART B: Addendum Items REVISIONS (Deletions are shown in red text strikeout mode and additions are in red text and underlined): 1. Section 1, Background, Overview and Proposal Instructions, Section 1.7.2 Key Team Personnel

Qualifications, Table 1-4: Key Personnel Requirements for NYCSC Operations Project, Project Principal on Page 8-9 of 37 (page 19-20 of 796 in original RFP PDF file). Modify as follows:

Table1- 1: Key Personnel Requirements for NYCSC Operations Project

Key Personnel Position Minimum Experience Required

PROJECT PRINCIPAL • Full-time employee of the Proposer or its parent company for at least one (1) year by planned NTP, with the NTP date as provided in the Project Schedule in Section 6 at the time of Proposal submission

• Ten (10) years’ experience in the toll or payment processing and customer service industry or similar industry

• Five (5) years of senior management responsibility for major projects in the toll or payment processing and customer service industry or similar industry

• Senior management responsibility for at least one (1) project of ten million dollars ($10,000,000) or more in annual operations

Responsible for the oversight of the Contractor Project Manager and a point of contact for any escalated Project issues that cannot be resolved by the Project Manager manager [X]Planning Phase [X]Operations Phase

2. Section 1, Background, Overview and Proposal Instructions, Section 1.14.2.4.3 Proposal Part 3: Key

Project Team Experience, item a) on page 20 of 37 (page 31 of 796 in original RFP PDF file). Modify as follows:

1.14.2.4.3 Proposal Part 3: Key Project Team Experience

a) Describe the experience and provide resumes (not to exceed two (2) pages per team member), for the Key Team members identified in Section 1.7.2. Unless otherwise specified in Section 3, NYCSC Operations Scope of Work and Requirements, Proposers are advised that the Authorities expect all Key Team members, excluding Project Principal, to be dedicated full-time to the NYCSC vs. shared with other projects during the Operations Phase.

b) Where professional registration or certification is indicated as required or desired, a copy of the registration or certificate should be included.

c) Proposers must complete the Key Team Experience References form provided as Form A-7 in Section 7, Forms for all Key Team members identified in Section 1.7.2.

d) For those Subcontractors who will be providing Services, such as accounting or third-party staffing (as opposed to Equipment or materials), provide an experience statement with pertinent information as to similar projects and other evidence of qualification. Include resumes (not to exceed two pages) for the Subcontractor personnel team member(s) who are considered to be key personnel on the Project for the Subcontractor.



3. Section 1, Background, Overview and Proposal Instructions, Section 1.15.2 Detailed Instructions, Completion of Base Contract and Option Years Variable Operations Cost – Sheets 3, 3-1, 3-2 and 3-3, eighth paragraph, items #1 on page 35 of 37 (page 46 of 796 in original RFP PDF file). Modify as follows: To complete Sheets 3, 3-1, 3-2, and 3-3 Proposers must do the following:

1. Begin with Sheet 3-1. The sheet contains six (6) Monthly Variable Fees by types and levels for each year. The cells for unit type and the monthly evaluation number of units (for evaluation purposes) for each category have already been populated and should not be altered or deleted. The Proposer should start with columns D and E and provide the minimum and maximum volume of each level for all categories. Note that the Level 1 minimum begins with one (1) transaction already entered in the “Minimum” column and Level 3 volume ends with a maximum volume already entered in the “Maximum” column. Next, enter the proposed unit cost for each category type and level for each year. Each entered amount for an item should include total per item costs, including labor and other direct, non-labor costs. The Total Monthly Cost for each category/level where applicable will then automatically calculate based on evaluation volumes and the summary will be shown in the appropriate line item on Sheet 3.

Proposers are prohibited from establishing unit prices for ranges for all per item pricing (Active Account, Tolls by Mail, Violation Notices, Image review (single review), Image review (double review) and Class Mismatch Review) that are intended to manipulate or distort the outcome of the evaluation. Examples of such manipulation include:

• Establishing a unit price for a volume range that only includes the evaluation volume for that month/year or, a small volume range around the evaluation volume.

• Establishing a unit price for one volume range that is higher than the unit price for a range of a lower volume.

• Establishing a unit price structure that does not correspond to a logical, explainable progression over the course of the project term.

Proposers are advised that qualified, conditional or unbalanced proposals or proposals which are at variance with any provision of the Contract Documents or fail to meet any requirement thereof, may be rejected as non-responsive.

4. Section 1, Background, Overview and Proposal Instructions, Section 1.15.2 Detailed Instructions, Completion of Base Contract and Option Years Other Operational Services Cost – Sheets 4, 4-1 and 4-2, first paragraph on page 36 of 37 (page 47 of 796 in original RFP PDF file). Modify as follows: Completion of Base Contract and Option Years Other Operational Services Cost - Sheets 4, 4-1 and 4-2

The Proposer shall be required to provide Other Operational Services that are not included in the Monthly Variable Operations price. Sheet 4 shall include, without limitation, all charges and costs associated with the provision of the Other Operational Services unless otherwise instructed below. The costs shall also include without limitation, all labor, supplies, normal operating parts and materials, overhead, burden, profit, taxes, duties, rent, utilities, service cost, third-party fees, mailing



and handling costs, excluding postage, Contractor-acquired permits, licenses, warranties and other items necessary to meet the requirements of the NYCSC Operations Scope of Work and Requirements and the Agreement with regard to the Services identified in this section.

5. Section 3, NYCSC Operations Scope of Work and Requirements, NYCSC Operations Scope of Work, Section 3 Contractor Operations Phase Services, first paragraph, second bullet on page 3-4 of 6 (page 70-71 of 796 in original RFP PDF file). Modify as follows: • Operational activities which require use of the System, including but not limited to:

o compliance with all security requirements, both within the System and in the handling of personally identifiable information (PII) and funds;

o compliance with all PCI requirements;

o compliance with all National Automated Clearing House Association (NACHA) requirements;

o physical security of the Operations facilities, funds, personnel, and Equipment, as well as the System Contractor provided on-site equipment;

o manual image review of license plate images which do not meet the criteria for automated review (including class mismatch, quality review and Vehicle Occupancy Detection (TBTA-only);

o account establishment and maintenance;

o account closures and refunds;

o Discount Plan and sticker program management;

o non-revenue program management;

o document imaging of incoming Work (such as, customer communications) and outgoing Work, as applicable (such as, scanning checks before deposit);

o payment processing;

o Credit Card and ACH processing, including authorizations, refunds and reconciliation;

o Lockbox (e.g., exceptions) and Money Services payment posting, reconciliation and reporting;

o Reload Card processing, reconciliation and funds transfer;

o coordination with Collection Agencies pursuing payment of debts owed by individuals or businesses, including payment processing and reporting;

o support for courts, hearings and tribunals, possibly including the planned Transit Adjudication Board (TAB);

o provision of customer support for problems with customer interfaces (including phone, Self-Service Website, Self-Service Mobile Website, Self-Service Mobile Application and IVR System support);

o Case management;

o return mail processing;



o use of skip tracing services to provide an updated mailing address;

o customer dispute processing and initial determinations;

o Manual Toll transaction entry;

o financial management and reporting;

o all transaction and financial reconciliation activities;

o all interface reconciliation activities;

o activity and performance monitoring and reporting;

o transponder inventory management, including customer order fulfillment, retailer program management and support, transponder recall and recycling;

o all training for NYCSC personnel, including start-up, onboarding and ongoing refresher training and training for Authority staff and Authority designated consultants;

o coordination and support with resolution of disputed tolls and other issues with Interoperable Away agencies and

o coordination with the DMV(s) for registration suspensions, denials and/or holds, as well as releases once tolls, fees, and other charges are paid.

6. Section 3, NYCSC Operations Scope of Work and Requirements, NYCSC Operations Requirements,

Section 1.6.2 Training Requirements, Requirement #167 on page 28 of 102 (page 106 of 796 in original RFP PDF file). Modify the requirement as follows:

167 The Contractor shall obtain releases from all employees/Subcontractors, including third-party product suppliers, to allow unlimited, royalty free use and copies of PCI compliant training sessions recordings by the Contractor and the Authorities, for the Authorities’ use on the Project or on Project related business.


Section 1.11.3 NYCSC Hours of Operation and Holiday, Requirement #195 on page 32 of 102 (page 110 of 796 in original RFP PDF file). Modify the requirement as follows:

1.11.3 NYCSC Hours of Operation and Holidays

195 The NYCSC Customer Service Center shall be open from 7 a.m. to 7 p.m. Monday – Friday and Saturday from 8 am to 2pm.


Section 1.13 Contractor Provided Equipment, Requirement #240 on page 38-39 of 102 (page 116-117 of 796 in original RFP PDF file). Modify the requirement as follows:

1.13 Contractor Provided Equipment The System Contractor is responsible for providing all hardware and software required to Operate the System, including desktop workstations, telephone equipment that supports the customer contact



system and other equipment not directly connected to the System Contractor provided System but necessary for the System to perform. The Contractor shall provide all other Equipment, supplies and consumables necessary to operate the NYCSC. The System Contractor will initially deliver noise cancelling headsets with each customer service representative and supervisor seat, as well as 10% of the total for spares. The Contractor shall be responsible for the subsequent replacement of all noise cancelling headsets for the remainder of the Contract. The System Contractor will provide remote support to the Contractor’s Work-From-Home CSRs, including via the Help Desk and using CSC System support personnel as required. The System Contractor shall be responsible for all support costs, including all shipping, handling and return shipping of initial and replacement Equipment and Hardware for any Work-From-Home CSRs.

240

The Contractor shall provide the necessary Equipment, supplies and consumables to support the Operation of the NYCSC. Equipment includes but is not limited to:

• copiers;

• printers not connected to the System Contractor provided System;

• shredders;

• video conference system;

• furniture;

• mailroom Equipment, including postage machines;

• telephones not connected to the System Contractor provided customer contact System;

• for any Work-From-Home CSRs, internet access of sufficient bandwidth;

• all replacement of noise cancelling headsets used by Contractor’s personnel, including replacement of noise cancelling headsets initially provided by the System Contractor as part of the customer contact System;

• speaker phones;

• cellular phones;

• TTY equipment;

• transponder mailing envelopes/packaging:;

o for new Accounts: Account Profile Letter, read prevention bag, user manual/mounting instructions (black and white), and tag;

o for additional tag requests: Account Profile Letter, read prevention bag, and tag and

o for proactive replacement and reactive replacement: Account Profile Letter or Swap Letter, read prevention bag, and tag and prepaid return envelope.

• read prevention bags for transponders (manufactured of conductive material suitable to prevent radio frequency energy from egress and ingress);



• replacement dual lock strips for transponders (each transponder is initially equipped with the necessary dual lock strips) and

• all consumables.

9. Section 3, NYCSC System Scope of Work and Requirements, NYCSC Operations Requirements, Section

2.14.3 Reconciliation, Requirement #475 on page 77 of 102 (page 155 of 796 in original RFP PDF file). Modify the requirement as follows: 475 The Contractor shall perform reconciliations, including but not limited to:

• detailed reconciliation of transactions and revenue;

• refunds by refund type;

• prepaid account balances;

• transponder deposits;

• aged accounts receivable;

• fees revenue;

• penalties;

• write-offs;

• payment transactions and

• other revenues.


2.14.6 Revenue Management, Requirement #498 on page 81 of 102 (page 159 of 796 in original RFP PDF file). Modify the requirement as follows:

498 The Contractor shall deposit any checks received by the NYCSC electronically using Authorities’ Bank-specified check scanners, which shall interface with the bank Software.


2.14.6 Revenue Management, Requirement #501 on page 81 of 102 (page 159 of 796 in original RFP PDF file). Modify the requirement as follows:

501 The Contractor shall post all customer payments received by Operations into the System.


3.1.1 Performance Measurement, Table 3-1 NYCSC Performance Measures on page 87-88 of 102 (page 165-166 of 796 in original RFP PDF file). Modify the requirement as follows:



Table 3-1: NYCSC Performance Measures Description Section Number

Category KPI Performance Requirement

Measurement Frequency

Points*

3.2.1

Failure Notification

Reporting of All Observed System Failures which affect Operations to System Contractor and the Authorities

report within 60 minutes

Per Incident 3.0

3.2.2 Reporting of all Operations Failures to the Authorities

report within 60 minutes

Per Incident 3.0

3.2.3 Reconciliation

Monthly Reconciliations within 10 Business Days of month end

Monthly 30.0

3.2.4

Customer Contact

Customer Service – Satisfaction with How Contacts are Handled

average 4 out of 5

Monthly 20

3.2.5

Speed of Answer-Request to speak with a CSR

80% within 60 seconds

Daily 3.0

99.5% within 240 180 seconds

Daily 5.0

3.2.5

Speed of Answer- Chat 80% within 60 seconds

Daily 3.0

99.5% within 180 seconds

Daily 5.0

3.2.7

Establish New Customer Accounts and Fulfill Requests for Additional Transponders

complete 100% within 5 Business Days

Daily 2.0

3.2.8 Resolve Customer Requests - Timeliness

resolve 90% within 3 Business Days

Daily 3.0

resolve 100% within 7 Business Days

Daily 5.0

3.2.9

Resolve Customer Requests – Accuracy

accurately and completely resolved 99% of the time

Monthly 30

3.2.10 Authority-Identified High Priority Issues Acknowledged and Assigned

acknowledge and assign within 2 Business Hours

Per Incident 3.0

3.2.11 Authority-Identified High Priority Issues Accurately and Completely Resolved

accurately and completely resolved

Per Incident 3.0



Description Section Number

Category KPI Performance Requirement

Measurement Frequency

Points*

within 1 Business Day

3.2.12 Returned Mail

and Transponder Processing

Processing of Returned Mail process within 4 Business Days

Daily 1.0

3.2.13 Processing of Returned Transponders

process within 5 Business Days

Daily 3.0

3.2.14

Image Review

Image Review – Timeliness process within 3 Business Days

Daily (per day until reviewed)

3.0

3.2.15 Image Review – Identification Accuracy

accurately identify 99.5% of the time;

Monthly 30

3.2.16 Image Review – Rejection Accuracy

accurately reject 98% of the time

Monthly 30

3.2.17 VOD Review – Timeliness process within 5 Business Days

Daily 3.0

3.2.18 VOD Review – Accuracy accurately identify 98% of the time;

Monthly 10

3.2.19 Class Mismatch Processing – Timeliness

process within 5 Business Days

Daily 3.0

3.2.20 Class Mismatch Processing – Accuracy

accurately identify 98% of the time;

Monthly 10

3.2.21 Unidentified Payment

Processing

Research and Resolve Unidentified Payments

Resolve 100% within 5 Business Days

Daily (per day until accurately resolved)

3.0

* The point values shown in the table reflect the number of non-compliance points assessed for each occurrence of a failure to meet a Performance Requirement. Additional points will be assessed for failures in consecutive months and will escalate as described in these Requirements.


3.2.5 Speed of Answer – Request to Speak with a CSR, Requirement #548 on page 94-95 of 102 (page 172-173 of 796 in original RFP PDF file). Modify the requirement as follows:

3.2.5 Speed of Answer – Request to Speak with a CSR The speed at which customer calls are answered is a key component in overall customer satisfaction.



While it is understood there may be peaks and valleys in call volume based on time of day, day of week, day of month or other factors, the Contractor is expected to staff the NYCSC such that customer calls during any time of day, week or month will be answered quickly. CSRs are expected to answer calls only during the hours that the CSC is open for business. After hours, customers will be able to use self-service channels such as the web and the IVR. 548 The Contractor shall answer incoming calls, after the caller elects to speak with a CSR, eighty

(80) percent of the calls within sixty (60) seconds and 99.5 percent of all calls within two-hundred-forty (240) one-hundred-eighty (180) seconds.

• The Approved reports from the System shall be used to determine if the Contractor has met this measure.

• For any day in which the eighty (80) percent within sixty (60) seconds requirement is not met, the Contractor shall be assessed three (3) points.

• For any day in which the 99.5 percent within two-hundred-forty (240) one-hundred-eighty (180) seconds Requirement is not met, the Contractor shall be assessed five (5) points.

14. Section 3, NYCSC System Scope of Work and Requirements, Appendix A, Background Data has been

replaced in its entirety and is paper-clipped to Addendum 5 (pages 183-189 of 796 in original RFP PDF file).

15. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.15 Change Order Procedure and Basis for Payment, item f) on page 10 of 125 (page 423 of 796 in original RFP PDF file). Modify as follows:

f) If cost reasonableness cannot be established on this basis or on the basis of prices set by the Agreement, law or regulation, Contractor is required to submit detailed cost breakdowns, including information on labor and materials costs and other direct costs. If agreement cannot be reached, compensation for the Extra Work shall not exceed the sum of the following amounts and such amounts only: i) the actual net cost in money of the labor (including premiums for workers’ compensation insurance, taxes, vacation allowances and union dues and assessments required to be paid by the employer on the basis of such labor costs) and material required for such Extra Work; and ii) ten percent (10%) of the amount under (ia) above. If the Extra Work is performed by a Subcontractor, in lieu of the amounts under (i) and (ii) above, compensation shall be in the amount the Contractor has paid the Subcontractor plus a 5% mark-up. No Extra Work shall be performed by a Subcontractor without the Approval of the Project Manager.

16. Section 4, Terms and Conditions, Chapter 3, Compensation for Services, Article 3.03 Method and

Times of Payment, beginning with the third paragraph on Page 18-19 of 125 (page 431-432 of 796 in original RFP PDF file). Modify as follows:

The Contractor agrees to provide the Authority with such detailed documentation substantiating fees and disbursements as the Authority may request. The Authority may withhold all or a portion of any payment hereunder for reasons set forth in Article 3.06. when the Authority shall have reasonable grounds for believing that:



a) The Contractor will be unable to provide the System or perform other Services fully and satisfactorily within the time fixed for performance. This includes Contractor not responding to change order requests on a timely basis as set forth in Article 2.14 Extra Work and Article 2.15 Change Order Procedure and Basis for Payment;

b) A claim exists or may exist against the Contractor or the Authority arising out of the negligence

of the Contractor or the Contractor’s breach of any provision of this Agreement; or c) If there is a discrepancy between the Contractor’s invoices and the associated documentation,

provided that the Authority has notified the Contractor of such discrepancy, and provided that the amount withheld shall be limited to the amount of such discrepancy.

Any amount so withheld may be retained by the Authority for such period as it may deem

advisable to protect the Authority against any loss and may, after Notice to the Contractor, be applied in satisfaction of any such claim. The Authority shall not pay interest on any amounts withheld under this Article 3.03.

This Section is intended solely for the benefit of the Authority and, except as otherwise provided by law, no person shall have any right or claim against the Authority by reason of the Authority’s failure or refusal to withhold monies; the Authority’s withholding of monies; the Authority’s application of any withheld monies; or the Authority’s failure to apply withheld monies. This Section is not intended to limit or in any way prejudice any other right or remedy of the Authority.

17. Section 4, Terms and Conditions, Chapter 3, Compensation for Services, Article 3.06 Monies Withheld on Page 20-21 of 125 (page 433-434 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 3.06 MONIES WITHHELD The Authority may withhold all or a portion of any payment otherwise due hereunder when the Authority shall have reasonable grounds for believing that:

a) The Contractor will be unable to provide the staff and Services to operate the NYCSC or has not performed or will be unable to perform the Services fully and satisfactorily within the time fixed for performance in the Approved Project Schedule; or

b) The Contractor has provided poor or defective Work, or

c) The Contractor has not provided required Services with regard to cooperation with the System Contractor or other Third-Party Service Providers and Business Partners, or

d) The Contractor has not met its obligations to respond on a timely basis to change order requests pursuant to Articles 2.14 Extra Work and 2.15 Change Order Procedures and Basis for Payment, or

e) The Contractor has not met required Performance Requirements under RFP Section 3, Conformed NYCSC Operations Scope of Work and Requirements, or

f) A claim exists or will exist against the Contractor or the Authority arising out of the negligence of the Contractor or the Contractor's breach of any provision of this Agreement., or

g) There is a discrepancy between the Contractor’s invoices and the associated documentation, provided that the Authority has notified the Contractor of such discrepancy, and provided



that the amount withheld shall be limited to the amount of such discrepancy. Any amount so withheld may be retained by the Authority for such period as it may deem advisable to protect the Authority against any loss and may, after written Notice to the Contractor, be applied in satisfaction of any such claim. This provision article is intended solely for the benefit of the Authority, and no person shall have any right or claim against the Authority by reason of the Authority's failure or refusal to withhold monies; the Authority’s withholding of monies; the Authority’s application of any withheld monies; or the Authority’s failure to apply withheld monies. The Authority shall not pay interest on any amounts withheld under this provision article. This provision article is not intended to limit or in any way prejudice any other right or remedy of the Authority.

18. Section 4, Terms and Conditions, Chapter 5 Insurance and Bond Requirements, Article 5.01 Insurance

Conditions, first paragraph on page 26 of 125 (page 439 of 796 in original RFP PDF file). Modify as follows: ARTICLE 5.01 INSURANCE CONDITIONS This article covers insurance requirements for NYSTA and PANYNJ. Refer to Chapter 13 for TBTA specific insurance requirements. The Contractor must procure prior to commencement of any Work under this Agreement, and maintain until this Agreement is completed, and the Authority has accepted all work performed thereunder, insurance in the kinds and in the amounts specified herein, covering all Services and Operations under this Agreement, whether performed by the Contractor or its Subcontractors, in accordance with the following conditions:

19. Section 4, Terms and Conditions, Chapter 5 Insurance and Bond Requirements, Article 5.02 Required Insurance Conditions, first paragraph on page 28 of 125 (page 441 of 796 in original RFP PDF file). Modify as follows: ARTICLE 5.02 REQUIRED INSURANCE COVERAGES This article covers insurance requirements for NYSTA and PANYNJ. Refer to Chapter 13 for TBTA specific insurance requirements. The specific types and amounts of insurance that the Contractor must provide pursuant to this Agreement are as follows:

20. Section 4, Terms and Conditions, Chapter 5, Insurance and Bond Requirements, Article 5.02 Required Insurance Coverage, Item B on Page 28 of 125 (page 441 of 796 in original RFP PDF file). Modify as follows: B. Commercial Umbrella Liability Insurance – When the limits of the CGL, and Business Auto Liability

policies procured are insufficient to meet the limits specified, the Contractor shall procure and maintain Commercial Umbrella and/or Excess Liability policies with limits in excess of the primary; provided, however, that the total amount of insurance coverage is at least equal to the requirements set forth above. Such policies shall follow the same form as the primary policies.

The New York State Thruway Authority, the State of New York, the Triborough Bridge and Tunnel Authority, and the Port Authority of New York and New Jersey shall be included as Additional Insureds, using ISO Additional Insured Endorsement CG 20 10 11 85 or its equivalent CG 20 10 04



13 and 20 37 04 13, under the CGL policy and the Umbrella policy which shall follow form, as required.

21. Section 4, Terms and Conditions, Chapter 5, Insurance and Bond Requirements, Article 5.03

Performance and Payment Bond Requirements, Item d) on Page 32-33 of 125 (page 445-446 of 796 in original RFP PDF file). Modify as follows: d) The Authorities retain their right in their sole discretion to require a Letter of Credit as additional

security. Any Letter of Credit required by the Authority shall be continuously renewed, extended or replaced so that it remains in effect throughout the term of the Planning Implementation or Operations Maintenance Phase, as applicable. The Authority shall be authorized under the Letter of Credit to make one or more sight drawings thereon, upon certification to the issuing bank that an Event of Default by the Contractor hereunder has occurred. The Letter of Credit shall also permit a drawing thereon in the full stated amount thereof in the event that any required renewal, extension or replacement thereof is not made prior to 30 days of its expiration. The Letter of Credit shall serve as additional security for the performance of the Contractor’s obligations, and in no event shall the existence of the Letter of Credit or the stated amount thereof be construed to cap, liquidate or otherwise modify or limit the amount of damages payable by the Contractor hereunder based on the occurrence of a Contractor event of default or other liability assumed by Contractor under this Agreement.

22. Section 4, Terms and Conditions, Chapter 13 Triborough Bridge and Tunnel Authority – Specific

Terms and Conditions, Article 13.01 Claims for Money Damages, first paragraph on page 68 of 125 (page 481 of 796 in original RFP PDF file). Modify as follows: ARTICLE 13.01 CLAIMS FOR MONEY DAMAGES In the event the Contractor claims or intends to claim or intends to claim compensation for any damage or loss sustained by reason of any act, neglect, fault or default of the Authority, the Contractor shall furnish a written notice to the Project Manager setting forth the nature of the claim and the extent of the damage sustained within 30 days of the incurrence of such loss or damages. This written notice shall constitute the Contractor’s submission to the Project Manager for the purpose of requesting the Project Manager’s determination prior to the commencement of any action for compensation. Any such claim shall state as fully as then possible all information relating thereto and shall be supported by any then available documentation, including daily records showing all costs incurred. Language should read: Such information shall be supplemented with any and all further information, including information relating to the quantum of losses or damages sustained, as soon as practicable after it becomes or reasonably should become known to the Contractor. Such information relating to the quantum of losses or damages sustained, as soon as practicable after it becomes or reasonably should become known to the Contractor.


Terms and Conditions, Article 13.26 Additional Obligations on page 80 of 125 (page 493 of 796 in original RFP PDF file). Additional modification from Addendum 3 as follows: ARTICLE 13.26 INSURANCE CONDITIONS (modification from Addendum 3) ARTICLE 13.27 REQUIRED INSURANCE COVERAGE (modification from Addendum 3) ARTICLE 13.28 ADDITIONAL OBLIGATIONS



24. Section 7, Forms, Form A-8 Requirements Conformance Matrix, in Excel format, has been updated to

reflect changes in requirements noted above and in Addendum 3 and has been replaced in its entirety and is paper-clipped to Addendum No. 5. The updated Requirements and text are designated with a yellow highlight.

25. Section 7, Forms, Form A-9 Price Proposal/Pricing Sheets, in Excel format, has been updated to reflect

the following changes and is paper-clipped to Addendum No. 5:

o Sheet 3-1 Back-up Base Contract and Option Years Monthly Variable Operations Cost, added maximum units for Level 3, change shown in blue font (page X of 796 in original RFP PDF file).

o Sheet 3-2 Back-up Year 1 Base Contract Variable Operations Cost – Monthly Schedule of Direct Cost, removed third line titled Armored Car Services from the Other Services cost category.

o Sheet 6 Staffing Positions – Full Time Equivalents, removed the WIC group.


Sincerely,

Zulema B. Robinson Director, ITS Projects



Addendum No. 4

November 6, 2017


PSC-15-2982


Part A - Official log of Proposers’ requests for exception to terms and conditions and the Authorities’ responses, including:

Part B - Official revisions to the NYCSC Operations RFP All other terms, conditions and requirements of the original RFP dated August 25, 2017 remain unchanged unless modified by this addendum, or previous addenda to this RFP.


This Addendum 4 includes the first group of responses to requests for exception to terms and conditions submitted in response to the above referenced RFP. A second group of responses will be issued on or before November 15, 2017.



Request for Exception to Terms and Conditions




Page 13 of 125 PDF page 426 of 796



The Authority shall provide (90) Ninety Days notice and shall pay all outstanding invoices submitted or due at the time of the Authority exercising this right.


Page 2 of 125 (PDF page 415 of 796) Page 22 of 125 (PDF page 435 of 796) Page 119 of 125 (PDF page 532 of 796

Section 4 Terms and Conditions, Chapter 2, Article 2.04 Chapter 4, Article 4.02 Chapter 14, Article 14.13

General Software and Equipment Ownership Contract Review and Compliance Audits

Article 2.04 (Page 426 415 of RFP PDF) states that contractor provides the equipment and systems- This is fine, however, other portions of the contract state that the Authority has the right to also use, and can let other people use, same without our permission. Likewise, 4.02 (Page 435 of RFP) makes reference to the Authorities ability to permit others to use our equipment. This also appears in 14.13 (Page 532 of RFP) wherein they can load security software on our systems. Can you clarify if this right to access extends beyond the Authority and if so, to what level and for what cause?

If we understand your question correctly, sub-paragraph b) in 4.02 specifically states that use of the Equipment and/or Software is …. “in connection with providing goods or Services to the Authority”. So long as the right of access is in connection with providing goods or Services to the Contract, the Authority can permit others outside access to the equipment and systems.





Response to Request for Exception to Terms and Conditions (Form A-3) # Page Section Section Description Proposer Question Authority Response Page 45 of

125 (PDF page 458 of 796)


Event of Default Chapter 8 (Beginning on page 458 of RFP) deals with default- sections of concern for us are I; iv; and xiv. They seem too subjective (pattern of performance issues). The Authority does permit cure, but only provides 15 days, and extensions to cure are at the Authorities convenience. Can you clarify what “pattern of performance issues” would mean? Are penalties associated with performance issues and/or default?

The language we believe you are referring to is: “xiv. a pattern of repeated failures to meet the performance standards.” The performance standards are set forth in general in Section 3 NYCSC Operations Scope of Work and Requirements, and more specifically in Section 3, Performance Measures.



Contract Term The term of the Agreement is ten (10) years from Notice to Proceed, with one three (3) year option thereafter to be exercised at the sole determination of the Authorities which, if exercised, the Authority shall provide the Contractor no less than one hundred and twenty(120) notice prior to the exercise. In addition, the Authorities shall have the right to exercise at their sole discretion, a 120-day extension to either the base Contract or any extension thereto. There are two Phases to the Project: the Planning Phase and the Operations Phase. The Planning Phase will begin with Notice to Proceed and the -Operations Phase will begin concurrent with Go-Live of the NYCSC System.

The Authorities will make this change but will add for clarification the word “day” between “(120)” and “notice”. See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 2 Time and

Authority of the Project Manager

The Project Manager may give written orders to the Contractor to do Work which he determines to be necessary for the Contractor to fulfill the Contractor’s obligations under this Agreement.

The Authorities will not make the change as this request is already covered in 2.12d).






Manner of Performance, Article 2.12(b)

Page 10 -12 of 125 (PDF page 423 of 796)

Section 4 Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.15 and 2.16

2.15 Change Order Procedure and Basis for Payment 2.16 Deleted Work

Proposer requests that all references to Proposer’s submittal of costing rates, actual costs and profit be deleted. Change orders shall be fixed price with reasonable price support or on a time and materials basis. Proposer does not support open book audits for pricing.



Section 4 Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.18 (b)


In the event that the Authority exercises its right to postpone, suspend, abandon or terminate this Agreement, the Authority will pay the Contractor’s actual cost, overhead and reasonable profit or the fair and reasonable value, whichever is less, of: . . .




Invoice Adjustment for Non-Compliance with Performance Standards

If in the performance of Services, the Contractor does not meet or exceed the Performance Requirements identified in the Scope of Work and Requirements and such performance is not due to actions of the Authority or a third-party, the Authority may reduce the amount it would otherwise pay Contractor for such Services pursuant to the invoice adjustments set forth in RFP Section 3, NYCSC Operations Scope of Work and

The Authorities note that the first request is already covered in Section 3.6.1 Section 3, Scope of Work and Requirements, with regard to Non-Chargeable Failures. The language in Article 3.02 will be modified to reference this section. See Part B for Addendum item. The Authorities will not make the second requested change with regard to invoice adjustments and the requested cap.






Requirements, Section 3 Performance Measures. The Authority shall have the right to deduct such invoice adjustments from any monies due or which may thereafter become due to the Contractor under this Agreement. Provided, however, the Authority shall not assess any adjustments to the Contractor’s invoices for the first ninety (90) days following Go-Live and in no event shall any invoice adjustments under this Agreement exceed ten (10%) percent of the applicable invoice. Proposer requests the opportunity to work with the Authority to define the methodology and calculation of performance standards and damages.

Page 18-19 of 125 (PDF Page 431-432 of 796)


Methods and Times of Payment

This Section is intended solely for the benefit of the Authority. and, except as otherwise provided by law, no person shall have any right or claim against the Authority by reason of t The Authority’s failure or refusal to withhold monies; the Authority’s withholding of monies; the Authority’s application of any withheld monies; or the Authority’s failure to apply withheld monies. This Section is not intended to limit or in any way prejudice any other right or remedy of the Authority.


Page 20-21 of 125

Section 4 Terms and

Monies Withheld This provision is intended solely for the benefit of the Authority, and no person shall have any







(PDF page 433-434 of 796)

Conditions, Chapter 3 Compensation for Services, Article 3.06

right or claim against the Authority by reason of the Authority's failure or refusal to withhold monies. The Authority shall not pay interest on any amounts withheld under this provision. This provision is not intended to limit or in any way prejudice any other right of the Authority.


Section 4 Terms and Conditions, Chapter4 Software and System Operation, Article 4.01(b)

Software Licenses For third-party Software provided by the Contractor, the Contractor shall provide to the Authority unlimited, perpetual, irrevocable, non-exclusive Licenses to use third-party Software to perform Operations for the New York CSC System where such licenses are available under commercially reasonable terms. Where such a license to third-party Software cannot be provided, the Contractor shall use commercially available COTS software. The Contractor shall provide the Authority a list all such third-party software The Contractor shall secure such Licenses from the providers of such third-party Software, and ensure that such Licenses are transferable to and assignable by the Authority.



Section 4 Terms and Conditions, Chapter4 Software and System Operation, Article 4.01(c)

Software Licenses The Contractor may be required to sign a non-disclosure agreement with the System Contractor in a form acceptable to both the Authority and the Contractor related to the use of the System Software and will take all reasonable steps to expeditiously execute such agreement.

The Authorities will make the requested change. See Part B for the Addendum.








Required Insurance Coverages Conditions

Proposer acknowledges and commits to the substantive insurance requirements specified in the RFP. Our insurance policies contain terminology that is standard in the insurance industry but differs slightly from the wording in the RFP. Two examples are that Proposer has some policies on a “per claim” basis, not “per occurrence” or some policies have SIRs in excess of $50k. In cases where the technical language of our insurance policies differs from the RFP, we will work to clarify differences and resolve concerns.

Duly noted.



Performance and Payment Bond Requirements

Proposer requests subparagraph d) relating to the letter of credit, be deleted in its entirety since there is no requirement for a letter of credit.

The Authorities will not make this deletion; however, they will add the following at the beginning of Article 5.03 d) to clarify: “The Authorities retain their right in their sole discretion to require a Letter of Credit as additional security.” See Part B for Addendum item.


Section 4 Terms and Conditions, Chapter 6 Proprietary Rights, Confident-iality, Ethics and Required Certification, Article 6.01 b)

Proprietary Rights (b) The Authority shall also have all rights, title and interest in and to inventions, ideas, designs and methods developed by the Contractor and any Subcontractors specifically for the Authority in the event the Authority purchases Equipment and/or Software (“Authority Owned Inventions”). Nothing under the base Agreement constitutes Authority Owned Inventions. If under any Extra Work or Change Order the Authority intends some portion of that work to constitute an Authority Owned

The Authorities will not make the requested changes. However, the first sentence of Article 6.01 b) shall also be modified to the following: The Authority shall also have all rights, title and interest in and to inventions, ideas, designs and methods developed by the Contractor and or any Subcontractors or Suppliers specifically for the Authority in the event the Authority purchases Equipment and/or Software (“Authority Owned Inventions”).






Invention the Authority shall clearly identify such work prior to directing the Contractor to perform such work and under no circumstance may the Authority compel the Contractor to create Authority Owned Inventions without the Contractor’s written agreement. Such Authority Owned Inventions shall include all specifications and other Documentation related thereto. . . The Authority unconditionally grants the Contractor a non-exclusive, royalty-free, perpetual, universal, unlimited license to use, copy, modify, maintain, sublicense, transfer, sell and create derivative works to, any Authority Owned Inventions.



Section 4 Terms and Conditions, Chapter 6 Proprietary Rights, Confident-iality, Ethics and Required Certification, Article 6.02

Contractor Assistance In the event the Contractor creates any Authority Owned Inventions: a) Upon the request of the Authority, the Contractor shall promptly execute or shall cause its employees . . .



Section 4 Terms and Conditions, Chapter 6 Proprietary Rights,

Confidentiality Proposer requests that the confidentiality provisions be made mutual to also protect Proposer confidential information subject to FOIL.

The Authorities will not make this change but please refer to Section 1.9.3 Disclosure of Proposals for confidentiality provisions.






Confident-iality, Ethics and Required Certification, Article 6.03



Risk of Loss The Contractor assumes the following distinct and several risks to the extent they arise from the Contractor’s (or it’s Subcontractor’s) negligence or willful misconduct without limitation, whether they arise from acts or omissions (whether negligent or not) of the Contractor or of any of its Subcontractors and Suppliers, excepting those losses which arise from negligent acts or omissions of the Authority. (a) The risk of loss of (i) funds or deposits due

the Authority, including but not limited to revenue generated from electronic toll collection, credit card payments, fees, violation payments and transactions submitted to the Contractor for processing, or any other revenue the Contractor is contractually required to collect; and (ii) all documents and records relating to all financial transactions in the Contractor’s possession arising out of or alleged to arise out of or in connection with the performance of Services pursuant to this Agreement. Provided however, notwithstanding anything to the contrary, prior to any withhold of payment or







adjustment to Contractor’s invoice, for a reasonable period of time of no less than ninety (90) days Contractor shall have the right to attempt to recover any lost revenue by methods in accordance with applicable law and IAG rules and the Authority shall provide reasonable cooperation to the Contractor in those recovery efforts. Further, in calculating lost revenue any assessment shall be adjusted by the historical collection rate for the applicable transaction.




The Contractor shall indemnify and save harmless the Authority, New York State and MTA, to the fullest extent permitted by law, from loss and liability upon any and all third-party claims and expenses, including but not limited to attorneys’ fees, on account of such injuries to persons or such damage to property, arising from the negligence or willful misconduct of the Contractor irrespective of the actual cause of the acts, errors or omissions, irrespective of whether they shall have been due in part to negligence of the Contractor or its Subcontractors or Suppliers or negligence of the Authority, State or MTA, or of any other persons, but excepting bodily injuries and property damage to the extent caused by the negligence of the Authority, State or MTA. The liability hereunder shall be limited to such injuries or damage occurring on account of, or







in connection with, the Contractor’s willful misconduct or negligent performance of the Services, whether or not the occurrence giving rise to such injury or such damage happens at the NYCSC or whether or not sustained by persons or to property while at the NYCSC, but shall exclude injuries to such persons or damage to such property to the extent caused by the negligence of the Authority, State or MTA. Such indemnity shall not be limited by reasons of enumeration of any insurance coverage herein provided. The provisions of this Article shall survive the expiration or termination of this Agreement. . . . (f) As an express condition of Contractor’s indemnification obligations under this Agreement (including Sections 7.02 and 7.03) Contractor shall have full control over the defense and/or settlement of any indemnified claim and shall select counsel in its sole and absolute discretion. (g) Notwithstanding anything to the contrary, in no event shall Contractor be liable under this Agreement for any consequential, incidental, special, punitive, or other non-direct damages. Further, in no event shall Contractor’s aggregate liability under this Agreement exceed one hundred and twenty million dollars ($120,000,000.00).

Page 42 of Section 4 Additional Warranties Service Warranties. The Contractor warrants The Authorities will not make this change.






125 (PDF page 455 of 796)

Terms and Conditions, Chapter 7 Risk of Loss, Liability, Indemnifica-tion and Warranties, Article 7.04 e)

(e) Service Warranties that all Services shall be performed in a high-quality, professional manner by qualified and skilled personnel in compliance with the Authority’s Requirements as set forth in the RFP Section 3, Conformed NYCSC Operations Scope of Work and Requirements. In the event the Authority determines that any Services do not conform to the foregoing warranty, the Authority shall be entitled to elect one of the following remedies: (a) keep performing the Services until the Authority deems them to be in conformity with the warranty in this Article 7.04, at no charge to the Authority; (b) refund from the Contractor for all payments paid in connection with the Services, which the Authority deems were not as warranted, subject to the provisions of Article 8.09, Liquidated Damages, such that the Contractor is not required to refund fees for non-provision of Services for which Liquidated Damages have been assessed, (c) reimbursement by the Contractor for the Authority’s costs and expenses incurred in having the Services performed again by the Authority or someone other than the Contractor. Notwithstanding the foregoing, nothing in this Article 7.04 shall be construed to limit the Authority’s rights pursuant to Article 8.03, Remedies in the Event of Default.


Section 4 Terms and Conditions,

Additional Warranties (h) General Guaranty

General Guaranty. Neither Final Acceptance of the Implementation Phase of the System and Services or payment therefor, nor any







of 796) Chapter 7 Risk of Loss, Liability, Indemnifica-tion and Warranties, Article 7.04

provision in this Agreement, nor partial or entire use of the System and Services by the Authority shall constitute Final Acceptance of the Implementation Phase of the Agreement and Services not performed in accordance with this Agreement or relieve the Contractor of liability for any express or implied warranties or responsibility for faulty materials or workmanship.



Event of Default a) An Event of Default shall mean an uncured material breach of this Agreement by the Contractor. Without limiting the generality of the foregoing and in addition to those instances referred to elsewhere in this Agreement as a breach, an Event of Default shall include the following:



Section 4 Terms and Conditions, Chapter 8 Default, Damages and Remedies, Article 8.01 b)

Event of Default b) When, in the opinion of the Authority, reasonable grounds for uncertainty exist with respect to the Contractor’s ability to perform the Services or any portion thereof, the Authority may request that the Contractor, within the time frame set forth in the Authority’s request, provide adequate assurances to the Authority, in writing, of the Contractor’s ability to perform in accordance with terms of this Agreement. Until the Authority receives such assurances, the Authority may suspend all payments to the Contractor. In the event that the Contractor fails to provide to the Authority the requested







assurances within the prescribed time frame, the Authority may: i. treat such failure as a repudiation of this Agreement; ii. resort to any remedy for breach provided herein or at law or equity, including, but not limited to, taking over the performance of the Services or any part thereof either by itself or through others; iii. suspend the Contractor’s performance hereunder.



Notice of Default – Chance to Cure, Termination

If, in the determination of the Authority, an Event of Default occurs, the Authority may so notify the Contractor (“Default Notice”) specifying the basis(es) for such default, and advising the Contractor that such default must be cured immediately or this Agreement with the Authority may be terminated. The Authority may, in its sole discretion, allow the Contractor to rectify the default to the Authority’s reasonable satisfaction within thirtyfifteen (3015) Business Days. The Authority may grant an additional period to cure of such duration as the Authority shall deem appropriate without waiver of any of the Authority’s rights hereunder, so long as the Contractor has commenced curing such default and is effectuating a cure with diligence and continuity during such thirtyfifteen (3015) day







period or any other period which the Authority prescribes. . .



Remedies in the Event of Default

a) Upon the Contractor’s default, the Authority, or its designated representatives, shall have the right to immediately take possession of all applicable Equipment, Software and data, and the applicable facilities that house such items, and perform the New York Customer Service Center System Services required under this Agreement. The Authority shall also have the right to complete the Services with the Contractor’s employees and/or its Subcontractors. The Authority, as part of its right to complete the Services, may, subject to the terms of this Agreement: take possession of and use any or all of the materials, plants, tools, Equipment, supplies and property of every kind, provided, purchased, maintained, leased, owned, or rented by the Contractor; and/or procure other materials, plant, tools, equipment, and supplies and may charge the Contractor and the Contractor shall be liable to the Authority for the expense of said labor, materials, plant, tools, equipment, supplies and property.



Section 4 Terms and Conditions, Chapter 8 Default,

Actual Damages b) After commencement of Go-Live Operations the Contractor shall reimburse the Authority for any revenue, which the Authority identifies as having been lost due to the fault of the Contractor. The Authority may choose, in its







Damages and Remedies, Article 8.04 b)

sole discretion, to recover such lost revenue from the Contractor by deducting such amounts from payments otherwise due and owing from the Authority to the Contractor. Lost revenue includes, but is not limited to, such events as lost transactions; lost images; tolls that are not able to be collected upon due to delays in processing by the Contractor; Contractor-caused delays in escalation or customer notifications that exceed applicable regulatory or statutory requirements, and improper handling of transactions or Violations resulting in incorrect customer invoicing. Provided however, notwithstanding anything to the contrary, prior to any deduction, withhold or adjustment to Contractor’s invoice under any Section of this Agreement, for a reasonable period of time Contractor shall have the right to attempt to recover any lost revenue by methods in accordance with applicable law and IAG rules and the Authority shall provide reasonable cooperation to the Contractor in those recovery efforts. Further, in calculating lost revenue any assessment shall be adjusted by the historical collection rate for the applicable transaction. c) The Contractor shall be responsible for any other costs incurred which are the result of its improper performance of these Services, including such things as special mailings to customers to notify them of a mistake in their






monthly statements. The Contractor shall be responsible for all additional costs associated with any data or security breach, including but not limited to providing credit monitoring services to customers where the Contractor has negligently failed to comply with the express security requirements of this Agreement. (a)



No Damages for Delay The Contractor agrees that it shall not make any charges or claims for damages against the Authority for any delays or hindrances from any cause whatsoever, including acts or omissions of the Authority or any of its representatives or other contractors, during the progress of any portion of the Services provided pursuant to this Agreement.




Set-Off Rights The Authority shall have rights of set-off. These rights shall include, but not be limited to, the Authority’s option to withhold for the purposes of set-off any monies due to the Contractor under this Agreement up to any amounts due and owing by the Contractor to the Authority with regard to this Agreement, or any other contract with the Authority, including any contract for a term commencing prior to the term of this Agreement, plus any amounts due and owing to the Authority for any other reason including, without limitation, monetary penalties, adjustments, fees, or claims for damages by the Authority and third parties in







connection therewith.



Liquidated Damages New Language

(e) Notwithstanding anything to the contrary, in no event shall the liquidated damages assessed under this Agreement exceed ten percent (10%) of the planning phase price.



Section 4 Terms and Conditions, Chapter 10 Miscellaneous Article 10.11

Most Favored Customer The Contractor agrees to treat the Authority as its most favored customer. The Contractor represents that all of the prices, warranties, benefits and other terms being provided hereunder are equal to or better than the terms being offered by the Contractor to any other customers under similar economic conditions and contractual terms and conditions including but not limited to warranties, benefits, schedule and quantities. If the Contractor provides Services to the Authority which it did not create specifically for the Authority and which it offers to its current customers, the Contractor represents that all of the prices, warranties, benefits and other terms associated with those Services are equal to or better than the terms being offered by the Contractor to its other customers. If, during the term of this Agreement, the Contractor enters into an agreement with any other customer providing such customer with more favorable pricesterms, the Contractor

The Authorities will add the requested sentence at the end of the paragraph but will not make the other requested changes. See Part B for Addendum item.






shall promptly notify the Authority and then this Agreement will be deemed appropriately amended to provide such terms to the Authority. The Contractor shall promptly provide the Authority with any refund or credits thereby created. For the avoidance of doubt, any adjustment in pricing under this Agreement shall only apply from the date the contract with the comparable pricing was effective.



PART B: Addendum Items REVISIONS (Deletions are shown in red text strikeout mode and additions are in red text and underlined):

1. Section 4, Terms and Conditions, Chapter 2, Time and Manner of Performance, Article 2.02 Contract Term on Page 2

of 125 (page 415 of 796 in original RFP PDF file). Modify as follows: ARTICLE 2.02 CONTRACT TERM

The term of the Agreement is ten (10) years from Notice to Proceed, with one three (3) year option thereafter to be exercised at the sole determination of the Authorities which, if exercised, the Authority shall provide the Contractor no less than one hundred and twenty (120) day notice prior to the exercise. In addition, the Authorities shall have the right to exercise at their sole discretion, a 120-day extension to either the base Contract or any extension thereto. There are two Phases to the Project: the Planning Phase and the Operations Phase. The Planning Phase will begin with Notice to Proceed and the Operations Phase will begin concurrent with Go-Live of the NYCSC System.

2. Section 4, Terms and Conditions, Chapter 3, Compensation for Services, Article 3.02 Invoice Adjustment for Non-Compliance with Performance Standards on Page 18 of 125 (page 431 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 3.02 INVOICE ADJUSTMENT FOR NON-COMPLIANCE WITH PERFORMANCE STANDARDS

If in the performance of Services, the Contractor does not meet or exceed the Performance Requirements identified in the Scope of Work and Requirements and such performance is not due to a Non-Chargeable Failure as defined in Section 3.1.6.1 Non-Chargeable Failures of Section 3, Scope of Work and Requirements, the Authority may reduce the amount it would otherwise pay Contractor for such Services pursuant to the invoice adjustments set forth in RFP Section 3, NYCSC Operations Scope of Work and Requirements, Section 3 Performance Measures. The Authority shall have the right to deduct such invoice adjustments from any monies due or which may thereafter become due to the Contractor under this Agreement.

3. Section 4, Terms and Conditions, Chapter 4, Software and System Operation, Article 4.01 Software Licenses on Page

22 of 125 (page 435 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 4.01 SOFTWARE LICENSES

a) The Contractor shall Operate the System Software on behalf of the Authority based on the Software License provided to the Authority by the System Contractor.

b) For any third-party Software provided by the Contractor, the Contractor shall provide to the Authority unlimited, perpetual, irrevocable, non-exclusive Licenses to use third- party Software to perform Operations the New York CSC. The Contractor shall secure such Licenses from the providers of such third-party Software, and ensure that such Licenses are transferable to and assignable by the Authority.

c) The Contractor may be required to sign a non-disclosure agreement with the System Contractor in a form acceptable to both the Authority and the Contractor related to the use of the System Software and will take all reasonable steps to expeditiously execute such agreement.

4. Section 4, Terms and Conditions, Chapter 5, Insurance and Bond Requirements, Article 5.03 Performance and Payment

Bond Requirements, item d) on Page 32-33 of 125 (page 445-446 of 796 in original RFP PDF file). Modify as follows:

d) The Authorities retain their right in their sole discretion to require a Letter of Credit as additional security. Any Letter of Credit required by the Authority shall be continuously renewed, extended or replaced so



that it remains in effect throughout the term of the Implementation or Maintenance Phase, as applicable. The Authority shall be authorized under the Letter of Credit to make one or more sight drawings thereon, upon certification to the issuing bank that an Event of Default by the Contractor hereunder has occurred. The Letter of Credit shall also permit a drawing thereon in the full stated amount thereof in the event that any required renewal, extension or replacement thereof is not made prior to 30 days of its expiration. The Letter of Credit shall serve as additional security for the performance of the Contractor’s obligations, and in no event shall the existence of the Letter of Credit or the stated amount thereof be construed to cap, liquidate or otherwise modify or limit the amount of damages payable by the Contractor hereunder based on the occurrence of a Contractor event of default or other liability assumed by Contractor under this Agreement.

5. Section 4, Terms and Conditions, Chapter 6, Proprietary Rights, Confidentiality, Ethics and Required Certifications,

Article 6.01 Proprietary Rights, item b) on Page 34 of 125 (page 447 of 796 in original RFP PDF file). Modify as follows:

b) The Authority shall also have all rights, title and interest in and to inventions, ideas, designs and methods developed by the Contractor and or any Subcontractors or Suppliers specifically for the Authority in the event the Authority purchases Equipment and/or Software (“Authority Owned Inventions”). Such Authority Owned Inventions shall include all specifications and other documentation related thereto. The Authority shall acquire all patent, copyright, trade secret, and other proprietary rights in Authority Owned Inventions. Accordingly, neither the Contractor nor its employees, agents, Subcontractors or Suppliers shall have any proprietary interest in such Authority Owned Inventions. Authority Owned Inventions may not be utilized, reproduced or distributed by or on behalf of the Contractor, or any employee, agent, Subcontractor, or Supplier thereof, without the prior written consent of the Authority, except as required for the Contractor’s performance of Services pursuant to this Agreement.

6. Section 4, Terms and Conditions, Chapter 8, Default, Damages and Remedies, Article 8.01 Event of Default, item a) on

Page 45 of 125 (page 458 of 796 in original RFP PDF file). Modify as follows:

a) An Event of Default shall mean an uncured material breach of this Agreement by the Contractor. Without limiting the generality of the foregoing and in addition to those instances referred to elsewhere in this Agreement as a breach, an Event of Default shall include the following:

7. Section 4, Terms and Conditions, Chapter 10, Miscellaneous, Article 10.11 Most Favored Customer on Page 53 of 125

(page 466 of 796 in original RFP PDF file). Modify as follows: ARTICLE 10.11 MOST FAVORED CUSTOMER The Contractor agrees to treat the Authority as its most favored customer. The Contractor represents that all of the prices, warranties, benefits and other terms being provided hereunder are equal to or better than the terms being offered by the Contractor to any other customers. If the Contractor provides Services to the Authority which it did not create specifically for the Authority and which it offers to its current customers, the Contractor represents that all of the prices, warranties, benefits and other terms associated with those Services are equal to or better than the terms being offered by the Contractor to its other customers. If, during the term of this Agreement, the Contractor enters into an agreement with any other customer providing such customer with more favorable terms, the Contractor shall promptly notify the Authority and then this Agreement will be deemed appropriately amended to provide such terms to the Authority. The Contractor shall promptly provide the Authority with any refund or credits thereby created. For the avoidance of doubt, any adjustment in pricing under this Agreement shall only apply from the date the contract with the comparable pricing was effective.



Bridges and Tunnels

Addendum No. 3

November 3, 2017


PSC-15-2982















Form C-5



















Section 7 Forms









6. General N/A










7. General N/A



8. General N/A



9. General N/A



10. General N/A




















Alphabetical Order













14. General N/A












18. Pg. 19 of 37 (PDF Page 30 of 796)





19. Pg. 2319 of 37 (PDF Page 30 of 796)





20. Pg. 26 of 37 (PDF Page 37 of 796)











of the work (65%)?

21. Pg. 3 of 125 (PDF Page 416 of 796)




22. Pg. 4 of 125 (PDF Page 417 of 796)










23. Pg. 18 of 125 (PDF Page 431 of 796)









25. Pg. 120 of 125 (PDF Page 533-534 of 796)










26. Pg. 25 of 102 PDF Page 103 of 796)





27. Pg. 7 of 37 (PDF Page 18 of 796)





















31. N/A General









32. N/A General


Scope of Work Please provide the number of calls directed to the Service Center (manned Agents) for each hour of day and each day of the year, for 2015, 2016 and YTD 2017. We will use this data to determine call arrival patterns throughout the year, and thus determine how many Agents we need to schedule to answer these calls within the required SLAs.

Appendix A has been updated to provide additional information (See Appendix A, Attachment 1). The RFP will be modified. Refer to the Addendum item in Part B.






34. N/A General









36. Section 3, page 61 of

Section 3 NYCSC


Is a Customer Satisfaction survey provider required, or is the

The Customer Satisfaction Survey Provider and the SSAE provider are required to be an






102 (PDF Page 139 of 796)

Operations Requirements Section 2.6.8

Contractor allowed to do this in-house?

independent third-party provider. A clarification will be made to Requirement # 241. Refer to Part B for the Addendum Item.














40. Section 3, Appendix K Page 1 of 2 (PDF Page 403 of










796)

41. N/A General




42. N/A General




43. N/A General






The cost for the identification, preparation, and staging of the alternate location should be included in the Price Proposal. Please refer to Section 3, 1.12.2 for additional information. Proposer’s solution should be detailed in the Technical Proposal response item m (Section 1,






1.14.2.4.4) related to Disaster Recovery and business continuity. Payment for the staffing and use of the facility in the event of a disaster or other problem requiring the use of the alternate location, will be determined on a case by case basis, depending upon the cause of the event, required response and other factors.

45. N/A General









47. Section 1, page 7 of 37

Section 1 Background, Overview and








(PDF Page 18 of 796)

Proposal Instructions, Section 1.6






49. N/A General









51. N/A Section 7 Forms A-9 Price Proposal/

Price Proposal (Form A-7 9) Please clarify the Single and Double blind reviews on image review in the pricing form. Is it asking for pricing for the first review (single) and then the price for the second review







Pricing Sheets (double), or is it asking the price for a situation where we would perform a single blind review (single) and when we would provide a double blind review (double)?




53. Page 8 of 125 (PDF Page 421 of 796) Page 9 of 102 (PDF page 87 of

Section 4 Terms & Conditions Chapter 2 Time and Manner of Performance Section 3 NYCSC Operations



Requirement 55 states “The Contractor shall submit the Project Schedule to the







796) Requirements

Authorities for Approval no later than thirty (30) Calendar Days after NTP” • The above requirements







55.



PART B: Addendum Items REVISIONS (Deletions are shown in red text strikeout mode and additions are in red text and underlined): 1. Section 1, Background, Overview & Proposal Instructions, Section 1.6, Key Dates, Table 1-2

Procurement Activities on page 6-7 of 37 (page 17-18 of 796 in original RFP PDF file). The table has been modified as follows:




Registration Deadline for Pre-Proposal Conference/Site Visit September 18, 2017 12:00 Noon ET



Pre-Proposal Conference, 3 Stone Street, Bid Suite, NY, NY 10004

September 19, 2017 1:30-4:30 PM ET




October 18, 2017 12:00-2:00 PM ET




November 7, 2017 November 15, 2017

5:00 PM ET

Deadline for Proposals December 8, 2017

December 15, 2017 3:30 PM ET

Oral Interviews/ Demonstrations Between January 8,

2018 and January 16, 2018

TBD

Proposer Selection March 2018 N/A


2. Section 1, Background, Overview & Proposal Instructions, Section 1.14.2.4.2, Proposal Part 2:

Demonstrated Project Experience and Qualifications #e on page 19-20 of 37 (page 30-31 of 796 in original RFP PDF file). Modify the paragraph as follows:



e) Proposers shall meet the performance and payment bond requirements as set forth in Chapter 5 of Section 4 Terms and Conditions. Proposers shall submit a completed performance and payment bond substantially in the form provided in Form A-11. Alternatively, Proposers may attach a letter from the surety certifying that the surety will provide bonds substantially in the form provided in Form A-11. The performance and payment bond shall be provided by a surety in good standing in the state of New York, in the full dollar amounts provided in Chapter 5 for both Implementation and Maintenance Phases.

3. Section 1, Background, Overview & Proposal Instructions, Section 1.14.2.4.4, Proposal Part 4: Approach to Project Planning and Transition, #e on page 20-23 of 37 (page 31-34 of 796 in original RFP PDF file). Modify as follows:

1.14.2.4.4 Proposal Part 4: Approach to Project Planning and Transition

Proposers must respond fully to all of the following items, using the lettering sequence provided below. If the questions include sub-parts (such as i, ii, iii…), please adhere to that format and respond to the primary question (such as a, b, c…) and then to each subpart.

The Authorities have established tentative milestones for the Project, which are subject to change at the sole determination of the Authorities. These are provided in Section 6, Project Schedule. This list is not intended to include all Project milestones in the Project, but to present planned major milestones to allow the Proposer sufficient detail to develop a meaningful preliminary Project Schedule as a part of its Proposal. Proposers may identify and propose changes to the interim milestones on the Project Schedule; however, it is critical that the Go-Live date milestone is achieved on the date shown in the schedule. With these points in mind, Proposers shall:

a) Provide a preliminary Project Schedule in MS Project format, following the parameters outlined in the Requirements. The schedule should be resource loaded. Do not include Gantt chart bars in the schedule. All major elements of the Planning Phase Project Requirements should be addressed in Proposer’s Schedule, including but not limited to draft submissions, review cycles and final Approvals; training, testing and testing support, and System Contractor Design support. The schedule should be based on the planned Project Schedule provided in Section 6, Project Schedule.

b) Discuss key areas of Proposer’s approach to meeting the Project Milestones as defined in Section 6, Project Schedule. Identify any specific issues or challenges.

c) Describe the Proposer's staffing philosophy and approach to staffing during the Planning Phase. Please specifically address the following:

i. Provide a Planning Phase organization chart that shows planned staffing for all levels of the Project and which is consistent and coordinated with the pricing and staffing provided in the Price Proposal.

ii. Clearly identify in the organization chart the proposed breakdown of on-site versus at home CSRs.

iii. Discuss how the Planning Phase will be staffed and the intended level of effort. Include location of staff, headcounts and full time equivalents (FTEs). The information must be consistent and coordinated with the pricing and staffing information provided in the Price Proposal, as well as with the organization chart provided.



d) b) If Proposer plans to use at-home CSRs please address the following (if no at-home CSRs are to be used enter “N/A” in your response to this question):

i. Provide a detailed description of how the at home CSRs are to be used, including tasks, functions, Equipment and supervision.

ii. Provide a detailed description of what requirements are put in place to ensure performance and quality of the at home CSR, including type and level of ongoing oversight, professional development and training program.

iii. Discuss what measures are taken to ensure ongoing PII and PCI compliance for at home CSRs.

iv. Provide previous experience and lessons learned with at-home CSRs.

e) d) Discuss the Proposer’s approach to program management, addressing the project planning outlined in Section 1 of Requirements. Please specifically address the following:

i. Plans for coordination and communication with the Authorities on an ongoing basis in accordance with and the Project Requirements. Provide examples of the types of communications planned that will allow for efficient and long-term cooperation. Describe plans for both ongoing, regular communications and the plans for communications with the Authorities in the event of problems or emergencies.

ii. Planned formal meetings schedule.

iii. Project issues identification and escalation processes.

iv. Plans and other documentation development, review and approval.

v. Risk management.

f) e) Describe the location and attributes of the Customer Contact Center and the other NYCSC facilities and the rationale for each choice.

i. Describe plans and strategy for location of each major area of Operations (e.g., Customer Contact Center, image review, transponder management, etc...)

ii. Explain how the selection of location(s) benefits the Authorities in terms of labor rates, access to qualified labor, etc.

iii. Provide a proposed facility layout.

g) f) Describe the Proposer’s strategies in design and layout of the NYCSC facility for best practices in high volume customer service environments. Which ones have proved the most effective and why? How are these lessons learned being applied in your approach this Project?

h) g) Discuss the Proposer’s overall approach to training. Please specifically address the following:

i. Approach to phasing/timeframe of the training, including ongoing training and refresher training for the Proposer's Operations staff.

ii. Approach to each type of training, including areas such as functional, soft skills, knowledge, and corporate policy.

iii. Approach to training of the different users by functional areas.

iv. Approach to ongoing training in the Operations Phase.



i) h) Discuss the Proposer's approach to the transition from existing operations and system contractor to the new System being provided by the System Contractor. Please specifically address the following:

i. Identify the anticipated major transition issues.

a. Discuss what steps can be taken by all parties to ensure that the transition can take place without affecting the ongoing operations and minimizing customer impacts.

b. What level and type of cooperation is required of the Contractor, existing operator, the Authorities, and new NYCSC System Contractor in order to successfully transition to the new NYCSC?

c. Discuss how you plan to manage these issues. What specifically can the Proposer’s team do to help ensure a smooth transition?

d. Provide examples of experience and lessons learned with regard to the transition.

ii. The Proposer's plan for staff transition and if existing NYCSC employees are being considered for the Operations, please identify the approach for employee transition without impacting the existing operations.

iii. The Proposer’s plan for the non-staff-related transition, including work in progress, inventory, and incoming mail.

j) i) Discuss the Contractor’s role in the System Contractor Design Process. Specifically address your strategy and approach to joint efforts including:

i. Business Rules development

ii. Reports development

iii. Performance Workshops.

k) j) The Contractor is required to support the System Contractor in the test period as described in Section 3, NYCSC Operations Scope of Work and Requirements. Describe the Proposer’s experience in similar circumstances and provide specific examples of successful approaches.

l) k) Describe your planned approach to the Operational Readiness Demonstration.

i. How will the Demonstration be structured and what are the key elements?

ii. What are the goals and expected results?

m) l) Describe the Proposer’s approach to Disaster Recovery (DR) and business continuity. Please specifically address the following:

i. The Proposer’s approach to providing work space for Operations staff, ensuring continuity of customer service in DR and Business Continuity situations.

ii. Describe your proposed alternative site for business continuity.

iii. Explain the planned DR process from identification of the problem at the primary site to the successful transition of operations at the alternative site.



4. Section 3, NYCSC Operations Requirements, Section 1.6.1, System Training Courses Provided by the System Contractor, first paragraph on page 24 of 102 (page 102 of 796 in original RFP PDF file). Modify the requirement as follows: 1.6.1 System Training Classes Provided by the Contractor The System Contractor will provide “Train the Trainer” and initial training classes to enable the Contractor to deliver training to its resources. The System Contractor will train the Contractor’s designated trainers on an Approved, periodic basis, and whenever new functionality is made available in the System.

5. Section 3, NYCSC Operations Requirements, Section 1.6.1, System Training Courses Provided by the System Contractor, second full paragraph on page 25 of 102 (page 103 of 796 in original RFP PDF file). Modify the as follows: This training includes two (2) three (3) separate training sessions per course. The System Contractor will set up the training environment separately for each training session at any Contractor specified and Authorities’ Approved facility in the state of New York. A maximum of 20 trainees per course will be trained using workstations, System software and connectivity or a portable, stand-alone training environment that represents the full functionality of the applicable System components provided by the System Contractor. The System Contractor will coordinate with the Contractor to schedule the training sessions and make every attempt necessary to accommodate staff at the training sessions, considering potential scheduling conflicts. The System Contractor will notify the Contractor of the range of dates for training sessions allowing for at least two (2) weeks’ notice to allow participants a reasonable lead time.

6. Section 3, NYCSC Operations Requirements, Section 1.13, Contractor Provided Equipment, add second paragraph and updated Requirement #240 on page 38-39 of 102 (page 116-117 of 796 in original RFP PDF file). Modify the requirement as follows:

1.13 Contractor Provided Equipment The System Contractor is responsible for providing all hardware and software required to Operate the System, including desktop workstations, telephone equipment that supports the customer contact system and other equipment not directly connected to the System Contractor provided System but necessary for the System to perform. The Contractor shall provide all other Equipment, supplies and consumables necessary to operate the NYCSC. The System Contractor will initially deliver noise cancelling headsets with each customer service representative and supervisor seat, as well as 10% of the total for spares. The Contractor shall be responsible for the subsequent replacement of all noise cancelling headsets for the remainder of the Contract. The System Contractor will provide remote support to the Contractor’s Work-From-Home CSRs, including via the Help Desk and using CSC System support personnel as required. The System Contractor shall be responsible for all support costs, including all shipping, handling and return shipping of initial and replacement Equipment and Hardware for any Work-From-Home CSRs.

240




• copiers;


• shredders;


• furniture;





• speaker phones;


• TTY equipment;

• transponder mailing envelopes/packaging;




7. Section 3, NYCSC Operations Requirements, Section 1.14, Potential Third-Party Service Providers,

Requirement #241 on page 39 of 102 (page 117 of 796 in original RFP PDF file). Modify the requirement as follows: 1.14 Potential Third-Party Service Providers The NYCSC Operation will involve a number of Services that may be outsourced to a Third-Party Service Provider. These services could fall into one of three (3) categories: Service Providers selected and paid for by the Authorities; Service Providers selected and paid for by the System Contractor and Service Providers selected and paid for by the Contractor as Subcontractors.



241 The following Services shall be provided either directly by the Contractor or through a Subcontractor selected by the Contractor unless otherwise indicated below. If a Subcontractor is selected, the Subcontractor shall be Approved by the Authorities. The System Contractor will support, interface with and integrate these entities, Services and Providers into the System as required, including but not limited to: • Customer Satisfaction Survey Provider required to be an independent third-party

provider;

• Manual Image Review Service Provider and

• Auditor to perform SSAE Type II audit and provide the SOC1 report required to be an independent third-party provider.

8. Section 4, Terms and Conditions, Chapter 2 Time and Manner of Performance, Article 2.11 Schedule

and Submittals, item f) on page 8 of 125 (page 421 of 796 in original RFP PDF file). Modify the paragraph as follows: f) Within thirty (30) ten (10) days of the Notice to Proceed Contractor shall submit a baseline Project

Schedule in a format acceptable to the Authorities, for the Authorities’ review and Approval. The Approved Project Schedule shall be updated and submitted to the Authorities monthly thereafter until the Project Planning Phase has been completed.


Terms and Conditions, Article 13.26 Additional Obligations on page 80 of 125 (page 493 of 796 in original RFP PDF file). Modify as follows:

ARTICLE 13.26 INSURANCE CONDITIONS The Contractor must procure prior to commencement of any Work under this Agreement, and maintain until this Agreement is completed, and the Authority has accepted all work performed thereunder, insurance in the kinds and in the amounts specified herein, covering all Services and Operations under this Agreement, whether performed by the Contractor or its Subcontractors, in accordance with the following conditions:

A. All insurance required by this Agreement shall be obtained at the sole cost and expense of the Contractor.

B. All insurance required by this Agreement shall be maintained with insurance carriers licensed

to do business in New York State, and acceptable to the Authority, with an A.M. Best rating of “A-“ or better. The Authority may, at its sole discretion, accept policies of insurance written by a non-authorized carrier or carriers when certificates and/or other policy documentation are accompanied by a completed Excess Lines Association of New York (ELANY) Affidavit. Notwithstanding the foregoing, nothing herein shall be construed to require the Authority to accept insurance placed with a non-authorized carrier under any circumstances.

C. All insurance required by this Agreement shall be primary and non-contributory to any Authority

insurance policy or Authority self-insurance program.



D. The Contractor shall furnish the Authority with Certificate(s) of Insurance on ACORD Form 25, accompanied by a Authority Supplemental Insurance Certificate (Exhibit 1 – TA-W51343-9 (12/2015)), for each insurance carrier involved. Such Certificate(s) shall be executed by a duly authorized representative of the insurance carrier, certifying such authorization and showing compliance with the Authority’s insurance requirements set forth herein. The Contractor shall furnish the Authority with a copy of each Endorsement required herein. For work to be performed within New York State, proof of Workers’ Compensation and Disability Benefits Insurance shall be indicated on the appropriate Workers’ Compensation Board forms as listed in Section 5.02 H below.

E. All policies, by specific Endorsement, shall provide for written notice to the Authority no less

than thirty (30) days prior to the cancellation, nonrenewal, or material alteration of any insurance policies referred to therein. Any such notice shall be sent in accordance with Article 10.17, Notices, or by email to the Authority’s Insurance Compliance Office.

F. If insurance policies utilized for Authority projects contain Deductibles or Self-Insured Retentions

(SIRs), they must be declared as such with applicable levels on the Certificate(s) of Insurance and the Authority Supplemental Insurance Certificate. Insurance policies with Deductibles in excess of $50,000 will require review and approval by the Authority. The Contractor is responsible for all deductibles, SIRs. The Contractor is responsible for all claims and losses not paid by commercial insurance.

Additional insurance, security or other requirements may be imposed at the sole discretion of the Authority.

G. Insurance policies with Self-Insured Retentions (SIRs) must receive prior approval by the

Authority. All applications for SIR approval must be submitted to the Authority, indicate whether the program is administered by a third party, and contain a complete description of the program. SIR programs in excess of $50,000 must be administered by a third party administrator and must also meet additional security requirements. The Authority, at its sole discretion, reserves the right to require the Contractor to provide additional collateral, or to reject the use of an SIR by the Contractor. The Contractor will be solely responsible for all claims, expenses, and loss payments within the retention limit.

H. The Contractor shall provide certified copies of all declarations, pages, or of the insurance

policies themselves upon request by the Authority, and within twenty (20) days of such request.

I. Failure of the Authority to demand such certificates, policies, endorsements, or other evidence

of full compliance with the Authority’s insurance requirements, or failure of the Authority to identify a deficiency from evidence that is provided, shall not constitute or be construed as a waiver of the Contractor’s obligation to maintain such insurance.

J. Failure to maintain the required insurance, and failure to provide proof of such coverage to

the Authority at its request, may, in the Authority’s sole discretion, result in termination of this Agreement, or in delay or stoppage of payments.



K. At least two weeks prior to the expiration of any policy required by this Agreement, evidence of renewal or replacement policies of insurance with terms at least as favorable to the Authority as the required minimum amounts set forth in Section 5.02 must be furnished to the Authority.

L. By requiring insurance, the Authority does not represent that certain coverages and limits

will necessarily be adequate to protect the Contractor, and such coverages and limits shall not be deemed a limitation on the Contractor’s liability under the indemnities granted to the Authority under any provision of this Agreement.

M. The Contractor and its Subcontractors shall waive all rights against the State of New York, the

Authority, and their respective agents, officers, directors, and employees, for recovery of damages to the extent these damages are covered by the CGL policy, Business Auto Policy, and Umbrella policy, as required. All insurance coverages shall contain a waiver of subrogation, as allowed by law, in favor of the additional insureds.

N. The Contractor shall provide a copy of the Authority’s Insurance Requirements to its insurance

producer(s), broker(s) or carrier(s). O. The Contractor shall require that any approved Subcontractors carry insurance with the same

limits and provisions set forth herein. ARTICLE 13.27 REQUIRED INSURANCE COVERAGES The specific types and amounts of insurance that the Contractor must provide pursuant to this Agreement are as follows:

A. Commercial General Liability Insurance – The Contractor shall maintain Commercial General Liability (CGL), with no less than the following limits and coverages:

Each Occurrence Limit: $10,000,000

General Aggregate: $10,000,000

Products/Completed Operations Aggregate: $10,000,000

Personal/Advertising Injury Liability: $ 1,000,000

Fire Damage Legal Liability: $ 100,000

Medical Expense: $ 5,000

CGL Insurance shall cover liability arising from premises, operations, independent contractors, products/completed operations, personal injury, advertising injury, and contractual liability.

B. Commercial Umbrella Liability Insurance – When the limits of the CGL, and Business Auto

Liability policies procured are insufficient to meet the limits specified, the Contractor shall



procure and maintain Commercial Umbrella and/or Excess Liability policies with limits in excess of the primary; provided, however, that the total amount of insurance coverage is at least equal to the requirements set forth above. Such policies shall follow the same form as the primary policies.

The New York State Thruway Authority, the State of New York, the Triborough Bridge and Tunnel Authority, Metropolitan Transportation Authority (MTA) and its subsidiaries and affiliates and the State of New York and the respective affiliates and subsidiaries existing currently or in the future of and successors and the Port Authority of New York and New Jersey shall be included as Additional Insureds, using ISO Additional Insured Endorsement CG 20 10 and CG 20 37 or its equivalent, under the CGL policy and the Umbrella policy, as required.

Coverage shall provide and encompass at least the following:

a. Independent Contractor;

b. Blanket Written Contractual Liability covering the liability of the parties arising from the performance of services under this Agreement by Contractor, its Subcontractors and Suppliers, subject to the terms, conditions and exclusions of the policy;

c. Products Liability & Completed Operations; d. CGL coverage written on an occurrence form; e. Waiver of Subrogation; f. Policy or policies must include a provision or be endorsed to be primary as respects

coverage afforded the Additional Insured and such policy shall be primary to any other insurance maintained by the Authority. Any other insurance maintained by the Authority shall be excess and not contribute with the Contractor’s or Subcontractor’s insurance, regardless of the “other” insurance clause(s) contained in the Authority’s own policy of insurance.

g. The CGL policy(ies) and certificate of insurance shall contain cross- liability

language providing severability of interests so that coverage will respond as if separate policies were in force for each insured.

C. Business Auto Liability Insurance – The Contractor shall maintain Business Automobile

Liability coverage, with no less than a $2,000,000 Combined Single Limit, which shall cover liability arising out of the Contractor’s use of any motor vehicle, whether owned, leased, hired, or non-owned.

D. Valuable Papers Insurance – the Contractor shall maintain Valuable Papers insurance covering all plans, designs, drawings, specifications, and documents produced or used under this Agreement by the Contractor. The benefits of all Valuable Papers Insurance shall be made to extend expressly to the Authority as loss payee as its interests may appear.



E. Crime Insurance, including Fidelity Insuring Agreement in an amount of at least $20,000,000 and

must include:

i. Employee Dishonesty Coverage;

ii. Theft Insurance Coverage inside and outside;

iii. The New York State Thruway Authority, the Port Authority of New York and New Jersey, and the Triborough Bridge and Tunnel Authority and MTA, including its affiliates and subsidiaries, must be included as “Loss Payees” as respects this specific amount as their interests may appear;

iv. Policy should have a Client Property Endorsement, and

v. Any warranties required by the insurer must be disclosed and complied with. Said

insurance shall extend coverage to include the principals.

F. Technology Errors & Omissions liability (or Technology Professional liability coverage) insurance - the Contractor shall maintain Technology Errors & Omissions insurance, covering liability for all professional products and services performed, including liabilities arising from acts, errors or omissions in rendering computer or information technology services including (1) systems analysis (2) systems programming (3) data processing (4) systems integration (5) outsourcing development and design (6) systems design, consulting, development and modification (7) training services relating to computer software or hardware (8) management, repair and maintenance of computer products, networks and systems (9) marketing, selling, servicing, distributing, installing and maintaining computer hardware or software (10) data entry, modification, verification, maintenance, storage, retrieval or preparation of data output with a limit not less than ten million dollars ($10,000,000) per occurrence. This insurance shall provide coverage for software copyright liability, contractual liability and liability for loss of revenues and business interruption. If such policy is a “claims made” policy, all renewals thereof during the life of this Agreement shall include “prior acts coverage” covering at all times all claims made with respect to Contractor’s performance under this Agreement, including any subsequent supplements thereto or modifications thereof for the entire duration thereof.

G. Privacy and Network Security (Cyber Liability) insurance – the Contractor shall maintain

Privacy and Network (Cyber Liability) insurance covering liability arising from (1) hostile action, or a threat of hostile action, with the intent to affect, alter, copy, corrupt, destroy, disrupt, damage, or provide unauthorized access/unauthorized use of a computer system including exposing or publicizing confidential electronic data or causing electronic data to be inaccessible (2) computer viruses, Trojan horses, disabling codes, trap doors, back doors, time bombs drop- dead devices, worms and any other type of malicious or damaging code (3) dishonest, fraudulent, malicious, or criminal use of a computer system by a person, whether identified or not, and whether acting alone or in collusion with other persons, to affect, alter, copy, corrupt, delete, disrupt, or destroy a computer system or obtain financial benefit for any party or to steal or take electronic data (4) denial of service for which the Insured is responsible that results in the degradation of or loss of access to internet or network activities or normal use of a computer system (5) loss of service for which the Insured is responsible that results in the inability



of a third party, who is authorized to do so, to gain access to a computer system and conduct normal internet or network activities (6) access to a computer system or computer system resources by an unauthorized person or persons or an authorized person in an unauthorized manner with a limit not less than ten million dollars ($10,000,000) per occurrence. This insurance shall provide coverage for personal injury (, and a separate limit of not less than one million dollars ($1,000,000) or credit monitoring services.

H. NYS Workers’ Compensation & Disability Benefits Insurance – This Contract shall be void and of

no force and effect unless the Contractor shall provide and maintain coverage during the life of this Agreement for the benefit of such employees as are required to be covered by the Workers’ Compensation/Disability Benefits Law. The Contractor must provide proof of exemption, certified by the Workers’ Compensation Board, to obtain a waiver from the requirements of this provision.

Evidence of Workers’ Compensation coverage must be provided on one of the following forms specified by the Commissioner of the Workers’ Compensation Board:

1. C-105.2 – Certificate of Workers’ Compensation Insurance; 2. U-26.3 – Certificate of Workers’ Compensation Insurance from the State

Insurance Fund; 3. GSI-105/SI-12 – Certificate of Workers’ Compensation Self Insurance; or 4. CE-200 – Certificate of Attestation of Exemption.

Evidence of Disability Benefits coverage must be provided on one of the following forms specified by the Commissioner of the Workers’ Compensation Board:

1. DB-120.1 – Certificate of Insurance Coverage under the NYS Disability Benefits Law;

2. DB-155 – Certificate of Disability Self Insurance; or 3. CE-200 – Certificate of Attestation of Exemption.

I. Additional Insurance – the Contractor shall obtain and maintain such additional insurance policies necessary to obtain required permits or otherwise comply with applicable laws, ordinances, or regulations regarding the performance of the Services. In the event the Contractor obtains and/or maintains insurance in an amount greater than the minimum limits required under this Contract, then the full limits of that insurance coverage will be available to respond to any claim asserted against the additional insureds that arises out of or is in any way connected with this Contract.

J. The requirements for insurance procured by the Contractor shall not in any way be construed

as a limitation on the nature or extent of the contractual obligations assumed by the Contractor under this Contract. The insurance requirements are not a representation by the Authority as



to the adequacy of the insurance necessary to protect the Contractor against the obligations imposed on it by law or by this or any other contract.

Insurance Guidelines and the TBTA Certificate of Insurance form are paper-clipped to this Addendum 3.

10. Section 3, NYCSC System Scope of Work and Requirements, Appendix A, Background Data has been replaced in its entirety and is paper-clipped to Addendum 3 (pages 183-189 of 796 in original RFP PDF file).

11. Pre-Proposal meeting and Site Visit and Endicott Site Visit sign-in sheets are paper-clipped to this Addendum 3.


Sincerely,



October 10, 2017 Page 1 of 2 Addendum 2

Bridges and Tunnels

Addendum No. 2

October 10, 2017


PSC-15-2982


• Official revisions to the NYCSC Operations RFP o Please be advised that there will be a second site tour on October 18, 2017 at the CSC

in Endicott, NY. Please see the revised Procurement Activities table below for details. Reservations must be made if you are interested in attending the site tour by contacting, Zulema B. Robinson by e-mail ([email protected]) or phone (646) 252-7349, no later than noon, Tuesday, October 17, 2017. Please e-mail the following information: the firm name, a contact person name and telephone number, and the names of the representatives wishing to attend.

All other terms, conditions and requirements of the original RFP dated August 25, 2017 remain unchanged unless modified by this addendum, or previous addenda to this RFP. Please ensure that receipt of this Addendum is acknowledged on Form A-10 of the solicitation.

mailto:[email protected]








CSC Site Visit, 1150 South Avenue, Staten Island, NY 10314 September 19, 2017 9-11:30 AM ET




CSC Site Visit, 15 Oak Hill Ave., 4th Floor, Endicott, NY 13760 October 18, 2017 12:00-2:00 PM ET


October 17, 2017 October 20, 2017 5:00 PM ET



Deadline for Proposals December 8, 2017 3:30 PM ET



TBD






Bridges and Tunnels

Addendum No. 1

October 6, 2017


PSC-15-2982










CSC Site Visit, 1150 South Avenue, Staten Island, NY 10314 September 19, 2017 9-11:30 AM ET







October 26, 2017 November 7, 2017 5:00 PM ET

Deadline for Proposals November 13, 2017 December 8, 2017 3:30 PM ET



TBD






Bridges and Tunnels

Addendum No. 3

November 3, 2017


PSC-15-2982















Form C-5



















Section 7 Forms









6. General N/A










7. General N/A



8. General N/A



9. General N/A



10. General N/A




















Alphabetical Order













14. General N/A












18. Pg. 19 of 37 (PDF Page 30 of 796)





19. Pg. 2319 of 37 (PDF Page 30 of 796)





20. Pg. 26 of 37 (PDF Page 37 of 796)











of the work (65%)?

21. Pg. 3 of 125 (PDF Page 416 of 796)




22. Pg. 4 of 125 (PDF Page 417 of 796)










23. Pg. 18 of 125 (PDF Page 431 of 796)









25. Pg. 120 of 125 (PDF Page 533-534 of 796)










26. Pg. 25 of 102 PDF Page 103 of 796)





27. Pg. 7 of 37 (PDF Page 18 of 796)





















31. N/A General









32. N/A General


Scope of Work Please provide the number of calls directed to the Service Center (manned Agents) for each hour of day and each day of the year, for 2015, 2016 and YTD 2017. We will use this data to determine call arrival patterns throughout the year, and thus determine how many Agents we need to schedule to answer these calls within the required SLAs.

Appendix A has been updated to provide additional information (See Appendix A, Attachment 1). The RFP will be modified. Refer to the Addendum item in Part B.






34. N/A General









36. Section 3, page 61 of

Section 3 NYCSC


Is a Customer Satisfaction survey provider required, or is the

The Customer Satisfaction Survey Provider and the SSAE provider are required to be an






102 (PDF Page 139 of 796)

Operations Requirements Section 2.6.8

Contractor allowed to do this in-house?

independent third-party provider. A clarification will be made to Requirement # 241. Refer to Part B for the Addendum Item.














40. Section 3, Appendix K Page 1 of 2 (PDF Page 403 of










796)

41. N/A General




42. N/A General




43. N/A General






The cost for the identification, preparation, and staging of the alternate location should be included in the Price Proposal. Please refer to Section 3, 1.12.2 for additional information. Proposer’s solution should be detailed in the Technical Proposal response item m (Section 1,






1.14.2.4.4) related to Disaster Recovery and business continuity. Payment for the staffing and use of the facility in the event of a disaster or other problem requiring the use of the alternate location, will be determined on a case by case basis, depending upon the cause of the event, required response and other factors.

45. N/A General









47. Section 1, page 7 of 37

Section 1 Background, Overview and








(PDF Page 18 of 796)

Proposal Instructions, Section 1.6






49. N/A General









51. N/A Section 7 Forms A-9 Price Proposal/

Price Proposal (Form A-7 9) Please clarify the Single and Double blind reviews on image review in the pricing form. Is it asking for pricing for the first review (single) and then the price for the second review







Pricing Sheets (double), or is it asking the price for a situation where we would perform a single blind review (single) and when we would provide a double blind review (double)?




53. Page 8 of 125 (PDF Page 421 of 796) Page 9 of 102 (PDF page 87 of

Section 4 Terms & Conditions Chapter 2 Time and Manner of Performance Section 3 NYCSC Operations



Requirement 55 states “The Contractor shall submit the Project Schedule to the







796) Requirements

Authorities for Approval no later than thirty (30) Calendar Days after NTP” • The above requirements







55.



PART B: Addendum Items REVISIONS (Deletions are shown in red text strikeout mode and additions are in red text and underlined): 1. Section 1, Background, Overview & Proposal Instructions, Section 1.6, Key Dates, Table 1-2

Procurement Activities on page 6-7 of 37 (page 17-18 of 796 in original RFP PDF file). The table has been modified as follows:







Pre-Proposal Conference, 3 Stone Street, Bid Suite, NY, NY 10004

September 19, 2017 1:30-4:30 PM ET




October 18, 2017 12:00-2:00 PM ET




November 7, 2017 November 15, 2017

5:00 PM ET

Deadline for Proposals December 8, 2017

December 15, 2017 3:30 PM ET



TBD



2. Section 1, Background, Overview & Proposal Instructions, Section 1.14.2.4.2, Proposal Part 2:

Demonstrated Project Experience and Qualifications #e on page 19-20 of 37 (page 30-31 of 796 in original RFP PDF file). Modify the paragraph as follows: