Housing Partnership - Nassau University Medical Center

NASSAU HEALTH CARE CORPORATIONa/k/a the NuHealth SystemRequest for Proposals forA Development and/or Equity PartnerAndProperty ManagerFor:Multi-Unit Residential Housing Improvement Project2013-010Contact and Submission:Robert A. BenrubiPhilip M. HeilpernCounsel to the CEOSenior Vice PresidentThe NuHealth SystemCBRE, Inc.516-572-5834 516-677-1743rbenrubi@numc.eduPhilip.heilpern@cbre.comAnticipated Schedule:• Issue RFP 5/17/13• Site Inspections 5/20 – 6/4• Questions Submission Deadline 5/24/13• Answers Posted 5/29/13• Proposals Due 6/7/13• Interviews, if required To be determinedDates indicated above are subject to change at the sole discretion of NassauHealth Care Corporation.

SCHEDULE ADESCRIPTION OF SERVICES SOUGHTPlease read the full text of the Request for Proposals to which this Schedule isattached for important information concerning the terms of this Request forProposals and additional required information.1. Introduction/BackgroundNassau Health Care Corporation (“NHCC”), also known as the NuHealth System,is a New York State public benefit corporation created by the New York State PublicAuthorities Law. NHCC operates Nassau University Medical Center, a 530-bed tertiarycare teaching hospital (“NUMC”) and the A. Holly Patterson Extended Care Facility(“AHP”), a 589-bed skilled nursing facility. Additionally, NHCC co-operates variousCommunity Health Practices in partnership with Long Island FQHC, Inc., a non-profit,consumer-driven organization created to help address the health needs of the region’smost vulnerable populations. NHCC is affiliated with the North Shore-Long IslandJewish Health System and the Health Sciences Center of the State University of NewYork at Stony Brook and maintains a strong commitment to the education of healthcareproviders.NUMC has been the primary source of medical care for millions of NassauCounty residents since 1935. With its 19-story main tower, NUMC is Nassau County'stallest building and a familiar Long Island landmark. As the region's premier Level Itrauma center, NUMC treats many of the County's most critically injured patients, andhas long carried the responsibility of being the region’s “safety net” hospital.Additionally, NUMC maintains a strong commitment to medical education. NHCC isacademically affiliated with the North Shore-LIJ Health System, the Health SciencesCenter of the State University of New York at Stony Brook, the New York College ofOsteopathic Medicine, the New York College of Podiatric Medicine, the AmericanUniversity of the Caribbean School of Medicine and the soon-to-open Hofstra UniversitySchool of Medicine.AHP is recognized nationally as a model for skilled nursing facilities. AHP offersinnovative care in an environment that treats the 'whole' person. The skilled and caringmedical staff responds to the physical, social and emotional needs of each resident.NHCC’s Community Health Practices are bringing a new kind of care to thecommunities that need it most. It is the goal of NHCC to see that every Long Islanderhas a “medical home” - a place where people you know provide the kind of primary andpreventative care that safeguards the health of you and your family.2

2. Scope of ServicesGenerally.The Scope of Services (“Scope”) outlined below has been established for thepurpose of achieving and implementing program goals and objectives described in thisdocument. Although the Scope is intended to serve as a reference in the preparation ofthe proposal, forthcoming proposals may offer additional services which support thegoals of this RFP.NuHealth seeks proposals from real estate development and real propertymanagement companies to assist in the financing, capital improvement and propertymanagement of NuHealth’s Multi-Unit Residential Housing Improvement Project (the“Project”). Currently, the NuHealth campus located at 2201 Hempstead Turnpike in EastMeadow includes, among other facilities, eight (8) multi-unit residential buildings whichconsist of 158 apartments totaling approximately 147,538 square feet, all as moreparticularly set forth in the cross-hatched area annexed hereto as Schedule “C.” A photoof a typical multi-unit building is annexed hereto as Schedule “D.” NuHealth intends toundertake the Multi-Unit Residential Housing Improvement Project shortly afterfinancing and a development partner for the Project has been secured. Upon Projectcompletion, it is anticipated that the majority, if not all, of the tenants will be medicalresidents and students who receive professional training on the NuHealth Campus orthrough the NuHealth System.Overview.NuHealth is moving forward on plans to redevelop its East Meadow campus intothe Village for Healthy Living – a Healthplex that will consist of a new free-standingambulatory surgery center, imaging center, medical offices, simulation center, wellnesscenter and refurbished housing for its medical residents. This Request for Proposalsseeks proposals from developers and property managers to renovate the housing aspect ofthe Village for Healthy Living.NuHealth’s medical resident housing sits on approximately 7 acres of NuHealth’sEast Meadow campus in Nassau County, NY. The renovation will involve theupgrading and modernizing of the eight residential buildings on campus. In connectionwith this RFP, NuHealth seeks a development, full equity investor or a joint venturepartner to renovate, potentially finance and manage the leasing, operations and site of the158 apartment units. NuHealth currently has a non-binding financing commitment forapproximately $33 million from Prudential for this renovation but welcomes alternativemethods or sources of financing, including full or partial equity ownership with relatedlong-term lease of the land and buildings.3

It should be noted that in January 2009, NuHealth issued its Village for HealthyLiving Campus Land Use Plan. NuHealth then commenced its New York StateEnvironmental Quality Review (SEQR), with the NuHealth Board as “Lead Agency” forSEQR purposes. The Final Generic Environmental Impact Statement, evaluating theenvironmental impact of the construction of the Village of Healthy Living, has beencompleted and was accepted by the NuHealth Board as complete on December 13, 2011,thus fulfilling all SEQR requirements for this Project. In addition, Phase I and Phase IIenvironmental assessments were performed on the Project’s subject property, the Phase IIcompleted in April, 2012. The Phase II report indicates that no environmentalremediation is required for this housing Project.Project Description.The Project units consist of 41 studio apartments, 33 one-bedroom apartments, 66two-bedroom apartments and 18 three-bedroom apartments, all contained within an eightbuilding cluster. The facility was completed in the 1970s, and many of the units are indisrepair and require extensive renovation. The current plans call for the redevelopmentof the facility at a total cost of approximately $33,000,000. This amount includes theactual building construction cost, site work, engineering, planning and other developmentcosts. The cost of construction alone is estimated to be about $25,000,000. By way of anearlier Request for Proposal process, NuHealth has selected Prudential Mortgage Capitalas its preferred lender for the Project. The preferred method of securing a developer willbe under a Construction Management Agreement whereby NuHealth will have access toand review of all bids and subcontractor estimates. NuHealth desires to have, at aminimum, the 38 housing units dedicated to American Caribbean University School ofMedicine, B.V. (“AUC”), an affiliate of DeVry Inc., ready for students to move in onJuly 1, 2014. If necessary, the Project may be completed in stages.Project Security.Financing for the Project will primarily be secured by rental payments fromfacility tenants. NuHealth is also willing to provide a mortgage on the land and thebuildings. The land and buildings will be free of all liens prior to execution of anyfinancing. However, NuHealth cannot pledge hospital revenues as security for anyfinancing structure. Post-renovation, the facility will continue to be occupied by medicalresidents and students. Resident physicians will lease 120 units in five buildings, and theremaining 38 units will be leased to medical students.Under the Collective Bargaining Agreement with NuHealth’s union, the CivilService Employees Association (CSEA), NuHealth’s medical residents must live inhousing on the East Meadow campus to the extent that housing on site is available. Allof NuHealth’s medical residents are employed by NuHealth and all are members of theCSEA. Therefore, it is expected that these units will be readily leased and can be quicklyoccupied upon completion of the renovation. Historically, all of the units have beenrented, and there has always been a waiting list for occupancy.4

In addition, AUC has recently signed a ten year affiliation agreement withNuHealth for third and fourth year medical students to rotate through the hospital. AUChas further agreed to lease 38 units of the facility to provide housing for approximately58 of its students. The duration of the master lease between AUC and NuHealth will be10 years, which is coterminous with the affiliation agreement for the medical students.The master lease agreement will designate 10 studio, 10 one-bedroom, 16 two-bedroomand 2 three-bedroom apartments be reserved for the exclusive use of AUC students, andAUC will occupy three of the eight buildings exclusively.Occupancy and Rental Payments.Rents on all of the units are currently well below market levels. Until recently,when NuHealth began emptying the units in anticipation of the renovation, the facilitywas 100% occupied and routinely had a waiting list for apartments. It is expected thatrents will be increased after the renovation. A table of the current monthly rents andanticipated post-renovation monthly rents by unit appears below (though the postrenovationrents may differ when renovated units are leased, such rents cannot exceed themarket value for rents of similar units in East Meadow and the surrounding area):Unit TypeUnit Configurations and Rental PaymentsCurrent Post-Renovation# of Units Monthly Rent Monthly RentStudio 41 $731 $1,4001 Bedroom 33 $887 $1,7002 Bedroom 66 $1,044 $2,0003 Bedroom 18 $1,200 $2,500Total/ Average 158 $948 $1,839Other.As a New York State Public Benefit Corporation, NuHealth is authorized to issuetax-exempt bonds for certain purposes, including financing for this Project. NuHealthalso has an existing special purpose vehicle which it may be possible to use for thisfinancing, if appropriate.5

RFP RequirementsSpecific submission requirements are outlined in Section II below. Respondentsshould focus their submission on the following points:A. ExperienceRespondents must be able to demonstrate that they have substantial experience inthe following:• Business expertise and management experience in comparable constructionprojects involving similar scope and services;• Organization of the Developer’s team and interrelationship between entities ifmore than one firm is involved;• Financial soundness of the proposal and Proposer;• Experience of the Developer in the delivery of comparable residentialprojects;• Ability to arrange for financing and flexibility of terms and process forfinancing; and• Property management experience in residential rental facilities.B. ApproachRespondent should describe their approach to performing the development setforth and necessary for the planning, design, constructing and financing of the Project.The description should include a discussion of the methodology to be used by theRespondent for seeking NuHealth’s input and periodic approach of its work. Thefollowing issues are of particular interest to NuHealth:• Site analysis and entitlements;• Foundation review and approval opportunities during design;• Budget and pro forma development and control;• Trade-off or approaches to value engineering;• Schedule control during design and construction;• Construction management; and• Phased development approach.C. ScheduleRespondent should set forth important milestones and proposed delivery dates foreach milestone, and each phase (should phasing be required). Note that NuHealth hasbeen designated by the New York Department of State as a permitting agency forpurposes of building permits, and will be the issuing entity for building permits for thisproject. Milestones should include, but not be limited to:• Start and finish of pre-design planning;• Start and finish of architectural and engineering design;6

• Procurement of all entitlements, permits, licenses and approvals;• Start and finish of site development;• Start and finish of building construction; and• Commissioning of buildings.D. PersonnelE. Qualifications and Development TeamRespondent must include information regarding the Respondent’s company andorganization. This information should include, but not be limited to, legal structure of thecompany, principal owners of the company and its senior management team, copies ofthe company’s financial statements, and a summary of previous similar real estatedevelopments completed by the Respondent. In addition, please include a list of three (3)references that will address the Respondent’s capability and track record for similarprojects.F. ProjectsG. Financial DataH. Claims, Law Suits, or DefaultsI. OtherThe Respondent should also submit the following:• Development / Construction Management Fees• Joint Venture Structure• Property Management Fees• Source of FundsJ. CBRE, Inc. FeeProposers will be required to pay CBRE’s fee per Appendix II.7

NASSAU HEALTH CARE CORPORATIONREQUEST FOR PROPOSALSI. Proposal/Process To Be FollowedNHCC is requesting proposals for the services described in this Request forProposals (“RFP”). Proposals shall be prepared and submitted as outlined below;proposals that do not conform to these requirements may be disqualified.This RFP is available to interested parties through CBRE, Inc. and the NHCCoffice designated in above. It may also be downloaded by clicking on the “DoingBusiness with NuHealth” link found on the NHCC website at www.numc.edu. Allrequests for information concerning this RFP should be directed to the contact officedesignated above in writing by the due date for information requests specified above, orif no date is specified, Seven (7) days prior to the due date for proposals.PROPOSERS MUST SUBMIT THEIR PROPOSALS EITHER:• VIA E-MAIL TO RBENRUBI@NUMC.EDU WITH A COPY TOPHILIP.HEILPERN@CBRE.COM OR• VIA MAIL TO:ROBERT BENRUBICOUNSEL TO THE PRESIDENT AND CEONUHEALTH2201 HEMPSTEAD TURNPIKEEAST MEADOW, NY 11554WITH A COPY TO:PHILIP M. HEILPERNSENIOR VICE PRESIDENTCBRE, INC.88 FROEHLICH FARM BOULEVARDWOODBURY, NY 11797BY 3:00 P.M. ON THE DUE DATE SPECIFIED. FAILURE TO SUBMIT ALLDOCUMENTS AND ELECTRONIC MEDIA AS REQUIRED MAY RESULT INREJECTION OF YOUR PROPOSAL.Each written proposal must include the forms attached in Appendix I to this RFP.The selected Proposer will enter into negotiations with NHCC regarding the specificterms of an appropriate agreement. If agreement cannot be reached with a selectedProposer within a reasonable time, NHCC may reject that Proposer and commencenegotiations with one or more other Proposers.Proposals are to be prepared in such a way as to provide a straightforward,8

concise description of capabilities to satisfy the requirements of this RFP. Expensivebindings, colored displays, promotional materials, etc., are neither necessary nor desired.Emphasis should be concentrated on conformance to the RFP instructions,responsiveness to the RFP requirements, and on completeness and clarity of content.II.Contents of ProposalsA. Name of the Proposer.B. Contact person for the Proposer, including name, address, phone and faxnumbers, e-mail address and other contact information.C. Background information regarding the Proposer, including:1. Brief history of the Proposer’s firm and a description of all services itprovides.2. A summary description of its organizational structure (e.g.,corporation, partnership, LLC, etc.), its history (including informationon the date of its formation and the State of its formation), itsmanagement and ownership structure (including the name and addressof its officers, and of each person, directly or indirectly holding a five(5%) percent or greater ownership interest in the Proposer.3. Proposer shall provide documentation satisfactory to NHCCdemonstrating that Proposer is licensed and authorized to do businessin the State of New York and, if applicable, Nassau County.4. A description of the Proposer’s existing business operations, includingnumber of employees by discipline.5. Proposals must demonstrate the qualifications and experience of theProposer specifically related to the services contemplated by this RFP.6. Each proposal must include Proposer’s financial information. Thisinformation is needed to ensure that each Proposer will be capable ofperforming its obligations under any agreement entered into betweenthe Proposer and NHCC. Demonstration of the applicant’s financialsoundness shall be established by submitting the followinginformation:a. A copy of the Proposer’s most recent annual audited financialstatement and annual audited financial statements for theprevious two years.b. Copies of the Proposer’s subsequent quarterly financial reports.9

c. Detailed information of any changes in the mode of conductingthe Proposer’s business, including bankruptcy proceedings orfilings, and merges or acquisitions within the past three (3)years.d. List of any bankruptcy proceedings in the past ten (10) yearsinitiated by or against the Proposer or any affiliate or relatedcompany.7. At least three business references (including names of individuals,their titles, organizations, mailing addresses, telephone and faxnumbers, and e-mail addresses).8. A Proposer that is a licensed health care provider or other licensedentity must include information concerning any material negativefindings, sanctions imposed or pending regulatory or legalproceedings.9. Proposals must include the following:a. List of any and all criminal convictions within the last (10) tenyears rendered against the Proposer, any officer or directorthereof, or any affiliate or related company.b. List of any and all civil penalties, judgments, consent decrees,violations, Statements of Deficiency or other sanctions withinthe last ten (10) years rendered against the applicant, anyofficer or director thereof, or any affiliate or related company.c. List of any and all current investigations, indictments orpending litigation by any Federal, State or local jurisdictioninitiated against the applicant, any officer or director thereof, orany affiliate or related company.d. List of any and all actions occurring with the last ten (10) yearswhich have resulted in revocation or suspension of any permitor authority to do business in any Federal, State, or localjurisdiction, by the applicant, any officer or director thereof, orany affiliate or related company.e. List of any and all actions occurring in the past ten (10) yearsthat have resulted in the barring from public proposalsubmission of the applicant, any officer or director thereof, orany affiliate or related company.D. Qualifications of Proposer to carry out this project or to provide theseservices, including a list of comparable projects and identification ofindividuals (including their names, titles, organizations, mailing addresses,10

telephone, fax numbers, and e-mail addresses) who may be contacted withrespect to each comparable project.1. Provide adequate information demonstrating experience on projects ofsimilar scope and magnitude. Project start/completion dates andowner/client reference must be included.2. List all projects Proposer has completed (or are in progress) for thepast eighteen (18) months. Give a brief description of each project,including owner, size of facility, type of work performed, and size ofproject and completion date.3. List similar projects Proposer’s firm has completed (or are inprogress). Give a brief description of each project; include the size ofthe facility, owner and owner contact to be used for referencepurposes. Also include project start and completion (proposed) date.E. The qualifications and experience of Proposer’s staff and management forthe project, including any proposed sub-contractors.1. List the professional and support positions and number or personnel ineach position. Provide resumes for all key staff and subcontractors(resumes must be no longer than two pages per individual).2. Provide an organizational chart that includes all personnel who will becommitted to this project. Provide specific information as to theirexperience on projects similar to this one. For the project manageridentified as part of the project team, provide the name and contactinformation of three clients with whom that person has worked on asimilar project.3. List any professional sub-consultants that you intend to propose toprovide services not available directly from your firm. Providespecific information documenting their work on similar projects.F. Scope of proposed services, including work plan and methodology.G. Fee and cost proposal that shall clearly identify and specify all elements ofcost that would become charges to NHCC, in whatever form. Provideinformation on your billing practices, including reimbursable costcategories.H. List your general liability and professional liability insurance coverage.I. Any contingencies or conditions on the proposal.J. Information required in Appendix I to this RFP.11

K. Conflict of InterestL. Other1. Please disclose:a. Any material financial relationship that any employee of your firmhas with any entity that may create a conflict of interest or theappearance of a conflict of interest in acting as contractor on behalf ofNHCC.b. Any family relationship that any employee of your firm has withany corporation, individual or other entity that may create a conflict ofinterest or the appearance of a conflict of interest in acting ascontractor to NHCC.c. Any other matter that your firm believes may create a conflict ofinterest or the appearance of a conflict of interest in acting ascontractor on behalf of NHCC.2. Please describe any procedures your firm either has, or would adopt, toassure NHCC that a conflict of interest would not exist for your firm inthe future.The Respondent should also submit the following:• Development / Construction Management FeesClearly outline the amount it will charge for the renovation and upgrade of the158 apartment units.• Joint Venture StructureDescribe the general structure of the joint venture proposed, includingadditional financing contemplated and equity provided by the Respondent.• Property Management FeesClearly outline the fees associated with the management of the apartmentcomplex on a full-service basis.• Sources of FundsIf equity or a joint venture structure is proposed, indicate the equity, financingstructure and debt source(s) for the joint venture development.M. Broker FeesThe final selected Proposer will be required to pay CBRE, Inc. its fee as outlinedin Appendix II..12

III.Confidential InformationThe New York State “Freedom of Information Law,” Public Officers Law Article6, permits access to government records and may permit public access toproposals submitted in response to this RFP. To protect any portion of responsesthat constitutes technical, financial or other data whose public disclosure wouldcause substantial injury to a Proposer’s competitive position, or would constitutedisclosure of a trade secret, a Proposer must designate any sections of its proposalthat meet those criteria. NHCC assumes no responsibility for disclosure ofunmarked data for any purpose. NHCC will review such designations in makingits determination whether disclosure is required, which determination shall bebinding on the Proposer.IV.Affirmative ActionIt is the policy of NHCC to comply with all federal, state and local laws, policies,orders, rules and regulations which prohibit unlawful discrimination because ofrace, creed, color, national origin, sex, sexual orientation, age, disability, ormarital status, and to take affirmative action in working with contracting parties toensure that Minority and Women-owned Business Enterprises (MWBEs),Minority Group Members and women share in the economic opportunitiesgenerated by NHCC’s participation in projects or initiatives, and/or use of NHCCfunds. NHCC’s non-discrimination and affirmative action policy will apply tothis initiative. MWBEs are encouraged to respond. A copy of each respondent’sequal employment opportunity policy statement and staffing plan of theanticipated workforce shall be included as part the response to this RFP.V. Procurement Law RequirementsState Finance Law §§ 139-j and 139-k (collectively, the “ProcurementRequirements”) apply to this RFP. The Procurement Requirements (1) governpermissible communications between potential respondents and NHCC withrespect to this RFP during the procurement process; and (2) establish sanctions forknowing and willful violations of the provisions of the ProcurementRequirements, including disqualification from eligibility for an award of anycontract pursuant to this solicitation.Compliance with the Procurement Requirements requires that (a) allcommunications regarding this RFP, from the issuance of this RFP through finalaward and approval of any resulting contract (the “Restricted Period”), beconducted only with the contact person(s) listed; (b) the completion byrespondents of the Disclosure of Prior Non-Responsibility Determinations and theAffirmation of Understanding of and Agreement pursuant to State Finance Law,copies of which are attached to this RFP as attachments to Appendix I, and (c)periodic updating of such forms during the terms of any contract resulting fromthis RFP. Respondents must submit both of these forms, properly completed, aspart of their proposals. The Procurement Requirements also require NHCC13

employees to obtain and report certain information when contacted by prospectivebidders during the Restricted Period, make a determination of the responsibility ofbidders and make all such information publicly available in accordance withapplicable law. If a prospective bidder is found to have knowingly and willfullyviolated the State Finance Law provisions, that prospective bidder and itssubsidiaries, related or successor entities will be determined to be a nonresponsiblebidder and will not be awarded any contract issued pursuant to thisRFP.More information about State Finance Law Sections 139-j and 139-k can be foundat http://www.ogs.ny.gov/aboutOgs/regulations/defaultSFL_139j-k.asp.All potential Respondents are solely responsible for full compliance with theProcurement Requirements.VI.Selection CriteriaProposals from responsible parties will be reviewed and evaluated from the pointof view of cost, qualifications, references and other appropriate factors relevantto: (i) the Proposer’s ability to provide the services; (ii) the anticipated quality ofthe services to be provided; and (iii) financial and other benefits to NHCC.VII.Terms and ConditionsA. This RFP constitutes an invitation to make proposals to NHCC.Accordingly, this RFP does not commit NHCC to award a contract, or toprocure, or to contract for services or supplies. Notwithstanding any otherprovisions of this RFP, NHCC reserves the right to award this contract tothe vendor(s) that best meet the requirements of the RFP, and notnecessarily to the lowest proposer. NHCC reserves the right to accept orreject any or all proposals received as a result of this request; to negotiatewith all qualified sources; or to cancel in part or in its entirety this RFP ifit is in the interests of NHCC to so do. NHCC reserves and, in its solediscretion, may exercise any or all of the following rights and options withrespect to this RFP, any proposals and any related agreements, withoutincurring any liability to Proposers:1. NHCC reserves the right to disqualify any and all proposals that fail tomeet the requirements specified in this RFP.2. NHCC reserves the right to determine whether to interview some or allof the Proposers, and to conduct such interviews privately.3. NHCC reserves the right to select and enter into a contract with theProposer whose proposal best satisfies NHCC’s overall interests.4. Because this RFP is not a “competitive bid” process, the Proposersubmitting the lowest cost proposal, or the proposal projecting the14

greatest financial benefit to NHCC, may not necessarily be selected.NHCC instead reserves the right to select the proposal it believes to bemost beneficial to NHCC, with financial terms not being the soledeterminative factor. NHCC’s decision-making and selection processwill be discretionary and will be based on a variety of factors. Bysubmission of its proposal, each Proposer expressly understands,acknowledges and accepts that this is not a “competitive bid” process,and that NHCC is under no obligation to award a contract throughcompetitive bidding, or at all.5. NHCC reserves the right to waive or extend deadlines.6. NHCC reserves the right to accept proposals in whole or part.7. NHCC reserves the right to conduct investigations with respect to thequalifications of each Proposer, to make field investigations withrespect to such proposals (including visits to the Proposer’s businessoffices or field operations).8. NHCC reserves the right to request additional information from anyProposer and to rely upon any information obtained through NHCC’sown investigations.9. NHCC reserves the right to cancel this RFP at any time whatsoever,with or without the substitution of another RFP.10. NHCC reserves the right to supplement, amend or otherwise modifythis RFP.11. NHCC reserves the right to issue additional or subsequent RFPs withregard to the subject matter of this RFP.12. NHCC reserves the right to negotiate with any Proposer, or with all ornone of the Proposers. NHCC has no obligation to offer Proposers theopportunity to meet or exceed terms negotiated with a selectedProposer.13. NHCC reserves the right to discontinue negotiations at any time and inNHCC’s sole discretion.14. NHCC reserves the right to request new or revised proposals,including monetary terms from any Proposer at any time.B. Preparation of a response to this RFP will be at the sole cost, expense andrisk of the Proposer, with the express understanding and agreement of theProposer, irrespective of whether it is selected, that it waives all claimswhatsoever for reimbursement from NHCC for any cost or expense15

incurred in the preparation of its proposal and any subsequent contractnegotiation.C. Each and every submitting Proposer expressly understands and agrees thatthis RFP is not, and shall not be construed as, an offer or an enforceablecontract.D. NHCC intends to enter into contract negotiations with the Proposer orProposers selected, who shall be required to enter into a written contractwith NHCC in a form approved by Legal Counsel for NHCC. Thecontract usually includes, without limitation, the standard clauses set forthin Schedule “B” attached hereto. This RFP and the Proposal, or any partthereof, may be incorporated into and made a part of the contract. Thecontract may contain provisions not contained herein.NHCC reserves the right to negotiate the terms and conditions of thecontract with the selected Proposer(s), if any. These negotiations couldinclude all aspects of services and fees. Neither the selection of aProposer nor the negotiation of the contract with such Propsoer(s) shallconstitute NHCC’s acceptance of a proposal or a binding commitment onbehalf of NHCC to enter into a contract with such Proposer(s), as anybinding arrangement must be set forth in the contract signed by bothparties and is subject to all requisite approvals.The contract, if any that is negotiated with a selected Proposer shallconstitute the entire agreement between NHCC and the selected Proposer,and shall set forth all the terms and conditions applicable to the subjectmatter of this RFP. In the event of a conflict between this RFP and thatcontract, that contract shall control.E. No Proposer who has submitted a proposal to NHCC shall have the rightto assign its submitted proposal to a third party or the right to enter into anagreement with third parties to perform the services on Proposer’s behalfwithout the prior written consent of NHCC, which consent may bewithheld in NHCC's sole discretion.F. This RFP shall be construed in accordance with and governed by the lawsof the State of New York, without regard to conflicts of law principles.All actions or proceedings relating, directly or indirectly, to this RFP shallbe litigated only in courts located within Nassau County or in the UnitedStates District Court for the Eastern District of New York. Each Proposer(by virtue of the submission of its proposal), submits itself, its successorsand/or assigns (if any) to the personal jurisdiction of such court, andwaives any right to trial by jury.G. The proposal shall be signed by an official authorized to bind theProposer, and shall contain a statement to the effect that the proposal is a16

firm offer for a one hundred eighty (180) day (or more) period. Theproposal shall also provide the name, title, address, and telephone numberof the individual(s) with authority to negotiate and contractually bind thecompany, and who also may be contacted during the period of contract.H. Proposals submitted become the property of NHCC. By submitting aproposal, the Proposer agrees not to make any claims for or have any rightto damages because of any misunderstanding, misrepresentation or lack ofinformation.I. Ownership of any work developed under this order, and all right title andinterest therein shall vest in NHCC. This includes any and all data setsand computer programs created for this analysis including anyenhancements to existing data sets provided by NHCC. This includes anyand all work materials, draft plans, preliminary analyses, and all otherwork materials created by the contractor for this contract. In order toeffectuate the foregoing, it is expressly understood and acknowledged thatthe work shall be deemed to be a work made for hire under the U.S.copyright laws. In the event that the work is determined by a court orcompetent jurisdiction not to be a work made for hire under the U.S.copyright laws, all submissions to NHCC in connection with this RFPshall be deemed irrevocably assigned by the Proposer to NHCC,including, without limitation, the copyright in the work, including all right,title and interest in perpetuity.17

SCHEDULE “B” - STANDARD CLAUSES FOR NHCC CONTRACTSNHCC reserves the right to add, subtract or modify clauses as it deems appropriate.1. Payments(a) Vouchers; Voucher Review, Approval and Audit. Payments shall be made toCONTRACTOR in arrears, subject to compliance with NHCC billing/payment procedures, and contingentupon CONTRACTOR submitting an invoice accompanied by documentation satisfactory to NHCCsupporting the amount claimed.(b) Timing of Payment Claims. CONTRACTOR shall submit claims no later than three (3)months following the NHCC’s receipt of the services that are the subject of the claim and no morefrequently than once a month.(c) No Duplication of Payments. Payments under this Agreement shall not duplicatepayments for any work performed or to be performed under other agreements between the CONTRACTORand any funding source, including NHCC.(d) Payments in Connection with Termination or Notice of Termination. Unless a provisionof this Appendix expressly states otherwise, payments to CONTRACTOR following the termination of thisAgreement shall not exceed payments made as consideration for services that were (i) performed prior totermination, (ii) authorized by this Agreement to be performed, and (iii) not performed afterCONTRACTOR received notice that the NHCC did not desire to receive such services.2. Independent Contractor. CONTRACTOR is an independent contractor of the NHCC.CONTRACTOR shall not, nor shall any officer, director, employee, servant, agent or independentcontractor of the CONTRACTOR (a “CONTRACTOR Agent”), be (i) deemed a employee of NHCC, (ii)commit NHCC to any obligation, or (iii) hold itself, himself, or herself out as an employee of NHCC orPerson with the authority to commit the NHCC to any obligation. As used in this Agreement, the word“Person” means any individual person, entity (including partnerships, corporations and limited liabilitycompanies), and government or political subdivision thereof (including agencies, bureaus, offices anddepartments thereof).3. Compliance with Laws and NHCC Policies.(a) Generally. CONTRACTOR shall comply with any and all applicable Federal, State andlocal Laws, including, but not limited to those relating to conflicts of interest, identity theft, human rights,and disclosure of information, in connection with its performance under this Agreement. As used in thisAgreement the word “Law” includes any and all statutes, local laws, ordinances, rules, regulations,applicable orders, and/or decrees, as the same may be amended from time to time, enacted, or adopted. Inaddition, CONTRACTOR shall follow all requirements of NHCC policies, procedures, quality assurancemeasures and performance improvement programs, including sentinel events/occurrences. Furthermore,CONTRACTOR shall maintain compliance with applicable standards of accreditation programs as requiredby NHCC, including, without limitation, The Joint Commission.(b) Records Access. The parties acknowledge and agree that all records, information, anddata (“Information”) acquired in connection with performance or administration of this Agreement shall beused and disclosed solely for the purpose of performance and administration of the contract or as requiredby law. CONTRACTOR acknowledges that CONTRACTOR Information in NHCC’s possession may besubject to disclosure under Article 6 of the New York State Public Officer’s Law (“Freedom of InformationLaw” or “FOIL”). In the event that such a request for disclosure is made, NHCC shall make reasonable18

efforts to notify CONTRACTOR of such request prior to disclosure of the Information so thatCONTRACTOR may take such action as it deems appropriate.(c) Protection of Information. CONTRACTOR acknowledges and agrees that allinformation that CONTRACTOR acquires in connection with performance under this Agreement shall bestrictly confidential, used solely for the purpose of performing services to or on behalf of NHCC and shallnot be disclosed to third parties except (i) as permitted under this Agreement, (ii) with the written consentof NHCC (and then only to the extent of the consent), or (iii) upon legal compulsion. In furtherance of theforgoing, CONTRACTOR and its employees, partners and agents shall keep the confidentiality of medicalrecords and/or information including, but not limited to, HIV related information, relating to the care andtreatment of NHCC patients, that may be obtained by CONTRACTOR in the performance of its dutieshereunder, and shall maintain the confidentiality of all such records and information including, but notlimited to, HIV related information, in conformity and consistent with applicable policies and standards ofThe Joint Commission, the confidentiality requirements of the New York State Public Health Law (“PHL”)and the regulations promulgated thereunder, including, but not limited to, PHL Section 2782, and 10NYCRR 415.22 and Parts 24 and 63 or as same may, from time-to-time, be amended as well as any otherstate and federal regulation regarding patient confidentiality, including, but not limited to, the regulationspursuant to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”). If applicable,CONTRACTOR further agrees to maintain and safeguard the confidentiality of health informationrelating to NHCC patients in accordance with the provisions a Business Associate Agreement. In theevent of a breach by CONTRACTOR of this provision, NHCC may, at its option, terminate this Agreementimmediately upon written notice to CONTRACTOR. The provisions of this paragraph shall survive thisAgreement.(d) Patient Care/Contact. In the event that the services to be provided by CONTRACTORor a CONTRACTOR Agent under this Agreement involve patient care or contact, CONTRACTORacknowledges and agrees that all individuals performing such services shall: (i) be in good health andcomply with all applicable health, immunization and infection control standards required of NHCCemployees and (ii) be subject to successful completion of a background investigation substantially similarto those required of NHCC employees. CONTRACTOR represents and warrants that it is not aware of theexistence of any facts or circumstances that indicate it would be inappropriate for such individuals toperform services under this Agreement. NHCC reserves the right to charge a CONTRACTOR a reasonablefee for costs associated with performing health services and/or background investigations necessary toensure compliance with this paragraph.(e) NHCC Compliance Programs. CONTRACTOR agrees to adhere, and cooperate fullywith, NHCC’s corporate compliance program requirements applicable to all NHCC vendors, contractors,consultants and agents. This information is available via NHCC’s website at:http://www.nuhealth.net/about/doing-business-with-nuhealth.asp(f) Doing Business. CONTRACTOR represents and warrants that: (a) it is properlylicensed to do business in New York State and Nassau County, if applicable, (b) it is in good standingunder such license(s), and (c) the activities conducted by it under such license(s) with respect to theservices referenced above are in compliance with all requirements of the Laws governing such license(s).CONTRACTOR hereby agrees that it will continuously maintain (i) its existence and shall not dissolve orpermit its dissolution, and (ii) its right to do business in New York State and Nassau County.4. Minimum Service Standards. Regardless of whether required by Law:(a) CONTRACTOR shall, and shall cause CONTRACTOR Agents to, conduct its, his orher activities in connection with this Agreement so as not to endanger or harm any Person or property.(b) CONTRACTOR shall deliver services under this Agreement in a professional mannerconsistent with the best practices of the industry in which the CONTRACTOR operates. CONTRACTORshall take all actions necessary or appropriate to meet the obligations described in the immediatelypreceding sentence, including obtaining and maintaining, and causing all CONTRACTOR Agents to obtain19

and maintain, all approvals, licenses, and certifications (“Approvals”) necessary or appropriate inconnection with this Agreement.5. Indemnification; Defense; Cooperation.(a) CONTRACTOR shall be solely responsible for and shall indemnify and hold harmlessNHCC and its officers, employees, and agents (the “Indemnified Parties”) from and against any and allliabilities, losses, costs, expenses (including, without limitation, attorneys’ fees and disbursements) anddamages (“Losses”), arising out of or in connection with any acts or omissions of CONTRACTOR or aCONTRACTOR Agent, regardless of whether due to negligence, fault, or default, including Losses inconnection with any threatened investigation, litigation or other proceeding or preparing a defense to orprosecuting the same; provided, however, that CONTRACTOR shall not be responsible for that portion, ifany, of a Loss that is caused by the negligence of NHCC.(b) CONTRACTOR shall, upon the NHCC’s demand and at the NHCC’s direction,promptly and diligently defend, at CONTRACTOR‘S own risk and expense, any and all suits, actions, orproceedings which may be brought or instituted against one or more Indemnified Parties for whichCONTRACTOR is responsible under this Section, and, further to CONTRACTOR’S indemnificationobligations, CONTRACTOR shall pay and satisfy any judgment, decree, loss or settlement in connectiontherewith.(c) CONTRACTOR shall, and shall cause CONTRACTOR Agents to, cooperate withNHCC in connection with the investigation, defense or prosecution of any action, suit or proceeding inconnection with this Agreement, including the acts or omissions of CONTRACTOR and/or aCONTRACTOR Agent in connection with this Agreement.(d)The provisions of this Section shall survive the termination of this Agreement.6. Insurance.(a) Types and Amounts. CONTRACTOR shall obtain and maintain throughout the term ofthis Agreement, at its own expense: (i) one or more policies for commercial general liability insurance,which policy(ies) shall name “Nassau Health Care Corporation” as an additional insured and have aminimum single combined limit of liability of not less than One Million ($1,000,000) Dollars peroccurrence and Three Million ($3,000,000) Dollars aggregate coverage, (ii) if contracting in whole or partto provide professional services, one or more policies for professional liability insurance, which policy(ies)shall have a minimum single combined limit liability of not less than One Million ($1,000,000) Dollars peroccurrence and Three Million ($3,000,000) Dollars aggregate coverage, (iii) compensation insurance forthe benefit of the CONTRACTOR‘S employees (“Workers’ Compensation Insurance”), which insurance isin compliance with the New York State Workers’ Compensation Law, and (iv) such additional insurance asthe NHCC may from time to time specify.(b) Acceptability; Deductibles; Subcontractors. All insurance obtained and maintained byCONTRACTOR pursuant to this Agreement shall be (i) written by one or more commercial insurancecarriers licensed to do business in New York State and acceptable to NHCC, and which is (ii) in form andsubstance acceptable to NHCC. CONTRACTOR shall be solely responsible for the payment of alldeductibles to which such policies are subject. CONTRACTOR shall require any subcontractor hired inconnection with this Agreement to carry insurance with the same limits and provisions required to becarried by CONTRACTOR under this Agreement.(c) Delivery; Coverage Change; No Inconsistent Action. Prior to the execution of thisAgreement, copies of current certificates of insurance evidencing the insurance coverage required by thisAgreement shall be delivered to NHCC. Not less than thirty (30) days prior to the date of any expiration orrenewal of, or actual, proposed or threatened reduction or cancellation of coverage under, any insurancerequired hereunder, CONTRACTOR shall provide written notice to NHCC of the same and deliver toNHCC renewal or replacement certificates of insurance. CONTRACTOR shall cause all insurance to20

emain in full force and effect throughout the term of this Agreement and shall not take or omit to take anyaction that would suspend or invalidate any of the required coverages. The failure of CONTRACTOR tomaintain Workers’ Compensation Insurance shall render this contract void and of no effect. The failure ofCONTRACTOR to maintain the other required coverages shall be deemed a material breach of thisAgreement upon which the NHCC reserves the right to consider this Agreement terminated as of the dateof such failure.7. No Arrears or Default. CONTRACTOR represents and warrants that it is not in arrearsto NHCC upon any debt or contract and it is not in default as surety, contractor, or otherwise upon anyobligation to NHCC, including any obligation perform services for or on behalf of NHCC.8. Assignment; Amendment; Waiver; Subcontracting. This Agreement and the rights andobligations hereunder may not be in whole or part (i) assigned, transferred or disposed of, (ii) amended,(iii) waived, or (iv) subcontracted, without the prior written consent of the President of NHCC his or herduly designated representative (the “President”), and any purported assignment, other disposal ormodification without such prior written consent shall be null and void. The failure of a party to assert anyof its rights under this Agreement, including the right to demand strict performance, shall not constitute awaiver of such rights.9. Termination.(a) Generally. This Agreement may be terminated (i) by NHCC, for any or no reason, uponthirty (30) days written notice to CONTRACTOR, (ii) for “Cause” by NHCC immediately upon the receiptby CONTRACTOR of written notice of termination, (iii) upon mutual written Agreement of NHCC andCONTRACTOR, and (iv) in accordance with any other provisions of this Agreement expressly addressingtermination.As used in this Attachment the word “Cause” includes: (i) a breach of this Agreement;(ii) the failure to obtain and maintain in full force and effect all Approvals required for the servicesdescribed in this Agreement to be legally and professionally rendered; and (iii) the termination orimpending termination of federal or state funding for the services to be provided under this Agreement.(b) By CONTRACTOR. This Agreement may be terminated by CONTRACTOR ifperformance becomes impracticable through no fault of CONTRACTOR, where the impracticability relatesto the CONTRACTOR‘S ability to perform its obligations and not to a judgment as to convenience or thedesirability of continued performance. Termination under this subsection shall be effected byCONTRACTOR delivering to President, at least sixty (60) days prior to the termination date (or a shorterperiod if sixty (60) days notice is impossible), a notice stating (i) that CONTRACTOR is terminating thisAgreement in accordance with this subsection, (ii) the date as of which this Agreement will terminate, and(iii) the facts giving rise to CONTRACTOR’S right to terminate under this subsection. A copy of thenotice given to the President shall be given to the NHCC department head who oversees the administrationof this Agreement on the same day that notice is given to the President.(c) CONTRACTOR Assistance upon Termination. In connection with the termination orimpending termination of this Agreement, CONTRACTOR shall, regardless of the reason for termination,take all actions reasonably requested by NHCC (including those set forth in other provisions of thisAgreement) to assist NHCC in transitioning CONTRACTOR ‘s responsibilities under this Agreement. Theprovisions of this subsection shall survive the termination of this Agreement.10. Records Access and Retention. CONTRACTOR, including its satellites, offices and/orsubcontractors, if any, shall maintain full and complete books and records of accounts specificallypertaining to this Agreement, in accordance with accepted accounting practices and such other records asmay be reasonably prescribed by NHCC and the New York State Comptroller. Such books and recordsshall at all times be available for audit and inspection by the State Comptroller, or a duly designatedrepresentative, or by NHCC. All such books and records shall be retained for a period of six (6) years afterthe completion of all the services described in this Agreement. CONTRACTOR further agrees that if any21

provision of Section 952 of the Omnibus Reconciliation Act of 1980 (PL-96-499) is found by a body ofcompetent jurisdiction to be applicable to this Agreement, CONTRACTOR will make available uponwritten request by the Secretary of Health & Human Services, or by the Comptroller General of the GeneralAccounting Office, or any of their duly authorized representatives, a copy of this Agreement and anyexecuted amendments thereto, documents which relate to the calculation of the charges in the Agreementand copies of service reports documenting services performed. Such records will be available inaccordance with the above for a period of six (6) years after the furnishing of any of the services describedin this Agreement.11. Work Performance Liability. CONTRACTOR is and shall remain primarily liable forthe successful completion of all work in accordance this Agreement irrespective of whetherCONTRACTOR is using a CONTRACTOR Agent to perform some or all of the work contemplated by thisAgreement, and irrespective of whether the use of such CONTRACTOR Agent has been approved byNHCC.12. Consent to Jurisdiction and Venue; Governing Law, Jury Trial Waiver.(a) Unless otherwise required by Law, exclusive original jurisdiction for all claims oractions with respect to this Agreement shall be in the Supreme Court in Nassau County in New York Stateand the parties expressly waive any objections to the same on any grounds, including venue and forum nonconveniens. This Agreement is intended as a contract under, and shall be governed and construed inaccordance with, the Laws of New York State, without regard to the conflict of laws provisions thereof.(b) THE PARTIES TO THIS AGREEMENT HEREBY IRREVOCABLY WAIVE ALLRIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISINGOUT OF OR RELATING TO THIS AGREEMENT13. No Exclusions. CONTRACTOR warrants that neither it nor any of its officers,employees or agents is excluded from doing business with any federal, state or local agency, municipalityor department. Any misrepresentation or false statement regarding CONTRACTOR'S status shall result inimmediate termination of this Agreement.14. Executory Clause. Notwithstanding any other provision of this Agreement:(a) Approval and Execution. NHCC shall have no liability under this Agreement(including any extension or other modification of this Agreement) to any Person unless (i) all NHCCapprovals have been obtained, including, if required, approval by the NHCC Board of Directors, and (ii)this Agreement has been executed by the President.(b) Availability of Funds. NHCC have no liability under this Agreement (including anyextension or other modification of this Agreement) to any Person beyond funds appropriated or otherwiselawfully available for this Agreement, and, if any portion of the funds for this Agreement are from the stateand/or federal governments, then beyond funds available to NHCC from the state and/or federalgovernments.22

Schedule “D”24

APPENDIX IREQUIRED DISCLOSURE OF INFORMATION: THE FORMS SETFORTH BELOW MUST BE FULLY COMPLETED AND RETURNEDWITH A RESPONDING PROPOSER’S SUBMISSION. A SUBMISSIONWILL NOT BE CONSIDERED COMPLETE WITHOUT SUBMISSION OFTHIS ATTACHMENT.1. Contractor Disclosure of ContactsInstructions:New York State Executive Order Number 127 (EO 127) provides for increased disclosurein the public procurement process through identification of persons or organizationswhose function is to influence procurement contracts, public works agreements and realproperty transactions.In the first instance, Section II, paragraph 1 of EO 127 obligates a covered agency orauthority (e.g., NHCC) to obtain identifying information on every person or organizationretained, employed or designated by or on behalf of the contractor (i.e., the “Proposer” or“you”) to attempt to influence the procurement process. NHCC is also obligated tocollect information on whether such person or organization has a financial interest in theprocurement.Thereafter, Section II, paragraph 2 of EO 127 continues to obligate a covered agency orauthority to obtain such identifying information on every person or organizationsubsequently retained, employed or designated by or on behalf of the Proposer to attemptto influence the procurement process.This form must be completed and submitted with your proposal in accordance withExecutive Order Number 127 (EO 127). Failure to complete and submit this form shallresult in a determination of non-responsiveness and disqualification of the bid, proposalor offer. If at the time of submission of this form, the specific name of a personauthorized to attempt to influence a decision on your behalf is unknown, you agree toprovide the specific person’s information when it is available. You also agree to updatethis information during the negotiation or evaluation process of this procurement, andthroughout the term of any contract awarded to your company pursuant to this bid,proposal or offer.25

Disclosure of Contacts FormName of Contractor: ______________________________________________________Address: ______________________________________________________________________________________________________________________________________Name and Title of Person Submitting this Form: _______________________________________________________________________________________________________Is this an initial filing in accordance with Section II, paragraph 1 of EO 127 or an updatedfiling in accordance with Section II, paragraph 2 of EO 127? (Please circle one):Initial filingUpdated filingThe following person or organization was retained, employed or designated by or onbehalf of the Contractor to attempt to influence the procurement process:Name: _________________________________________________________________Address: ______________________________________________________________________________________________________________________________________Telephone Number: ______________________________________________________Place of Principal Employment: _____________________________________________Occupation: _____________________________________________________________Does the above-named person or organization have a financial interest in theprocurement?(Please circle one) yes no26

2. Contractor Disclosure of Prior Non-ResponsibilityDeterminationsInstructions:New York State Executive Order Number 127 (EO 127) obligates a covered agency orauthority to make a determination of responsibility of the proposed awardee for aprocurement contract. EO 127 mandates consideration of whether a contractor hasintentionally provided false or incomplete information under such Order within the lastfive years, and whether a contractor has failed to timely disclose accurate and completeinformation or otherwise cooperate in the implementation of the Order. For moreinformation on responsibility determinations, please see the New York State ProcurementBulletin entitled “Best Practices - Determining Vendor Responsibility” issued by the NewYork State Procurement Council, May 1999, for more information on responsibilitydeterminations. See http://www.ogs.state.ny.us/procurecounc/ pdfdoc/BestPractice.pdf.27

Disclosure of Prior Non-Responsibility Determinations FormName of Contractor: ______________________________________________________Address: ______________________________________________________________________________________________________________________________________Name and Title of Person Submitting this Form: _______________________________________________________________________________________________________Has any covered agency or authority made a finding of non-responsibility regarding theContractor in the last five years? (Please circle one):NoYesIf yes, was the basis for the finding of the Contractor’s non-responsibility due to the intentionalprovision of false or incomplete information required by Executive Order Number 127? (Pleasecircle one):NoYesIf yes, please provide details regarding the finding of non-responsibility below.Covered Agency or Authority: ______________________________________________Year of Finding of Non-responsibility: ________________________________________Basis of Finding of Non-Responsibility: _______________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________Has any covered agency or authority terminated a procurement contract with the Contractor dueto the intentional provision of false or incomplete information required by Executive OrderNumber 127? (Please circle one):NoYes28

3. Contractor Certification of Compliance with Executive Order 127Instructions:New York State Executive Order Number 127 (EO 127), section II, paragraph 7 requiresthat every procurement contract subject to its provisions contain a certification that allinformation provided to the soliciting agency or authority regarding EO 127 is complete,true and accurate.Contractor Certification of Compliance with Executive Order 127Contractor certifies that all information provided to NHCC with respect to ExecutiveOrder Number 127 is complete, true and accurate.By: ___________________________________Name: ________________________________Title: _________________________________Organization: ___________________________Address: ______________________________________________________________________Date: __________________29

CBRE, Inc. - Fee ScheduleAPPENDIX IIJoint-Venture or Development Partner - Real Estate Commission ScheduleCBRE shall be paid a commissions based on the total project(construction) cost calculated by (a) multiplying each applicable portionof the construction costs by the following Commission and (b) adding theproducts together:On the first $10,000,000 4%On the portion from $10,000,000 through and including $20,000,000 3%On the portion from $20,000,000 through and including $45,000,000 2%On the portion in excess of $45,000,0001%The fees to CBRE shall be paid quarterly based on costs for that quarter.30