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MINUTES OF THE ANNUAL MEETINGOF THE

POWER AUTHORITY OF THE STATE OF NEW YORK

March 25, 2014

Table of Contents

Subject Page No. Exhibit

Introduction 2

1. Adoption of the March 25, 2014 Proposed Meeting Agenda 3

2. Consent Agenda: 4

a. Minutes of the Regular Meeting held on January 28, 2014 5

b. Annual Review and Approval of Guidelines for the 6 2b-AInvestment of Funds and 2013 Annual Report onInvestment of Authority Funds

Resolution

c. Annual Report of Procurement Contracts, Guidelines 10 2c-A-1 – 2c-A-3for Procurement Contracts and Annual Review ofOpen Procurement Service Contracts

Resolution

d. Annual Review and Approval of Guidelines and 12 2d-A; 2d-A-1Procedures for and Annual Report of the Disposalof Personal Property

Resolution

e. Annual Review and Approval of Guidelines and 14 2e-A – 2e-C;Procedures for the Disposal of Real Property, 2e-C-1Guidelines and Procedures for the Acquisitionof Real Property and Annual Reports for theDisposal and Acquisition of Real Property

Resolution

f. Niagara Power Project Robert Moses Generator 17Step-Up Transformer Replacement – CapitalExpenditure Authorization Request

Resolution

g. Procurement (Services) Contract – St. Lawrence/FDR 19Power Project – Massena Substation Auto-TransformerRemoval and Site Preparation – Contract Extension

Resolution

h. Procurement (Services) Contract – Niagara Power 21Project – On-Call Testing and Inspection Services –Contract Award

Resolution

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i. Procurement (Services) Contract – Niagara Power 23Project – Lewiston Pumped Generating Plant LifeExtension and Modernization Program – Installationof Auxiliary Equipment Phase II – Contract Award

Resolution

j. Procurement (Services) Contract – Environmental 26Health and Safety Oversight Services for theSouth East New York Region – Contract Awards

Resolution

k. Procurement (Services) Contract – St. Lawrence-FDR 28Power Project – Independent FERC Consultant'sPart 12D Safety Inspection and Follow-up Services –Contract Award

Resolution

l. Procurement (Services) Contract – Information 30Technology Operations Network – Time WarnerCable Inc. – Contract Award

Resolution

m. Procurement (Services) Contracts – Business Units 32 2m-A; 2m-Band Facilities – Awards, Extensions and/orAdditional Funding

Resolution

n. Revisions to Expenditure Authorization Limits Table 40 2n-Afor Non-Hedge Physical Fuel-Related Transactions

Resolution

o. Membership in Electric Power Research Institute – 42Renewal

Resolution

p. Selection of Investment Manager for the Authority’s 45Other Post-Employment Benefits Trust Fund

Resolution

q. Annual Review and Approval of Certain Authority Policies 48 2q-A – 2q-NResolution

r. Release of Funds in Support of the Western New York 50Power Proceeds Allocation Act

Resolution

s. Procurement (Services) Contract – Richard M. Flynn Plant – 53Well Water Pump Replacement – Contract Extension

Resolution

t. Committee Appointments 55Resolution

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u. Awards of Fund Benefits from the Western New York 56 2u-A – 2u-DEconomic Development Fund Recommended by theWestern New York Power Proceeds Allocation Board

Resolution

Discussion Agenda: 60

3. Q&A on Report from:

a. President and Chief Executive Officer 60 3a-A

b. Chief Operating Officer 62 3b-A

c. Chief Financial Officer 64 3c-A

d. Chief Risk Officer 66 3d-A

4. Power Allocations: 67

a. Power Allocations Under the Recharge New York 67 4a-A – 4a-EProgram

Resolution

b. Allocation of Hydropower and Notice of Public Hearing 72 4b-A; 4b-A-1;Resolution 4b-B

5. 2013 Financial Reports Pursuant to Section 2800 of the Public 76 5-A; 5-BAuthorities Law and Regulations of the Office of the StateComptroller

Resolution

6. Contribution of Funds to the State Treasury 79Resolution

7. New York Power Authority’s 2014 Strategic Plan 82 7-AResolution

8. Appointment of Acting Executive Vice President and 86General Counsel

Resolution

9. Motion to Conduct an Executive Session 90

10. Motion to Resume Meeting in Open Session 91

11. Next Meeting 92

Closing 93

March 25, 2014

Minutes of the Annual Meeting of the Power Authority of the State of New York held via videoconferenceat the following participating locations at approximately 10:35 a.m.

1) New York Power Authority, 123 Main Street, White Plains, NY2) Video Conference Center: Accurate Court Reporting,

247 West Fayette Avenue, Suite 202, Syracuse, NY

Members of the Board present were:

John R. Koelmel, ChairmanJoanne M. Mahoney, Vice Chair – via videoconferenceEugene Nicandri, TrusteeJonathan Foster, TrusteeR. Wayne LeChase, TrusteeTerrance P. Flynn, Trustee

----------------------------------------------------------------------------------------------------------------------------------------------------Gil C. Quiniones President and Chief Executive OfficerJudith C. McCarthy Executive Vice President and General CounselEdward Welz Chief Operating OfficerDonald Russak Chief Financial OfficerRobert Lurie Senior Vice President – Strategic PlanningWilliam Nadeau Senior Vice President and Chief Risk OfficerJames Pasquale Senior Vice President – Economic Development and Energy EfficiencyJoan Tursi Senior Vice President – Corporate Support ServicesBradford Van Auken Senior Vice President – Operations Support Services and Chief EngineerJill Anderson Vice President – Public and Regulatory Affairs and Chief of StaffJohn Canale Vice President – Project ManagerThomas Concadoro Vice President and ControllerDennis Eccleston Vice President – Information Tech/Chief Information OfficerJoseph Gryzlo Vice President and Chief Ethics and Compliance OfficerMichael Huvane Vice President – Marketing – Business and Municipal MarketingJoseph Leary Vice President – Community and Government RelationsLesly Pardo Vice President – Internal AuditPhillip Toia Vice President – TransmissionKaren Delince Corporate SecretaryBrian McElroy TreasurerBrian Liu Deputy TreasurerFrank Deaton Director – Enterprise Risk ManagementMichael Saltzman Director – Media RelationsPeter Prunty Acting Director – InfrastructureSilvia Louie Senior Project Manager – Executive Office/Public & Regulatory AffairsTimothy Muldoon Manager – Business Power Allocations and ComplianceGary Schmid Principal IT Project Manager – Strategy and GovernanceGregory Jablonsky Lead Network Analyst – InfrastructureJohn Giumarra Account Executive – Business Marketing and Economic DevelopmentSheila Baughman Assistant Corporate SecretaryBrittney Frazier Project Coordinator – Community Relations

Chairman Koelmel presided over the meeting. Corporate Secretary Delince kept the Minutes.

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Introduction

Chairman Koelmel welcomed the Trustees and staff members who were present at the meeting. He said

the meeting had been duly noticed as required by the Open Meetings Law and called the meeting to order

pursuant to the Authority’s Bylaws, Article III, Section 3.

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1. Adoption of the March 25, 2014 Proposed Meeting Agenda

Upon motion made and seconded, the meeting Agenda was adopted as amended.

Conflicts of Interest

The following Trustees declared conflicts of interest as indicated below and said they will not participate

in the discussions or votes as it relate those matters:

Vice Chair Mahoney – Greater Syracuse Moving & Storage, CH2M Hill, CHA Consulting,

CRA International, Navigant Consulting (Item 2m)

Trustee Flynn – Time Warner Cable, Inc. (Item 2l); JP Morgan Chase (Item 4a)

Trustee LeChase – Time Warner Cable, Inc. (Item 2l); CH2M Hill, CHA Consulting (Item 2m)

Chairman Koelmel and Trustees Nicandri and Foster declared no conflicts.

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2. Consent Agenda:

Upon motion made and seconded, the Consent Agenda was approved as amended.

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a. Approval of the Minutes

The Minutes of the Regular Meeting held on December 17, 2013 were unanimously adopted.

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b. Annual Review and Approval of Guidelinesfor the Investment of Funds and 2013 AnnualReport on Investment of Authority Funds

The President and Chief Executive Officer submitted the following report:

“SUMMARY

The Trustees are requested to review and approve the attached 2013 Annual Report on Investment ofAuthority Funds, which includes the Guidelines for the Investment of Funds (Exhibit ‘2b-A’).

BACKGROUND

Section 2925 of the Public Authorities Law requires the review and approval of an annual report oninvestments. Pursuant to the statute, the attached report includes Investment Guidelines that set standards for themanagement and control of the Authority’s investments; total investment income; a statement of fees paid forinvestment management services; the results of an independent audit; a detailed inventory report for each of theAuthority’s investment portfolios as of December 31, 2013; and a summary of transactions with brokers, dealers andbanks. The approved annual report is filed with the State Division of the Budget, with copies to the Office of theState Comptroller, the Senate Finance Committee and the Assembly Ways and Means Committee. The report isalso available to the public upon written request.

DISCUSSION

In 2013, the Authority’s investment portfolios, exclusive of the separately managed Other Post-Employment Benefits Trust Fund and Nuclear Decommissioning Trust Fund, averaged $1.37 billion with aDecember 31, 2013 cost of $1.373 billion and market value of $1.375 billion, representing a positive mark-to-market of $2 million. At year-end, $1.33 billion in cash and investments was held in the Authority’s OperatingFund with the remainder held in construction funds and restricted funds. The Operating Fund was created by theAuthority’s General Resolution authorizing Revenue Obligations adopted on February 24, 1998. A number ofinternal reserves have been established within the Operating Fund, as follows (year-end balances noted inparentheses):

Debt Service Reserve ($71 million) – The Debt Service Reserve is funded monthly to ensure that sufficientamounts are available to pay debt service obligations when due. The Authority’s scheduled principal andinterest payments presently total approximately $150 - $170 million per year.

Energy Hedging/Fuel Reserve ($70 million) – This Reserve was established to have funds available for use ascollateral that may be required to support the Authority’s authorized fuel and energy hedging transactions and tomaintain funds to match a federal obligation to pay for the processing and final disposition of spent nuclear fuelburned by the Authority when it owned the Indian Point #3 and James A. FitzPatrick nuclear plants. OnFebruary 3, 2009, the Trustees approved the temporary transfer to the State of New York (‘State’) of $215million held in this Reserve for the spent fuel obligation to assist with the State’s budgetary deficits. Thetemporary asset transfer was completed on February 25, 2009 and, in accordance with the terms and conditionsof a Memorandum of Understanding between the NYS Director of the Division of Budget and the Authority, isdue to be returned to the Authority no later than September 30, 2017. The December 31, 2013 spent fuelobligation was $217 million.

Capital Project Reserve ($840 million) – This amount is being set aside to partially fund major newinvestments in energy infrastructure by the Authority. In order to minimize customer costs, maintain theAuthority’s financial metrics and maintain ready access to the capital markets, it has been determined that themajor investments should be financed with a portion funded by debt and a portion funded by Authority cash or,in effect, its ‘equity.’ This Reserve has been established to provide this equity. On February 3, 2009, theTrustees approved a temporary transfer of $103 million from the Capital Project Reserve to the State to assistwith the State’s budgetary deficits and reaffirmed the transfer on July 28, 2009. The temporary asset transferwas completed in September 2009 and, in accordance with the terms and conditions of a Memorandum of

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Understanding between the NYS Director of the Division of Budget and the Authority, is due to be returned tothe Authority no later than September 30, 2014. On January 28, 2014, the Authority’s Trustees approved thededication of $800 million presently held in the Capital Project Reserve to meet a portion of the costs of majorrenewals, replacements, repairs, additions, betterments and other investments associated with the Authority’sstrategic initiatives, capital plan and energy efficiency investments.

Other Reserves ($44 million)

o Western New York Economic Development Fund ($27 million) – On March 30, 2012, GovernorCuomo signed into law the Western New York Power Proceeds Allocation Act (the ‘Act’), whichauthorizes net earnings from the sale of unallocated Expansion Power and Replacement Power fromthe Authority’s Niagara power project, as deemed feasible and advisable by the Trustees, to bedeposited into the Western New York Economic Development Fund (‘WNYEDF’). The net earningsdeposited into the WNYEDF will be utilized to fund economic development projects by privatebusinesses, including not-for-profits, which are physically located within New York State and within athirty-mile radius of the Niagara power project.

o North Country Economic Development Fund ($10 million) - In accordance with provisions in the2009 contract between ALCOA and the Authority, ALCOA agreed to capitalize a $10 million NorthCounty Economic Development Fund (‘NCEDF’). The NCEDF will be used for economicdevelopment purposes in St. Lawrence County, Clinton County, Franklin County, Essex County,Jefferson County, Lewis County, Hamilton County, Herkimer County and the Akwasasne MohawkReservation. To date, no funds have been disbursed from the NCEDF.

o State Parks Greenway Fund ($7 million) - In November 2012, the Authority’s Trustees authorizedthe issuance of Subordinated Notes, Series 2012 (‘Subordinated Notes’), in a principal amount not toexceed $30 million for the purpose of accelerating the funding for the State Parks Greenway Fund(‘SPGF’), which was established pursuant to the Niagara Relicensing Settlement entered into the bythe Authority and the New York State Office of Parks, Recreation & Historic Preservation. The SPGFwas established to support the construction and/or rehabilitation of parks, recreation and relatedfacilities in and around the Niagara River Greenway. The Authority issued the Subordinated Notes onDecember 18, 2012 in the amount of $25 million. To date, $17.5 million has been disbursed from theSPGF.

Operating Reserve ($300 million) – The Operating Reserve includes a reserve for working capital andemergency repairs to the Authority’s projects. The Authority’s Trustees have established a minimum reserveamount of $175 million for this purpose and funds cannot be released for ‘any lawful corporate purpose’(pursuant to Section 503(1)(e) of the Bond Resolution) unless this minimum reserve level is satisfied. TheDecember 31, 2013 Operating Reserve of $300 million reflects this $175 million minimum, plus the amountstaff deems prudent to provide for uncertainties in cash flows and commitments related to certain statewideeconomic development programs.

In addition to the Operating Fund, as of December 31, 2013, the Authority separately held a total of $72million from the proceeds of bond and note issuances, and cash, in its Note Debt Reserve and Constructionportfolios. These funds are earmarked for construction projects currently under way, such as the St. Lawrence LifeExtension and Modernization Project and improvements pursuant to the Niagara Relicensing SettlementAgreements.

The Authority’s portfolios earned approximately $21 million in investment income in 2013, $5 million lessthan investment income earned in 2012. While the portfolios generated additional income in 2013 on net new cashinvested, the prolonged low interest rate environment reduced the earning on maturing securities invested in loweryielding instruments. In 2013, the Authority’s portfolios had an average yield of 1.46%, exceeding the Authority’stargeted performance by 14 basis points (14/100 of 1%). Targeted performance for 2013 was the three-year rollingaverage yield of the two-year Treasury note with an average added spread of 95 basis points.

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As of December 31, 2013, the portfolio was comprised of United States treasury securities (0.6%),government-sponsored agency securities (88.7%), municipal securities (9.5%), mortgages guaranteed by the U. S.government (1.0%) and certificates of deposit and repurchase agreements (0.2%).

Other Post-Employment Benefits Trust ($422 million)

The Authority’s Other Post-Employment Benefits Trust (‘OPEB Trust’) was established in 2007 asauthorized by the Authority’s Trustees at their December 19, 2006 meeting to provide for medical, prescriptiondrug, life and other long-term care benefits offered by the Authority for retirees and eligible beneficiaries. TheOPEB Trust allows for investments in a diversified portfolio of assets, including domestic and international equitysecurities, domestic and international fixed-income securities, public Real Estate Investment Trusts and a U. S.Treasury Money Market fund. During 2007 and 2008, the Authority deposited a total of $225 million into theOPEB Trust to partially fund its actuarial accrued liability. On October 25, 2011, the Authority’s Trustees approvedon-going annual funding of the OPEB Trust in order to strengthen the Authority’s financial position. Contributionstotaling $83.7, which represented the net obligation for the years 2009 through 2013, were made to the OPEB Trustin accordance with the Trustees authorization. The accrued liability as of December 31, 2013 was estimated to be$573 million.

As of December 31, 2013, the OPEB Trust’s market value was approximately $422 million, representingan annualized return of 17.79% for 2013. The return performance was attributable to positive returns in both theequity (domestic and international) and real estate asset classes with the fixed income asset class realizing slightlynegative performance in 2013.

Investment management and advisory fees associated with the OPEB Trust Fund totaled $1,629,846 in2013 and were paid from such Trust Fund. These fees and the firms paid are detailed in Section III (B) of theattached report.

Nuclear Decommissioning Trust ($1.3 billion)

On November 21, 2000, the Authority completed the sale of its Indian Point #3 and James A. FitzPatricknuclear plants to two subsidiaries of Entergy Corporation pursuant to a purchase-and-sale agreement dated March28, 2000. In accordance with the Decommissioning Agreements, the Authority retains contractual decommissioningliability until license expiration, a change in the tax status of the fund or any early dismantlement of the plants, atwhich time the Authority will have the option to terminate its decommissioning responsibility and transfer theplant’s fund to the Entergy subsidiary owning the plant. At that time, the Authority will be entitled to be paid anamount equal to the excess of the amount in the fund over the Inflation Adjusted Cost Amount (a fixed estimateddecommissioning cost amount adjusted in accordance with the effect of increases and decreases in the U. S. NuclearRegulatory Commission minimum cost-estimate amounts applicable to the plant), if any. The Authority’sdecommissioning liability is limited to the lesser of the Inflation Adjusted Cost Amount or the amount of the plant’sfund, guaranteeing that no additional cost burdens may be placed on the Authority.

As of December 31, 2013, the Nuclear Decommissioning Trust’s (‘NDT’) market value was approximately$1.30 billion, representing an annualized return of 9.73% for 2013. The return performance was primarilyattributable to positive returns in the domestic equity asset class, which in accordance with the investmentguidelines, has a target allocation of thirty-five percent of total assets. The fixed income asset class realized slightlynegative performance in 2013.

Investment management and advisory fees associated with the Nuclear Decommissioning Trust Fundtotaled $1,412,440 in 2013 and were paid from such Trust Fund. These fees and the firms paid are detailed inSection III (C) of the attached report.

In connection with its examination of the Authority’s financial statements, KPMG LLP (‘KPMG’)performed tests of the Authority’s compliance with certain provisions of the Investment Guidelines, the StateComptroller’s Investment Guidelines and Section 2925 of the Public Authorities Law. Based on discussions withKPMG, Staff is of the opinion that KPMG’s written report, which will be delivered upon approval of the financialstatements by the Board, will state that the Authority complied, in all material respects, with the requirements during

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the year ended December 31, 2013. Consequently, staff believes the Authority is in compliance with the InvestmentGuidelines, the State Comptroller’s Investment Guidelines and Section 2925 of the Public Authorities Law.

The Investment Guidelines and procedures have not been amended since it was last presented to, andapproved by the Trustees at their meeting of March 21, 2013. The Guidelines remain fundamentally sound and meetthe requirements of the Authority. Furthermore, these Guidelines continue to meet the requirements of Section2824(1)(e) of the Public Authorities Law, which requires the Authority’s Trustees to establish written policies andprocedures with respect to investments.

RECOMMENDATION

The Treasurer recommends that the Trustees approve the attached 2013 Annual Report on Investment ofAuthority Funds.

For the reasons stated, I recommend the approval of the above-requested action by adoption of theresolution below.”

The following resolution, as submitted by the President and Chief Executive Officer, was unanimouslyadopted.

RESOLVED, That the 2013 Annual Report onInvestment of Authority Funds be, and hereby is, approved;and be it further

RESOLVED, That the Chairman, the Vice Chair, thePresident and Chief Executive Officer, the Chief OperatingOfficer and all other officers of the Authority are, and each ofthem hereby is, authorized on behalf of the Authority to do anyand all things, take any and all actions and execute and deliverany and all agreements, certificates and other documents toeffectuate the foregoing resolution, subject to the approval ofthe form thereof by the Executive Vice President and GeneralCounsel.

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c. Annual Report of Procurement Contracts,Guidelines for Procurement Contracts and AnnualReview of Open Procurement Service Contracts


“SUMMARY

The Trustees are requested to approve the 2013 Annual Report of Procurement Contracts (‘Annual Report’)(Exhibit ‘2c-A-3’) and the Guidelines for Procurement Contracts (‘Guidelines’) (Exhibit ‘2c-A-2’) and to reviewopen service contracts exceeding one year that were active in 2013 as detailed in the Annual Report (Exhibit ‘2c-A-3’). An Executive Summary is set forth in Exhibit ‘2c-A-1.’

BACKGROUND

Section 2879 of the Public Authorities Law (‘PAL’) governs the administration and award of procurementcontracts equal to or greater than $5,000. Section 2879 of the PAL requires public authorities to adoptcomprehensive guidelines detailing their operative policy and instructions concerning the use, awarding, monitoringand reporting of procurement contracts. The Authority’s Guidelines were adopted by the Trustees at their meetingof October 31, 1989 and were implemented as of January 1, 1990. The Guidelines have been amended as deemedadvisable and necessary, and reviewed and approved annually by the Board since that date, most recently on March21, 2013.

Section 2879 of the PAL also requires authorities to review and approve such guidelines annually and tofile a report regarding procurement contracts with the Director of the Division of the Budget, the Department ofAudit and Control, the Department of Economic Development, the Senate Finance Committee, the Assembly Waysand Means Committee and the Authorities Budget Office. The Annual Report must include a copy of theAuthority’s current Guidelines, details concerning any changes to the Guidelines during the year and particularinformation concerning procurement contracts. For each procurement contract included in the report, the followinginformation must be identified:

[A] listing of all procurement contracts entered into [by the Authority], all contracts entered intowith New York State business enterprises and the subject matter and value thereof, all contractsentered into with certified minority or women-owned business enterprises and the subject matterand value thereof, all referrals made and all penalties imposed pursuant to section three hundredsixteen of the executive law, all contracts entered into with foreign business enterprises, and thesubject matter and value thereof, the selection process used to select such contractors, allprocurement contracts which were exempt from the publication requirements of article four-C ofthe economic development law, the basis for any such exemption and the status of existingprocurement contracts.

Lastly, §2879 of the PAL requires an annual review by the Trustees of open service contracts exceedingone year. Those long-term open service contracts exceeding one year and awarded after January 1, 1990 are alsoincluded in the Annual Report.

DISCUSSION

The 2013 Annual Report is attached for the Trustees’ review and approval (Exhibit ‘2c-A-3’). The AnnualReport reflects activity for all procurement contracts equal to or greater than $5,000, as identified by the Authority’sSAP computer system, that were open, closed or awarded in 2013, including contracts awarded since January 1,1990 that were completed in 2013 or were extended into 2014 or beyond. In addition, fossil fuels transactionsreported by the Fuels Planning and Operations group and financial-related services reported by Corporate Finance(of the Energy Resource Management and Business Services Business Units, respectively), are included in theAnnual Report of Procurement Contracts. All additional information required by the statute is also included. TheTrustees are requested to approve the attached Annual Report pursuant to § 2879 of the PAL prior to submittal

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thereof to the Director of the Division of the Budget, the Department of Audit and Control, the Department ofEconomic Development, the Senate Finance Committee, the Assembly Ways and Means Committee and theAuthorities Budget Office.

A copy of the Guidelines effective March 31, 2014 (Exhibit ‘2c-A-2’) is attached to the Annual Report.These Guidelines are amended in accordance with Article 4-C of the Economic Development Law and also withprovisions of State Finance Law § 163.6, and as further set forth in Exhibit ‘2c-A-1.’

The Guidelines generally describe the Authority’s process for soliciting proposals and awarding contracts.Topics detailed in the Guidelines include solicitation requirements, evaluation criteria, contract award process,contract provisions, change orders, Minority/Women Business Enterprise (‘M/WBE’) requirements, employment offormer officers and reporting requirements.

RECOMMENDATION

The Executive Vice President and Chief Financial Officer and the Acting Vice President – Procurementrecommend that the Trustees approve the 2013 Annual Report of Procurement Contracts, the Guidelines forProcurement Contracts and the review of open service contracts as attached hereto in Exhibits ‘2c-A-1’ through‘2c-A-3.’



RESOLVED, That pursuant to § 2879 of the PublicAuthorities Law and the Authority’s Procurement Guidelines,the Annual Report of Procurement Contracts, as listed in Exhibit“2c-A-3,” and the Guidelines for the use, awarding, monitoringand reporting of Procurement Contracts (Exhibit “2c-A-2”), asamended and attached hereto, be, and hereby are, approved; andbe it further

RESOLVED, That the open service contracts exceedingone year be, and hereby are, reviewed and approved; and be itfurther


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d. Annual Review and Approval of Guidelinesand Procedures for and Annual Report ofthe Disposal of Personal Property____


“SUMMARY

The Trustees are requested to review and approve the Guidelines and Procedures for the Disposal ofAuthority Personal Property (‘Personal Property Guidelines’), which address the disposal of Authority-ownedmaterials, tools, equipment and vehicles with a value in excess of $5,000, in compliance with Public AuthoritiesLaw § 2896, enacted as part of the Public Authorities Accountability Act of 2005 (‘PAAA’) and amended by thePublic Authorities Reform Act of 2009 (‘PARA’). The Personal Property Guidelines are attached hereto as Exhibit‘2d-A.’ The Trustees are also requested to review and approve the 2013 Annual Report of the Disposal of PersonalProperty, attached hereto as Exhibit ‘2d-A-1.’

BACKGROUND

On January 13, 2006, the PAAA was enacted to codify model governance principles for New York State’spublic authorities to further accountability and transparency. Among its provisions, the PAAA, and as lateramended by PARA, established requirements for the disposal of public authority personal property. The law alsorequired each authority to draft guidelines consistent with the legislation dealing with these issues, to review andapprove such guidelines annually and to prepare an annual report of the disposal of personal property (including thefull description, name of the purchaser and price received for all such property disposed of by the authority duringsuch period). Such Guidelines were initially approved by the Trustees at their meeting of March 28, 2006 and havebeen amended as deemed advisable and necessary, and reviewed and approved annually since that date, mostrecently on March 21, 2013.

DISCUSSION

The Personal Property Guidelines set forth the methodology detailing the Authority’s policy regarding theuse, award, monitoring and reporting of the disposal of personal property and designate a Contracting Officerresponsible for the Authority’s compliance with, and enforcement of, such Guidelines.

Staff has reviewed the Personal Property Guidelines and recommends no substantive changes. Severalnon-substantive changes were made to the Guidelines to clarify a few points and to reflect titular or organizationalchanges in the Authority, as set forth in the redlined copy attached hereto as Exhibit ‘2d-A.’

Upon annual review and approval by the Trustees, the Guidelines and corresponding Annual Report will befiled on or before the 31st day of March with the State Comptroller, the Director of the Division of the Budget, theCommissioner of General Services, the State Legislature and the Authorities Budget Office and posted on theAuthority’s internet website, in compliance with applicable law and the Guidelines.

FISCAL INFORMATION

There will be no financial impact on the Authority.

RECOMMENDATION

The Executive Vice President and Chief Financial Officer and the Acting Vice President – Procurementrecommend that the Trustees approve the Guidelines and Procedures for the Disposal of Authority Personal Propertyfor the disposition of Authority-owned materials, tools, equipment, and vehicles with a value in excess $5,000, andthe corresponding 2013 Annual Report of the Disposal of Personal Property, as set forth in Exhibits ‘2d-A’ and ‘2d-A-1,’ respectively.

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For the reasons stated, I recommend the approval of the above-requested action by adoption the resolutionbelow.”


RESOLVED, That pursuant to the provisions of thePublic Authorities Law, the Authority hereby reviews andapproves the Guidelines and Procedures for the Disposal ofAuthority Personal Property, as set forth in Exhibit “2d-A”and attached hereto; and be it further

RESOLVED, That pursuant to the provisions of thePublic Authorities Law, the Authority hereby reviews andapproves the 2013 Annual Report for the Disposal of PersonalProperty, as set forth in Exhibit “2d-A-1” and attached hereto;and be it further


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e. Annual Review and Approval of Guidelines andProcedures for the Disposal of Real Property,Guidelines and Procedures for the Acquisition ofReal Property and Annual Reports for theDisposal and Acquisition of Real Property


“SUMMARY

The Trustees are requested to review and approve the following, which comply with the requirements ofthe Public Authorities Accountability Act of 2005 (‘PAAA’) as amended by the Public Authorities Reform Act,Chapter 506 of the Laws of 2009: (1) 2014 Guidelines and Procedures for the Disposal of Real Property (‘RealProperty Disposal Guidelines’) for transfers of land or interests in land; and (2) 2014 Guidelines and Procedures forthe Acquisition of Real Property (‘Real Property Acquisition Guidelines’). The Guidelines are set forth in Exhibits‘2e-A’ and ‘2e-B’, respectively, attached hereto. In addition, the Trustees are also requested to review and approvethe 2013 Annual Report of the Disposal of Real Property set forth in Exhibit ‘2e-C’, and the 2013 Annual Report ofthe Acquisition of Real Property set forth in Exhibit ‘2e-C-1’, attached hereto.

BACKGROUND

On January 13, 2006, the PAAA was enacted to codify model governance principles for New York State’spublic authorities to further accountability and transparency. The PAAA was subsequently amended by the PublicAuthorities Reform Act (Chapter 506 of the Laws of 2009) which Governor Paterson signed into law on December11, 2009. Among its provisions, the PAAA established rules for the disposal and acquisition of real property ownedby public authorities. In addition to requiring each authority to draft and annually review and approve guidelinesconsistent with the legislation, each authority must also prepare an annual report of all real property of suchauthority having an estimated fair market value in excess of fifteen thousand dollars that the authority acquires ordisposes of during such period. The report shall contain the price received or paid by the authority and the name ofthe purchaser or seller for all such property sold or bought by the authority during such period.

DISCUSSION

The 2014 Real Property Disposal Guidelines and the 2014 Real Property Acquisition Guidelines set forththe methodology detailing the Authority’s policy regarding the use, award, monitoring and reporting of contracts forthe disposal and acquisition of real property and designate a Contracting Officer responsible for the Authority’scompliance with, and enforcement of, such Guidelines. At their meeting of March 21, 2013, the Trustees reviewedand approved the Authority’s 2013 Real Property Disposal Guidelines and Real Property Acquisition Guidelines.The only significant change in the 2014 Guidelines is an amendment to the Disposal Guidelines to more accuratelyreflect New York Public Authorities Law §2896(2)(b), which requires that the Authority periodically inventory itsreal property to determine which property shall be disposed of. There are additional minor changes for form and toreflect organizational changes. The Acquisition Guidelines have been amended to reflect organizational changesonly.

The Real Property Disposal Report lists the real property disposal transactions conducted during thereporting period having an estimated fair market value in excess of $15,000, including a description of the property,the purchaser’s name and the price received by the Authority, as required by New York Public Authorities Law§2800. The Real Property Acquisition Report lists the real property acquisition transactions conducted during thereporting period having an estimated fair market value in excess of $15,000, including a description of the property,the seller’s name and the price received by the Authority, as required by New York Public Authorities Law §2800.During this reporting period there was one (1) acquisition of real property with an estimated fair market value inexcess of $15,000.00. In addition, there was one (1) acquisition, previously approved by the Trustees, for which theAuthority paid in excess of the fair market value. During this reporting period there were no disposals of realproperty with an estimated fair market value in excess of $15,000.00.

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These acquisitions and dispositions were among those reviewed and approved by the Authority’sGovernance Committee at their meeting of March 25, 2014. The Trustees are now requested to review and approvethe Authority’s 2013 Annual Report of the Disposal of Real Property and the Authority’s 2013 Annual Report of theAcquisition of Real Property.

The 2014 Real Property Disposal Guidelines and the 2014 Real Property Acquisition Guidelines, ifapproved, will be posted on the Authority’s internet website. On or before the 31st day of March, the Real PropertyDisposal Guidelines, the Real Property Acquisition Guidelines and the corresponding 2013 Annual Reports, asreviewed and approved by the Trustees, will be filed with the State Comptroller, the Director of the Budget, theCommissioner of General Services, the State Legislature and the Authorities Budget Office. The 2013 AnnualReports will also be posted on the Authority’s internet website.

FISCAL INFORMATION

There will be no financial impact on the Authority.

RECOMMENDATION

The Acting Vice President – Procurement and the Director of Site Purchasing, Materials Management andReal Estate recommend that the Trustees approve the amended Guidelines and Procedures for the Disposal of RealProperty, the amended Guidelines and Procedures for the Acquisition of Real Property, the 2013 Annual Report ofthe Disposal of Real Property and the 2013 Annual Report of the Acquisition of Real Property as set forth in theattached Exhibits.



RESOLVED, That pursuant to the provisions of thePublic Authorities Accountability Act of 2005, as amended by thePublic Authorities Reform Act, Chapter 506 of the Laws of 2009,the Authority hereby reviews and approves the 2014 Guidelinesand Procedures for the Disposal of Real Property and the 2014Guidelines and Procedures for the Acquisition of Real Property asset forth in Exhibits “2e-A” and “2e-B”, respectively, attachedhereto; and be it further

RESOLVED, That pursuant to the provisions of thePublic Authorities Accountability Act of 2005, as amended by thePublic Authorities Reform Act, Chapter 506 of the Laws of 2009,the Authority hereby reviews and approves the 2013 AnnualReport for the Disposal of Real Property and the 2013 AnnualReport of the Acquisition of Real Property as set forth in Exhibits“2e-C” and “2e-C-1”, respectively, attached hereto; and be itfurther

RESOLVED, That Authority staff may take any and allsteps necessary or convenient to implement such Guidelines; andbe it further

RESOLVED, That the Chairman, the Vice Chair, thePresident and Chief Executive Officer, the Chief Operating Officerand all other officers of the Authority are, and each of them herebyis, authorized on behalf of the Authority to do any and all things

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and take any and all actions and execute and deliver any and allagreements, certificates and other documents to effectuate theforegoing resolution, subject to the approval of the form thereof bythe Executive Vice President and General Counsel.

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f. Niagara Power Project – Robert Moses GeneratorStep-Up Transformer Replacement –Capital Expenditure Authorization Request


“SUMMARY

The Trustees are requested to approve capital expenditures in the amount of $5,500,000 for the replacementof the Robert Moses Generator Step-Up Transformer (‘GSU’) at the Niagara Power Project.

BACKGROUND

In accordance with the Authority’s Expenditure Authorization Procedures, capital expenditures in excess of$3 million require the Trustees’ approval.

After a bushing failed on Robert Moses GSU 3 in the fall of 2012, the spare GSU was placed in service.Several options for repair of the failed unit were evaluated. However, due to the cost, uncertainty of the success ofthe repair, and critical nature of the GSUs, a new replacement transformer will be procured and installed in 2015.

DISCUSSION

The scope-of-work for this project includes the design, fabrication, delivery, assembly, testing, andinstallation of one 115kV wye-reactance-grounded / 13.8kV delta GSU.

After issuance of a Request for Proposal (‘RFP’) and a competitive bidding process, an equipmentprocurement contract for the GSU was awarded to ABB, Inc. in the amount of $2,531,168 in March 2014. ABB hasextensive experience in design and fabrication of large power transformers, has demonstrated knowledge of thescope-of-work and is capable of completing the project. ABB has also performed successfully on other Authorityprojects and has demonstrated its ability to adhere to schedule and budget. Pending approval of these capitalexpenditures, the contract award has been limited to $200,000. Preliminary funding in the amount of $1,030,914was previously authorized for the procurement of long-lead equipment and for the detailed design of the GSUinstallation.

This fall staff anticipates issuing an RFP for the installation of the new GSU, which will occur during ascheduled outage in 2015. The anticipated scope-of-work for the installation contract will include the removal anddisposal of the failed GSU; demolition and replacement of the deluge fire suppression system; connections to thelow voltage Iso-Phase bus and overhead high voltage strain bus; and structural repairs to the GSU containment bays,as required.

The total Project cost is estimated at $5,500,000, as follows:

Future-year funding will be included in the Capital Budget request for that year.

Preliminary Engineering and Design $ 50,000

Detailed Engineering and Design $ 186,800

GSU Procurement $2,600,000

GSU Installation and Niagara Site Support $2,124,000

Authority Indirect and Direct Expenses $ 539,200

TOTAL $5,500,000

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FISCAL INFORMATION

Payment associated with this Project will be made from the Authority’s Capital Fund.

RECOMMENDATION

The Senior Vice President and Chief Engineer – Operations Support Services, the Acting Vice President –Project Management, the Acting Vice President – Procurement, the Regional Manager – Western New York, and theProject Manager recommend that the Trustees authorize capital expenditures in the amount of $5,500,000, for thereplacement of the Robert Moses Generator Step-Up Transformer at the Niagara Power Project.



RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, capitalexpenditures are hereby approved in the amount of $5,500,000,for the replacement of the Robert Moses Generator Step-UpTransformer at the Niagara Power Project, as recommendedin the foregoing report of the President and Chief ExecutiveOfficer; and be it further

RESOLVED, That the Chairman, the Vice Chair, thePresident and Chief Executive Officer, the Chief OperatingOfficer and all other officers of the Authority are, and each ofthem hereby is, authorized on behalf of the Authority to do anyand all things and take any and all actions and execute anddeliver any and all agreements, certificates and otherdocuments to effectuate the foregoing resolution, subject to theapproval of the form thereof by the Executive Vice Presidentand General Counsel.

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g. Procurement (Services) Contract –St. Lawrence/FDR Power Project – Massena Substation –Auto-Transformer Removal and Site Preparation –Contract Extension


“SUMMARY

The Trustees are requested to approve a one-year extension until December 31, 2014 to Purchase Order#4500226992 (the ‘Contract’) for Northline Utilities LLC of Ausable Forks, New York for the Auto-TransformerRemoval and Site Preparation for Installation of the new SMIT 765 kV Auto-Transformer at the MassenaSubstation.

BACKGROUND

Section 2879 of the Public Authorities Law and the Authority’s Guidelines for Procurement Contractsrequire the Trustees’ approval for procurement contracts involving services to be rendered for a period in excess ofone year.

Northline Utilities was awarded the Contract for the removal of the failed spare 765kV/ 230kV auto-transformer; the removal of damaged power and control cables, conduits and grounding; removal of the squelchingstone; inspection and repair of the containment; installation of a new liner; installation of new power and controlcables, conduits and grounding; and preparation of the site for the delivery of the new auto-transformer from SMIT.

DISCUSSION

At the time of the Contract award, the new transformer from SMIT was expected to be delivered on site inOctober, 2013. Northline Utilities’ work on this Contract was expected to be completed by December 2013.

As a result of fabrication and transportation issues, the transformer shipment was delayed considerably.Assembly and testing of the transformer by SMIT is expected to be completed by late April, 2014. Once SMIT’scommissioning is complete, Northline Utilities must return to perform the balance of the required work. TheNorthline Contract, originally anticipated to be less than 12 months in duration, reached the one-year mark inJanuary, 2014.

FISCAL INFORMATION

Payment associated with this project will be made from the Authority’s Capital Fund. Any additionalfunding to support this contract extension will be handled in accordance with the Authority’s ExpenditureAuthorization Procedures.

RECOMMENDATION

The Senior Vice President – Operations Support Services and Chief Engineer, the Acting Vice President –Project Management, the Vice President – Engineering, the Acting Vice President – Procurement, the ProjectManager, and the Regional Manager – Northern New York recommend that the Trustees approve the contractextension to Northline Utilities LLC.


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RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, approval ishereby granted to award a one-year contract extension toNorthline Utilities LLC of Ausable Forks, New York tocomplete the scope-of-work in support of the installation of thespare auto-transformer for use at the Massena Substation, asrecommended in the foregoing report of the President andChief Executive Officer.

Contractor Contract Approval

Northline Utilities One-Year Contract ExtensionAusable Forks, NY to December 31, 2014PO# 4500226992

Final Est. Cost: $554,041

AND BE IT FURTHER RESOLVED, That theChairman, the Vice Chair, the President and Chief ExecutiveOfficer, the Chief Operating Officer and all other officers ofthe Authority are, and each of them hereby is, authorized onbehalf of the Authority to do any and all things and take anyand all actions and execute and deliver any and all agreements,certificates and other documents to effectuate the foregoingresolution, subject to the approval of the form thereof by theExecutive Vice President and General Counsel.

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h. Procurement (Services) Contract –Niagara Power Project – On-Call Testingand Inspection Services – Contract Award


“SUMMARY

The Trustees are requested to approve the award of a five-year contract, to Quality Inspection Services, Inc.of Buffalo, NY (‘QISI’), for a not-to-exceed amount of $1.25 million, for the On-Call Testing and InspectionServices work at the Niagara Power Project.

BACKGROUND

Section 2879 of the Public Authorities Law and the Authority’s Guidelines forProcurement Contracts require the Trustees’ approval for procurement contracts involving services to be renderedfor a period in excess of one year.

An On-Call Testing and Inspection Services contract is required for the Authority to acquire necessaryindependent third-party inspections to ensure constant quality assurance for on-going construction projects. TheAuthority does not have the necessary equipment or laboratory testing facilities to meet the required codecompliance and quality standards in a manner that is in keeping with the pace of project schedules.

DISCUSSION

The Authority first placed an advertisement in the New York State Contract Reporter on September 12,2013 and proposals were received on October 3, 2013. After reviewing the proposals, the Evaluation Committee,which was comprised of Authority staff, determined that the original proposals had many inconsistencies anddisparities between unit prices and the Bid was cancelled.

The Authority rebid for the contract and placed an advertisement in the New York State Contract Reporteron December 10, 2013. Ninety-one (91) companies ‘downloaded’ the bid documents via the Authority’s website.

The following three bidders submitted proposals on January 7, 2014:

Bidder LocationSJB Services, Inc. Buffalo, NYQuality Inspection Services, Inc. Buffalo, NYCME Associates, Inc. Syracuse, NY

The bids were evaluated from a cost, technical, safety and similar work experience standpoint, by theEvaluation Committee. The evaluation focused on those pricing items considered most likely to be used based onupcoming work at the Niagara Power Project plus consideration of historic usage of these services.

QISI’s experience, resources and capabilities meet the Authority’s requirements as described in the biddocument. QISI provided the lowest unit pricing for the majority of the most frequently used services.Additionally, QISI has provided satisfactory work at the Niagara Power Project recently, including concrete testingand inspection of the Robert Moses Dam Face, Switchyard Structure Foundation repairs and the South AccessGuardhouse, as well as weld inspections for the South Access Roadway retaining wall.

FISCAL INFORMATION

Funds required to support contract services for O&M projects will be included as part of the approvedOperating Fund for those projects and will be disbursed from the Operating Fund.

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Funds required to support contract services for capital projects will be included as part of the approvedcapital expenditures for those projects and will be disbursed from the Capital Fund in accordance with the project’sCapital Expenditure Authorization Request.

RECOMMENDATION

The Senior Vice President and Chief Engineer – Operations Support Services, the Acting Vice President –Project Management, the Vice President – Engineering, the Acting Vice President – Procurement, the ProjectManager and the Regional Manager – Western New York recommend that the Trustees approve the award of a five-year contract to Quality Inspection Services, Inc. of Buffalo, NY (‘QISI’) for a not-to-exceed amount of $1.25million, for the On-Call Testing and Inspection Services work at the Niagara Power Project.



RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, approval ishereby granted to award a five-year contract to QualityInspection Services, Inc. of Buffalo, NY, for a not-to-exceedamount of $1.25 million, for the On-Call Testing andInspection Services contract at the Niagara Power Project, asrecommended in the foregoing report of the President andChief Executive Officer;


Quality Inspection Services, Inc. $1.25 millionBuffalo, NY(Q13-5559AT)


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i. Procurement (Services) Contract – Niagara Power Project –Lewiston Pump Generating Plant Life Extension andModernization Program – Installation of AuxiliaryEquipment Phase II – Contract Award


“SUMMARY

The Trustees are requested to approve the award of a seven-year contract to Ferguson Electric ConstructionCo. Inc. of Buffalo, NY (‘Ferguson’) in the amount of $19,046,700 for the installation of auxiliary equipment for theremaining ten unit upgrades as part of the Life Extension and Modernization (‘LEM’) Program at the Niagara PowerProject, Lewiston Pump Generating Plant (‘LPGP’).

BACKGROUND

Section 2879 of the Public Authorities Law and the Authority’s Guidelines forProcurement Contracts require the Trustees’ approval for procurement contracts involving services to be renderedfor a period in excess of one year. The Authority’s Expenditure Authorization Procedures require the Trustee’sapproval for non-personal services contracts with a value in excess of $3 million.

At their June 29, 2010 meeting, the Trustees approved the LPGP Life Extension Program at the estimatedcost of $460 million. At their November 12, 2012 meeting, the Trustees increased the authorized capitalexpenditures amount from $131 million to $252 million. This requested contract award is a part of the previouscapital expenditure authorization.

In accordance with the Authority’s Guidelines for Procurement Contracts, an interim contract not to exceed$90,000 was approved by the President and Chief Executive Officer in February 2014. This interim contract awardwill avoid Ferguson’s demobilization cost, under the existing contract, and mobilization cost, under this contract,which will save the Authority $30,000 and $96,000 respectively.

The principal reason for the life extension work at LPGP is the condition and age of the generatingequipment, including the original Generator Step-Up Transformers, Motor-Generators, Pump-Turbines, Exciters andUnit Controls, Potheads and High Pressure Fluid-Filled plants. Failure to maintain the LPGP would result insignificant loss of peaking and firm capacity from the Niagara Power Project, preventing the Project from being ableto meet power contracts with the Authority’s customers.

The Trustees approved the award of a contract on at their meeting on July 31, 2012 for the installation ofthe auxiliary equipment for the first two of the twelve unit upgrades. This contract award is for installation ofauxiliary equipment for the remaining ten units. The contacts were separated in order to incorporate ‘lessonslearned’ during the first two unit upgrades and to mitigate additional scope-of-work changes.

The scope-of-work under this contract includes the installation of the following equipment furnished byother vendors under separate contracts: static exciters, generator circuit breakers, cable and unit instrumentation.The scope-of-work also includes i) furnishing and installation of conduits and cable; ii) furnishing and replacing theAC and DC distribution systems equipment for the remaining ten units; iii) removal of existing associated cablesand conduits; and iv) assistance with testing and commissioning of the remaining ten units.

DISCUSSION

An advertisement to solicit bids (Q13-5539AT) was issued and appeared in the New York State ContractReporter on October 4, 2013. A single proposal was received on December 3, 2013 from Ferguson. In addition,Post-Bid Addendum No. 1 was issued to clarify the bidder’s proposal; Ferguson’s final prices, indicated below, werereceived on January 24, 2014. The NYPA Fair Cost Estimate for this project is $20,028,552 inclusive of optionsand bonds.

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Bidder Bid

Ferguson Electric Construction Co. Inc. $19,046,700

The proposal was reviewed by an Evaluation Committee (‘Committee’) with representatives fromProcurement, Engineering, Niagara Project and Project Management.

Several clarifications were sent to Ferguson to clarify their proposal and to provide an opportunity toexplain how they arrived at their work plan, guaranteed characteristics and pricing. Ferguson’s responses wereacceptable to the Committee.

In the recent past, Ferguson successfully completed several projects at the Niagara Power Project whichinclude upgrade of the first LPGP LEM unit (work on the second is well underway), replacement of the 115 kV oilcircuit breakers with SF6 type in the switchyard and the replacement of the four generator step-up transformers atLPGP.

Ferguson has broad experience in projects of this magnitude, has demonstrated knowledge of the scope-of-work and is capable of completing this project in a timely manner. The Committee recommends that a contract forthe work described above be awarded to Ferguson whose bid is technically and commercially acceptable.

FISCAL INFORMATION

Payment associated with this project will be made from the Authority’s Capital Fund and is included in the2014 approved Capital budget.

RECOMMENDATION

The Senior Vice President and Chief Engineer – Operations Support Services, the Acting Vice President –Project Management, the Vice President – Engineering, the Acting Vice President – Procurement, the ProjectManager and the Regional Manager – Western New York recommend that the Trustees approve the award of aseven-year contract to Ferguson Electric Construction Co. Inc. of Buffalo, NY, in the amount of $19,046,700, forthe installation of auxiliary equipment for the remaining ten unit upgrades as part of the Life Extension andModernization Program to renovate and modernize the Lewiston Pump Generating Plant.



RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, approval ishereby granted to award a seven-year contract to FergusonElectric Construction Co. Inc. of Buffalo, NY, in the amount of$19,046,700, for the Installation of Auxiliary Equipment forUnit Upgrade as part of the Life Extension and Modernizationprogram to renovate and modernize the Lewiston PumpGenerating Plant, as recommended in the foregoing report ofthe President and Chief Executive Officer;


Ferguson Electric $19,046,700Construction Co. Inc.Buffalo, NY(Q13-5339AT)

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j. Procurement (Services) Contract – EnvironmentalHealth and Safety Oversight Services for theSouth East New York Region –Contract Awards


“SUMMARY

The Trustees are requested to approve the award of contracts to TSI-Turtle Services (‘TSI’) of Linden, NJand TRC Engineers (‘TRC’), Inc., of New York, NY for Environmental Health and Safety (‘EHS’) OversightServices to cover all nine sites in the South East New York Region (‘SENY’), for a term of up to five years and anaggregate total of $3million.

BACKGROUND


The Authority’s Expenditure Authorization Procedures (‘EAPs’) require the Trustees’ approval for theaward of personal services contracts in excess of $1million if low bidder, or $500,000 if sole-source, single-sourceor non-low bidder.

In order to supplement existing resources and ensure the proper implementation of planned, emergent andon-going projects, EHS oversight services are required to provide support for non-recurring O&M and Capitalproject activities. EHS services will include providing project oversight for enforcement, compliance with theAuthority’s EHS guidelines and Occupational Safety and Health Administration (‘OSHA’) standards. TheAuthority awarded a one-year contract in 2012 for EHS Oversight services which expired in June 2013. As such, anew contract is required to supplement this need and to ensure that the SENY sites have adequate coverage. Pastexperience has shown that an award to multiple firms allows for a broader selection and availability of skilledpersonnel to support multiple projects and it is also effective to award them as multi-year contracts.

EVALUATION

In response to the Authority’s Request for Proposals (Q13-5552MC) advertised in the New York StateContract Reporter on November 20, 2013, ten proposals were received on December 11, 2013.

A complete bid review and analysis was conducted by the Authority’s Project Management, EnvironmentalHealth and Safety, and Procurement staff. Six evaluation categories were established and scored: compensationhourly rate, qualifications, experience, proposal execution and Authority experience. Based on the evaluationcriteria, TSI and TRC were the top two evaluated firms. Additionally, both firms are within reasonablelocation/proximity to support all SENY sites.

TSI and TRC have relevant and good experience in the power and utility industry; successful track recordsimplementing projects of various dollar value, duration and complexity; experience working with all levels ofgovernment; and a successful track record with the Authority. TSI and TRC have been in business for 23 and 43years, respectively. Both firms are in good financial standing as confirmed by the Authority’s ProcurementDepartment and reported by the verified references.

Based on the review of the proposals, evaluation criteria and reference checks, staff recommends that thecontract for EHS services be awarded to TSI and TRC. Services under these contracts will be provided on an as-needed basis and/or availability, using the hourly rates for a term of up to five years.

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RECOMMENDATION

The Senior Vice President and Chief Engineer – Operations Support Services, the Vice President –Engineering, the Acting Vice President – Project Management, the Acting Vice President – Procurement and theRegional Manager – SENY recommend that the Trustees approve the award of five-year contracts to TSI-TurtleServices of Linden, NJ and TRC Engineers, Inc., of New York, NY for an aggregate total of $3million to provideEnvironmental Health and Safety Oversight Services for the Authority’s Southeast New York Region.



RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, approval ishereby granted to award contracts to TSI-Turtle Services ofLinden, New Jersey and TRC Engineers, Inc. of New York,New York, for a term of up to five years and the aggregatetotal amount of $3million for Environmental Health and SafetyOversight Services for the Authority’s Southeast New YorkRegion as recommended in the foregoing report of thePresident and Chief Executive Officer and set forth below:


TSI-Turtle Services $3,000,000Linden, New Jersey (aggregate total)(Q13-5552MC)

TRC Engineers, Inc.New York, New York(Q13-5552MC)


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k. Procurement (Services) Contract) –St. Lawrence-FDR Power Project –Independent FERC Consultant’s Part 12DSafety Inspection and Follow-up Service –Contract Award


“SUMMARY

The Trustees are requested to approve the award of a contract to Parsons Brinkerhoff, Inc., New York, NY,for inspection and consulting services in support of an independent consultant’s inspection, report and follow-upservice for the St. Lawrence-FDR Power Project (‘STL Project’), as mandated by the Federal Energy RegulatoryCommission (‘FERC’). The intended term of the contract is five years for the total projected amount of $300,000.

BACKGROUND


DISCUSSION

FERC regulations require the Authority to hire an independent consultant to perform an independent damsafety inspection and review at licensed projects every five years. FERC issued a letter on October 29, 2013indicating that the report for the STL Project was due by January 2, 2015. In response to the Authority’s Request forProposals (‘RFP’) advertised in the New York State Contract Reporter on January 16, 2014, sixty-five (65) firmsdownloaded the bid documents from the Authority’s procurement website.

Bidders were required to submit a detailed proposal in accordance with the RFP and scope-of-work (Q14-5578JF). Eight bids were received and opened on February 11, 2014. All eight bids were evaluated by a team ofstaff members from the Operations and Procurement Departments.

The bid evaluation looked at the lump-sum contract price for the dam safety inspection and report for theSTL Project for the task of the first year (2014) in addition to the cost for the work in the next four years (2015 thru2018). Staff calculated total projected costs based on estimated man-hours needed for projected tasks based uponprior experience to address continuing engineering services, to respond to FERC questions in years 2-5 of thecontract and corresponding hourly rates provided by each firm in their proposal.

Based on the foregoing, Parsons Brinkerhoff was the lowest-priced evaluated bidder and its proposalindicates a complete understanding of FERC’s requirements. Staff recommends awarding a contract to ParsonsBrinkerhoff as its proposal is complete, competitive and responsive to the scope-of-work. Parsons Brinkerhoff hasallocated proper resources to complete this work thoroughly and on-time. FERC’s new inspection report guidelinesrequire the degree of staffing allocated by Parsons Brinkerhoff and the company has the requisite knowledge andexpertise to perform the work.

The award is for $58,000 for the first year of the contract including $300 for any additional unforeseenwork. FERC requires the independent consultant to be available to answer follow-up questions for a period of fiveyears. Therefore, based upon prior experience to address continuing engineering services to respond to FERCquestions in years 2-5, the value of the contract is estimated to include $60,500 in years 2-5 of the contract. Totalvalue of the contract is $300,000.

FERC must approve the résumé of the specific independent consultants employed by Parsons Brinkerhoffto proceed with this work. Historically, FERC has required the Authority to utilize the FERC-approved independentconsultants to conduct follow-up work; therefore the intended term of the contract is five years. Pursuant to FERC’sletter dated October 29, 2013, the Authority is required to submit a letter for the approval of the proposed Niagara

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Power Project independent consultant to FERC no later than July 2, 2014, six months prior to the due date for thePart 12D Safety Inspection Report.

FISCAL INFORMATION

Funds required to support the contract are included in the 2014 Approved Operations Budget. Funds forsubsequent years, where applicable, will be included in the budget submittals for those years. Payment will be madefrom the Operating Fund.

RECOMMENDATION

The Senior Vice President – Operations Support Services and Chief Engineer, the Vice President –Engineering, the Acting Vice President – Procurement and the Regional Manager – Northern New York recommendthat the Trustees approve the award of a five-year contract to Parsons Brinkerhoff, Inc. for inspection and consultingservices as discussed above.



RESOLVED, That pursuant to the Guidelines forProcurement Contracts adopted by the Authority, the awardand funding of a five-year contract to Parsons Brinkerhoff,Inc., in the amount of $300,000, is hereby approved, asrecommended in the foregoing report of the President andChief Executive Officer;


Parsons Brinkerhoff, Inc. $300,000New York, NY


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l. Procurement (Services) Contract –Information Technology Operations Network –Time Warner Cable Inc. – Contract Award


“SUMMARY

The Trustees are requested to authorize award of a contract to Time Warner Cable Inc. in the amount of$3,780,000 for a term of five years in order to implement a new Operations Network. These expenditures have beenpreviously approved by the Trustees in the 2013 Operations Network and Fiber Network Capital ExpenditureAuthorization Request (‘CEAR’).

BACKGROUND


The Authority’s Expenditure Authorization Procedures (‘EAPs’) require the Trustees’ approval for theaward of non-personal services, construction, equipment purchase or non-procurement contracts in excess of $3million, as well as personal services contracts in excess of $1 million if low bidder, or $500,000 if sole-source,single-source or non-low bidder.

Time Warner Cable is under the New York State Office of General Services (‘OGS’) State Contract fortelecommunications services and currently provides the Operational and Business Network backbonecommunications service between NYPA’s major locations. This contract with Time Warner would provide newcommunications infrastructure to connect the Authority’s sixty (60) operational locations to the existing TimeWarner Operational Network. These new locations include NYPA offsite operational facilities, the New YorkIndependent System Operator (‘NYISO’) and other utilities.

Services include, but are not limited to, providing high-speed network connectivity over a secured switchnetwork based on fiber optics to support all operational communications including SCADA, Telemetry, ProtectiveRelay, Security and Control Room communications. The system will have the ability to prioritize traffic by qualityand class of service.

This five-year contract will include capital expenses in the amount of $2.4 million and O&M expenses inthe amount of $1.38 million.

DISCUSSION

Time Warner Cable Inc. will build and maintain this Operations Network in parallel with the NYPABusiness Network. This new environment will have security and monitoring built in from the ground up in order tomeet and exceed current North American Electric Reliability Corporation (‘NERC’) Critical InfrastructureProtection (‘CIP’) compliance and audit requirements.

The establishment of this new infrastructure will provide the following:

Aggregate all circuits under one contract with a single carrier Segregation of the Operations Network from the Corporate Business Network Provide a new environment to monitor all Operations Circuits for Cyber Security Provide a Centralized Management of the Status and Health of all circuits Reduce Costs of Operation

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This contract is a multi-year effort with implementation beginning in 2014 and all locations scheduled to beoperational by year end 2015. Services will be billed as locations are activated with the contract termination inDecember 2019.

FISCAL INFORMATION

Implementation costs associated with this project will be made from the Capital Fund, while monthlyrecurring services will be charged to O&M.

RECOMMENDATION

The Senior Vice President – Enterprise Shared Services, the Chief Information Officer – InformationalTechnology and the Acting Vice President – Procurement recommend that the Trustees approve the award of a five-year contract to Time Warner Cable Inc. in the amount of $3,780,000.


The following resolution, as submitted by the President and Chief Executive Officer, was adopted.

RESOLVED, That in accordance with the Authority’sExpenditure Authorization Procedures, capital expendituresare hereby approved as recommended in the foregoing reportof the President and Chief Executive Officer, in the amountand for the purpose listed below:

ExpenditureCapital Authorization

Time Warner Cable Inc. $3,780,000Request for Contract Approval


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m. Procurement (Services) Contracts –Business Units and Facilities –Awards, Extensions and/or Additional Funding


“SUMMARY

The Trustees are requested to approve the award and funding of the multiyear procurement (services)contracts listed in Exhibit ‘2m-A,’ as well as the continuation and/or funding of the procurement (services) contractslisted in Exhibit ‘2m-B,’ in support of projects and programs for the Authority’s Business Units/Departments andFacilities. Detailed explanations of the recommended awards and extensions, including the nature of such services,the bases for the new awards if other than to the lowest-priced bidders and the intended duration of such contracts,or the reasons for extension and the projected expiration dates, are set forth in the discussion below.

BACKGROUND


The Authority’s Expenditure Authorization Procedures (‘EAPs’) require the Trustees’ approval for theaward of non-personal services, construction, equipment purchase or non-procurement contracts in excess of $3million, as well as personal services contracts in excess of $1 million if low bidder, or $500,000 if sole-source,single-source or non-low bidder.

The Authority’s EAPs also require the Trustees’ approval when the cumulative change- order value of apersonal services contract exceeds $500,000, or when the cumulative change-order value of a non-personal services,construction, equipment purchase or non-procurement contract exceeds the greater of $1 million or 25% of theoriginally approved contract amount not to exceed $3 million.

DISCUSSION

Awards

The terms of these contracts will be more than one year; therefore, the Trustees’ approval is required.Except as noted, all of these contracts contain provisions allowing the Authority to terminate the services for theAuthority’s convenience, without liability other than paying for acceptable services rendered to the effective date oftermination. Approval is also requested for funding all contracts, which range in estimated value from $60,000 to$3.15 million. Except as noted, these contract awards do not obligate the Authority to a specific level of personnelresources or expenditures.

The issuance of multiyear contracts is recommended from both cost and efficiency standpoints. In manycases, reduced prices can be negotiated for these long-term contracts. Since these services are typically required ona continuous basis, it is more efficient to award long-term contracts than to rebid these services annually.

Extensions

Although the firms identified in Exhibit ‘2m-B’ have provided effective services, the issues or projectsrequiring these services have not been resolved or completed and the need exists for continuing these contracts. TheTrustees’ approval is required because the terms of these contracts will exceed one year including the extension, theterm of extension of these contracts will exceed one year and/or because the cumulative change-order limits willexceed the levels authorized by the EAPs in forthcoming change orders. The subject contracts contain provisionsallowing the Authority to terminate the services at the Authority’s convenience, without liability other than paying

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for acceptable services rendered to the effective date of termination. These contract extensions do not obligate theAuthority to a specific level of personnel resources or expenditures.

Extension of the contracts identified in Exhibit ‘2m-B’ is requested for one or more of the followingreasons: (1) additional time is required to complete the current contractual work scope or additional services relatedto the original work scope; (2) to accommodate an Authority or external regulatory agency schedule change that hasdelayed, reprioritized or otherwise suspended required services; (3) the original consultant is uniquely qualified toperform services and/or continue its presence and rebidding would not be practical or (4) the contractor provides aproprietary technology or specialized equipment, at reasonable negotiated rates, that the Authority needs to continueuntil a permanent system is put in place.

The following is a detailed summary of each recommended contract award and extension.

Contract Awards in Support of Business Units/Departments and Facilities:

Economic Development & Energy Efficiency

Energy Efficiency

The contract with Mid-Island Electrical Supply (‘Mid-Island’) (Q14-5567; PO# TBA) would providefor the furnishing and delivery of light emitting diode (‘LED’) bank lighting equipment for the New York CityTransit subway tunnel project. Bid documents were developed by staff and were downloaded electronically fromthe Authority’s Procurement website by 50 firms, including those that may have responded to a notice in the NewYork State Contract Reporter. Four proposals were received and evaluated, as further set forth in the AwardRecommendation documents. Staff recommends the award of a contract to Mid-Island, the lowest-priced evaluatedbidder, which is qualified to provide such equipment and meets the bid requirements. The contract would becomeeffective on or about April 1, 2014, for an intended term of up to three years, subject to the Trustees’ approval,which is hereby requested. (The initial award will be issued for a one-year term, with an option to extend for up totwo additional years.) Approval is also requested for the total amount expected to be expended for the term of thecontract, $3,147,414.

Enterprise Shared Services

Human Resources – Employee Benefits

The Authority offers relocation benefits to eligible newly-hired and transferring employees, pursuant toEmployee Policy 3.8. One component of the relocation policy relates to the movement of household goods. Thecontracts with A-1 First Class – Viking Moving & Storage, Inc. (‘A-1’) and Greater Syracuse Moving &Storage (‘Greater Syracuse’) (Q14-5572) would provide for such corporate relocation moving services to theAuthority on an ‘as needed’ basis. Services include coordinating and managing the move of all household goods forAuthority employees who have been transferred to a new work assignment / location on a non-temporary basis ornew employees who must relocate to work at an Authority location. Approximately 20 moves are anticipated (butnot guaranteed) per year, of which one-third are expected to originate outside New York State. Since the existingcontracts for such services are expiring and the need is ongoing, bid documents were developed by staff and weredownloaded electronically from the Authority’s Procurement website by 40 firms, including those that may haveresponded to a notice in the New York State Contract Reporter. Three proposals were received and evaluated, asfurther set forth in the Award Recommendation documents. Based on a pricing comparison drawn from feeworksheets, which indicate the estimated moving costs submitted by each bidder for two sample moves (oneinterstate and one intrastate), as well as discounts and reductions on tariff rates, and services offered, staffrecommends the award of contracts to A-1 and Greater Syracuse, the two lowest-priced bidders. Both firms offercomparable and competitive rates, are qualified to perform such work and meet the bid requirements; both aremanaged locally and are also agents of larger, national van lines, and both agreed to waive the peak-seasontransportation rates and use non-peak season transportation rates throughout the calendar year. It should be notedthat A-1 has provided excellent service to the Authority under an existing contract for such work. The award of

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contracts to two firms would afford the Authority additional flexibility in cases where a van line is unavailable in aspecific geographic area or during its busy season, or in the event of a billing dispute with or poor service by onecompany. This arrangement would benefit the Authority by better accommodating the Authority’s needs andscheduling requirements (e.g., on short notice) and by taking advantage of the best pricing for intrastate andinterstate moves. The contracts would become effective on or about July 1, 2014, for an intended term of up to fiveyears, subject to the Trustees’ approval, which is hereby requested. Approval is also requested for the aggregatetotal amount expected to be expended for the term of the contracts, $350,000.

Law

The contract with Manatt, Phelps & Phillips, LLP (‘Manatt’) (PO# TBA) would provide for thecontinuation of legal services related to the ongoing St. Regis Mohawk Ind

nypa.gov...minutes of the annual meeting of the power authority of the state of new york march 25,...

Documents