project number: r.064546.001 request for proposal

PROJECT NUMBER: R.064546.001 REQUEST FOR PROPOSAL ALDERGROVE PORT OF ENTRY, BC

TABLE OF CONTENTS 2

1.0 TABLE OF CONTENTS

TABLE OF CONTENTS

1.0 TABLE OF CONTENTS ................................................................................................................... 2

2.0 SPECIAL INSTRUCTIONS TO PROPONENTS .............................................................................. 4 2.1. SI 1 CODE OF CONDUCT AND CERTIFICATIONS - RELATED DOCUMENTATION ......... 4 2.2. SI 2 CONFLICT OF INTEREST – UNFAIR ADVANTAGE .................................................... 4 2.3. SI 3 SECURITY REQUIREMENT ......................................................................................... 4

3.0 PROJECT BRIEF – ALDERGROVE PORT OF ENTRY .................................................................. 5 3.1. PD1 PROJECT DESCRIPTION – ALDERGROVE PORT OF ENTRY .................................. 5

4.0 CODE OF CONDUCT AND CERTIFICATIONS – PROPOSAL ....................................................... 6

5.0 GENERAL INSTRUCTIONS TO PROPONENTS ............................................................................ 9 5.1. GI 1 INTRODUCTION .......................................................................................................... 9 5.2. GI 2 GLOSSARY OF TERMS ............................................................................................... 9 5.3. GI 3 RESPONSIVE PROPOSALS ...................................................................................... 10 5.4. GI 4 OVERVIEW OF SELECTION PROCEDURE .............................................................. 11 5.5. GI 5 ENQUIRIES DURING THE SOLICITATION PERIOD ................................................. 12 5.6. GI 6 LIMITATION OF SUBMISSIONS ................................................................................ 13 5.7. GI 7 COMPOSITION OF DESIGN-BUILDER’S TEAM ........................................................ 13 5.8. GI 8 PROPOSAL PRICE .................................................................................................... 14 5.9. GI 9 REVISION OF PROPOSAL ........................................................................................ 14 5.10. GI 10 COMPLETION OF SUBMISSION ............................................................................. 14 5.11. GI 11 SUBMISSION OF PROPOSAL ................................................................................. 14 5.12. GI 12 LATE SUBMISSIONS ............................................................................................... 15 5.13. GI 13 LICENSING REQUIREMENTS ................................................................................. 15 5.14. GI 14 COMPLIANCE WITH APPLICABLE LAWS ............................................................... 16 5.15. GI 15 IDENTITY OR LEGAL CAPACITY OF THE PROPONENT ....................................... 16 5.16. GI 16 INSURANCE REQUIREMENTS ............................................................................... 16 5.17. GI 17 INDUSTRIAL AND FACILITY SECURITY REQUIREMENTS ................................... 17 5.18. GI 18 GOODS AND SERVICES TAX/HARMONIZED SALES TAX .................................... 17 5.19. GI 19 CAPITAL DEVELOPMENT AND RE-DEVELOPMENT CHARGES ........................... 17 5.20. GI 20 ELIGIBILITY REQUIREMENTS AND ACCEPTANCE OF PROPOSALS .................. 17 5.21. GI 21 FINANCIAL STATEMENTS ...................................................................................... 18 5.22. GI 22 LANGUAGE OF THE PROPOSAL AND CONTRACT DOCUMENTS ....................... 19 5.23. GI 23 PROPOSAL (BID) SECURITY REQUIREMENTS ..................................................... 19 5.24. GI 24 CONTRACT SECURITY REQUIREMENTS .............................................................. 21 5.25. GI 25 DEBRIEFING ............................................................................................................ 21 5.26. GI 26 PROPOSALS WITH THE SAME TOTAL SCORE ..................................................... 22 5.27. GI 27 PERFORMANCE EVALUATION ............................................................................... 22


TABLE OF CONTENTS 3

5.28. GI 28 PROCUREMENT BUSINESS NUMBER ................................................................... 22

6.0 SUPPLEMENTARY INSTRUCTIONS TO PROPONENTS ............................................................ 22 6.1. SI 1 PROPOSAL DOCUMENTS ......................................................................................... 22 6.2. SI 2 QUESTIONS OR REQUESTS FOR CLARIFICATION ................................................ 23 6.3. SI 3 CANADA'S TRADE AGREEMENTS ............................................................................ 23 6.4. SI 4 VALIDITY PERIOD OF THE PHASE TWO PROPOSAL ............................................. 23 6.5. SI 5 ACCEPTANCE AND ENTRY INTO CONTRACT ........................................................ 23

7.0 SUBMISSION REQUIREMENTS AND EVALUATION .................................................................. 24 7.1. SRE 1 GENERAL INFORMATION ..................................................................................... 24 7.2. SRE 2 PROPOSAL REQUIREMENTS ............................................................................... 24 7.3. SRE 3 PHASE ONE – SUBMISSION REQUIREMENTS AND EVALUATION .................... 25 7.4. SRE 4 PHASE TWO SUBMISSION REQUIREMENTS AND EVALUATION ....................... 30 7.5. SRE 5 PRICE PROPOSAL ................................................................................................. 42 7.6. GENERIC EVALUATION TABLE ........................................................................................ 43 7.7. SRE 6 SUBMISSION REQUIREMENTS – CHECKLIST ..................................................... 44

8.0 TERMS AND CONDITIONS ........................................................................................................... 45 8.1. TERMS OF AGREEMENT .................................................................................................. 45 8.2. SUPPLEMENTARY CONDITIONS ..................................................................................... 46

9.0 GENERAL CONDITIONS .............................................................................................................. 51 9.1. GC1 GENERAL PROVISIONS ........................................................................................... 51 9.2. GC2 ADMINISTRATION OF THE CONTRACT .................................................................. 62 9.3. GC3 EXECUTION AND CONTROL OF THE WORK .......................................................... 67 9.4. GC4 PROTECTIVE MEASURES ........................................................................................ 75 9.5. GC5 TERMS OF PAYMENT ............................................................................................... 77 9.6. GC6 DELAYS AND CHANGES IN THE WORK .................................................................. 85 9.7. GC7 DEFAULT, SUSPENSION OR TERMINATION OF CONTRACT ................................ 90 9.8. GC8 DISPUTE RESOLUTION ............................................................................................ 93 9.9. GC9 CONTRACT SECURITY............................................................................................. 93 9.10. GC10 INSURANCE CONDITIONS FOR DESIGN-BUILD PROJECTS ............................... 95

10.0 PROPOSAL FORMS ................................................................................................................... 100 10.1. PHASE 1: PROPONENT’S TEAM IDENTIFICATION FORMAT ....................................... 100 10.2. PHASE 2: REQUEST FOR PROPOSAL DECLARATION FORM ..................................... 101 10.3. PHASE 2: PRICE PROPOSAL FORM .............................................................................. 103 10.4. SAMPLE ARTICLES OF AGREEMENT ........................................................................... 108 10.5. NON-DISCLOSURE AGREEMENT .................................................................................. 113 10.6. COMPLETE LIST OF DIRECTORS OF THE PROPONENT ............................................ 114


SPECIAL INSTRUCTIONS TO PROPONENTS 4

2.0 SPECIAL INSTRUCTIONS TO PROPONENTS

2.1. SI 1 CODE OF CONDUCT AND CERTIFICATIONS - RELATED DOCUMENTATION

2.1.1. Refer to section entitled Code of Conduct and Certifications - Proposal under the General Instructions to Proponents.

2.1.2. By submitting a proposal, the Proponent certifies, for himself and his affiliates, to be in compliance with the Code of Conduct and Certifications clause of the General Instructions to Proponents. The related documentation therein required will help Canada in confirming that the certifications are true.

2.2. SI 2 CONFLICT OF INTEREST – UNFAIR ADVANTAGE

2.2.1. In order to protect the integrity of the procurement process, Proponents are advised that Canada may reject a proposal in the following circumstances:

(a) if the Proponent, any of its subcontractors, any of their respective employees or former employees was involved in any manner in the preparation of the RFP solicitation or in any situation of conflict of interest or appearance of conflict of interest;

(b) if the Proponent, any of its subcontractors, any of their respective employees or former employees had access to information related to the RFP solicitation that was not available to other Proponents and that would, in Canada's opinion, give or appear to give the Proponent an unfair advantage.

2.2.2. The experience acquired by a Proponent who is providing or has provided the goods and services described in the RFP solicitation (or similar goods or services) will not, in itself, be considered by Canada as conferring an unfair advantage or creating a conflict of interest. This Proponent remains however subject to the criteria established above.

2.2.3. Where Canada intends to reject a bid under this section, the Contracting Authority will inform the Proponent and provide the Proponent an opportunity to make representations before making a final decision. Proponents who are in doubt about a particular situation should contact the Contracting Authority before RFP closing. By submitting a proposal, the Proponent represents that it does not consider itself to be in conflict of interest nor to have an unfair advantage. The Proponent acknowledges that it is within Canada's sole discretion to determine whether a conflict of interest, unfair advantage or an appearance of conflict of interest or unfair advantage exists.

2.3. SI 3 SECURITY REQUIREMENT

2.3.1. The Contractor and all applicable sub-trades must, at all times during the performance of the Contract, hold a valid Security Clearance at Reliability Status with approved Document Safeguarding at the level of PROTECTED B, issued by the Canada Border Services Agency (CBSA). Refer to Part 2 of the RFP.

(a) The sub-trades that will require Document Safeguarding at the level of PROTECTED B pertain to the follow areas: (1) Access controls


PROJECT BRIEF – ALDERGROVE PORT OF ENTRY 5

(2) Video surveillance (systems); and (3) Lock hardware

(b) Refer to TB form 330-23 to obtain Reliability Status http://www.tbs-sct.gc.ca/tbsf-fsct/330-23-eng.pdf

3.0 PROJECT BRIEF – ALDERGROVE PORT OF ENTRY

3.1. PD1 PROJECT DESCRIPTION – ALDERGROVE PORT OF ENTRY

3.1.1. The Canada Border Services Agency (CBSA), who is mandated for ensuring that Canada's shared border with the United States of America (USA) remains secure and efficient, is required to expand and modernize the port of entry at Aldergrove, British Columbia. The current facilities, constructed in 1970s, are beyond economic repair and are no longer functionally suitable to adequately support CBSA program delivery.

3.1.2. The scope of work involves the design and construction of a new Port of Entry CBSA inspection plaza. The installations will include a Main Port Building to process and examine persons seeking entry into Canada, a Commercial Building to process and examine commercial shipments prior to entering Canada as well as primary and secondary inspection installations. The construction of the project shall be planned in phases to avoid the disruption of existing border crossing operations.

3.1.3. The site is presently located on south end of Highway 13 (264 St. Division), approximately 10 kilometres south of Trans Canada Highway 1 from Exit 73, British Columbia and is opposite the Kenneth G Ward US in the town of Lynden in the state of Washington border crossing.

3.1.4. The design and construction of the new facility is the project objective and the reason for the Request for Proposal. As this is a major entrance to Canada, there is the requirement for an aesthetic and welcoming environment, where building design, site layout, and suitable, ecologically-based landscape treatment will be integrated in developing a sustainable and memorable welcome experience.

3.1.5. The new facility will include the following elements:

(a) A two storey, 1,220 m2 building area, Main Port office with a mechanical room on the second floor, suitable for the processing of travellers in automobiles and recreational vehicles.

(b) A two story, 750 m2 building area, Commercial Building with a mechanical room on the second floor and a loading/unloading dock intended for the processing of commercial truck traffic complete with two (2) (PIL) inspection booths.

(c) A primary inspection canopy complete with four (4) (PIL) inspection booths, one (1) (PIL) NEXUS inspection booths and rough in for three (3) (PIL) inspection booths for future expansions.

(d) A secondary inspection canopy sized for six (6) inspection bays. (e) A tertiary garage, intended for more intensive inspection of vehicles, will be

approximately 20 m2.

http://www.tbs-sct.gc.ca/tbsf-fsct/330-23-eng.pdf


CODE OF CONDUCT AND CERTIFICATIONS – PROPOSAL 6

(f) A single storey service building, approximately 75 m2 housing the emergency generator, and storage for freezers and hazardous materials.

(g) Seized vehicle compound surrounded by chain link fencing with barbed wire. (h) Separate parking lots for outbound visitors, inbound visitors, commercial trucks,

staff and port vehicles. (i) Roads, access lanes and manoeuvring space including "Return to Canada" and

"Return to USA" lanes. (j) A system for the collection, and treatment as required, for surface drainage water

from the road, parking and manoeuvring areas. (k) Provide new water wells to support demand generated by new facilities including

firefighting and irrigation. (l) Provide new on-site septic systems. (m) Connection to power and communication services at the edge of the CBSA

property. (n) Provide sustainable landscape treatment as per Aldergrove Port of Entry RFP

Part 2 of 2 Section 6.0 Landscape Architecture Performance Specifications And in the areas identified on Reference Drawing A100 Site Plan under “Landscaped Area”

(o) Main Port and associated service buildings and civil works shall be completed first. Substantial Completion will be phased to coincide with scheduled move in and switch over of the Main Port. Main Port shall be substantially complete in maximum 90 weeks after Contract Award. Other parts of the project shall be substantially complete maximum 100 weeks after Contract Award. Final Completion shall be 106 weeks after Contract Award.

4.0 CODE OF CONDUCT AND CERTIFICATIONS – PROPOSAL

4.1.1. Proponents must comply with the Code of Conduct for Procurement (http://www.tpsgc-pwgsc.gc.ca/app-acq/cndt-cndct/contexte-context-eng.html). In addition to the Code of Conduct for Procurement, proponents must

(a) respond to Requests for Proposal (RFP) in an honest, fair and comprehensive manner,

(b) accurately reflect their capacity to satisfy the requirements stipulated in the RFPs and resulting contracts,

(c) submit proposals and enter into contracts only if they will fulfill all obligations of the Contract.

4.1.2. Proponents further understand that, to ensure fairness, openness and transparency in the procurement process, the commission of certain acts or offences will render them ineligible to be awarded a contract. Canada will declare non-responsive any proposal in respect of which the information herein requested is missing or inaccurate, or in respect of which the information contained in the certifications specified hereinafter is found to be untrue, in any respect, by Canada. If it is determined, after issuance of a contract, that the Proponent made a false declaration, Canada will have the right to set aside the contract and to terminate for default any resulting contracts. The Proponent will be required to diligently maintain up-to-date the information herein requested. The

http://www.tpsgc-pwgsc.gc.ca/app-acq/cndt-cndct/contexte-context-eng.html






Proponent and any of the Proponent's affiliates, will also be required to remain free and clear of any acts or convictions specified herein during the period of the contract.

For the purpose of this section, everyone, including but not limited to organizations, bodies corporate, societies, companies, firms, partnerships, associations of persons, parent companies and subsidiaries, whether partly or wholly-owned, as well as individuals and directors, are Proponent's affiliates if:

(a) directly or indirectly either one controls or has the power to control the other, or (b) a third party has the power to control both.

4.1.3. Indicia of control, include, but are not limited to, interlocking management or ownership, identity of interests among family members, shared facilities and equipment, common use of employees, or a business entity created following the acts or convictions specified in this section which has the same or similar management, ownership, or principal employees, as the case may be.

4.1.4. Proponents who are incorporated, including those submitting proposals as a joint venture, must provide with their proposal or promptly thereafter a complete list of names of all individuals who are currently directors of the Proponent. Proponents submitting proposals as sole proprietorship, including those submitting proposals as a joint venture, must provide with their proposal or promptly thereafter the name of the owner. Proponents submitting proposals as societies, firms, or partnerships do not need to provide lists of names. If the required names have not been received by the time the evaluation of proposals is completed, Canada will inform the Proponent of a time frame within which to provide the information. Failure to comply will render the proposal non-responsive. Providing the required names is a mandatory requirement for the contract.

4.1.5. Canada may, at any time, request that an Proponent provide properly completed and Signed Consent Forms (Consent to a Criminal Record Verification form - PWGSC-TPSGC 229) for any or all individuals aforementioned within the time specified. Failure to provide such Consent Forms within the time period provided will result in the proposal being declared non-responsive.

4.1.6. The Proponent must diligently maintain an up-to-date list of names by informing Canada in writing of any change occurring during the validity period of the proposal as well as during the contract. The Proponent must also, when so requested, provide Canada with the corresponding Consent Forms.

4.1.7. By submitting a proposal, the Proponent certifies that it is aware, and that its affiliates are aware, that Canada may request additional information, certifications, consent forms and other evidentiary elements proving identity or eligibility. Canada may also verify the information provided by the Proponent, including the information relating to the acts or convictions specified herein, through independent research, use of any government resources or by contacting third parties.

4.1.8. By submitting a proposal, the Proponent certifies that neither the Proponent nor any of the Proponent's affiliates have directly or indirectly, paid or agreed to pay, and will not, directly or indirectly, pay a contingency fee to any individual for the solicitation,

http://www.tpsgc-pwgsc.gc.ca/app-acq/forms/229-eng.html

http://www.tpsgc-pwgsc.gc.ca/app-acq/forms/229-eng.html



negotiation or obtaining of the contract if the payment of the fee would require the individual to file a return under section 5 of the Lobbying Act.

4.1.9. By submitting a proposal, the Proponent certifies that no one convicted under any of the provisions under a) or b) are to receive any benefit under the contract. In addition, the Proponent certifies that except for those offences where a criminal pardon or a record suspension has been obtained or capacities restored by the Governor in Council, neither the Proponent nor any of the Proponent's affiliates has ever been convicted of an offence under any of the following provisions:

(a) paragraph 80(1)(d) (False entry, certificate or return), subsection 80(2) (Fraud against Her Majesty) or section 154.01 (Fraud against Her Majesty) of the Financial Administration Act, or

(b) section 121 (Frauds on the government and Contractor subscribing to election fund), section 124 (Selling or Purchasing Office), section 380 (Fraud) for fraud committed against Her Majesty or section 418 (Selling defective stores to Her Majesty) of the Criminal Code of Canada, or

(c) section 462.31 (Laundering proceeds of crime) or sections 467.11 to 467.13 (Participation in activities of criminal organization) of the Criminal Code of Canada, or

(d) section 45 (Conspiracies, agreements or arrangements between competitors), 46 (Foreign directives) 47 (Bid rigging), 49 (Agreements or arrangements of federal financial institutions), 52 (False or misleading representation), 53 (Deceptive notice of winning a prize) under the Competition Act, or

(e) section 239 (False or deceptive statements) of the Income Tax Act, or (f) section 327 (False or deceptive statements) of the Excise Tax Act, or (g) section 3 (Bribing a foreign public official) of the Corruption of Foreign Public

Officials Act, or (h) section 5 (Trafficking in substance), section 6 (Importing and exporting), or

section 7 (Production of substance) of the Controlled Drugs and Substance Act.

4.1.10. In circumstances where a criminal pardon or a record suspension has been obtained, or capacities have been restored by the Governor in Council, the Proponent must provide with its proposal or promptly thereafter a copy of confirming documentation from an official source. If such documentation has not been received by the time the evaluation of proposals is completed, Canada will inform the Proponent of a time frame within which to provide the information. Failure to comply will render the proposal non-responsive

4.1.11. Proponents understand that Canada may contract outside of the present solicitation process with a supplier who has been convicted of an offense enumerated under c) to h) of the paragraph hereinabove, or who is affiliated with someone who has been convicted of an offense enumerated under c) to h) of the paragraph hereinabove, when required to do so by law or legal proceedings, or when Canada considers it necessary to the public interest for reasons which include, but are not limited to:

(a) Only one person is capable of performing the contract; (b) Emergency;

http://laws-lois.justice.gc.ca/eng/acts/L-12.4/

http://laws-lois.justice.gc.ca/eng/acts/f-11/

http://laws-lois.justice.gc.ca/eng/acts/C-46/



http://laws-lois.justice.gc.ca/eng/acts/I-3.3/index.html

http://laws-lois.justice.gc.ca/eng/acts/E-15/

http://laws-lois.justice.gc.ca/eng/acts/C-45.2/index.html

http://laws-lois.justice.gc.ca/eng/acts/C-45.2/index.html

http://laws-lois.justice.gc.ca/eng/acts/C-38.8/


GENERAL INSTRUCTIONS TO PROPONENTS 9

(c) National security; (d) Health and safety; (e) Economic harm.

4.1.12. Canada reserves the right to impose additional conditions or measures to ensure the integrity of the procurement process.

5.0 GENERAL INSTRUCTIONS TO PROPONENTS

5.1. GI 1 INTRODUCTION

5.1.1. Public Works and Government Services Canada (PWGSC) intends to retain an individual Design-Builder or Joint Venture to complete the design-build Work for the project as set out in this Request for Proposal (RFP).

5.1.2. Because of the considerable time and expense involved in the preparation, submission and evaluation of full proposals, Proponents responding to this RFP are requested to submit a proposal in two phases. Phase One proposals cover only the qualifications, experience and organization of the Proponent’s Team and the accomplishments of its key personnel. Following evaluation and points rating of the Phase One proposals, Proponents will be advised of their competitive standing and have the opportunity to decide whether or not to continue their participation by submitting a Phase Two proposal. Phase Two proposals cover the detailed approach to the Work, and the pricing and terms offered. A combination of the Phase One and Phase Two submissions constitutes the final proposal. This procedure follows "open tendering" principles in the context of Canada's trade agreements. These procedures are to be followed, however, whether or not the procurement is covered by any trade agreement.

5.1.3. Initially, firms are invited to submit a proposal in the first phase of the selection procedure outlined below. Only the Phase One information asked for in the RFP is to be included in the Phase One proposal, and evaluation and points rating of Phase One proposals will be carried out only on the Phase One information requested. IN PHASE ONE, NO MATERIAL IS TO BE SUBMITTED ON THE SUBJECT PROJECT ITSELF.

5.1.4. GENERAL INSTRUCTIONS TO PROPONENTS is incorporated by reference and is set out in the Standard Acquisition Clauses and Conditions (SACC) Manual, issued by Public Works and Government Services Canada (PWGSC). The SACC Manual is available on the PWGSC Web site: https://buyandsell.gc.ca/policy-and-guidelines/standard-acquisition-clauses-and-conditions-manual

5.2. GI 2 GLOSSARY OF TERMS

5.2.1. In this RFP the following words or phrases have the corresponding meaning.

(a) Advisory Consultant: An individual or firm employed separately by PWGSC to sequentially review, report and recommend appropriate action to PWGSC at various stages of the project.

(b) Design-Builder’s Team: The Proponent’s Team consisting of a Designer, key sub-consultants and design specialists, a Builder and any other firms proposed by the Design-Builder to perform or furnish all design and professional services,

http://buyandsell.gc.ca/policy-and-guidelines/standard-acquisition-clauses-and-conditions-manual

http://buyandsell.gc.ca/policy-and-guidelines/standard-acquisition-clauses-and-conditions-manual



Construction Documents, labour, Material and Plant for the execution of the Work.

(c) Key Personnel: Principals and senior staff of the Design-Builder’s Team that will be assigned to this project if the Design Builder’s proposal is successful.

(d) Phase One Points: A points rating assigned to a proposal in the first phase of the selection procedure, the points rating being based on the qualifications and experience of the Design-Builder’s Team. The Phase One Points rating will be added to the Phase Two Points rating, to be determined following the evaluation and points rating of the Phase Two proposal.

(e) Phase Two Technical Points: A points rating assigned to the technical component of a proposal submitted for the second phase of the selection procedure. The points ratings for Phase One and Phase Two will be added together to determine the total number of points for both corresponding proposals.

(f) Proponent: The entity submitting a Phase One and, if applicable, a Phase Two proposal. The successful Proponent will be the Design-Builder upon award of contract.

(g) PWGSC Evaluation Board: The board established to evaluate and rate proposals. Board members represent a sufficiently broad cross-section of professional qualifications and experience to properly assess all aspects of the proposals.

5.3. GI 3 RESPONSIVE PROPOSALS

5.3.1. To be considered responsive in Phase One and Phase Two, proposals must meet all of the mandatory requirements as set out in the Request for Proposal (RFP); and achieve the minimum points rating. No further consideration in the selection procedure will be given to a Proponent submitting a non-responsive proposal.



5.4. GI 4 OVERVIEW OF SELECTION PROCEDURE

5.4.1. Phase One Proposal

(a) In response to the RFP, interested Proponents will submit a Phase One proposal in which they: (1) indicate whether the proposal is submitted by an individual firm or by a

joint venture; (2) if the proposal is submitted by a joint venture, describe the proposed legal

and working relationships of the joint venture and the benefits to be gained by the formation of the joint venture;

(3) identify the Key Personnel, specialists and other firms proposed for inclusion in the Design-Builder’s Team, and the proposed organizational structure of the Team;

(4) describe the extent to which proposed Key Personnel of the Design-Builder’s Team have successfully performed services for projects comparable to the project which is the subject of the proposal;

(5) identify the professional accreditation, experience, expertise and competence of the proposed Design-Builder’s Team and the Key Personnel proposed to be assigned to execute the Work; and

(6) comply with all other requirements set out in the RFP.

5.4.2. Phase One Proposal Evaluation and Points Rating

(a) Each responsive proposal received is reviewed, evaluated and rated by a PWGSC Evaluation Board in accordance with the evaluation criteria and components set out in the RFP. Upon completion of the evaluation, an initial points rating (Phase One Points rating) is assigned to the proposal. Phase One Points rating is recorded for subsequent incorporation in the final proposal evaluation and points rating.

(b) Each Proponent submitting a responsive Phase One proposal is notified in writing of its Phase One Points rating and, in addition, is provided with the following: (1) An alphabetic list of Proponents with the highest Phase One Ratings; (2) a list of all Phase One Points ratings attained (an individual points rating

is not linked to a Proponent); (3) a date, time, and location for a Phase Two mandatory site visit and

proponent’s/bidder’s conference; and (4) the date and time for receipt of Phase Two proposals, and any

supplementary instructions, terms, conditions or amendment which may be applicable to Phase Two proposal preparation and submission.

(c) Proponents that submitted non-responsive Phase One proposals are notified accordingly.

5.4.3. Phase Two Proposal

(a) Phase Two proposals are prepared and submitted after Proponents have been advised of the results of the evaluation of Phase One proposals. All Proponents



submitting responsive proposals in Phase One, regardless of their Phase One Points ratings, are eligible to prepare and submit a Phase Two proposal. The decision to continue participating in the selection procedure in Phase Two is a decision to be made by each Proponent submitting a responsive proposal.

(b) In Phase Two, a Proponent may not substitute or delete any firm or Key Personnel of the Design-Builder’s Team identified in the Phase One proposal.

(c) Phase Two proposals are submitted following a "two-envelope" procedure, in which Proponents submit the "technical" component of their proposal in one package and the proposed price of the services (Price proposal) in a second envelope.

(d) The information that Proponents are required to provide is set out in detail throughout the RFP.

5.4.4. Phase Two Proposal Evaluation And Final Points Rating

(a) Technical components of Phase Two proposals are reviewed, evaluated and rated by an evaluation team (composed of representatives of Canada) in accordance with the criteria, components and weight factors, if any, set out in the RFP. Upon completion of the evaluation, Phase Two Points ratings are established.

(b) Both the Phase Two Points rating and the previously established Phase One Points rating are added together to establish the total number of points. Note: to receive further consideration a minimum combined point rating score of 40 must be met.

(c) For this project, the total score will be established as follows: (1) Phase One Rating x 15% = Phase One Score (2) Phase Two Rating x 65%= Phase Two Score (3) Phase Two Rating x 20%= Phase Price Score (4) Total score = max 100 points

5.4.5. Proponent Selection

(a) Subject to GI 21, PWGSC intends to award a design-build contract to the Proponent whose proposal provides the highest total score.

5.4.6. Notification

(a) PWGSC normally expects to advise in writing unsuccessful Proponents within two weeks after PWGSC has entered into a contractual arrangement with the successful Proponent.

5.5. GI 5 ENQUIRIES DURING THE SOLICITATION PERIOD

5.5.1. Any questions or requests for clarification during the solicitation period must be submitted in writing by the prime contact of a Proponent to the person identified on the Front Page of the Request for Proposal.

5.5.2. To ensure equality of information provided to Proponents, answers to enquiries will be forwarded and posted on http://buyandsell.gc.ca.

http://buyandsell.gc.ca/



5.5.3. Enquiries are to be directed ONLY to the person referred to in paragraph 5.5.1 above. Non- compliance with this condition during the solicitation period may result in no response and, for that reason alone, result in the disqualification of the proposal.

5.6. GI 6 LIMITATION OF SUBMISSIONS

5.6.1. While there is no requirement for firms to participate in this procurement in joint venture, they may elect to do so if they see fit. However, only one submission per Proponent will be accepted, whether it is submitted by a firm as an individual Proponent or by that firm as part of a joint venture Proponent. If more than one submission is received from a firm acting either individually or in joint venture, all such submissions shall be rejected and no further consideration shall be given to the firm or to any proposed joint venture of which the firm forms a part.

5.6.2. A joint venture is defined as an association of two or more parties which combine their money, property, knowledge, skills, time or other resources in a joint business enterprise agreeing to share the profits and the losses and each having some degree of control over the enterprise.

5.6.3. An arrangement whereby Canada contracts directly with a Proponent who may retain a Designer or Builder, sub-consultants and/or specialist consultants and sub-contractors to perform portions of the Work is not a joint venture arrangement. In this case, Designers or Builders, sub-consultant or specialist consultant firms may be named as part of the Design-Builder’s Team by more than one Proponent.

5.6.4. Notwithstanding paragraph 5.6.3. above, in order to avoid any conflict of interest, or any perception of conflict of interest, no firm acting as an individual Proponent or as part of a joint venture Proponent, shall be proposed as a member of another Proponent’s Team, either as a Designer or Builder. Failure to comply with this limitation will result in all submissions so involved being rejected.

5.6.5. The Phase Two portion of the proposal must be made in the same name as the entity named as the Proponent in the Phase One portion. A Proponent may not substitute or delete any firm or Key Personnel of the Design-Builder’s Team identified in the Phase One proposal.

5.6.6. Any joint venture entered into for the provision of the Work must be in full compliance with the requirements of any provincial or territorial law pertaining thereto in the Province or Territory in which the project is located.

5.7. GI 7 COMPOSITION OF DESIGN-BUILDER’S TEAM

5.7.1. By submitting a proposal, the Proponent represents and warrants that the entities and persons proposed in the proposal to perform and execute the Work will be the entities and persons that will perform and execute the Work in the fulfillment of the project under any contractual arrangement arising from the submission of the proposal. If the Proponent has proposed any person in fulfillment of the project who is not an employee of the Proponent, the Proponent warrants that it has written permission from such person (or the employer of such person) to propose the services of such person in relation to the Work to be performed.



5.8. GI 8 PROPOSAL PRICE

5.8.1. Unless specified otherwise elsewhere in the proposal documents:

(a) the price proposal shall be in Canadian currency, and (b) the price proposal shall not include any amount for the Goods and Services Tax

(GST) or the Harmonized Sales Tax (HST) as may be applicable, and (c) exchange rate fluctuation protection is not offered, any request for exchange rate

fluctuation protection will not be considered, and will render the proposal non-responsive.

5.9. GI 9 REVISION OF PROPOSAL

5.9.1. A proposal submitted in accordance with these requirements may be amended by letter or facsimile (604) 775-9381 provided the revision is received at the office designated for the receipt of proposals, on or before the date and time set for the receipt of proposals. The revision must be on the Proponent's letterhead or bear a signature that identifies the Proponent, and must clearly identify the change(s) to be applied to the original proposal. The revision must also include the information identified in GI 11, Submission of Proposal.

5.10. GI 10 COMPLETION OF SUBMISSION

5.10.1. The Proponent shall base the proposal on the applicable proposal documents listed in the Supplementary Instructions to Proponents. It is the responsibility of the Proponent to obtain clarification of any terms, conditions or technical requirements contained in the RFP prior to the deadline.

5.11. GI 11 SUBMISSION OF PROPOSAL

5.11.1. It is the Proponent's responsibility to:

(a) submit a signed Phase One proposal, duly completed, IN THE FORMAT REQUESTED, on or before the closing date and time set for Phase One proposals;

(b) submit, at the Proponent's discretion, a signed Phase Two proposal, duly completed, IN THE FORMAT REQUESTED, on or before the closing date and time set for Phase Two proposals;

(c) direct proposals ONLY to the designated office identified on the Front Page of the Request for Proposal;

(d) ensure that the following information is clearly visible: (1) Proponent's name and address, (2) Name of Proponent's prime contact person, (3) Solicitation Number and Description, (4) Closing date and time for receipt of proposals.

(e) provide a comprehensive and sufficiently detailed proposal for each phase that will permit a complete evaluation in accordance with the criteria set out in this RFP.



(f) the proposal shall be signed in accordance with the following requirements: (1) Corporation: The signatures of the authorized signatories shall be affixed

and their names and titles typed or printed. (2) Partnership: The signatures of the partners shall be affixed and their

names typed or printed. If not all of the partners sign or if the signatory is not a partner then a certified true copy of the agreement signed by all partners authorizing such person or persons to execute the document on their behalf shall accompany the proposal.

(3) Sole Proprietorship: The signature of the sole proprietor shall be affixed and the name typed or printed. In the event that the signatory is not the sole proprietor then a certified true copy of the agreement signed by the sole proprietor authorizing such person or persons to execute the document shall accompany the proposal.

(4) Joint Venture: The signatures of the authorized signatories of each member of the joint venture shall be affixed and their names and titles typed or printed. Each of the participating signatories shall sign the document in the manner applicable to their particular business arrangement which is more particularly described in 1) to 3) above.

5.11.2. The technical and price components of the Phase Two proposal must be submitted in separate, easily identified envelopes in accordance with the instructions contained in the proposal documents. Both envelopes shall be submitted as one package which shall clearly and conspicuously display and indicate on the outside of the package the information identified in paragraph 5.11.1(d) above.

5.11.3. Timely and correct delivery of proposals to the office designated for receipt of proposals is the sole responsibility of the Proponent. Public Works and Government Services Canada (PWGSC) will not assume or have transferred to it those responsibilities. All risks and consequences of incorrect delivery of proposals are the responsibility of the Proponent.

5.11.4. Proposals and supporting information may be submitted in either English or French.

5.12. GI 12 LATE SUBMISSIONS

5.12.1. Submissions delivered after the stipulated closing date and time will be returned upopened.

5.13. GI 13 LICENSING REQUIREMENTS

5.13.1. Proponent team members and Key Personnel providing design services shall be, or be eligible to be licensed, certified or otherwise authorized to provide the necessary professional services to the full extent that may be required by provincial or territorial law in the Province or Territory in which the project is located.

5.13.2. By virtue of submission of a Phase One proposal, the Proponent certifies that it is satisfied that the proposed Design-Builder’s Team and Key Personnel are in compliance with the requirements of paragraph 5.13.1. The Proponent acknowledges that PWGSC



reserves the right to verify any information in this regard and that false or erroneous certification may result in the proposal being declared non-responsive.

5.13.3. Should a verification by PWGSC disclose that the certification referred to in paragraph 5.13.2. is false or in error, PWGSC shall have the right to reject any Phase Two proposal arising from the Phase One proposal.

5.14. GI 14 COMPLIANCE WITH APPLICABLE LAWS

5.14.1. By submission of a proposal, the Proponent certifies that the Proponent has the legal capacity to enter into a contract and is in possession of all valid licences, permits, registrations, certificates, declarations, filings, or other authorizations necessary to comply with all federal, provincial and municipal laws and regulations applicable to the submission of the proposal and entry into any ensuing contract for the performance of the Work.

5.14.2. For the purpose of validating the certification in paragraph 5.14.1, a Proponent shall, if requested, provide a copy of every valid licence, permit, registration, certificate, declaration, filing or other authorization listed in the request, and shall provide such documentation within the time limit(s) set out in the said request.

5.14.3. Failure to comply with the requirements of paragraph 5.14.2 shall result in disqualification of the Proposal.

5.15. GI 15 IDENTITY OR LEGAL CAPACITY OF THE PROPONENT

5.15.1. In order to establish the legal capacity under which a Proponent proposes to enter into a contractual arrangement , any Proponent who carries on business in other than its own personal name shall, if requested, provide proof of the legal capacity under which it carries on business prior to the contractual arrangement being entered into. Such proof may be in the form of a copy of the articles of incorporation or a copy of the registration of the business name of a sole proprietor, of a trade name, of a partnership, of a joint venture etc.

5.16. GI 16 INSURANCE REQUIREMENTS

5.16.1. Proponent shall be required to obtain and maintain insurance as specified in GC10, INSURANCE of the General Conditions of the Contract.

5.16.2. No insurance requirement stipulated in the proposal documents should be construed as limiting any insurance required by federal, provincial or municipal law or as may be required under GC 1.6, INDEMNIFICATION BY DESIGN-BUILDER. Neither should it limit any coverage which the successful Proponent and other members of the Proponent’s Team may consider to be necessary for their own protection or to fulfill their indemnification obligations.

5.16.3. By virtue of submission of a proposal, the Proponent certifies that the Proponent and the other members of the Proponent’s Team, as may be applicable, are capable of obtaining, and will obtain and maintain insurance in accordance with the requirements as set out in the proposal documents.



5.17. GI 17 INDUSTRIAL AND FACILITY SECURITY REQUIREMENTS

5.17.1. Proponents shall take note of, and comply with, any industrial security or facility security requirement which may be stipulated as a requirement in the proposal and Contract documents. If industrial security or facility security is required, employees and staff of the Proponent and other members of the Proponent’s Team involved in the project must either be in possession of, or agree to be investigated for, a valid, appropriate level of personnel security screening that may be required under the provisions of the RFP.

5.17.2. If security screening is required, each person involved in the project implementation must hold such security screening prior to the commencement of any work.

5.17.3. In all contractual arrangements with persons who are to be employed in the performance of the services, the successful Proponent shall make provision for the performance of any obligation that may be imposed upon the Proponent under the provisions of this clause.

5.18. GI 18 GOODS AND SERVICES TAX/HARMONIZED SALES TAX

5.18.1. Proponents are not to include any amounts for the Goods and Services Tax (GST) or Harmonized Sales Tax (HST), and the GST/HST shall not be included when calculating the amount of any contract security which may be required. Any amount levied in respect of the GST/HST will be billed as a separate item in a progress claim submitted by the Design-Builder, and will be paid to the Design-Builder in addition to the amount approved by Canada for work performed under the Contract. The Design-Builder will be required to remit the appropriate amount to Canada Revenue Agency in accordance with the applicable legislation.

5.19. GI 19 CAPITAL DEVELOPMENT AND RE-DEVELOPMENT CHARGES

5.19.1. For the purposes of GC1.8, LAWS, PERMITS AND TAXES, of the General Conditions, only fees or charges directly related to the processing and issue of building permits shall be included. Proponents shall not include any monies in the proposal price for special municipal development, re-development or other fees or charges which a municipal authority may seek as a prerequisite to the issuance of building permits.

5.20. GI 20 ELIGIBILITY REQUIREMENTS AND ACCEPTANCE OF PROPOSALS

5.20.1. Canada may accept any proposal, whether it is the best ranked or not, or may reject any or all proposals.

5.20.2. Without limiting the generality of paragraph 5.20.1, Canada may reject any proposal based on an unfavourable assessment of:

(a) the adequacy of the proposal price to permit the work to be carried out; (b) the Proponent's ability to provide the necessary management structure, skilled

personnel, experience and equipment to perform competently the work under the contract, and

(c) the Proponent's performance on other contracts.



5.20.3. In assessing the Proponent's performance on other contracts pursuant to paragraph 5.20.2(c), Canada may consider, but not be limited to, such matters as:

(a) the quality of workmanship of the Proponent in performing the work, (b) the timeliness of completion of the work, and (c) the Proponent's overall management of the work and its effect on the level of

effort demanded of the department and its representatives.

5.20.4. Canada may reject a Proposal where any of the following circumstances is present:

(a) the Proponent, or any employee, subconsultant or subcontractor at any tier included as part of the Proposal, has been convicted under section 121 ("Frauds on the government" & "Contractor subscribing to election fund"), 124 ("Selling or purchasing office") or 418 ("Selling defective stores to Her Majesty") of the Criminal Code;

(b) the Proponent's submission or bidding privileges are suspended or are in the process of being suspended;

(c) the submission or bidding privileges of any employee, subconsultant or subcontractor included as part of the Proposal have been suspended or are in the process of being suspended, which suspension or pending suspension would render that employee, subconsultant or subcontractor ineligible to submit a proposal or bid on the Work, or the portion of the Work the employee, subconsultant or subcontractor is to perform; with respect to current or prior transactions with the Government of Canada (1) the Proponent is bankrupt or where, for whatever reason, its activities are

rendered inoperable for an extended period; (2) evidence, satisfactory to Canada, of fraud, bribery, fraudulent

misrepresentation or failure to comply with any law protecting individuals against any manner of discrimination, has been received with respect to the Proponent, any of its employees, subconsultants or subcontractors included as part of its Proposal;

(3) Canada has previously exercised or intends to exercise the contractual remedy of taking the work or services out of the Proponent's hands with respect to a contract with the Proponent, any of its employees, subconsultants or subcontractors included as part of its Tender or Proposal; or

(4) Canada determines that the Proponent's performance on other contracts, including the efficiency and workmanship as well as the extent to which the Proponent executed the work in accordance with contractual terms and conditions, is sufficiently poor to jeopardize the successful completion of the requirement being bid on.

5.20.5. Where Canada intends to reject a Proposal pursuant to a provision of paragraph 4 above, other than subparagraph 5.20.4(b), Canada will so inform the Proponent and provide the Proponent ten (10) working days within which to make representations, prior to making a final decision on the Proposal rejection.

5.21. GI 21 FINANCIAL STATEMENTS



5.21.1. In order to confirm a Proponent’s financial capability to perform the subject requirement, the Contracting Authority reserves the right to have access, during the evaluation, to current Proponent financial information. If requested, the financial information to be provided shall include, but not be limited to, the Proponent’s most recent audited financial statements or financial statements certified by the Proponent’s chief financial officer.

5.21.2. Should the Proponent provide the requested information to Canada in confidence while indicating that the disclosed information is confidential, then Canada will treat the information in a confidential manner as provided in the Access to Information Act.

5.21.3. In the event that a proposal is found to be non-compliant on the basis that the Proponent is considered NOT to be financially capable of performing the subject requirement, official notification shall be provided to the Proponent.

5.22. GI 22 LANGUAGE OF THE PROPOSAL AND CONTRACT DOCUMENTS

5.22.1. The contract documents to be signed by the successful Proponent shall be in the same official language (English or French) as the language of the Proposal documents submitted.

5.23. GI 23 PROPOSAL (BID) SECURITY REQUIREMENTS

5.23.1. The Proponents shall submit bid security with the proposal in the form of a bid bond or a security deposit in an amount that is equal to not less than 10 percent of the bid amount. The maximum amount of bid security required is of $2,000,000.

5.23.2. A bid bond (form PWGSC-TPSGC 504) shall be in an approved form, properly completed, with original signature(s) and issued by an approved company whose bonds are acceptable to Canada either at the time of solicitation closing or as identified in Treasury Board Appendix L, Acceptable Bonding Companies.

5.23.3. A security deposit shall be an original, properly completed, signed where required and be either

(a) a bill of exchange, bank draft or money order payable to the Receiver General for Canada;

(b) bonds of, or unconditionally guaranteed as to principal and interest by, the Government of Canada; or

5.23.4. For the purposes of subparagraph 5.23.3. a. of GI23

(a) a bill of exchange is an unconditional order in writing signed by the Bidder and addressed to an approved financial institution, requiring the said institution to pay, on demand, at a fixed or determinable future time a sum certain of money to, or to the order of, the Receiver General for Canada;

(b) if a bill of exchange, bank draft or money order is certified by or drawn on an institution or corporation other than a chartered bank, it must be accompanied by proof that the said institution or corporation meets at least one of the criteria



described in subparagraph 4.c. of GI08, either by letter or by a stamped certification on the bill of exchange, bank draft or money; and;

(c) An approved financial institution is; (1) a corporation or institution that is a member of the Canadian Payments

Association as defined in the Canadian Payments Act (2) a corporation that accepts deposits that are insured, to the maximum

permitted by law, by the Canada Deposit Insurance Corporation or the "Autorité des marchés financiers";

(3) a corporation that accepts deposits from the public if repayment of the deposit is guaranteed by Her Majesty the Queen in right of a province;

(4) a corporation, association or federation incorporated or organized as a credit union or co-operative credit society that conforms to the requirements of a credit union which are more particularly described in paragraph 137(6) of the Income Tax Act; or

(5) Canada Post Corporation

5.23.5. Bonds referred to in subparagraph 5.23.3)(b) of GI 23 shall be provided on the basis of their market value current at the date of solicitation closing, and shall be

(a) payable to bearer; (b) accompanied by a duly executed instrument of transfer of the bonds to the

Receiver General for Canada in the form prescribed by the Domestic Bonds of Canada Regulations; or

(c) registered as to principal or as to principal and interest in the name of the Receiver General for Canada pursuant to the Domestic Bonds of Canada Regulations.

5.23.6. As an alternative to a security deposit an irrevocable standby letter of credit is acceptable to Canada and the amount shall be determined in the same manner as a security deposit referred to above.

5.23.7. An irrevocable standby letter of credit referred to in paragraph 5.23.8) of GI 23 shall

(a) be an arrangement, however named or described, whereby a financial institution (the "Issuer") acting at the request and on the instructions of a customer (the "Applicant") or on its own behalf, (1) is to make a payment to, or to the order of, the Receiver General for

Canada as the beneficiary; (2) is to accept and pay bills of exchange drawn by the Receiver General for

Canada; (3) authorizes another financial institution to effect such payment or accept

and pay such bills of exchange; or (4) authorizes another financial institution to negotiate against written

demand(s) for payment provided that the terms and conditions of the letter of credit are complied with;

(b) state the face amount which may be drawn against it; (c) state its expiry date;

http://laws.justice.gc.ca/eng/acts/C-21/




(d) provide for sight payment to the Receiver General for Canada by way of the financial institution's draft against presentation of a written demand for payment signed by the Departmental Representative identified in the letter of credit by his/her office;

(e) provide that more than one written demand for payment may be presented subject to the sum of those demands not exceeding the face value of the letter of credit;

(f) provide that it is subject to the International Chamber of Commerce (ICC) Uniform Customs and Practice for Documentary Credits, 2007 Revision, ICC Publication No. 600, Pursuant to the ICC UCP, a credit is irrevocable even if there is no indication to that effect; and

(g) be issued or confirmed, in either official language, by a financial institution which is a member of the Canadian Payments Association and is on the letterhead of the Issuer or Confirmer. The format is left to the discretion of the Issuer or Confirmer.

5.23.8. Bid security shall lapse or be returned as soon as practical following

(a) the solicitation closing date, for those Proponents submitting non-compliant bids; and

(b) the administrative bid review, for those Proponents submitting compliant bids ranked fourth to last on the schedule of bids; and

(c) the award of contract, for those Proponents submitting the second and third ranked bids; and

(d) the receipt of contract security, for the successful Proponent; or (e) the cancellation of the solicitation, for all Proponents.

5.23.9. Notwithstanding the provisions of paragraph 10) of GI 23 and provided more than three compliant bids have been received, if one or more of the bids ranked third to first is withdrawn or rejected for whatever reason then Canada reserves the right to hold the security of the next highest ranked compliant bid in order to retain the bid security of at least three valid and compliant bids.

5.24. GI 24 CONTRACT SECURITY REQUIREMENTS

5.24.1. The successful Proponent shall be required to provide contract security in accordance with GC9, CONTRACT SECURITY, of the General Conditions within fourteen (14) days after receipt of a notice in writing that its Proposal was accepted by Canada.

5.25. GI 25 DEBRIEFING

5.25.1. A debriefing will be provided, on request, only following entry by PWGSC into a contractual arrangement with the successful Proponent or cancellation of the procurement. Should a Proponent desire a debriefing, the Proponent should contact the person identified on the front page of the Request for Proposal within 15 working days of the notification of the results of each phase. The debriefing will include an outline of the strengths and weaknesses of the submission, referring to the evaluation criteria. The


SUPPLEMENTARY INSTRUCTIONS TO PROPONENTS 22

confidentiality of information relating to other submissions will be protected. The debriefing may be provided in writing, by telephone or in person.

5.26. GI 26 PROPOSALS WITH THE SAME TOTAL SCORE

5.26.1. In the event that two or more fully responsive proposals have resulted in the same total score, the tie will be broken by comparing the contract awarded to the Proponent whose proposal price having the lowest price. If this method fails to resolve the tie then proposals with the same Prices and the same Total Points ratings will be compared and the contract awarded to the Proponent who achieved the highest Points rating for the Phase Two technical component. If the methods referred to herein fail to resolve the tie then a coin toss will be used to determine the successful Proponent.

5.27. GI 27 PERFORMANCE EVALUATION

5.27.1. Proponents shall take note that the performance of the Design-Builder during and upon completion of the Work shall be evaluated by Canada. The evaluation will be based on the quality of workmanship; timeliness of completion of the Work; Project Management, Contract Management, and management of health and safety. Should the Design-builder's performance be considered unsatisfactory, the Design-builder's bidding privileges on future work may be suspended indefinitely.

5.27.2. An electronic version of the form PWGSC-TPSGC 2913, SELECT – Contractor Performance Evaluation Report Form, used to record the performance is available on the Public Works and Government Services Canada (PWGSC) Website: http://www.pwgsc.gc.ca/acquisitions/text/forms/forms-e.html

5.28. GI 28 PROCUREMENT BUSINESS NUMBER

5.28.1. Canadian Proponents are required to have a Procurement Business Number (PBN) before Contract award. Proponents may register for a PBN in the Supplier Registration Information service on line at the Business Access Canada Website at: http://byandsale.gc.ca. For non-Internet registration, Proponents may contact the Business Access Canada InfoLine at 1-800-811-1148 to obtain the telephone number of the nearest Supplier Registration Agent.

6.0 SUPPLEMENTARY INSTRUCTIONS TO PROPONENTS

6.1. SI 1 PROPOSAL DOCUMENTS

6.1.1. The following are the proposal documents:

(a) General Instructions to Proponents; (1) Supplementary Instructions to Proponents; (2) Technical Requirements; (3) Submission Requirements and Evaluation; (4) Any amendment to the solicitation document issued prior to the date set

for receipt of Phase Two proposals. (b) The general terms, conditions and clauses, as amended, identified as:

http://www.pwgsc.gc.ca/acquisitions/text/forms/forms-e.html


SUPPLEMENTARY INSTRUCTIONS TO PROPONENTS 23

(1) Terms of Agreement; (2) General Conditions; (3) Labour Conditions; and (4) Fair Wage Schedule

(c) The duly completed and signed Phase One proposal and Declaration Form (Appendix B) when received and accepted;

(d) The duly completed and signed Phase Two proposal and Price Proposal Form (Appendix C) when received and accepted;

6.2. SI 2 QUESTIONS OR REQUESTS FOR CLARIFICATION

6.2.1. Questions or requests for clarification during the Phase One solicitation period must be submitted in writing as early as possible. Enquiries should be received no later than 10 working days prior to the closing date identified on the front page of the Request for Proposal. Enquiries received after that date may not be able to be answered prior to the closing date of the solicitation.

6.3. SI 3 CANADA'S TRADE AGREEMENTS

6.3.1. This procurement is covered under the provisions of the North American Free Trade Agreement (NAFTA), the World Trade Organization – Agreement on Government Procurement (WTO-AGP), the Canada-Peru Free Trade Agreement (CPFTA), the Canada-Chile Free Trade Agreement (CCFTA), Canada-Columbia Free Trade Agreement, and the Agreement on Internal Trade (AIT).

6.4. SI 4 VALIDITY PERIOD OF THE PHASE TWO PROPOSAL

6.4.1. By submission of a Phase Two Proposal, the Proponent understands and agrees that its offer shall not be withdrawn for a period of one hundred and twenty (120) calendar days immediately following the time and date set for Phase Two proposal closing.

6.4.2. Notwithstanding the Price Proposal Validity Period of the Price Proposal Form, Canada reserves the right to seek an extension to the tender validity period beyond the 120 calendar days referred to therein. Upon notification in writing from Canada, the Tenderers shall have the option to either accept or reject the proposed extension within a minimum of 5 calendar days prior to the end of such period.

6.4.3. If the extension referred to in SI 6.4.2 is accepted, in writing, by all those who submitted responsive tenders, then Canada shall continue immediately with the evaluation of the tenders and its approvals processes.

6.4.4. If the extension referred to in SI 6.4.2 is not accepted, in writing, by all those who submitted responsive tenders then Canada shall, at its sole discretion, either

(a) continue to evaluate the tenders of those who have accepted the proposed extension and seek the necessary approvals; or

(b) cancel the tender call.

6.5. SI 5 ACCEPTANCE AND ENTRY INTO CONTRACT


SUBMISSION REQUIREMENTS AND EVALUATION 24

6.5.1. Provided Canada has notified the successful Proponent of the acceptance of its Offer within the validity period described in SI 4 above, it is understood and agreed that, upon acceptance of the Offer by Canada, a binding Contract shall be formed between Canada and the Design-Builder and the Contract Documents forming the Contract shall be as listed in A1, AGREEMENT, of the Terms and Conditions.

7.0 SUBMISSION REQUIREMENTS AND EVALUATION

7.1. SRE 1 GENERAL INFORMATION

7.1.1. Reference to the Selection Procedure

(a) An 'overview of the selection procedure' can be found at GI 4 of the General Instructions.

7.1.2. Determination of Successful Proposal

(a) For this project (1) the Total Points rating will be established as follows:

(A) Phase One Points rating (15 points maximum) (B) Phase One Points assigned to the Phase One proposal by the

Evaluation Board (C) Phase Two Technical Points rating (65 points maximum) = Phase

Two Technical Points assigned to the Phase Two proposal by the Evaluation Board

(D) Total Points rating excluding price (80 points maximum) = Phase One Points + Phase Two Technical

(E) Phase Two Price Points Rating = (20 points maximum) = Phase Two Price Points

(b) The successful proponent will be determined on the basis of the highest total score (points) in combination of Phase One point, Phase Two Technical point and price points.

7.2. SRE 2 PROPOSAL REQUIREMENTS

7.2.1. Requirement for Proposal Format (for phases one and two)

(a) The following proposal format information should be implemented when preparing the Phase One and Phase Two proposals. (1) Phase One – Submit nine (9) bound copies of the proposal and one (1)

original (2) Phase Two – Submit nine (9) bound copies of the proposal plus one (1)

original (3) Paper size for Phase One submissions shall be 216mm x 279mm. (4) Paper size for Phase Two submissions shall be 216mm x 279mm for

outline specifications – drawings should be sized as stipulated in SRE 4 (5) Minimum font size – 11 point; font types Times New Roman or equal



(6) Minimum margins – 12 mm left, right, top, and bottom (7) Double-sided submissions are preferred (8) One (1) ‘page’ means one side of a 216mm x 279mm sheet of paper (9) 279mm x 432mm fold-out sheets for spreadsheets, organization charts

etc. will be counted as two pages. (10) The order of the proposals should follow the order established in the

Request for Proposal SRE section. (b) The following are not part of the page limitation:

(1) Covering letter (one (1) page Maximum). (2) Transmittal sheets. (3) Cover and backing of the document. (4) Blank tab sheets. (5) Proponents Team Identification (Section 10.1). (6) Declaration Form (Section 10.2) (7) Front page of RFP and Amendments. (8) Price Proposal Form (Section 10.3). (9) Table of Contents (One (1) page maximum)

7.2.2. Phase One Specific Requirements for Proposal Format

(a) Maximum number of pages including text and graphics: 36 pages all inclusive. (b) Consequence of non-compliance: any pages which extend beyond the maximum

limits indicated, will be extracted from the proposal and will not be forwarded to the PWGSC Evaluation Boards members for evaluation.

7.3. SRE 3 PHASE ONE – SUBMISSION REQUIREMENTS AND EVALUATION

7.3.1. Intent: The intent of Phase One evaluation activities is to verify that the submissions meet the mandatory screening requirements and to evaluate and rate the Proponent Project Team’s qualifications and past experience.

7.3.2. Mandatory Requirements

(a) Failure to meet all mandatory requirements will render the proposal as non-responsive and no further evaluation will be carried out.

(b) Proponent’s Project Team (1) Proponent

(A) The proponent may be the builder, the designers or any combination thereof. The Proponent may also be an entity separate from the builder or designers. Identify the nature of the Proponent entity along with the key personnel assigned to manage the Proponent’s Project Team for this project.

(B) Information to be supplied: description of Proponent entity and identification of key personnel assigned to manage the design build aspect of the project



(2) Proponent’s Builder (A) During Phase One only the Builder’s firm, its project manager and

site superintendent are to be identified. (B) During Phase Two other personnel of the Builder may be

identified. Those employees identified at Phase Two are those considered to play a lesser role in the entire project context.

(C) Information to be supplied: name of the Builder’s firm, its project manager and site superintendent that are to be assigned to the project.

(3) Proponent’s Designers (A) During Phase One only the architectural, landscape architecture,

civil, electrical, mechanical and structural design disciplines are to be identified. During Phase Two, other consultants or specialists may be identified. Those consultants or specialists identified at Phase Two are those considered to play a lesser role in the entire project context.

(B) The Proponent’s Designers shall be architects, landscape architects and engineers, licensed, or eligible to be licensed, certified or otherwise authorized to provide the necessary professional services to the full extent that they may be required in the province of British Columbia.

(C) Information to be supplied: for each of the disciplines, provide the name of the firm and the name of the architect or engineer that is to be assigned to the project. Indicate how the provincial licensing requirements will be met.

(4) Project Team Carry Over: Proponents will be required to carry over the Proponent’s Project Team identified in Phase One proposal to the Phase Two proposal.

(5) Submission Format for Proponent’s Project Team (A) An example of an acceptable format (typical) for submission of the

Proponent’s Project Team identification information is provided in Section 10.1.

(c) Request For Proposal and Declaration/Certification Form(s) (1) Proponents must complete, sign and submit, with its Phase One

proposal, the following: (A) Page One of the Request For Proposal (B) Declaration Form found in Section 10.2.

7.3.3. Rated Requirements

(a) The evaluation criteria for the Phase One proposal addresses the previous achievements and experiences of the Proponent’s project team on projects similar to this project as well as the Proponent’s management structure and reporting relationships. No other material is to be prepared or presented on this project. (1) Proponent’s management structure and reporting relationship



(A) Provide an organization chart identifying the project team and the reporting relationships.

(B) Achievements of Proponent’s Project Team (2) Achievements of Proponent in managing design build projects

(A) Select 2 projects completed within the last 10 years. Each project will receive equal consideration.

(B) Information to be supplied: (i) Description of project team composition (ii) Brief project description and intent. Narratives should

include a discussion of philosophy / approaches/ methodologies used to successfully manage the project

(iii) Budget control and management – include contract price & final construction cost – explain variation and why

(iv) Project schedule control and management – include initial schedule and revised schedule – explain variation and why

(v) Client references – name, company name, address, phone, fax and e-mail address of client contact at working level. PWGSC reserves the right to verify information for completeness and accuracy and to confirm reference satisfaction with services provided. In the event where the information cannot be verified or the service found to be unsatisfactory shall result in the proposal being considered non-responsive and no further consideration will be given to the Proponent.

(3) Achievements of Builder (A) Select 2 projects completed within the last 10 years. Joint venture

submissions are not to exceed the maximum number of projects. Each project will receive equal consideration.

(B) Information to be supplied: (i) Brief project description and intent. Narratives should

include a discussion of construction philosophy / approaches / methodologies used to successfully construct the project

(ii) If project(s) were delivered through design build process, describe Builder’s role

(iii) Budget control and management – include contract price & final construction cost – explain variation and why

(iv) Project schedule control and management – include initial schedule and revised schedule – explain variation and why

(v) Client references – name, company name, address, phone, fax and e-mail address of client contact at working level.



PWGSC reserves the right to verify information for completeness and accuracy and to confirm reference satisfaction with services provided. In the event where the information cannot be verified or the service found to be unsatisfactory shall result in the proposal being considered non-responsive and no further consideration will be given to the Proponent.

(4) Achievements of Builder’s Project Manager and Site Superintendent (A) Describe the experience and performance of the project manager

and site superintendent assigned to this project regardless of their past association with the builder.

(B) Personnel assigned to the project shall be for the life of the project and cannot be substituted without written approval by Canada.

(C) Information that should be supplied: (i) Professional accreditation (ii) Accomplishments/achievements/awards (iii) Relevant experience, expertise, number of years

experience (iv) Role, responsibility and degree of involvement of individual

in past projects (v) Client references – name, company name, address,

phone, fax and e-mail address of client contact at working level. PWGSC reserves the right to verify information for completeness and accuracy and to confirm reference satisfaction with services provided. In the event where the information cannot be verified or the service found to be unsatisfactory shall result in the proposal being considered non-responsive and no further consideration will be given to the Proponent.

(5) Achievements of Design Firms (A) For each design discipline, select 2 projects undertaken within the

last 10 years. Each project will receive equal consideration. (B) Information to be supplied:

(i) Brief project description and intent. Narratives should include a discussion of design philosophy / approach to meet the intent, design challenges and their resolutions, including life cycle costing and sustainable design.

(ii) Budget control and management – include contract price & final construction cost – explain variation and why

(iii) Project schedule control and management – include initial schedule and revised schedule – explain variation and why

(iv) Client references – name, company name, address, phone, fax and e-mail address of client contact at working level.



PWGSC reserves the right to verify information for completeness and accuracy and to confirm reference satisfaction with services provided. In the event where the information cannot be verified or the service found to be unsatisfactory shall result in the proposal being considered non-responsive and no further consideration will be given to the Proponent.

(v) Names of key personnel responsible for project delivery (vi) Awards received

(6) Achievements of Design Firms’ Architects and Engineers (A) Describe the achievements and experiences of the architects and

engineers assigned to this project regardless of their association with their respective firms.

(B) Personnel assigned to the project shall be for the life of the project and cannot be substituted without written approval by Canada.

(C) Information that should be supplied: (i) Professional accreditation (ii) Accomplishments/achievements/awards (iii) Relevant experience, expertise, number of years

experience (iv) Role, responsibility and degree of involvement of individual

in past projects (v) Description of how provincial licensing will be achieved (vi) Client references – name, company name, address,

phone, fax and e-mail address of client contact at working level. PWGSC reserves the right to verify information for completeness and accuracy and to confirm reference satisfaction with services provided. In the event where the information cannot be verified or the service found to be unsatisfactory shall result in the proposal being considered non-responsive and no further consideration will be given to the Proponent.

7.3.4. Phase One Evaluation and Rating

(a) Past experience of the Proponent’s Team will be evaluated at the Phase One submission stage and the Phase One Points rating for this evaluation will be added to the Phase Two Points rating assigned to the Phase Two submission. Phase One proposals which are responsive will be reviewed, evaluated and rated by a PWGSC Evaluation Board in accordance with the following:

(b) Rated Criterion (1) The technical proposals will be evaluated by an evaluation team

(composed of representatives of Canada) against the technical criteria listed in the Evaluation Criterion Table below and as further explained in the Technical Requirements.



(2) The information will be rated from 1 to 10 for each technical criterion. The rating is then multiplied by the weight factor shown in the Evaluation Criterion Table below to produce the Points Rating.

(3) Proposals must obtain a required minimum of 65 out of 100 points in Phase One to receive further consideration.

Evaluation Criterion Table Criterion Weight

Factor Rating Points

Rating 1 Proponent’s management structure and

reporting relationships 0.5 0-10 0–5

2 Achievements of Proponent in managing design build projects

2.0 0-10 0–20

3 Achievements of Builder 2.0 0-10 0–20 4 Achievements of Builder’s Project

Manager and Site Superintendent 2.0 0-10 0–20

5 Achievements of the Design Firms 2.0 0-10 0–20 6 Achievement of the Design Firms’

Architects and Engineers 1.5 0-10 0–15

Phase One Total Points Rating 10 0–100

7.3.5. The Phase One Points rating which is assigned by the Evaluation Board to each responsive proposal in accordance with the procedure outlined in the General Instructions to Proponents is recorded for subsequent addition to the Phase Two Technical Points rating following the evaluation and rating of Phase Two proposals to establish the Total Points rating.

7.4. SRE 4 PHASE TWO SUBMISSION REQUIREMENTS AND EVALUATION

7.4.1. Intent: The intent of phase two evaluation activity is to verify that the submissions meet the mandatory screening requirements, to evaluate and rate the proposals and to recommend contract award to the proponent whose proposal achieves the highest total score.

7.4.2. Mandatory Requirements

(a) Only those Phase Two submissions from Proponents that have met the following requirements will be evaluated and rated by a PWGSC Evaluation Board: (1) having submitted a responsive Phase One proposal; (2) having the Proponent Team identified in Phase One is being carried over

to Phase Two; (3) having included with their Phase Two proposal a proposal (bid) bond or

security deposit, as described in GI 23, in the maximum amount of two million dollars ($2,000,000.00)

(4) having attended the mandatory site visit (5) having included with their Phase Two proposal a completed and signed

Price Proposal found at 10.3. The Price Proposal is to be submitted in a separate envelope from the technical proposal.



(6) having included with their Phase Two proposal a completed and signed Non-Disclosure Agreement found at 10.5.

(7) Consequence of non-compliance: Price proposals will be returned to Proponent, unread. Price envelope will be returned.

7.4.3. Rated Requirements

(a) Intent: The evaluation criterion for the Phase Two proposal addresses the Proponent’s design proposal and project delivery management proposal. Past achievements and experience of the Proponent, the Proponent’s Builder, the Proponent’s Designers and the key personnel assigned to the project are evaluated in Phase One and will not be re-evaluated in Phase Two.

(b) The design proposal and project delivery proposal will be evaluated and rated by an evaluation team (composed of representatives of Canada). Price proposals must be submitted in a separate envelope. Only Proponents whose design proposal and project delivery proposal which have been deemed responsive, will have their price proposal opened.

(c) Design proposal (1) The Proponent is to submit a design proposal which will demonstrate its

understanding of the goals of the project, the functional / technical requirements and the constraints described in the Tender Technical Requirements and the PWGSC provided Tender Conceptual Design.

(2) Information to be supplied: (A) Design description (B) Drawings (C) Outline specifications

(3) Design Description (A) This text will complement the drawings and outline specifications

in describing the design approach, philosophy and solutions being proposed. As a minimum it should address the following:

(B) Building Information Modeling (BIM) (i) Provide an abbreviated BIM Plan articulating how Design

Builder will integrate BIM into the various phases, including but not limited to Design Development, Construction Document, Contract Administration and Facility Management. Design Builder shall describe how As Built Drawings and O&M Manual will be integrated as part of the BIM process.

(C) Civil/ Landscape Architecture (i) As the PWGSC prepared design concept is considered to

be preliminary for these disciplines, the focus should not only be on the technical aspects of the work, but also on the functional aspect.

(ii) Provide a general description of the proposed civil systems for all the facilities. The descriptions should include but are not limited to the following:



(1) Septic System (2) Water Supply System (3) Fire Suppression System (4) Storm Water Management System (5) Landscape Conceptual Design

(D) Architectural (i) The PWGSC prepared design concept is considered to be

preliminary for these disciplines. Provide a general description of the proposed architectural systems for all the facilities. The descriptions should include but are not limited to the following: (1) Wall (2) Roof (3) Finishes (4) Glazing (5) Door and Overhead Door System (6) Hardware (7) Detention Frames and Hardware (8) Loading Dock Equipment

(ii) As the coordinating professional, provide a general description on approach and strategies on how various disciplines will be integrated. Provide a plan articulating how Design Builder will integrate current technological tools into the various phases, including but not limited to Design Development, Construction Document, Contract Administration and Facility Management. Design Builder shall describe how As Built Drawings and O&M Manual will be integrated as part of the technological process.

(iii) Provide a general description on approach and strategies on integrated Facility Management approach.

(E) Structural (i) A general description of the buildings, including the

foundations, the type of floors, walls and roof framing and any special structural features.

(ii) Design loads (iii) Indicate the reasons for choosing the recommended

structural system. (F) Mechanical

(i) Provide a general description of the proposed HVAC systems for all facilities. The descriptions should include but are not limited to the following: (1) List of codes and standards in effect (2) Energy sources to be used



(3) Heating system including the main heat generating equipment, estimated output capacity and distribution system

(4) Air Conditioning/ ventilation system including the main components such as air handling units, condensing units, chillers, refrigerant, heat reclaim, humidifiers, silencers, estimated output capacities, distribution system, and ventilation rates

(5) Exhaust air systems including sanitary, general and special exhaust

(6) Particulars on the Direct Digital Control System including control schematics.

(7) Information sheets on all major pieces of equipment (ii) Provide a general description of the proposed plumbing

systems for all the facilities. The descriptions should include but are not limited to the following: (1) List of Codes and standards in effect (2) Source of domestic water including expected

incoming water pressure; identify if a booster pump is required.

(3) Connection to sanitary sewer, identify if gravity flow is available or if pumping is required.

(4) Identify materials to be used including information sheets on all plumbing fixtures

(5) Identify how domestic hot water is to be generated, including storage capacity and temperature

(6) Identify where back flow preventers are required (7) Identify if special devises such as oil water

separators, eye wash, emergency shower, are required.

(G) Electrical (i) A general description of the proposed main electrical

service for the facility. This description is to include, without being limited to the following: (1) Capacity, complete with electrical load estimations

on normal and emergency power (2) Feeders (3) Transformers (4) Panels (5) Conduit

(ii) A general description of the proposed power distribution. This description is to include, but is not limited to the following: (1) Electrical rooms and closets



(2) Feeders (3) Transformers (4) Panels (5) Breakers (6) Conductors (7) Water protection (8) A general description of the proposed building

grounding system as applicable (iii) A general description of exit lights and emergency lights. (iv) A general description of lighting systems and lighting

controls. This description shall include, but not be limited to the following as applicable: (1) Interior lighting (2) Site lighting, paying close attention to security

issues (3) Perimeter lighting (4) Lighting controls

(v) A general description of the fire alarm system for the facility. This description shall include, but not be limited to the following: (1) System type(s) (2) System(s) operation (3) System interconnections with other systems, for

example sprinkler, foam deluge (vi) A general description of the conduit systems for telephone

and data, paging Cable TV (CATV) and security systems for the facility. The description shall include, but not be limited to the following: (1) Conduct and cable tray layout (2) Riser Diagram

(vii) General principles of the design solution for the following: (1) Heating, ventilation, air conditioning and plumbing

motors, starters and disconnects (2) Electrical outlets disconnect switches and

connections (3) Special power distributions (4) Wiring methods and equipment

(viii) A general description of the Energy Management Control System (EMCS) interface: specifically those inputs and outputs that will be co-ordinated with the controls area of the mechanical section of the performance specification.

(H) Sustainable Design



(i) The project is to be registered under the Green Globes Green Building Rating System. The design description, either within each discipline or as a separate item, should indicate how the following sustainable design objectives are addressed: (1) Project Management (2) Site (3) Energy (4) Water, Resources (5) Emissions, Effluents & Other Impacts (6) Indoor Environment

(ii) Occupant health, comfort and productivity (1) Indoor air quality (2) Natural and artificial integrated lighting quality (3) Thermal control and comfort (4) Acoustical control and comfort

(iii) Effective use of site resources (1) Enhancement of the microclimate (2) Control of storm water using stormwater

management best practices (3) Rainwater reuse potential (4) Low water consumption

(iv) Reduction of toxic and hazardous substances (v) Use of environmentally sound construction practices (vi) Low Operating and Maintenance Costs (vii) Waste Management Strategies

(1) Waste reduction and diversion during construction and demolition

(viii) Energy Use (1) Identify the Building Energy Analysis Program

used. (2) Perform an 8760 hour per year dynamic energy

analysis (3) Identify all sustainable design options included. (4) Provide a listing of design parameters, RSI values,

areas, lighting and electrical equipment watts/M2, ventilation rates, schedules, system components, setpoints, energy unit costs.

(ix) Provide the following metrics to be evaluated: (1) Annual energy budget expressed in megajoules per

sq. meter per year (mj/m2/year)



(2) Annual greenhouse gas emissions (3) Annual operating and maintenance costs

($/m2/year) (4) Total annual energy costs

(4) Drawings (A) Civil and Landscape Architecture

(i) Overview Site Plan and Layout (ii) Existing Conditions (site features, topography, boreholes

and test pits c/w logs) (iii) Civil Engineering-Roads and Parking Layout, Sections &

Profiles (iv) Septic System / Water and Sewer Lines c/w Details (v) Site, Roads and Parking Lighting and Signage (vi) Site Grading, Drainage and Sections (vii) Roads and Parking Details (viii) Exterior Electrical Plan and Details (ix) Landscape Layout Plans (x) Planting Plan (xi) Site and Landscape Details (xii) Firefighting (xiii) Potable Water System & Storage

(B) Architectural (i) Floor Plans (ii) Roof Plans (iii) Building Sections (iv) Building Elevations (v) Wall Sections (vi) Millwork Drawings (vii) Interior & Exterior Perspectives (viii) Drawing Schedules -windows, doors, finish and specialities

(C) Structural (i) Floor plans and sections indicating the location and

general size of the major structural components, including foundations; floors walls and roof framing, etc.

(D) Mechanical (i) Floor plans providing the heating, ventilation, air

conditioning, plumbing and fire protection systems layouts. (E) Electrical

(i) Floor Plans providing (1) Electrical symbol legend



(2) Electrical light fixture schedule (3) Power distribution diagram (4) Emergency power distribution diagram (5) Floor plans, lighting layout (6) Floor plans, power and systems layout (7) Plan showing grounding systems

(ii) Motor starter and control list Control wiring schematics (iii) Riser diagram and detail for: fire alarm system, telephone

and data system, CCTV system, paging and security system.

(iv) Panel board schedules (v) Electrical and equipment room layouts

(5) Outline specifications (A) Proponents should provide outline specifications for the site,

landscape and building design. Format to be in conformance with current numbering system of National Master Specification.

(d) Project Delivery Management Proposal (1) The Proponent is to demonstrate capability to perform the services and

meet project challenges and to provide a plan of action. (2) Information to be supplied:

(A) Scope of Services – detailed list of services (B) Project Delivery Description (C) Project Management Techniques (D) Design and Construction Schedule (E) Design Quality Management Description (F) Construction Quality Management Description (G) Project Take-over Procedures (H) Commissioning and Training Procedures

(3) Scope of Services / Management of Services (A) Proponents should provide a description of the project scope of

services, including a detailed breakdown of work tasks and deliverables.

(B) The proponent is to describe how it proposes to perform the services and meet the constraints; how the services will be managed to ensure continuing and consistent control as well as production and communication efficiency; how the team will be organized and how it will fit in the existing structure of the firm; to describe how the team will be managed. The proponent is also to identify disciplines and specialists required to complete the team.

(C) Information to be supplied (i) Confirm the makeup of the full Design-Build team including

reporting relationships and communication strategies



(ii) Organization chart with position titles and names. Joint Venture business plan, team structure and responsibilities, if applicable and contingency plans

(iii) Profiles of the key positions (specific assignments and responsibilities)

(iv) Outline of implementation strategies and sequence of main activities at various project phases

(4) Project Delivery Description (A) Proponents should provide a description of the construction

approaches specific to this project, articulate the various issues and conditions of this particular project, which are to be addressed and describe the project solutions to meet the demands of the project.

(5) Project Management Techniques (A) Proponents should provide a description of the various project and

project team management techniques to be applied in this project, provide details on lines of communications, reporting, correspondence, meetings and co-ordination of all stakeholders and a description of the project control system intended to be used for planning, scheduling (MS Project), monitoring and reporting of project progress. Include a preliminary risk assessment and methods to manage these risks.

(B) Proponents should provide a description for the Contractor’s Use of Site with regards to the separation of current operations versus new construction. Describe what measures the Contractor is going to provide to minimize the Client’s inconvenience.

(6) Design and Construction Schedule (A) Proponents should provide a preliminary GANTT schedule (single

11”x 17” fold out) identifying milestones and start / finish dates. The schedule should cover the work tasks and deliverables listed in the Scope of Services. It should include, but not be limited to: (i) Overall project management (ii) For the purpose of the schedule, assume contract award

date on May 1, 2014 (for reference only). (iii) Design & Documentation

(1) Design completion for various disciplines. (2) 33%, 66%, 99%, 100% review (Two weeks each) (3) All deliverables and submissions

(iv) Construction (1) Start/mobilization (2) Demolition (3) Site services. (4) Site work. (5) Foundations



(6) Structure (7) Building envelope & Cladding (8) Building services (9) Interior walls and interior finishes (10) Commissioning plan preparation (11) Commissioning complete

(v) Completion (1) Substantial completion (2) Final completion (3) Beneficial occupancy date (4) Operations and maintenance manuals (5) As-built drawings complete

(vi) Sequential tender schedule: provide a schedule showing your intended sequential tender process to support the overall project schedule. Provide comments on the reasoning behind your approach.

(vii) Submission of detail project control schedules. (viii) Owner / stakeholder reviews. (ix) Regulatory approvals.

(7) Design Quality Management Description (A) Proponents should provide a brief description outlining the quality

control measures for design. This should include methods for design team co-ordination, documentation, reporting, construction administration and other pertinent items. Owner co-ordination and review procedures should be clearly identified.

(8) Construction Quality Management Description (A) Proponents should provide a brief description of procedures to be

used for ensuring quality of construction. Owner co-ordination and working document review procedures should be clearly identified. The description relating to quality of construction shall address, but not be limited to the following: (i) Foundations. (ii) Concrete work. (iii) Aggregates. (iv) Compaction. (v) Concrete finishing. (vi) Structural steel (vii) Roofing. (viii) Air barrier / building envelope. (ix) Masonry work (x) Interior finishes



(xi) Pavement (xii) Traffic signalisation (xiii) Lane markings and layout (xiv) Environmental impact amelioration (xv) Site drainage control (xvi) Project-related Sustainable design issues

(9) Project Take-over Procedures (A) Proponents should provide a brief description of the take-over

procedures, which will demonstrate its capability to respond to the Owner’s specific project requirements.

(10) Commissioning and Training Procedures (A) Proponents should provide a brief description of the

commissioning and training activities, which will demonstrate its capability to respond to: (i) The commissioning requirements as contained in the

document Technical Requirements of the Request for Proposals, and

(ii) The training of government employees in the operation and maintenance of the new facility.

7.4.4. Evaluation and Rating

(a) Phase Two Technical Points Rating (1) Phase Two submissions which are responsive, meeting the submission

requirements outlined, will be reviewed, evaluated and rated by a PWGSC Evaluation Board in accordance with the following:

(2) Rated Elements (Phase Two) (A) The technical proposals will be evaluated by a PWGSC Evaluation

Board under the technical elements listed in the Table below and as further explained in the Technical Requirements.

(B) The information will be rated from 1 to 10 for each technical element. The rating is then multiplied by the weight factor shown in the Table below to produce the Points Rating.

(C) Proposal must obtain a minimum 65 out of 100 the overall points rating of Phase Two to be deemed responsive and receive further consideration.

(3) Total Technical Points Rating (A) Past experience of the Proponent’s team will be evaluated at the

Phase One submission stage and the Phase One Points rating for this evaluation will be added to the Phase Two Points rating.

(B) To be considered further, proponents must achieve a minimum Combined Technical Score of fifty (55) points out of eighty (80) points available as specified above.



7.4.5. Phase 2 – Technical Evaluation Table

Element Weight Factor

Rating Points Rating

1 Design Proposal a. Civil 0.6 0-10 0-6 b. Landscape Architecture 0.4 0-10 0-4 c. Architectural 0.8 0-10 0-8 d. Structural 0.8 0-10 0-8 e. Mechanical 0.8 0-10 0-8 f. Electrical 0.8 0-10 0-8 g. BIM & Facility Management 0.4 0-10 0-4 h. Sustainability 0.4 0-10 0-4 2 Project Delivery Management Proposal a. Scope of Services – Detailed List of Services 0.5 0-10 0-5 b. Project Delivery Description 0.5 0-10 0-5 c. Project Management Techniques 0.9 0-10 0-9 d. Design and Construction Schedule 0.5 0-10 0-5 e. Design Quality Management 0.8 0-10 0-8 f. Construction Quality Management 0.8 0-10 0-8 g. Project Takeover Procedures 0.5 0-10 0-5 h. Commissioning and Training Procedures 0.5 0-10 0-5 3 Total 10.0 0-100

7.4.6. Phase 1 & 2 – Summary Table

Rating Possible Range of

Points

% of Total Score

Score Points

Phase One Rating 0-100 15 0-15 Phase Two Technical Points Rating 0-100 65 0-65 Total Combined Technical Points Score 80 0-80



7.5. SRE 5 PRICE PROPOSAL

7.5.1. Minimum Acceptable Points Rating

(a) Only those responsive proposals achieving a minimum Total Combined Technical Score Points rating of 55 out of 80 will remain responsive and have their Price Proposal Form envelopes opened and be eligible for further consideration. Proponents not meeting the minimum Total Technical Points rating will have their Price Proposal Form envelopes returned unopened.

7.5.2. Price in Acceptable Range

(a) An average price is determined by adding all the price proposals of responsive bids together and dividing the total by the number of price proposals being opened.

(b) All price proposals which are greater than twenty-five percent (25%) above the average price will be set aside and receive no further consideration.

(c) The remaining price proposals are rated as follows: (1) The lowest price proposal receives a Price Rating of 100. (2) The subsequent prices will be scored as followed:

Lowest Price / Proposal Price x 100

7.5.3. Total Score

(a) Total Score will be established in accordance with the following: Rating Possible

Range of Points

% of Total Score

Score Points

Phase One Rating 0-100 15 0-15 Phase Two Technical Points Rating 0-100 65 0-65 Pricing Rating 0-100 20 0-20 Total Score 100 0-100

7.5.4. Total Summary Table

(a) The Proponent whose responsive proposal achieves the highest total score is the first entity that the Evaluation Board will recommend be approached in order to finalize the details of a contractual agreement for the provision of the required services and work.

(b) In case of a tie, the proponent submitting the lower price for the services will be selected. For further resolution to break the tie, refer to General Instructions GI 26.



7.6. GENERIC EVALUATION TABLE

Non Responsive

Inadequate Weak Adequate Fully Satisfactory

Strong

0 Point 2 Points 4 Points 6 Points 8 Points 10 Points Did not submit information which could be evaluated

Lacks complete or almost complete understanding of the requirements.

Has some understanding of the requirements but lacks adequate understanding in some areas of the requirements.

Demonstrates a good understanding of the requirements.

Demonstrates a very good understanding of the requirements.

Demonstrates an excellent understanding of the requirements.

Weaknesses cannot be corrected

Generally doubtful that weaknesses can be corrected

Weaknesses can be corrected

No significant weaknesses

No apparent weaknesses

Proponent do not possess qualifications and experience

Proponent lacks qualifications and experience

Proponent has an acceptable level of qualifications and experience

Proponent is qualified and experienced

Proponent is highly qualified and experienced

Team proposed is not likely able to meet requirements

Team does not cover all components or overall experience is weak

Team covers most components and will likely meet requirements

Team covers all components - some members have worked successfully together

Strong team - has worked successfully together on comparable projects

Sample projects not related to this requirement

Sample projects generally not related to this requirement

Sample projects generally related to this requirement

Sample projects directly related to this requirement

Leads in sample projects directly related to this requirement

Extremely poor, insufficient to meet performance requirements

Little capability to meet performance requirements

Acceptable capability, should ensure adequate results

Satisfactory capability, should ensure effective results

Superior capability, should ensure very effective results

PWGSC Evaluation Board members will evaluate the strengths and weaknesses of the Proponent's response to the evaluation criteria and will rate each criterion with even numbers (0, 2, 4, 6, 8 or 10) using the generic evaluation table above. The final score will be a single score agreed to by the entire board.



7.7. SRE 6 SUBMISSION REQUIREMENTS – CHECKLIST

7.7.1. The following list of documents and forms is provided with the intention of assisting the Proponent in ensuring a complete submission. The Proponent is responsible for meeting all submission requirements.

7.7.2. Please follow detailed instructions in "Submission of Proposals", General Instructions (GI 11). Proponents may choose to introduce their submissions with a cover letter.

Phase One:

Team Identification – see typical format in Appendices Declaration – completed and signed form, provided in Appendices Proposal – one (1) original and nine (9) copies

Phase Two:

Verification of Team – confirmed Phase One team identification information; signed and dated

Proposal – one (1) original and nine (9) copies Front Page of RFP – completed and signed Front Page of Revision(s) to RFP – completed and signed Contract Security Form – completed and signed Non-Disclosure Agreement – completed and signed Bid Bond – as per General Instructions (GI 23). Complete List of Directors of Proponent

In a separate envelope:

Price Proposal Form – one completed, signed and submitted in a separate envelope.


TERMS AND CONDITIONS 45

8.0 TERMS AND CONDITIONS

8.1. TERMS OF AGREEMENT

8.1.1. A1 CONTRACT DOCUMENTS

(a) The Design-Builder understands and agrees that, upon acceptance of the offer by Canada (1) a binding Contract shall be formed between Canada and the Design-

Builder; and (2) the Contract Documents forming the Contract shall be the following:

(A) the Front Page, Articles of Agreement, and these Terms of Agreement;

(B) the Request for Proposal; (C) the Technical Requirements; (D) the Terms and Conditions, as may be amended, identified as:

(i) the General Conditions; (ii) the Supplementary Conditions, if any; (iii) documents incorporated by reference as follows: (iv) R2882D (2008-12-12) Dispute Resolution; (v) R2940D (2012-07-16) Fair Wages and Hours of Labour –

Labour Conditions; (vi) Schedules of Wage Rates for Federal Construction

Contracts. (E) the Proponent’s Proposal; (F) the Construction Documents; (G) any amendment incorporated into the solicitation documents

before the date of the Contract; and (H) any amendment or variation of the Contract Documents that is

made in accordance with the General Conditions. (b) The documents identified by title, number and date above are incorporated by

reference and are set out in the Standard Acquisition Clauses and Conditions (SACC) Manual, issued by Public Works and Government Services Canada (PWGSC). The SACC Manual is available on the PWGSC Website: http://sacc.pwgsc.gc.ca/sacc/index-e.jsp

(c) Schedules of Wage Rates for Federal Construction Contracts is included by reference and may be accessed from the Website: http://www.hrsdc.gc.ca/eng/labour/employment_standards/contracts/schedule/index.shtml

8.1.2. A2 THE WORK

(a) The Design-Builder also agrees (1) to commence the Work when so instructed by Canada and to do

everything required of the Design-Builder by the Contract and, without

http://sacc.pwgsc.gc.ca/sacc/index-e.jsp/

http://www.hrsdc.gc.ca/eng/labour/employment_standards/contracts/schedule/index.shtml/

http://www.hrsdc.gc.ca/eng/labour/employment_standards/contracts/schedule/index.shtml/



limiting the generality of the foregoing, to furnish all necessary designs, professional services, construction services, construction management services, commissioning services, other related services, Plant, Material, equipment and labour and to diligently perform and complete the Work in strict accordance with the Contract Documents; and

(2) subject to any adjustment as provided for in the Contract Documents, to complete the Work no later than the Completion Date identified in the Technical Requirements.

8.2. SUPPLEMENTARY CONDITIONS

8.2.1. SC1 DISBURSEMENTS

(a) The following costs shall be included in the proposal Price required to deliver the Work and shall not be reimbursed separately; (1) Standard office expenses such as any photocopying, computer costs,

Internet, long distance telephone and fax, including that between the Design-Builder’s main office and branch offices or between the Design-Builder’s offices and other team members offices;

(2) Travel time; (3) Travel expenses; and (4) Local project office. (5) Deliverables identified in Design-Build Services and Specifications.

8.2.2. SC2 PAYMENT FOR DESIGN CHANGES AND REVISIONS

(a) For the purposes of this section payroll costs mean the actual cost of any person employed by the Design-Builder, its Designer or its Designer’s Sub-Consultants as a staff member, including principals employed as staff members, and includes an amount for salary, statutory holidays, vacations with pay, unemployment insurance premiums and worker’s compensation contributions where applicable, pension plan contributions, sick time allowance, medical/dental insurance premiums, and such other employee benefits as may be approved by the Departmental Representative.

(b) Payment for any additional or reduced Design Services authorized by the Departmental Representative prior to their performance, and for which a basis of payment has not been established at the time of execution of the Contract, shall be in an amount or amounts to be mutually agreed upon from time to time, subject to the Terms of Payment and the approval of Canada.

(c) Where it is not possible, or appropriate, to agree upon a fixed price fee or percentage fee prior to the performance of the additional or reduced Design Services, payment shall be made on the basis of a time based fee as follows: (1) The Designer’s principals and executives, and other personnel approved

in that capacity by the Departmental Representative shall be paid at the hourly rates approved by the Departmental Representative.

(2) The Designer’s staff approved by the Departmental Representative shall be paid at Payroll Cost multiplied by the factor(s) specified in (1) above,



except that the multiplying factor shall not be applied to the premium portion of authorized overtime included in Payroll Cost.

(3) The normal working hours per day for Designer’s principals, executives and the employees, shall be deemed to be seven and a half (7.5) hours of any day during which they are actually engaged in the performance of the Design Services.

(4) Travel time during normal working hours, that is related to the Project and authorized by the Departmental Representative, shall be chargeable as time worked.

(5) Travel time outside normal working hours, that is related to the Project and authorized by the Departmental Representative, shall be chargeable up to a maximum of three (3) hours per day, unless otherwise authorized.

(6) The maximum amount(s) that applies (apply) to the Design Services to be carried out at time rates shall be as specified in the change request notice issued by the Departmental Representative, which amount(s) shall not be exceeded without the prior authorization of the Departmental Representative.

(d) Subject to paragraph (e) and (f) below and prior to the performance of additional or reduced Design Services on the basis of a time based fee, the Design-Builder shall comply with any request made by the Departmental Representative regarding persons to be employed by its Designer or its Designer’s subconsultants to provide the additional or reduced Design Services. In addition, the Design-Builder and the Departmental Representative shall negotiate hourly rates and payroll cost factors as applicable for any of those persons for whom the relevant information does not appear in the Price Proposal Form.

(e) The Design-Builder shall, on request, submit to the Departmental Representative for approval, the names, addresses, qualifications, experience and proposed roles of all persons, including principals, to be employed by its Designer to provide the Design Services for the Project and, on request, submit any subsequent changes to the Departmental Representative for approval.

(f) When fees are on a Payroll Cost basis, the Design-Builder shall submit to the Departmental Representative, for approval, a statement of Payroll Costs, and any amendments thereof, for all persons to be employed by the Design-Builder to provide the Design Services for the Project.

(g) Payment for additional Design Services not identified at the time of execution of the Contract shall be made only to the extent that (1) the additional Design Services are Services that are not included in stated

Design Services in the Contract, (2) the additional Design Services are required for reasons beyond the

control of the Design-Builder, and (3) any fee adjustment for Design Services resulting from an adjustment in

the Construction Cost Estimate arising from the additional Services is not commensurate with the additional Services performed.

8.2.3. SC3 PAYMENT FOR CONSTRUCTION CHANGES AND REVISIONS

(a) For the purposes of this clause the following forms will be used:



(1) Contemplated Change Notice, form PWGSC-611; (2) Change Order, form PWGSC-610; and (3) On Site Instruction, form PWGSC-599.

(b) General (1) The Design-Builder shall submit a cost estimate breakdown for each

contemplated change, in accordance with paragraph 1) of GC6.3.2, " Determination of Price prior to Undertaking the Work: Lump Sum". The breakdown shall itemize all labour, material, plant and equipment costs estimated by the Design-Builder and subcontractors, and the amount of each allowance.

(2) It is the responsibility of the Design-Builder to ensure that all prices included in the Design-Builder's quotation to the Departmental Representative, including those of subcontractors are fair and reasonable in view of the terms expressed herein.

(3) The labour hours required for the contemplated change shall be based on the estimated number of hours to perform the work.

(4) Time spent by a working foreman may be included in the number of labour hours, at a rate agreed to in writing by the Design-Builder and the Departmental Representative.

(5) Time attributable to material handling, productivity factors and approved rest periods is to be included in the number of hours required by the contemplated change and will not be paid as a separate item under hourly rates.

(6) Allowances referred to in 8.2.6 are not to be included in the hourly labour rates.

(7) Credit for work deleted will only be for the work directly associated with the change.

(8) When a change deletes work which has not yet been performed, the Departmental Representative is entitled to an adjustment in the Contract amount equal to the cost the Design-Builder would have incurred had the work not been deleted.

(9) Allowances referred to in 8.2.6 shall not be applied to any credit amounts for deleted work.

(10) In those cases where the change involves additions and deletions to the work, the allowances referred to in 8.2.6 shall apply only when the cost of the additions minus the cost of the deletions would result in an increase in the Contract amount. The percentage allowance shall only be applied to that portion of the costs of the additions that is in excess of the cost of the deletions.

(11) If the contemplated change in the work necessitates a change in the contract completion date, or has an impact on the Work, the Design-Builder shall identify and include the resulting cost in the breakdown of its quotation to the Departmental Representative.



8.2.4. The hourly labour rates listed in the Design-Builder’s breakdown shall be determined in accordance with the collective agreements that are applicable at the site of the work and shall include;

(a) the base rate of pay; (b) vacation pay; (c) benefits which includes

(1) welfare contributions; (2) pension contributions; (3) union dues; (4) training and industry funds contributions; and (5) other applicable benefits, if any, that can be substantiated by the Design-

Builder. (d) statutory and legislated requirements, assessed and payable under statutory

authority, which includes (1) Employment Insurance contributions; (2) Canada Pension Plan or Quebec Pension Plan contributions; (3) Worker's Compensation Board or Commission de la santé et de la

sécurité du travail premiums; (4) Public Liability and Property Damage insurance premiums; and (5) health tax premiums.

(e) In the case of non-union labour, all rates claimed shall be in accordance with the terms of the Labour Conditions forming part of this Contract and the Design-Builder must provide satisfactory proof of the rates actually paid.

8.2.5. Material, Plant and equipment costs and rentals must be based on the actual amount paid to the suppliers by the Design-Builder or subcontractor and said costs are to include all applicable discounts.

8.2.6. Allowance to the Design-Builder or Subcontractor

(a) The allowances determined in accordance with paragraph 1) of GC6.3.2, " Determination of Price prior to Undertaking the Work: Lump Sum" shall be considered as full compensation for: (1) supervision, co-ordination, administration, overhead, margin and the risk

of undertaking the work within the stipulated amount; (2) and miscellaneous additional costs related to

(A) the purchase or rental of material, plant and equipment; (B) the purchase of small tools and supplies; (C) safety and protection measures; and (D) permits, bonds, insurance, engineering, as built drawings,

commissioning and site office.

8.2.7. SC 4 REPLACEMENT OF SPECIFIC INDIVIDUALS



(a) If specific individuals are identified in the Contract to perform the Work, the Design Builder must provide the services of those individuals unless the Contractor is unable to do so for reasons beyond its control.

(b) If the Contractor is unable to provide the services of any specific individual identified in the Contract, it must provide a replacement with similar qualifications and experience. The replacement must meet the criteria used in the selection of the Contractor and be acceptable to Canada in writing. The Contractor must, as soon as possible, give notice to the Contracting Authority of the reason for replacing the individual and provide: (1) the name, qualifications and experience of the proposed replacement;

and (2) proof that the proposed replacement has the required security clearance

granted by Canada, if applicable. (c) The Contractor must not, in any event, allow performance of the Work by

unauthorized replacement persons. The Contracting Authority may order that a replacement stop performing the Work. In such a case, the Contractor must immediately comply with the order and secure a further replacement in accordance with subsection 2. The fact that the Contracting Authority does not order that a replacement stop performing the Work does not relieve the Contractor from its responsibility to meet the requirements of the Contract.

8.2.8. SC 5 JOINT AND SEVERAL LIABILITY

(a) If at any time there is more than one legal entity constituting the Design Builder, their covenants under the Agreement shall be considered to be joint and several and apply to each and every entity. If the Consultant is or becomes a partnership or joint venture, each legal entity who is a member or becomes a member of the partnership or joint venture or its successors is and continues to be jointly and severally liable for the performance of the services and all the covenants of the Consultant pursuant to this Agreement, whether or not that entity ceases to be a member of the partnership, joint venture or its successor.


GENERAL CONDITIONS 51

9.0 GENERAL CONDITIONS

9.1. GC1 GENERAL PROVISIONS

9.1.1. GC1.1 INTERPRETATION

(a) GC1.1.1 Headings (1) The headings in the Contract Documents form no part of the Contract but

are inserted for convenience of reference only. (2) A reference made to a part of the Contract by means of numbers

preceded by letters is a reference to the particular part of the Contract that is identified by that combination of letters and numbers and to any other part of the Contract referred to therein.

(3) A reference to a paragraph or subparagraph followed by an identifying number is, unless specifically stated otherwise, a reference to the paragraph or subparagraph which forms part of the clause within which the reference is made.

(b) GC1.1.2 Definitions (1) In the Contract:

(A) "Canada", “Crown” or “Her Majesty” means Her Majesty the Queen in right of Canada;

(B) “Construction” means the performing or furnishing of all labour, Plant, Material, and other means of construction, other than Design Services, to complete the performance of the Work as required by the Contract Documents;

(C) "Construction Documents" means the plans, drawings and specifications for Construction of the Work prepared by or on behalf of the Design-Builder and that are accepted and signed by the Departmental Representative and the Design-Builder after the execution of the Contract;

(D) "Contract" means the Contract Documents referred to in the Contract;

(E) "Contract Amount" means the amount stipulated in the Contract; (F) "Contract Security" means any security given by the Design-

Builder to Canada in accordance with the Contract; (G) "Departmental Representative" means the representative of

Canada who is designated by Canada from time to time as the Departmental Representative for the purposes of the Contract, and includes a person, designated and authorized in writing by the Departmental Representative to the Design-Builder, to perform, on the Departmental Representative's behalf, any of the Departmental Representative's functions under the Contract;

(H) "Design-Builder" means the person or entity contracting with Canada to provide or furnish all designs, professional services, Construction Documents, labour, Material and Plant for the execution of the Work, and includes the Design-Builder’s



authorized representative as designated in writing to the Departmental Representative;

(I) “Design Services” means the professional services for design and construction administration performed by the Designer, or consultants coordinated by the Designer, under the terms of the Contract;

(J) “Designer” means the Architect, Professional Engineer or entity, licensed to practice in the province or territory of the Work, and forming the professional component of the Design-Builder to provide the Design Services and other services required under the terms of the Contract, and includes the Designer’s authorized representative as designated to the Departmental Representative in writing.

(K) "Certificate of Completion" means the certificate issued by the Departmental Representative when the Work reaches Completion;

(L) "Final Certificate of Measurement" means a certificate issued by the Departmental Representative showing the final quantities, unit prices and values of labour, Plant and Material performed, used and supplied by the Design-Builder for the construction of the part of the Work to which a Unit Price Arrangement applies;

(M) "Fixed Price Arrangement" means that part of the Contract that prescribes a lump sum as payment for performance of the work to which it relates;

(N) "Interim Certificate of Completion" means a certificate issued by the Departmental Representative when the Work reaches Substantial Completion;

(O) "Material" means all commodities, articles, machinery, equipment, fixtures and things required to be furnished in accordance with the Contract for incorporation into the Work;

(P) "Plant" means all tools, implements, machinery, vehicles, structures, equipment, articles and things, other than Material or consumed in the performance of the contract and tools customarily provided by a tradesperson in practicing a trade, that are necessary for the Construction of the Work;

(Q) "Project" means the total design and Construction for which the Design-Builder is responsible, including all Design Services and the Completion of the Work;

(R) “Project Requirements” means the statement included in the Request for Proposal detailing the technical and other requirements of Canada which are to be met by the successful proponent, and which are to be addressed in the Proposal;

(S) "Proposal" means the proposal of the Design-Builder submitted in response to a Request for Proposal:

(T) "Request for Proposal" means the documentation issued by Canada requesting the submission of proposals and detailing the Project Requirements;



(U) "Subcontractor" means a person or entity, other than the Designer, having a direct contract with the Design-Builder, subject to GC3.6 SUBCONTRACTING, to perform a part or parts of the Work, or to supply Material worked to a special design for the Work;

(V) "Superintendent" means the employee or representative of the Design-Builder who is designated by the Design-Builder to act pursuant to GC2.5 SUPERINTENDENT;

(W) "Supplemental General Conditions" means the part of the Contract Documents which amends or supplements the General Conditions;

(X) "Supplier" means a person or entity having a direct contract with the Design-Builder to supply Plant or Material not worked to a special design for the Work.

(Y) "Unit Price Arrangement" means that part of the Contract that prescribes the product of a price per unit of measurement multiplied by a number of units of measurement for performance of the work to which it relates;

(Z) "Unit Price Table" means the table set out in the Articles of Contract;

(AA) "Work" means, subject only to any express stipulation in the Contract to the contrary, everything that is necessary to be done, furnished or delivered by the Design-Builder to complete the Design Services, Construction and other services required under the Contract in accordance with the Contract Documents.

(BB) “Working Day” means a day other than a Saturday, Sunday, or a holiday which is observed by the construction industry in the area of the place of the Work.

(c) GC1.1.3 Application of Certain Provisions (1) Any provisions of the Contract that are expressly stipulated to be

applicable only to a Unit Price Arrangement are not applicable to any part of the Work to which a Fixed Price Arrangement is applicable.

(2) Any provisions of the Contract that are expressly stipulated to be applicable only to a Fixed Price Arrangement are not applicable to any part of the Work to which a Unit Price Arrangement is applicable.

(d) GC1.1.4 Substantial Completion (1) The Work will be considered to have reached Substantial Completion

when, (A) the Work or a substantial part thereof has passed inspection and

testing and is, in the opinion of the Departmental Representative, ready for use by Canada or is being used for the intended purposes; and

(B) when the Work is, in the opinion of the Departmental Representative, capable of completion or correction at a cost of not more than

(C) 3% of the first $500,000, and



(D) 2% of the next $500,000, and (E) 1% of the balance (F) of the value of the Contract at the time this cost is calculated.

(2) Where the Work or a substantial part thereof is ready for use or is being used for the purposes intended and the remainder of the Work or a part thereof cannot be completed by the time specified in the Contract, or as amended by GC6.4 DELAYS AND EXTENSION OF TIME, for reasons beyond the control of the Design-Builder, or where the Departmental Representative and the Design-Builder agree not to complete a part of the Work within the specified time, the cost of that part of the Work which was either beyond the control of the Design-Builder to complete or the Departmental Representative and the Design-Builder have agreed not to complete by the time specified, shall be deducted from the value of the Contract referred to in paragraph 1)(b) , and the said cost shall not form part of the cost of the work remaining to be done in determining Substantial Completion.

(e) GC1.1.5 Completion (1) The Work shall be deemed to have reached Completion when all designs,

services, labour, Plant and Material required have been supplied, and the Design-Builder has complied with the Contract and all orders and directions made pursuant thereto, all to the satisfaction of the Departmental Representative.

9.1.2. GC1.2 CONTRACT DOCUMENTS

(a) GC1.2.1 General (1) The Contract Documents are complementary, and what is required by

any one shall be as binding as if required by all. (2) References in the Contract Documents to the singular shall be considered

to include the plural as the context requires. (3) Nothing contained in the Contract Documents shall create a Contractual

relationship between Canada and any Subcontractor or Supplier or the Designer or any consultant or their agents or employees.

(b) GC1.2.2 Order of Precedence (1) In the event of any inconsistency or conflict in the contents of the

following documents, such documents shall take precedence and govern in the following order: (A) the Terms of Agreement, (B) Supplementary Conditions, (C) These General Conditions, (D) The Request for Proposal and any qualification in the Proposal

expressly accepted by Canada, (E) The Proposal, and (F) Construction Documents.



(G) Later dates shall govern within each of the above categories of documents.

(2) In the event of any inconsistency or conflict in the information contained in the Construction Documents, the following rules shall apply: (A) Specifications shall govern over plans; (B) Dimensions shown in figures on a plan shall govern where they

differ from dimensions scaled from the same plan; and (C) Plans of larger scale shall govern over those of smaller scale.

(c) GC1.2.3 Protection of Documents (1) The Design-Builder shall guard and protect Contract Documents,

drawings, information, models and copies thereof, whether supplied by Canada or the Design-Builder, against loss or damage from any cause.

(2) If any document or information given or disclosed to the Design-Builder is assigned a security rating by the person who gave or disclosed it, the Design-Builder shall take all measures directed by the Departmental Representative to ensure the maintenance of the degree of security that is ascribed to that rating.

(3) The Departmental Representative may direct the Design-Builder to do such things and to perform such additional work as the Departmental Representative considers reasonable and necessary to ensure compliance with or to remedy a breach of paragraphs 1) or 2).

(d) GC1.2.4 Ownership and Re-use of Documents and Models (1) Except as may be specified elsewhere in the Contract, Canada

relinquishes any right to ownership of copyright in any and all documents which are instruments of the services to be provided or furnished and are prepared by or on behalf of the Design-Builder or the Designer under the terms of the Contract.

(2) After negotiation with the owner or owners of the copyright, Canada may re-use for another project the documents and models referred to in paragraph 1), and shall pay the owner or owners for such re-use an appropriate fee based on current practice.

(3) Models furnished by the Design-Builder at Canada’s expense shall be and remain the property of Canada.

9.1.3. GC1.3 STATUS OF THE DESIGN-BUILDER

(a) The Design-Builder shall be engaged under the Contract as an independent contractor.

(b) The Design-Builder and any employee of the Design-Builder are not engaged by the Contract as an employee, servant or agent of Canada.

(c) For the purposes of the Contract the Design-Builder shall be solely responsible for any and all payments and deductions required to be made by law including those required for Canada or Quebec Pension Plans, Unemployment Insurance, Worker's Compensation, provincial health or insurance plans, and Income Tax.

9.1.4. GC1.4 RIGHTS AND REMEDIES



(a) Except as expressly provided in the Contract Documents, the duties and obligations imposed by the Contract Documents and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights, and remedies otherwise imposed or available by law.

9.1.5. GC1.5 TIME OF THE ESSENCE

(a) Time is of the essence of the Contract.

9.1.6. GC1.6 INDEMNIFICATION BY DESIGN-BUILDER

(a) The Design-Builder shall pay all royalties and patent fees required for the performance of the Contract and, at the Design-Builder's expense, shall defend all claims, actions or proceedings against Canada charging or claiming that the services or any part thereof provided or furnished by the Design-Builder to Canada infringe any patent, industrial design, copyright trademark, trade secret or other proprietary right enforceable in Canada.

(b) The Design-Builder shall indemnify and save Canada harmless from and against all claims, demands, losses, costs, damages, actions, suits, or proceedings by whomever made, brought or prosecuted and in any manner based upon, arising out of, related to, occasioned by or attributable to the activities of the Design-Builder, the Designer, servants, agents, Subcontractors and sub-Subcontractors in performing the Work.

(c) For the purposes of paragraph 2) , "activities" means any act improperly carried out, any omission to carry out an act and any delay in carrying out an act.

9.1.7. GC1.7 INDEMNIFICATION BY CANADA

(a) Subject to the Crown Liability Act, the Patent Act, and any other law that affects Canada's rights, powers, privileges or obligations, Canada shall indemnify and save the Design-Builder harmless from and against all claims, demands, losses, costs, damage, actions, suits or proceedings arising out of the Design-Builder's activities under the Contract that are directly attributable to:

(b) lack of or a defect in Canada's title to the Work site if owned by Canada, whether real or alleged; or

(c) an infringement or an alleged infringement by the Design-Builder of any patent of invention or any other kind of intellectual property occurring while the Design-Builder was performing any act for the purposes of the Contract employing a model, plan or design or any other thing related to the Work that was supplied by Canada to the Design-Builder.

9.1.8. GC1.8 LAWS, PERMITS AND TAXES

(a) To the extent that the circumstances of the Work being performed for Canada permit, and except where specifically provided for elsewhere in the Contract, the Design-Builder shall give the required notices and shall comply with all laws and regulations applicable to the Work, whether federal, provincial, territorial or municipal, as if the Work was being constructed for an owner other than Her Majesty.



(b) Without limiting the generality of paragraph 1), the Designer will comply with all statutes, codes, regulations and by-laws applicable to the design of the Work, and will provide assistance to the Design-Builder in obtaining consents, approvals, licences and permits as if the Work was being constructed for an owner other than Her Majesty.

(c) Prior to the commencement of Construction, the Design-Builder shall tender to a municipal authority an amount equal to all fees and charges that would be lawfully payable to that municipal authority in respect of building permits as if the Work were being performed for a person other than Her Majesty.

(d) Within ten (10) days of making a tender pursuant to paragraph 3), the Design-Builder shall notify the Departmental Representative of the amount properly tendered and whether or not the municipal authority has accepted that amount.

(e) If the municipal authority has not accepted the amount tendered, the Design-Builder shall pay that amount to Canada within six (6) days after the time stipulated in paragraph 4).

(f) For the purposes of this clause, "municipal authority" means any authority that would have jurisdiction respecting permission to perform the Work if the owner were not Her Majesty.

(g) Notwithstanding the residency of the Design-Builder, the Design-Builder shall pay any applicable tax arising from or related to the performance of the Work under the Contract.

(h) In accordance with the Statutory Declaration referred to in paragraph 4) of GC5.5 SUBSTANTIAL COMPLETION OF THE WORK, a Design-Builder who has neither residence nor place of business in the province or territory in which work under the Contract is being performed shall provide Canada with proof of registration with the provincial sales tax authorities in the said province.

(i) For the purpose of the payment of any applicable tax or the furnishing of security for the payment of any applicable tax arising from or related to the performance of the Work, and notwithstanding the fact that all Material, Plant and interest of the Design-Builder in all real property, licences, powers and privileges, become the property of Canada after the time of purchase in accordance with GC3.9 MATERIAL PLANT AND REAL PROPERTY BECOME PROPERTY OF CANADA, the Design-Builder shall be liable, as a user or consumer, for the payment or for the furnishing of security for the payment of any applicable tax payable, at the time of the use or consumption of that Material, Plant or interest of the Design-Builder in accordance with the relevant legislation.

9.1.9. GC1.9 WORKERS' COMPENSATION

(a) Prior to commencing the Work, at the time of Substantial Completion of the Work, and prior to issuance of the Certificate of Completion, the Design-Builder shall provide evidence of compliance with workers' compensation legislation applicable to the place of the Work, including payments due hereunder.

(b) At any time during the term of the Contract, when requested by the Departmental Representative, the Design-Builder shall provide such evidence of compliance by the Design-Builder and Subcontractors and any other person performing part of the Work who is required to comply with such legislation.



9.1.10. GC1.10 NATIONAL OR DEPARTMENTAL SECURITY

(a) If Canada is of the opinion that the Project is of a class or kind that involves national or departmental security, the Design Builder may be required: (1) to provide any information concerning persons employed for purposes of

the Agreement unless prohibited by law; (2) to remove any person from the Project and its site if that person cannot

meet the prescribed security requirements; and (3) to retain the Project Technical Documentation while in the Consultant's

(for our purpose insert "Design Builder's") possession in a manner specified by Canada.

(b) Notwithstanding the provision of GC 1.18, if the Project is of a class or kind that involves national or departmental security, the Design Builder shall not issue, disclose, discard or use the Project Technical Documentation on another project without the written consent of Canada.

(c) In all contracts with persons and entities who are to be employed in the performance of the Contract, the Design-Builder shall make provision for the performance of any obligation that may be imposed upon the Design-Builder under paragraph 1).

9.1.11. GC1.11 PUBLIC CEREMONIES AND SIGNS

(a) The Design-Builder shall not permit any public ceremony in connection with the Work without the prior consent of Canada.

(b) The Design-Builder shall not erect or permit the erection of any sign or advertising on the Work or its site without the prior consent of the Departmental Representative.

9.1.12. GC1.12 CONFLICT OF INTEREST

(a) It is a term of the Contract that no individual, for whom the post-employment provisions of the Conflict of Interest and Post-Employment Code for Public Office Holders (1994) or the Conflict of Interest and Post-Employment Code for the Public Service (1985) apply, shall derive a direct benefit from the Contract unless that individual is in compliance with the applicable post-employment provisions.

9.1.13. GC1.13 INTERNATIONAL SANCTIONS

(a) Persons and companies in Canada, and Canadians outside of Canada are bound by economic sanctions imposed by Canada. As a result, the Government of Canada cannot accept delivery of goods or services that originate, either directly or indirectly, from the countries or persons subject to economic sanctions. Details on existing sanctions can be found at: http://www.dfait-maeci.gc.ca/trade/sanctions-en.asp.

(b) It is a condition of the Contract that the Design-Builder not supply to the Government of Canada any goods or services which are subject to economic sanctions.

(c) By law, the Design-Builder must comply with changes to the regulations imposed during the life of the Contract. During the performance of the Contract should the

http://www.dfait-maeci.gc.ca/trade/sanctions-en.asp

http://www.dfait-maeci.gc.ca/trade/sanctions-en.asp



imposition of sanctions against a country or person or the addition of a good or service to the list of sanctioned goods or services cause an impossibility of performance for the Contractor, the Contractor may request that the Contract be terminated in accordance with GC7.3 TERMINATION OF CONTRACT.

9.1.14. GC1.14 CERTIFICATION – CONTINGENCY FEES

(a) The Design-Builder certifies that it has not directly or indirectly paid or agreed to pay and covenants that it will not directly or indirectly pay or agree to pay a contingency fee for the solicitation, negotiation or obtaining of the Contract to any person other than an employee acting in the normal course of the employee's duties.

(b) All accounts and records pertaining to payments of fees or other compensation for the solicitation, obtaining or negotiation of the Contract shall be subject to the accounts and audit provisions of the Contract.

(c) If the Design-Builder certifies falsely under this section or is in default of the obligations contained therein, Canada may either take the Work out of the Design-Builder's hands in accordance with the provisions of the Contract or recover from the Design-Builder by way of reduction to the Contract Amount or otherwise the full amount of the contingency fee.

(d) In this clause: (1) "contingency fee" means any payment or other compensation that is

contingent upon or is calculated upon the basis of a degree of success in soliciting or obtaining a Government contract or negotiating the whole or any part of its terms;

(2) "employee" means a person with whom the Design-Builder has an employer/employee relationship;

(3) "person" includes an individual or a group of individuals, a corporation, a partnership, an organization and an association and, without restricting the generality of the foregoing, includes any individual who is required to file a return with the registrar pursuant to section 5 of the Lobbyist Registration Act R.S. 1985 c.44 (4th Supplement) as the same may be amended from time to time.

9.1.15. GC1.15 AGREEMENTS AND AMENDMENTS

(a) The Contract supersedes all negotiations, representations, or agreements, either written or oral, relating in any manner to the Work, that were made prior to the date of the Contract, and the express agreements therein contained and made by Canada are the only agreements upon which any rights against Canada are to be founded.

(b) The failure of either party at any time to require performance by the other party of any provision hereof shall in no way affect the right thereafter to enforce such provision. Nor shall the waiver by either party of any breach of any covenant, condition or proviso hereof be taken to be held to be a waiver of any further breach of the same covenant, condition or proviso.

(c) The Contract may be amended only as provided for in the Contract Documents.

9.1.16. GC1.16 SUCCESSION



(a) The Contract shall inure to the benefit of and be binding upon the parties hereto and their lawful heirs, executors, administrators, successors and, subject to GC1.17, permitted assigns.

9.1.17. GC1.17 ASSIGNMENT

(a) The Design-Builder shall not make any assignment of the Contract, either in whole or in part, without the written consent of Canada, which consent may be withheld in Canada's sole and absolute discretion.

9.1.18. GC1.18 RIGHTS TO INTELLECTUAL PROPERTY

(a) The Design-Builder shall (1) fully disclose and provide to Canada all Technical Documentation in

accordance with the requirements of the Technical Requirements or Terms of Reference, and

(2) for each item of Technical Documentation, indicate the names of the Designer and all Sub-Consultants at any tier, if any, in which intellectual property rights to any Technical Documentation have vested or will vest.

(b) Subject to paragraph 12) and the provisions of GC1.10, National or Departmental Security, and without divesting Canada or any other party of intellectual property rights that have come into being prior to the Agreement or that relate to information supplied by Canada during the term of the Agreement, copyright, patent and all other intellectual property rights to all Technical Documentation prepared by, for, or under the direction of the Design-Builder, and any resulting built work, shall, immediately upon its conception, development, generation, construction or reduction to practice, vest in and remain the property of the Design-Builder.

(c) The Design-Builder shall not, without the written permission of Canada, incorporate into the Technical Documentation any information that is proprietary to, or the confidential information of, the Design-Builder or the Design-Builder’s Designer or Sub-Consultants unless the Design-Builder owns or has procured the rights necessary to provide the licences to Canada set out in this clause or elsewhere in the Contract. Subject to the Access to Information Act, R.S.C. 1985, c. A-1, Canada will not release or disclose outside the Government of Canada any such proprietorial or confidential information, other than as provided for herein, unless the same information: (1) is publicly available from a source other than the Consultant; (2) is or becomes known to Canada from a source other than the Design-

Builder, except from any source that is known to Canada to be under an obligation to the Design-Builder not to disclose the information; or

(3) is independently developed by or for Canada. (d) The Design-Builder hereby grants to Canada a non-exclusive, perpetual,

irrevocable, fully-paid and royalty-free licence to make, modify, improve, copy, translate, use, practice, produce, construct, or further develop all Technical Documentation prepared by, for, or under the direction of the Design-Builder, and any resulting built work, for the purposes of:



(1) further development of, completion of, or addition to the Technical Documentation as Canada may require for the purposes of the Project;

(2) the use, operation, maintenance, repair or restoration of the constructed or implemented Project, including the procurement of replacement materials and components required for the purpose, and

(3) further development of or alteration of any part of the constructed or implemented Project, or the design thereof including procurement of materials and components for the purpose.

(e) The Design-Builder hereby grants to Canada a non-exclusive, perpetual, irrevocable licence to make, copy, translate, use, practice, produce or further develop all Technical Documentation for the purpose of planning, designing and constructing or otherwise implementing any project other than the Project which is the subject of the Contract, and for any purpose set out in paragraph 4) as it relates to such other project. For any such Technical Documentation to which Canada does not already have equivalent rights under a previous contract or otherwise, Canada shall pay to the Design-Builder reasonable compensation for its use based on current practice.

(f) The Design-Builder acknowledges that Canada may wish to award contracts for any of the purposes contemplated in paragraphs 4) and 5) and agrees that Canada's licence in relation to the Technical Documentation and resulting built work includes the right to licence or otherwise authorize the use of that information by any contractor engaged by Canada solely for the purpose of carrying out such a contract. In any such contract Canada shall require the contractor not to use or disclose any Technical Documentation except as may be necessary to carry out that contract.

(g) Without limiting the generality of paragraphs 4) and 5), Canada’s licence with respect to any computer programs, computer program documentation, and computer data bases included in the Technical Documentation includes the right to modify such software and, where applicable, to use it, or any modified form of it, on any computer system owned, leased or operated by Canada.

(h) Notwithstanding paragraph 7), the licence referred to therein shall not apply to any software that is subject to detailed licence conditions that are set out elsewhere in the Contract.

(i) Where Technical Documentation is or will be owned by the Designer or a Sub-Consultant, the Design-Builder shall obtain a licence from the Designer or the Sub-Consultant to comply with paragraphs 4) and 5) in a form acceptable to Canada, and shall deliver it to the Departmental Representative, duly completed and executed by the Designer or the Sub-Consultant, no later than the time of provision to Canada of the Technical Documentation to which such licence applies.

(j) The Design-Builder hereby permanently waives the Design-Builder’s moral rights (as defined in the Copyright Act, R.S.C., c. C-42) in the Technical Documentation and any built work resulting therefrom. The Design-Builder shall, in addition, obtain a written permanent waiver of moral rights in a form acceptable to Canada, from the Designer and each Sub-Consultant or other entity that contributes to any Technical Documentation or resulting built work that is subject to copyright protection. At the request of Canada (be it at the completion of the



Services or at any other time as Canada may require) the Design-Builder shall provide every such written waiver to Canada.

(k) Until the Design-Builder completes the performance of the Work and provides all of the Technical Documentation in accordance with paragraph 1), and subject to the provisions of GC1.10, National or Departmental Security, the Design-Builder shall not, without the prior written permission of the Departmental Representative, assign or otherwise transfer title to any of the Technical Documentation, or licence or otherwise authorize the use of any of the Technical Documentation by any person.

(l) If Canada takes the Work out of the Design-Builder’s hands in accordance with GC7.1, in whole or in part, or if the Design-Builder fails to provide any Technical Documentation in accordance with paragraph 1., Canada may, by notice given not later than 90 days from the date the Work were taken out of the Design-Builder’s hands or from the date the Design-Builder fails to provide, as the case may be, require the Design-Builder to convey to Canada all of the intellectual property rights to all the Technical Documentation or, in the case of a notice based on failure to provide, all of the intellectual property rights to the Technical Documentation not provided. In the case of either notice, the rights to be conveyed shall include the rights to any Technical Documentation and built work that have vested or are to vest in the Designer or a Sub-Consultant. In the case of Technical Documentation which has been sold or assigned to a party other than the Designer or a Sub-Consultant, the Design-Builder shall not be obligated to convey title to Canada in accordance with this section, but shall pay to Canada on demand an amount equal to the consideration which it received from the sale or assignment of that Technical Documentation or, in the case of a sale or assignment that was not at arm's length, the fair market value of that Technical Documentation, including the value of future royalties or licence fees.

(m) In the event of the issuance by Canada of a notice under paragraph 12), the Design-Builder shall, at the Design-Builder’s own expense and without delay, execute such conveyances or other documents relating to title as Canada may require.

(n) In any transfer of title to or assignment or licence of the Technical Documentation, the Design-Builder shall impose on the other party all of its obligations to Canada in relation to the Technical Documentation and resulting built work and any restrictions set out in the Contract on the use and disposition of the Technical Documentation, including the obligation to impose the same obligations and restrictions on any subsequent transferee, assignee or licensee.

(o) The Design-Builder shall promptly notify Canada of the name, address and other pertinent information in regard to any transferee, assignee or licensee referred to in paragraph 14), and shall ensure that such party is required to do the same with regard to any subsequent transferee, assignee or licensee.

9.2. GC2 ADMINISTRATION OF THE CONTRACT

9.2.1. GC2.1 DEPARTMENTAL REPRESENTATIVE'S AUTHORITY

(a) The Departmental Representative will be the representative of Canada during performance of the Work until issuance of a Certificate of Completion, and from time to time thereafter until the completion of any correction of defects as



provided for in the Contract Documents. Instructions and directions to the Design-Builder, including instructions and directions from Canada, will be issued by the Departmental Representative. The Departmental Representative has authority to act on behalf of Canada only to the extent provided in the Contract Documents.

(b) If the Design-Builder fails to comply with any instruction or direction issued by the Departmental Representative pursuant to the Contract Documents, the Departmental Representative may employ such methods as the Departmental Representative deems advisable to do what the Design-Builder failed to do, and the Design-Builder shall, on demand, pay Canada an amount that is equal to the aggregate of all costs, expenses and damage incurred or sustained by Canada by reason of the Design-Builder's failure to comply with such instruction or direction, including the cost of any methods employed by the Departmental Representative in doing what the Design-Builder failed to do.

(c) The Departmental Representative will review the Work to determine if it is proceeding in conformity with the Contract and to record the necessary data to make an assessment of the value of work completed. The Departmental Representative shall measure and record the quantities of labour, Plant and Material performed, used and supplied by the Design-Builder in performing the Work or any part thereof that is subject to a Unit Price Arrangement and, on request, shall inform the Design-Builder of those measurements, and permit the Design-Builder to inspect any records pertaining thereto.

(d) The Departmental Representative will determine the amounts owing to the Design-Builder under the Contract and will issue documentation required for payment as provided for in the Contract Documents.

(e) The Departmental Representative will be, in the first instance, the interpreter of the Contract and the judge of the performance hereunder by the Design-Builder. Interpretations and findings of the Departmental Representative shall be consistent with the intent of the Contract Documents, and the Departmental Representative will be impartial in making these interpretations and findings. The Design-Builder shall perform the Work in accordance with any findings of the Departmental Representative and any consequential instructions given by the Departmental Representative.

(f) The Departmental Representative has the authority to reject work or Material which in the Departmental Representative's opinion does not conform to the requirements of the Contract Documents, and has authority to require inspection or testing of work, whether or not such work is fabricated, installed, or completed.

(g) The Departmental Representative will with reasonable promptness review and respond to submissions made by the Design-Builder in accordance with the requirements of the Contract Documents.

(h) The Departmental Representative may, by notice in writing, order changes to the Work in accordance with the Contract Documents. No other changes in the Work may be made except by agreement in writing executed by Canada and the Design-Builder.

(i) If, at any time before issuing a Certificate of Completion, the Departmental Representative is satisfied that the Work has reached Substantial Completion, the Departmental Representative shall issue a Certificate of Substantial Performance to the Design-Builder.



(j) Notwithstanding any inspections made by the Departmental Representative, or the issuance of any certificates or the making of any payment by Canada, the failure of the Departmental Representative to reject any defective work or Material shall not constitute acceptance of the defective work or Material.

(k) The Departmental Representative has the authority to instruct the Design-Builder to remove from the Work site any person employed by the Design-Builder for purposes of the Contract who, in the opinion of the Departmental Representative, is incompetent or is guilty of improper conduct, and the Design-Builder shall not permit a person who has been removed to return to the Work site.

9.2.2. GC2.2 NOTICES

(a) Subject to paragraph 3), any notice, order or other communication may be given to the Design-Builder in any manner, and if required to be in writing, shall be deemed to have been effectively given (1) to the Design-Builder if delivered personally to the Design-Builder, or the

Design-Builder’s Superintendent, or the Design-Builder’s other authorized representative, or forwarded by mail, telex or facsimile to the Design-Builder at the address set out in the Contract documents, and

(2) to Canada, if delivered personally to the Departmental Representative, or forwarded by mail, telex or facsimile to the Departmental Representative at the address set out in the Contract document.

(b) Any notice, order or other communication given in writing in accordance with paragraph 1) shall be deemed to have been received by either party (1) if delivered personally, on the day that it was delivered; (2) if forwarded by mail, on the earlier of the day it was received and the sixth

day after it was mailed; and (3) if forwarded by facsimile, 24 hours after it was transmitted.

(c) A notice given under GC7.1 TAKING THE WORK OUT OF THE DESIGN-BUILDER’S HANDS, GC7.2 SUSPENSION OF WORK BY CANADA, and GC7.3 TERMINATION OF CONTRACT shall be given in writing and, if delivered personally, shall be delivered to the Design-Builder if the Design-Builder is doing business as a sole proprietor or, if the Design-Builder is a partnership or corporation, to an officer thereof.

9.2.3. GC2.3 DESIGN AND SITE MEETINGS

(a) After the execution of the Contract, and in consultation with the Departmental Representative, the Design-Builder shall arrange design and site meetings at regular intervals, with all involved parties to attend, in order to ensure proper co-ordination of the Work.

9.2.4. GC2.4 REVIEW AND INSPECTION OF WORK

(a) The Design-Builder shall provide the Departmental Representative with a copy of all plans, specifications and drawings when required for review purposes, and shall provide the Departmental Representative with access to the Work and its site at all times, and at all times shall provide sufficient, safe, and proper facilities for the review of the Work by the Departmental Representative and the



inspection of the Work by authorized agencies. If parts of the Work are in preparation at locations other than the place of the Work, the Departmental Representative shall be given access to such work whenever it is in progress.

(b) The Design-Builder shall furnish the Departmental Representative with such information respecting the performance of the Contract as the Departmental Representative may require, and render every possible assistance to enable the Departmental Representative to verify that the Work is performed in accordance with the Contract and carry out any other duties and exercise any powers in accordance with the Contract.

(c) If work is designated for tests, inspections, or approvals in the Contract Documents, or by the Departmental Representative's instructions, or by laws or ordinances of the place of the Work, the Design-Builder shall give the Departmental Representative reasonable notice of when such work will be ready for review and inspection. The Design-Builder shall arrange for and shall give the Departmental Representative reasonable notice of the date and time of inspections by other authorities.

(d) If the Design-Builder covers, or permits to be covered, work that has been designated for special tests, inspections, or approvals before such special tests, inspections, or approvals are made, given or completed, the Design-Builder shall, if so directed, uncover such work, have the inspections or tests satisfactorily completed, and make good covering work at the Design-Builder's expense.

(e) The Departmental Representative may order any portion or portions of the Work to be examined to confirm that such work is in accordance with the requirements of the Contract Documents. If such work is not in accordance with the requirements of the Contract Documents, the Design-Builder shall correct the work and shall pay Canada, on demand, all reasonable costs and expenses that were incurred by Canada in having the examination performed.

9.2.5. GC2.5 SUPERINTENDENT

(a) Prior to commencing the Construction, the Design-Builder shall designate a Superintendent and shall notify the Departmental Representative of the name, address and telephone number of the Superintendent. During the Construction, and until the Work has reached Completion, the Design-Builder shall keep the Superintendent at the Work site during working hours.

(b) The Superintendent shall be in full charge of the operations of the Design-Builder in the Construction of the Work and shall be authorized to accept on behalf of the Design-Builder any notice, order or other communication given to the Superintendent relating to the Construction of the Work.

(c) Upon the request of the Departmental Representative, the Design-Builder shall remove any Superintendent who, in the opinion of the Departmental Representative, is incompetent or has been guilty of improper conduct, and shall forthwith designate another Superintendent who is acceptable to the Departmental Representative.

(d) The Design-Builder shall not substitute a Superintendent without the written consent of the Departmental Representative. If a Superintendent is substituted without such consent, the Departmental Representative shall be entitled to refuse to issue any documentation or certification relating to progress payments, Substantial Completion or Completion of the Work until the Superintendent has



returned to the Work site or another Superintendent who is acceptable to the Departmental Representative has been substituted.

9.2.6. GC2.6 NON-DISCRIMINATION IN HIRING AND EMPLOYMENT OF LABOUR

(a) For the purposes of this clause, “persons" include the Design-Builder, the Designer, their Subcontractors and sub-Subcontractors and their respective employees, agents, licensees or invitees, and any other individual involved in the performance of the Work or granted access to the site of the Work. A “person” includes any partnership, proprietorship, firm, joint venture, consortium and corporation.

(b) Without restricting the provisions of paragraph 2) of GC2.5 SUPERINTENDENT, the Design-Builder shall not refuse to employ and will not discriminate in any manner against any person because (1) of that person's race, national origin, colour, religion, age, sex or marital

status; (2) of the race, national origin, colour, religion, age, sex, or marital status of

any person having any relationship or association with that person; or (3) a complaint has been made or information has been given by or in

respect of that person relating to an alleged failure by the Design-Builder to comply with subparagraphs 2)(a) and 2)(b) above.

(c) Within two Working Days immediately following receipt of a written complaint pursuant to paragraph 2) above, the Design-Builder shall (1) cause to have issued a written direction to the person or persons named

by the complainant to cease all actions that form the basis of the complaint; and

(2) forward a copy of the complaint to the Departmental Representative by registered mail, and

(3) when the Labour Conditions are applicable under the circumstances of the complaint, forward a copy of the complaint to HRDC – Labour to the attention of the appropriate Director as described in the Labour Conditions (“HRDC – Labour" means the labour component of the federal Department of Human Resources).

(d) Within twenty four (24) hours immediately following receipt of a direction from the Departmental Representative to do so, the Design-Builder shall cause to have removed from the site of the Work and from the performance of services under the Contract, any person or persons whom the Departmental Representative believes to be in breach of the provisions of paragraph 2) above.

(e) No later than thirty (30) days after receipt of the direction referred to in paragraph 4) above, the Design-Builder shall cause the necessary action to be commenced to remedy the breach described in the direction.

(f) If a direction is issued pursuant to paragraph 4) above, Canada may withhold from monies that are due and payable to the Design-Builder or set-off pursuant to GC5.10 RIGHT OF SET-OFF, whichever is applicable, an amount representing the sum of the costs and payment referred to in paragraph 8) below.

(g) If the Design-Builder fails to proceed in accordance with paragraph 5) above, the Departmental Representative shall take the necessary action to have the breach



remedied, and shall determine all supplementary costs incurred by Canada as a result.

(h) Canada may make a payment directly to the complainant from monies that are due and payable to the Design-Builder upon receipt from the complainant of (1) a written award issued pursuant to the federal Commercial Arbitration Act,

R.S., 1985, c. C-34.6; or (2) a written award issued pursuant to the Canadian Human Rights Act, RS.,

1985, c. H-6; or (3) a written award issued pursuant to provincial or territorial human rights

legislation; or (4) a judgment issued by a court of competent jurisdiction.

(i) If the Departmental Representative is of the opinion that the Design-Builder has breached any of the provisions of this clause, Canada may take the Work out of the Design-Builder's hands pursuant to GC7.1 TAKING THE WORK OUT OF THE DESIGN-BUILDER’S HANDS.

(j) Subject to paragraph 7) of GC3.6 SUBCONTRACTING, the Design-Builder shall ensure that the provisions of this clause are included in all agreements and contracts entered into as a consequence of the Work.

9.2.7. GC2.7 RECORDS TO BE KEPT

(a) The Design-Builder shall maintain full records of the Design-Builder's estimated and actual cost of the Work together with all tender calls, quotations, contracts, correspondence, invoices, receipts and vouchers relating thereto, and shall make them available on request to audit and inspection by Canada and the Deputy Receiver General for Canada or by persons or entities designated to act on behalf of either or both of them.

(b) The Design-Builder shall allow any of the persons or entities referred to in paragraph 1) to make copies of and take extracts from any of the records and material, and shall furnish such persons or entities with any information those persons or entities may require from time to time in connection with such records and material.

(c) The Design-Builder shall maintain and keep the records intact until the expiration of two years after the date that a Certificate of Completion has been issued or until the expiration of such other period of time as Canada may direct.

(d) The Design-Builder shall cause the Designer, all Subcontractors and all other persons and entities directly or indirectly controlled by or affiliated with the Design-Builder and all persons and entities directly or indirectly having control of the Design-Builder to comply with the requirements of this clause as if they were the Design-Builder.

9.3. GC3 EXECUTION AND CONTROL OF THE WORK

9.3.1. GC3.1 PROGRESS SCHEDULE

(a) The Design-Builder shall:



(1) prior to the Design-Builder's first progress claim, prepare and submit to the Departmental Representative a Progress schedule in accordance with the relevant sections of the Contract Documents;

(2) monitor the progress of the Work relative to the schedule and update the schedule as stipulated by the Contract Documents;

(3) advise the Departmental Representative of any revisions required to the schedule as the result of any extension of time for completion of the Contract which may have been approved by the Departmental Representative, and

(4) at the time of issuance of a Certificate of Substantial Performance, prepare and submit to the Departmental Representative an update of any schedule clearly showing a detailed timetable that is acceptable to the Departmental Representative for the completion of any unfinished work and the correction of all listed defects.

9.3.2. GC3.2 PROJECT DESIGN AND ROLE OF THE DESIGNER

(1) The Design-Builder shall report promptly to the Departmental Representative any error, inconsistency, or omission the Design-Builder may discover when reviewing the Contract Documents provided by Canada. In making a review, the Design-Builder does not assume any responsibility to Canada or the Departmental Representative for the accuracy of the review. The Design-Builder shall not be liable for damage or costs resulting from such errors, inconsistencies, or omissions in the Contract Documents prepared by or on behalf of Canada which the Design-Builder did not discover.

(2) The Design-Builder shall employ or otherwise engage the architects, professional engineers and other consultants required to provide the Design Services to be performed by the Designer under the Contract.

(3) The Design-Builder shall perform or furnish all necessary architectural services and structural, electrical, mechanical and other engineering services, and shall complete the design of the Work and prepare Construction Documents to permit the Construction and completion of the Work, all in accordance with the Contract Documents.

(4) The Design-Builder shall provide the co-ordination required to integrate all parts of the Design Services, and shall review with the Departmental Representative reasonable alternative approaches to completion of the design of the Work.

(5) During the progress of the Work, the Design-Builder shall provide or furnish the Departmental Representative with design development documents and other submissions in furtherance of and in compliance with the Request for Proposal and Proposal and any qualification in the Proposal expressly accepted by Canada. The documents and submissions shall be submitted for review and acceptance in orderly sequence and sufficiently in advance so as to cause no delay in the Work.

(6) The Departmental Representative shall promptly review all documents and submissions referred to in paragraph 5) for conformity with the



Proposal and Request for Proposal. It is understood and agreed that the Departmental Representative can require the Design-Builder, at no additional expense to Canada, to have changes made to ensure that the Work shall be completed in accordance with the Contract Documents.

(7) The Departmental Representative may issue additional instructions to the Design-Builder by means of plans, drawings or otherwise, as Canada may deem necessary for the performance of the Work. All such additional instructions shall be consistent with the Contract Documents. The Design-Builder shall perform the Work in conformity with the additional instructions, and the Design-Builder shall not perform any such work without such additional instructions. In giving additional instructions, Canada may make minor changes to the Work, not inconsistent with the Contract, for which the Design-Builder shall not be entitled to claim any extra compensation from Canada.

(8) Based on the accepted design development documents and other submissions, the Design-Builder shall furnish the Departmental Representative with plans, drawings and specifications setting forth in detail the requirements for Construction of the Work. Once reviewed, accepted and signed by the Departmental Representative and the Design-Builder, the plans, drawings and specifications shall be the Construction Documents for the purposes of the Contract and shall be part of the Contract Documents.

(9) The Design-Builder shall cause the Designer to (A) review the design, when required, with those public authorities

having jurisdiction in order that the necessary consents, approvals, licences and permits referred to in GC1.8 LAWS, PERMITS AND TAXES may be applied for and obtained;

(B) on an ongoing basis, provide any required assurances to those authorities respecting conformance of the Work with the design approved for the issuance of any building permit;

(C) review the Work at intervals appropriate to the progress of Construction to determine and verify that the Work is proceeding in conformance with the Contract Documents;

(D) estimate and certify the amounts owing to the Design-Builder from time to time in accordance with the provisions of GC5 TERMS OF PAYMENT and provide such estimates in writing to the Departmental Representative;

(E) prior to the issuance of a Certificate of Substantial Performance, review the Work and provide the Departmental Representative with a written declaration describing those parts of the Work that, in the Designer’s professional opinion, are completed in conformance with the Contract Documents, and listing those parts of the Work that, in the designer’s professional opinion, are not completed in conformance with the Contract Documents;

(F) prior to issuance of a Certificate of Completion, review the Work and provide the Departmental Representative with



(i) a written declaration attesting to the completeness of the Work, and

(ii) if the Work or a portion of the Work is subject to a Unit Price Arrangement, a certificate of measurement of the final quantities of the Work.

9.3.3. GC3.3 CONSTRUCTION SAFETY

(a) The Design-Builder shall be solely responsible for construction safety at the place of the Work and for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Work.

(b) Prior to the commencement of construction of the Work, the Design-Builder shall notify the authority having jurisdiction for construction safety at the site of the Work with respect to the intended commencement of the Work, and shall provide such authority with whatever additional information may be required by the authority.

9.3.4. GC3.4 EXECUTION OF THE WORK

(a) It is acknowledged and agreed by the Design-Builder that any information contained in the Request for Proposal regarding soil conditions at the site of the Work was provided for information purposes only and that the Design-Builder is required to undertake its own geotechnical investigations for the purpose of determining the soil conditions and obtaining other information which may be required for foundation design or construction methodology purposes. The Design-Builder shall not be entitled to any additional compensation, and shall not have any claim against Canada, as a result of any difference between the actual soil conditions encountered by the Design-Builder at the site of the Work, and any information relating to soil conditions contained in the Request for Proposal.

(b) The Design-Builder shall provide or furnish, and pay for, all professional services, Design Services, labour, Plant, Material, tools, construction machinery and equipment, water, heat, light, power, transportation, and other facilities and services necessary for the performance of the Work in accordance with the Contract.

(c) Subject to paragraph 4), the Design-Builder shall have complete control of the Work and shall direct and supervise the Work so as to ensure conformity with the Contract Documents. The Design-Builder shall be responsible for construction means, methods, techniques, sequences and procedures and for coordinating the various parts of the Work, and shall ensure that all necessary safety precautions and protection are maintained throughout the Work. In any emergency, the Design-Builder shall either stop the Work, make changes or order extra work to ensure the safety of life and the protection of the Work and neighboring property.

(d) When requested in writing by the Departmental Representative, the Design-Builder shall make appropriate alterations in the method, Plant or work force at any time the Departmental Representative considers the Design-Builder's actions to be unsafe, or damaging to either the Work or existing facilities or the environment.



(e) The Design-Builder shall have sole responsibility for the design, erection, operation, maintenance and removal of temporary structural and other temporary facilities and for the construction methods required in their use. The Design-Builder shall engage and pay for registered professional engineering personnel, skilled in the appropriate discipline to perform these functions where required by law or by the Contract Documents, and in all cases where such temporary facilities and their method of construction are of such a nature that professional engineering skill is required to produce safe and satisfactory results.

(f) The Design-Builder shall keep at least one copy of current Contract Documents, submittals, reports, and records of meetings at the place of the Work, in good order and available to the Departmental Representative.

9.3.5. GC3.5 MATERIAL

(a) Unless otherwise specified in the Contract, all Material incorporated in the Work shall be new.

(b) Subject to paragraph 3) following, where a specified reused, refurbished, or recycled item of Material is not available, the Design-Builder may apply to the Departmental Representative to substitute a similar item for the one specified.

(c) If the Departmental Representative, in the Departmental Representative's sole discretion, considers that the Design-Builder's application for substitution is warranted, and that the substitute item is of equal or better quality and value to that specified and is suitable for the intended purpose, the Departmental Representative may approve the substitution, subject to the following: (1) the request for substitution shall be made in writing to the Departmental

Representative and shall be substantiated by information in the form of the manufacturer's literature, samples and other data which may be required by the Departmental Representative;

(2) the Design-Builder shall make the request for substitution in a manner that will not negatively affect the progress schedule of the Contract and well in advance of the time the item of Material must be ordered;

(3) substitution will be permitted only with the prior written approval of the Departmental Representative, and any substituted items which are supplied or installed without such approval shall be removed from the Work and its site at the expense of the Design-Builder, and specified items installed at no additional cost to Canada;

(4) the Design-Builder shall be responsible for all additional expenses incurred by Canada, the Design-Builder, and other contractors due to the Design-Builder's use of the substitute.

9.3.6. GC3.6 SUBCONTRACTING

(a) Subject to the provisions of this clause and any limitations established by the Construction Documents, the Design-Builder may subcontract any part of the Work.

(b) The Design-Builder shall notify the Departmental Representative in writing of the Design-Builder's intention to subcontract.



(c) A notification referred to in paragraph 2) shall identify the part of the Work, and the Subcontractor with whom it is intended to subcontract.

(d) The Departmental Representative may object to the intended subcontracting by notifying the Design-Builder in writing within six (6) days of receipt by the Departmental Representative of a notification referred to in paragraph 2).

(e) If the Departmental Representative objects to a subcontracting, the Design-Builder shall not enter into the intended subcontract.

(f) The Design-Builder shall not change or permit to be changed the Designer, a Subcontractor engaged by the Design-Builder in accordance with this clause, or a person or entity named in the Design-Builder’s Proposal and accepted by Canada as part of the Design-Builder’s Proposal, without the written consent of the Departmental Representative.

(g) All the terms and conditions of the Contract that are of general application shall be incorporated in every other contract issued as a consequence of the Contract, except those contracts issued solely to Suppliers for the supply of Plant or Material.

(h) Neither a subcontracting nor the Departmental Representative's consent to a subcontracting shall be construed to relieve the Design-Builder from any obligation under the Contract or to impose any liability upon Canada.

9.3.7. GC3.7 CONSTRUCTION BY OTHER CONTRACTORS OR WORKERS

(a) Canada reserves the right to send other contractors or workers, with or without Plant and Material, onto the Work or its site.

(b) When other contractors or workers are sent on to the Work or its site, Canada shall: (1) to the extent it is possible, enter into separate contracts with the other

contractors under conditions of contract which are compatible with the conditions of the Contract;

(2) ensure that the insurance coverage provided by the other contractors is co-ordinated with the insurance coverage of the Design-Builder as it affects the Work; and

(3) take all reasonable precautions to avoid labour disputes or other disputes arising from the work of the other contractors or workers.

(c) When other contractors or workers are sent on to the Work or its site, the Design-Builder shall: (1) co-operate with them in the carrying out of their duties and obligations; (2) co-ordinate and schedule the Work with the work of the other contractors

and workers; (3) participate with other contractors and workers in reviewing their

construction schedules when directed to do so; and (4) where part of the Work is affected by or depends upon for its proper

execution the work of other contractors or workers, promptly report to the Departmental Representative in writing and prior to proceeding with that part of the Work, any apparent deficiencies in such work. Failure by the Design-Builder to so report shall invalidate any claims against Canada by



reason of the deficiencies in the work of other contractors or workers except those deficiencies not then reasonably discoverable.

(5) when designated as the constructor in accordance with the applicable provincial or territorial laws, carry out its duties in that role and in accordance with those laws.

(d) If, when entering into the Contract, the Design-Builder could not have reasonably foreseen or anticipated the sending on to the Work or its site of other contractors or workers, and (1) the Design-Builder incurs extra expense in complying with the

requirements of paragraph 3), and (2) the Design-Builder gives the Departmental Representative written notice

of a claim for that extra expense within thirty (30) days of the date that the other contractors or workers were sent onto the Work or its site, then Canada shall pay the Design-Builder the cost of the extra labour, Plant and Material that was necessarily incurred, calculated in accordance with GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK.

9.3.8. GC3.8 LABOUR AND MATERIAL

(a) If available and sufficiently skilled, the Design-Builder shall, in the performance of the Work, employ a reasonable proportion of persons who have been on active service with the armed forces of Canada and have been honourably discharged therefrom.

(b) The Design-Builder shall maintain good order and discipline among the Design-Builder's employees and workers engaged on the Work and shall not employ on the Work anyone not skilled in the tasks assigned.

9.3.9. GC3.9 MATERIAL, PLANT AND REAL PROPERTY BECOME PROPERTY OF CANADA

(a) Subject to paragraph 10) of GC1.8 LAWS PERMITS AND TAXES, all Material and Plant and the interest of the Design-Builder in all real property, licences, powers and privileges purchased, used or consumed by the Design-Builder for the Construction of the Work shall, after the time of their purchase, use or consumption be the property of Canada for the purposes of the Work and they shall continue to be the property of Canada (1) in the case of Material, until the Departmental Representative indicates

that it will not be required for the Work, and (2) in the case of Plant, real property, licences, powers and privileges, until

the Departmental Representative indicates that the interest vested in Canada therein is no longer required for the purposes of the Work.

(b) Material or Plant that is the property of Canada by virtue of paragraph 1) shall not be taken away from the Work site or used or disposed of except for the purposes of the Work without the written consent of the Departmental Representative.

(c) Canada is not liable for loss of or damage from any cause to the Material or Plant referred to in paragraph 1), and the Design-Builder is liable for such loss or damage notwithstanding that the Material or Plant is the property of Canada.



9.3.10. GC3.10 DEFECTIVE WORK

(a) The Design-Builder shall promptly remove from the place of the Work and replace or re-execute defective work that has been rejected by the Departmental Representative, or by the Designer, whether or not the defective work has been incorporated in the Work and whether or not the defect is the result of poor workmanship, use of defective Material, or damage through carelessness or other act or omission of the Design-Builder.

(b) The Design-Builder, at the Design-Builder's expense, shall promptly make good other contractors’ work destroyed or damaged by such removals or replacements.

(c) If in the opinion of the Departmental Representative it is not expedient to correct defective work or work not performed as provided for in the Contract Documents, Canada may deduct from the amount otherwise due to the Design-Builder the difference in value between the work as performed and that called for by the Contract Documents.

9.3.11. GC3.11 USE OF THE WORK AND CLEANUP OF SITE

(a) The Design-Builder shall be responsible for analyzing conditions at the site of the Work and selecting the appropriate design and construction solution for the successful completion of the Work.

(b) Except for any part of the Work which is necessarily performed away or off the site of the Work, the Design-Builder shall confine Plant, storage of Material, and operations of employees to limits indicated by laws, ordinances, permits or the Contract Documents.

(c) The Design-Builder shall not load or permit to be loaded any part of the Work or its site with a weight or force that will endanger the safety of the Work.

(d) The Design-Builder shall maintain the Work and its site in a tidy condition and free from an accumulation of waste material and debris.

(e) Before the issue of a Certificate of Substantial Performance, the Design-Builder shall remove waste material and debris, and all Plant and Material not required for the performance of the remaining work and, unless otherwise stipulated in the Contract Documents, shall cause the Work and its site to be clean and suitable for occupancy by Canada.

(f) Before the issue of a Certificate of Completion, the Design-Builder shall remove all materials, tools, construction machinery and equipment, and waste products and debris.

(g) The Design-Builder's obligations described in paragraphs 4) to 6) do not extend to waste material and other debris caused by Canada's servants, or by other contractors and workers referred to in GC3.7 CONSTRUCTION BY OTHER CONTRACTORS OR WORKERS.

9.3.12. GC3.12 WARRANTY AND RECTIFICATION OF DEFECTS IN WORK

(a) Without restricting any warranty or guarantee implied or imposed by law or contained in the Contract Documents, the Design-Builder shall, at the Design-Builder's expense



(1) rectify and make good any defect or fault that appears in the Work or comes to the attention of Canada with respect to those parts of the Work accepted in connection with the Certificate of Substantial Performance within 12 months from the date of Substantial Completion;

(2) rectify and make good any defect or fault that appears in or comes to the attention of Canada in connection with those parts of the work described in the Certificate of Substantial Performance within 12 months from the date of the Certificate of Completion.

(b) The Departmental Representative may direct the Design-Builder to rectify and make good any defect or fault referred to in paragraph 1) or covered by any other expressed or implied warranty or guarantee, and the Design-Builder shall rectify and make good such defect within the time stipulated in the direction.

(c) A direction referred to in paragraph 2) shall be in writing and shall be given to the Design-Builder in accordance with GC2.2 NOTICES.

9.4. GC4 PROTECTIVE MEASURES

9.4.1. GC4.1 PROTECTION OF WORK AND PROPERTY

(a) The Design-Builder shall guard or otherwise protect the Work and its site, and protect the Material, Plant and real property, whether or not they are supplied by Canada to the Design-Builder, against loss or damage from any cause, and the Design-Builder shall not use, issue, or dispose of them without the written consent of Canada, except as may be essential for the performance of the Work.

(b) The Design-Builder shall provide all facilities necessary for the purpose of maintaining security, and shall assist any person authorized by Canada to inspect or to take security measures in respect of the Work and its site.

(c) The Departmental Representative may direct the Design-Builder to do such things and to perform such additional work as the Departmental Representative considers reasonable and necessary to ensure compliance with or to remedy a breach of paragraph 1) or paragraph 2), and the Design-Builder, at the Design-Builder’s cost, shall comply with such direction.

9.4.2. GC4.2 PRECAUTIONS AGAINST DAMAGE, INFRINGEMENT OF RIGHTS, FIRE AND OTHER HAZARDS

(a) The Design-Builder shall do whatever is necessary to ensure that (1) no person, property, right, easement or privilege is injured, damaged or

infringed by reasons of the Design-Builder's activities in performing the Contract;

(2) pedestrian and other traffic on any public or private road or waterway is not unduly impeded, interrupted or endangered by the performance or existence of the Work or Plant;

(3) fire hazards in or about the Work or its site are eliminated and, subject to any direction that may be given by the Departmental Representative, any fire is promptly extinguished;

(4) the health and safety of all persons employed in the performance of the Work is not endangered by the method or means of its performance;



(5) adequate medical services are available to all persons employed on the Work or its site at all times during the performance of the Work;

(6) adequate sanitation measures are taken in respect of the Work and its site; and

(7) all stakes, buoys and marks placed on the Work or its site by or under the authority of the Departmental Representative are protected and are not removed, defaced, altered or destroyed.

(b) The Departmental Representative may direct the Design-Builder to do such things and to perform such additional work as the Departmental Representative considers reasonable and necessary to ensure compliance with or to remedy a breach of paragraph 1), and the Design-Builder shall comply with the direction of the Departmental Representative.

(c) All things done and work performed in accordance with paragraphs 1) and 2) shall be done and performed at the Design-Builder's expense.

9.4.3. GC4.3 MATERIAL, PLANT AND REAL PROPERTY SUPPLIED BY CANADA

(a) Subject to paragraph 2) , the Design-Builder is liable to Canada for any loss of or damage to Material, Plant or real property that is supplied or placed in the care, custody and control of the Design-Builder by Canada for use in connection with the Contract, whether or not that loss or damage is attributable to causes beyond the Design-Builder's control.

(b) The Design-Builder is not liable to Canada for any loss or damage to Material, Plant or real property referred to in paragraph 1) if that loss or damage results from and is directly attributable to reasonable wear and tear.

(c) The Design-Builder shall not use any Material, Plant or real property supplied by Canada except for the purpose of performing the Contract.

(d) When the Design-Builder fails to make good any loss or damage for which the Design-Builder is liable under paragraph 1) within a reasonable time after being required to do so by the Departmental Representative, the Departmental Representative may cause the loss or damage to be made good at the Design-Builder's expense, and the Design-Builder shall thereupon be liable to Canada for the cost thereof and shall, on demand, pay to Canada an amount equal to that cost.

(e) The Design-Builder shall keep such records of all Material, Plant and real property supplied by Canada as the Departmental Representative from time to time requires and shall satisfy the Departmental Representative, when requested, that such Material, Plant and real property are at the place and in the condition in which they ought to be.

9.4.4. GC4.4 CONTAMINATED SITE CONDITIONS

(a) For the purposes of this clause, a contaminated site condition exists when a solid, liquid, gaseous, thermal or radioactive irritant or contaminant, or other hazardous or toxic substance or material, is present at the site of the Work to an extent that constitutes a hazard, or potential hazard, to the environment, property, or the health or safety of any person.



(b) to the Design-Builder commencing the Work, the Departmental Representative shall provide the Design-Builder with all information available regarding any contaminated site condition known to exist at the site of the Work, if such information is not contained in the Contract Documents.

(c) If the Design-Builder encounters a contaminated site condition of which the Design-Builder is not aware or about which the Design-Builder has not been advised, or if the Design-Builder has reasonable grounds to believe that such a site condition exists at the site of the Work, the Design-Builder shall (1) take all reasonable steps, including stopping the Work, to ensure that no

person suffers injury, sickness or death, and that neither property nor the environment is injured or destroyed as a result of the contaminated site condition, and

(2) immediately notify the Departmental Representative of the circumstances in writing, and

(3) take all reasonable steps to minimize additional costs which may accrue as a result of any work stoppage.

(d) Upon receipt of a notification from the Design-Builder, the Departmental Representative shall promptly determine whether a contaminated site condition exists, and shall notify the Design-Builder in writing of any action to be taken, or work to be performed, by the Design-Builder as a result of the Departmental Representative's determination.

(e) If the Design-Builder's services are required by the Departmental Representative, the Design-Builder shall follow the direction of the Departmental Representative with regard to any excavation, treatment, removal and disposal of the polluting substances or materials.

(f) The Departmental Representative, at the Departmental Representative's sole discretion, may enlist the services of experts and specialty contractors to assist in determining the existence of, and the extent and treatment of contaminated site conditions, and the Design-Builder shall allow them access and cooperate with them in the carrying out of their duties and obligations. Except as may be otherwise provided for in the Contract, the provisions of GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK shall apply.

9.5. GC5 TERMS OF PAYMENT

9.5.1. GC5.1 INTERPRETATION

(a) In these Terms of Payment (1) The "payment period" means a period of 30 consecutive days or such

other longer period as is agreed between the Design-Builder and the Departmental Representative.

(2) An amount is "due and payable" when it is due and payable by Canada to the Design-Builder according to GC5.4 PROGRESS PAYMENT, GC5.5 SUBSTANTIAL COMPLETION OF THE WORK, and GC5.6 FINAL COMPLETION;

(3) An amount is overdue when it remains unpaid on the first day following the day upon which it is due and payable.



(4) The "date of payment" means the date of the negotiable instrument of an amount due and payable by the Receiver General for Canada.

(5) The "Bank Rate" means the rate of interest established by the Bank of Canada as the minimum rate at which it makes short term advances to members of the Canadian Payments Association.

(6) The "Average Bank Rate" means the simple arithmetic mean of the Bank Rate in effect at 4:00 p.m. Eastern Time each day during the calendar month which immediately precedes the calendar month in which payment is made.

9.5.2. GC5.2 AMOUNT PAYABLE

(a) Subject to any other provisions of the Contract, Canada shall pay the Design-Builder, at the times and in the manner hereinafter set out, the amount by which the amounts payable by Canada to the Design-Builder in accordance with the Contract exceed the amounts payable by the Design-Builder to Canada, and the Design-Builder shall accept that amount as payment in full satisfaction for everything furnished and done by the Design-Builder in respect of the work to which the payment relates.

(b) When making any payment to the Design-Builder, the failure of Canada to deduct an amount payable to Canada by the Design-Builder shall not constitute a waiver of the right to do so, or an admission of lack of entitlement to do so in any subsequent payment to the Design-Builder.

(c) Should any payment be made by Canada in excess of what is owed to the Contractor for the actual work performed, the Design-Builder will reimburse Canada the excess immediately, with or without demand, and any amounts outstanding shall bear simple interest at the Average Bank rate plus 3 percent per annum from the date of overpayment until the day prior to the date of repayment by the Design-Builder.

(d) No payment other than a payment that is expressly stipulated in the Contract, shall be made by Canada to the Design-Builder for any extra expense or any loss or damage incurred or sustained by the Contractor.

9.5.3. GC5.3 INCREASED OR DECREASED COSTS

(a) The Contract Amount shall not be increased or decreased by reason of any increase or decrease in the cost of the Work that is brought about by an increase or decrease in the cost of labour, Plant or Material or any wage adjustment arising pursuant to the Labour Conditions.

(b) Notwithstanding paragraph 1) and GC6.4 DELAYS AND EXTENSION OF TIME, if any change in a tax imposed under the Excise Act, the Excise Tax Act, the Old Age Security Act, the Customs Act, the Customs Tariff or any provincial sales tax legislation imposing a retail sales tax on the purchase of tangible personal property incorporated into Real Property occurs (1) after the date of submission by the Design-Builder of the Design-Builder's

Proposal for the Contract, and (2) applies to Material, and (3) affects the cost to the Design-Builder of that Material



(c) the Contract Amount shall be adjusted in the manner provided in paragraph 3) . (d) If a change referred to in paragraph 2) occurs, the Contract Amount shall be

increased or decreased by an amount established by an examination of the relevant records of the Design-Builder referred to in GC2.7 RECORDS TO BE KEPT to be the increase or decrease in the cost incurred by the Design-Builder that is directly attributable to that change.

(e) For the purpose of paragraph 2), where a tax is changed after the date of submission of the Proposal, but public notice of the change has been given by the Minister of Finance or the corresponding provincial or territorial authority before that date, the change shall be deemed to have occurred before the date of submission of the Proposal.

9.5.4. GC5.4 PROGRESS PAYMENT

(a) On the expiration of a payment period, the Design-Builder shall deliver to the Departmental Representative (1) a written progress claim in a form acceptable to the Departmental

Representative, and certified by the Designer, that fully describes any part of the Work that has been completed, and any Material that was delivered to the Work site but not incorporated into the Work, during that payment period, and

(2) a completed and signed statutory declaration containing a deposition that up to the date of the progress claim the Design-Builder has complied with all lawful obligations with respect to the Labour Conditions and that, in respect of the Work, all lawful obligations of the Design-Builder to its Subcontractors, Suppliers and the Designer (referred to collectively in the declaration as “subcontractors and suppliers”) have been fully discharged.

(b) Within 10 days of receipt of a certified progress claim and statutory declaration from the Design-Builder, the Departmental Representative shall inspect, or cause to have inspected, the part of the Work and the Material described in the progress claim, and shall issue a certified progress report to the Design-Builder, that indicates the value of the part of the Work and the Material described in the progress claim that, in the opinion of the Departmental Representative (1) is in accordance with the Contract, and (2) was not included in any other progress report relating to the Contract.

(c) Subject to GC5.2 AMOUNT PAYABLE and paragraph 5) following, Canada shall pay the Design-Builder an amount that is equal to 100% of the value that is indicated in the Departmental Representative’s progress report with respect to the provision of the Design Services, together with an amount that is equal to (1) 95% of the value that is indicated in the Departmental Representative's

progress report with respect to the Construction, if a labour and material payment bond has been furnished by the Design-Builder, or

(2) 90% of the value that is indicated in the progress report with respect to the Construction, if a labour and material payment bond has not been furnished by the Design-Builder.

(d) Canada shall pay the amount referred to in paragraph 3) not later than



(1) 30 days after the receipt by the Departmental Representative of a progress claim and statutory declaration referred to in paragraph 1), or

(2) 15 days after the Design-Builder has submitted to the Departmental Representative a progress schedule or updated progress schedule in accordance with GC3.1 PROGRESS SCHEDULE,

(e) whichever is later. (f) In the case of the Design-Builder's first progress claim, it is a condition precedent

to Canada's obligation under paragraph 3) that the Design-Builder has provided evidence of compliance with workers' compensation legislation applicable to the place of the Work in accordance with GC1.9 WORKERS' COMPENSATION.

9.5.5. GC5.5 SUBSTANTIAL COMPLETION OF THE WORK

(a) If, at any time before the issuance of a Certificate of Completion, the Departmental Representative is of the opinion that the Work may have reached Substantial Completion, the Departmental Representative shall request the Design-Builder to provide a written declaration prepared and signed by the Designer in accordance with subparagraph 9)(e) of GC3.2 PROJECT DESIGN AND ROLE OF THE DESIGNER. Following receipt of the declaration, the Departmental Representative shall inspect the Work, and if satisfied that the Work has reached Substantial Completion, shall issue a Certificate of Substantial Performance to the Design-Builder. The Certificate of Substantial Performance shall state the date of Substantial Completion and shall describe the parts of the Work not completed to the satisfaction of the Departmental Representative, and all things that must be done by the Design-Builder before a Certificate of Completion will be issued, and before the 12-month warranty period referred to in GC3.12 WARRANTY AND RECTIFICATION OF DEFECTS IN WORK shall commence for the said parts and all the said things.

(b) Issuance of an Certificate of Substantial Performance does not relieve the Design-Builder from the Design-Builder's obligations under GC3.10 DEFECTIVE WORK.

(c) Subject to GC5.2 AMOUNT PAYABLE and paragraph 4) following, Canada shall pay the Design-Builder the amount referred to in paragraph 1) of GC5.2 AMOUNT PAYABLE less the aggregate of (1) the sum of all payments that were made pursuant to GC5.4 PROGRESS

PAYMENT; (2) an amount that is equal to the Departmental Representative's estimate of

the cost to Canada of rectifying defects described in the Certificate of Substantial Performance ; and

(3) an amount that is equal to the Departmental Representative's estimate of the cost to Canada of completing the parts of the Work described in the Certificate of Substantial Performance , other than defects listed therein.

(d) Canada shall pay the amount referred to in paragraph 3) not later than (1) 30 days after the date of issue of a Certificate of Substantial Performance

, or (2) 15 days after the Design-Builder has delivered to the Departmental

Representative



(A) a statutory declaration containing a deposition by the Design-Builder that up to the date of the Certificate of Substantial Performance , the Design-Builder has complied with all lawful obligations with respect to the Labour Conditions, discharged all its lawful obligations to its Subcontractors, Suppliers and the Designer in respect of the work under the Contract, and discharged its lawful obligations referred to in GC1.8 LAWS, PERMITS AND TAXES, and

(B) evidence of compliance with workers' compensation legislation in accordance with GC1.9 WORKERS' COMPENSATION, and

(C) an update of the progress schedule in accordance with the requirements of GC3.1 PROGRESS SCHEDULE whichever is later.

9.5.6. GC5.6 FINAL COMPLETION

(a) When the Departmental Representative is of the opinion that the Work has been completed, the Design-Builder shall, on request, cause the Designer to provide the Departmental Representative with (1) a written declaration attesting to the completeness of the Work, and (2) if the Work or a portion of the Work is subject to a Unit Price

Arrangement, a certificate of measurement of the final quantities of the Work

(b) both to the satisfaction of the Departmental Representative. (c) Within five (5) days of the receipt of satisfactory documentation described in

paragraph 1), if the Departmental Representative is satisfied that the Design-Builder has complied with the Contract and all orders and directions made pursuant thereto, and that the Work has been completed, the Departmental Representative shall issue a Certificate of Completion to the Design-Builder and, if the Work or a portion of the Work is subject to a Unit Price Arrangement, the Departmental Representative shall issue a Final Certificate of Measurement which shall be binding upon and conclusive between Canada and the Design-Builder as to the quantities referred to therein.

(d) Subject to GC5.2 AMOUNT PAYABLE and paragraph 4) following, Canada shall pay the Design-Builder the amount referred to in GC5.2 less the aggregate of (1) the sum of all payments that were made pursuant to GC5.4 PROGRESS

PAYMENT, and (2) the sum of all payments that were made pursuant to GC5.5

SUBSTANTIAL COMPLETION OF WORK. (e) Canada shall pay the amount referred to in paragraph 3) not later than

(1) 60 days after the date of issue of a Certificate of Completion, or (2) 15 days after the Design-Builder has delivered to the Departmental

Representative (A) a statutory declaration which contains, in addition to the

depositions described in GC5.5 SUBSTANTIAL COMPLETION OF WORK, a deposition by the Design-Builder that all of the Design-Builder's lawful obligations and any lawful claims against



the Design-Builder that arose out of the performance of the Contract have been discharged and satisfied, and

(B) evidence of compliance with workers' compensation legislation in accordance with GC1.9 WORKERS' COMPENSATION whichever is later.

9.5.7. GC5.7 NON-CONFORMING WORK

(a) Neither acceptance of a progress claim or progress report, nor any payment made by Canada under the Contract, nor partial or entire use or occupancy of the Work by Canada's servants shall constitute an acceptance by Canada of any portion of the Work or Material that is not in accordance with the requirements of the Contract.

9.5.8. GC5.8 CLAIMS AND OBLIGATIONS

(a) The Design-Builder shall discharge all the Design-Builder's lawful obligations and shall satisfy all lawful claims against the Design-Builder arising out of the performance of the Work at least as often as the Contract requires Canada to pay the Design-Builder.

(b) Whenever requested to do so by the Departmental Representative, the Design-Builder shall make a statutory declaration deposing to the existence and condition of any obligations and claims against the Design-Builder arising out of the performance of the Work.

(c) Upon receipt of a written notice by a claimant alleging non-payment of an amount due and payable by the Design-Builder to the claimant, Canada may provide the claimant with a copy of the latest payment certification issued by the Departmental Representative under the Contract.

(d) In order to discharge lawful obligations of and satisfy lawful claims against the Design-Builder, the Designer or a Subcontractor arising out of the performance of the Contract, Canada may pay an amount that is due and payable to the Design-Builder directly to the claimant. Such payment is, to the extent of the payment, a discharge of Canada’s liability to the Design-Builder under the Contract and may be deducted from any amount payable to the Design-Builder under the Contract.

(e) For the purposes of paragraph 4), and subject to paragraph 6) following, a claim or obligation shall be considered lawful when it is so determined by (1) a court of legal jurisdiction, or (2) an arbitrator duly appointed to arbitrate the claim, or (3) the written consent of the Design-Builder authorizing payment of the claim

or obligation. (f) If a claim or obligation would have been subject to the provisions of Provincial or

Territorial lien legislation or, in the Province of Quebec, the law relating to privileges had the Design-Builder been performing the Work for a person other than Her Majesty (1) such amount as may be paid by Canada pursuant to paragraphs 4) and

5) shall not exceed the amount which the Design-Builder would have been obliged to pay had the provisions of such legislation or law been applicable to the Work;



(2) a claimant need not comply with the provisions of such legislation setting out the steps by way of notice, registration or otherwise as might have been necessary to preserve or perfect any claim for lien or privilege which the claimant might have had, and

(3) for the purposes of determining the entitlement of a claimant, the notice required by paragraph 8) following shall be deemed to replace the registration or provision of notice after the performance of work as required by any applicable legislation and no claim shall be deemed to have expired, become void or unenforceable by reason of the claimant not commencing any action within the time prescribed by such legislation.

(g) By execution of the Contract, the Design-Builder consents to submit to binding arbitration, at the request of any claimant, those questions that need be answered to establish the entitlement of the claimant to payment. The arbitration shall have as parties to it the Designer or any Subcontractor to whom the claimant supplied Material, performed work or rented equipment should such Subcontractor or the Designer wish to be adjoined, and Canada shall not be a party to such arbitration. Subject to any agreement between the Design-Builder and the claimant, the arbitration shall be conducted in accordance with the governing Provincial or Territorial legislation applicable to the site of the Work.

(h) Paragraph 4) shall apply only to claims and obligations (1) the notification of which has set forth the amount claimed to be owing and

the person or entity who by contract is primarily liable, and has been received by the Departmental Representative in writing before final payment is made to the Design-Builder pursuant to GC5.6 FINAL COMPLETION, and within 120 days of the date on which the claimant (A) should have been paid in full under the claimant’s contract with

the Design-Builder, the Designer or Subcontractor where the claim is for money that was lawfully required to be held back from the claimant; or

(B) performed the last of the services, work or labour, or furnished the last of the Material pursuant to the claimant’s contract with the Design-Builder, the Designer or Subcontractor where the claim is for money not lawfully required to be held back from the claimant, and

(2) the proceedings to determine the right to payment of which, pursuant to paragraph 5), shall have commenced within one year from the date that the notification required by subparagraph 8)(a) was received by the Departmental Representative.

(i) Upon receipt of a notice of claim, Canada may withhold from any amount that is due and payable to the Design-Builder pursuant to the Contract the full amount of the claim or any portion thereof.

(j) Canada shall notify the Design-Builder in writing in a timely manner of receipt of any claim and of the intention of Canada to withhold funds. At any time thereafter and until payment is made to the claimant, the Design-Builder may be entitled to post, with Canada, security in a form acceptable to Canada in an amount equal to the value of the claim, and upon receipt of such security Canada shall release to the Design-Builder any funds which would be otherwise payable to the Design-



Builder, that were withheld pursuant to the provisions of this clause in respect of the claim of any claimant for whom the security stands.

9.5.9. GC5.9 PAYMENT IN EVENT OF TERMINATION

(a) If the Contract is terminated pursuant to GC7.3 TERMINATION OF CONTRACT, Canada shall pay the Design-Builder any amount that is lawfully due and payable to the Design-Builder as soon as is practicable under the circumstances.

9.5.10. GC5.10 RIGHT OF SET-OFF

(a) Without limiting any right of set-off or deduction given or implied by law or elsewhere in the Contract, Canada may set off any amount payable to Canada by the Design-Builder under the Contract, or under any current contract, against any payable to the Design-Builder under the contract.

9.5.11. GC5.11 ASSESSMENTS AND DAMAGES FOR LATE COMPLETION

(a) For the purposes of this clause (1) the Work shall be deemed to be completed on the date of Substantial

Completion specified in a Certificate of Substantial Performance, or if a Certificate of Substantial Performance is not issued, on the date of issue of a Certificate of Completion.

(2) "period of delay" means the number of days commencing on the day fixed by the Contract documents for completion of the Work and ending on the day immediately preceding the day on which the Work is completed but does not include any day within a period of extension granted pursuant to GC6.4 DELAYS AND EXTENSION OF TIME and any other day on which, in the opinion of the Departmental Representative, completion of the Work was delayed for reasons beyond the control of the Design-Builder.

(b) If the Design-Builder does not complete the Work by the day fixed for its completion by the Contract documents but completes it thereafter, the Design-Builder shall pay Canada an amount equal to the aggregate of (1) all salaries, wages and traveling expenses incurred by Canada in respect

of persons or entities overseeing the performance of the Work during the period of delay;

(2) the cost incurred by Canada as a result of the inability to use the completed Work for the period of delay; and

(3) all other expenses and damages incurred or sustained by Canada during the period of delay as a result of the Work not being completed by the day fixed for its completion.

(c) Canada may waive the right of Canada to the whole or any part of the amount payable by the Design-Builder pursuant to paragraph 2) if, in the opinion of Canada, it is in the public interest to do so.

9.5.12. GC5.12 DELAY IN MAKING PAYMENT

(a) Notwithstanding GC1.5 TIME OF THE ESSENCE, any delay by Canada in making any payment when it is due pursuant to these TERMS OF PAYMENT shall not be a breach of the Contract by Canada.



(b) Subject to paragraph 3) following, Canada shall pay to the Design-Builder simple interest at the Average Bank Rate plus 3 percent per annum on any amount which is overdue pursuant to paragraph 3) of GC5.1 INTERPRETATION, and the interest shall apply from and include the day such amount became overdue until the day prior to the date of payment.

(c) Interest shall be paid without demand by the Design-Builder except that (1) in respect of amounts which are less than 15 days overdue, no interest

shall be paid in respect of payment made within such 15 days unless the Design-Builder so demands after such amounts have become due and payable, and

(2) interest shall not be payable or paid on overdue advance payments, if any.

9.5.13. GC5.13 INTEREST ON SETTLED CLAIMS

(a) For the purposes of this clause, a claim means a disputed amount subject to negotiation between Canada and the Design-Builder under the Contract.

(b) Canada shall pay to the Design-Builder simple interest on the amount of a settled claim at the Average Bank Rate plus 3 per cent per annum from the date the settled claim was outstanding until the day prior to the date of payment.

(c) A claim is deemed to have been settled when an agreement in writing is signed by Canada and the Design-Builder setting out the amount of the claim to be paid by Canada and the items of work for which the said amount is to be paid.

(d) A settled claim is deemed to be outstanding from the day immediately following the date the said claim would have been due and payable under the Contract had it not been disputed.

9.5.14. GC5.14 RETURN OF SECURITY DEPOSIT

(a) After an Interim Certificate of Completion has been issued, and if the Design-Builder is not in breach of or in default under the Contract, Canada shall return to the Design-Builder all or any part of a Security Deposit that, in the opinion of the Departmental Representative, is not required for the purposes of the Contract.

(b) After a Certificate of Completion has been issued, Canada shall return to the Design-Builder the remainder of any security deposit unless the Contract stipulates otherwise.

(c) If the security deposit was paid into the Consolidated Revenue Fund of Canada, Canada shall pay interest thereon to the Design-Builder at a rate established pursuant to section 21(2) of the Financial Administration Act (FAA).

9.6. GC6 DELAYS AND CHANGES IN THE WORK

9.6.1. GC6.1 CHANGES IN THE WORK

(a) At any time before issuing a Certificate of Completion, the Departmental Representative may, with the approval of Canada, issue orders for additions, deletions or other changes to the Work, or changes in the location or position of the whole or any part of the Work, if the addition, deletion, change or other



revision is, in the Departmental Representative's opinion, consistent with the general intent of the Contract.

(b) An order referred to in paragraph 1) shall be in writing and given to the Design-Builder in accordance with GC2.3 NOTICES.

(c) Upon receipt of an order, the Design-Builder shall promptly perform the work in accordance with the order as if the order had appeared in and been part of the original Contract Documents.

(d) If anything done or omitted by the Design-Builder pursuant to an order increases or decreases the cost of the Work to the Design-Builder, payment for the work shall be made in accordance with GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK.

(e) Any change in the terms of the Contract other than changes that may be ordered by the Departmental Representative pursuant to paragraph 1) may be made only by an agreement in writing between Canada and the Design-Builder.

9.6.2. GC6.2 HUMAN REMAINS, ARCHAEOLOGICAL REMAINS AND ITEMS OF HISTORICAL OR SCIENTIFIC INTEREST

(a) For the purposes of this clause (1) "human remains" means the whole or any part of a deceased human

being, irrespective of the time of death; (2) "archaeological remains" are items, artifacts or things made, modified or

used by human beings in antiquity and may include, but not be limited to, stone, wood or iron structures or monuments, dump deposits, bone artifacts, weapons, tools, coins, and pottery;

(3) "items of historical or scientific interest" are naturally occurring or manufactured objects or things of any age that are not archaeological remains but may be of interest to society because of their historical or scientific significance, value, rarity, natural beauty, or other quality.

(b) If, during the course of the Work, the Design-Builder encounters any object, item or thing which is described in paragraph 1) or which resembles any object, item or thing described in paragraph 1), the Design-Builder shall (1) take all reasonable steps, including stopping work in the affected area, to

protect and preserve the object, item or thing, (2) immediately notify the Departmental Representative of the circumstances

in writing, and (3) take all reasonable steps to minimize additional costs which may accrue

as a result of any work stoppage. (c) Upon receipt of a notification in accordance with paragraph 2)(b), the

Departmental Representative shall promptly determine whether the object, item or thing is one described in, or contemplated by paragraph 1), and shall notify the Design-Builder in writing of any action to be performed, or work to be carried out, by the Design-Builder as a result of the Departmental Representative's determination.

(d) The Departmental Representative may, at any time, enlist the services of experts to assist in the investigation, examination, taking of measurements or other such recordings, placing of permanent protection around or removing of the object,



item or thing encountered by the Design-Builder, and the Design-Builder shall, to the satisfaction of the Departmental Representative, allow them access and cooperate with them in the carrying out of their duties and obligations.

(e) Human remains, archaeological remains and items of historical or scientific interest encountered at the site of the Work shall remain the property of Canada.

(f) Except as may be otherwise provided for in the Contract, the provisions of GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK shall apply.

9.6.3. GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK

(a) GC6.3.1 Determination of Price – Unit Price Table (1) Where a Unit Price Arrangement applies to the Contract or a part thereof,

the Design-Builder and the Departmental Representative, with the approval of Canada, may, by agreement in writing, (A) add classes of labour, Plant or Material, and units of

measurement, prices per unit and estimated quantities to the Unit Price Table if any item of labour, Plant or Material that is to be included in the Final Certificate of Measurement is not set out in the Unit Price Table; or

(B) subject to paragraphs 2) and 3) following, amend a price per unit set out in the Unit Price Table if the Final Certificate of Measurement shows or is expected to show that the total quantity of the affected item is (i) less than 85% of the tendered quantity in the Unit Price

Table, or (ii) in excess of 115% of the tendered quantity in the Unit

Price Table. (2) An amended unit price which has been amended as a result of an

increase in quantity pursuant to subparagraph 1)(b)(ii) of this subclause shall apply only to the portion of the Work performed which exceeds 115% of the tendered quantity.

(3) In no event shall the total price of an item that has been amended as a result of a reduction in quantity pursuant to exceed the amount that would have been payable to the Design-Builder had the tendered quantity actually been performed, used or supplied.

(4) If the Departmental Representative and the Design-Builder do not agree as contemplated in paragraph 1), the Departmental Representative shall determine the class and the unit of measurement of the item of labour, Plant or Material and, subject to paragraphs 2) and 3) of this subclause, the price per unit shall be determined in accordance with GC6.3.3 Determination of Price Following Completion of Work.

(b) GC6.3.2 Determination of Price prior to Undertaking the Work: Lump Sum (1) If a Lump Sum Arrangement applies to the Contract or a part thereof, the

price of any change shall be the aggregate estimated cost of labour, Plant and Material that is required for the change as agreed upon in writing by the Design-Builder and Canada plus an allowance for supervision, co-



ordination, administration, overhead, margin and the risk of undertaking the work within the stipulated amount, which allowance shall be equal to (A) 20% of the aggregate costs referred to herein for that portion of

the Work done by the Design-Builder’s own forces, if the aggregate cost of the Work does not exceed $50,000;

(B) 15% of the aggregate costs referred to herein for that portion of the Work that is done by subcontract, if the aggregate cost of the Work does not exceed $50,000; or

(C) a negotiated percentage of the aggregate costs referred to herein or a negotiated amount (i) if the aggregate cost of the Work exceeds $50,000; or (ii) (ii) if the Design-Builder and Canada agree in writing.

(2) To facilitate approval of the change, the Design-Builder shall submit a cost breakdown identifying as a minimum the cost of labour, Plant, Material, each subcontract amount and the amount of the appropriate percentage allowance as described herein.

(c) GC6.3.3 Determination of Price Following Completion of Work. (1) Where it is not possible to pre-determine the price of a change including

elements not set out in the Unit Price Table, the actual price of the change shall be equal to the aggregate of (A) all reasonable and proper amounts actually expended or legally

payable by the Design-Builder in respect of the labour, Plant and Material that fall within one of the classes of expenditure described in paragraph 2) , that are directly attributable to the performance of the Contract, and that are certified correct by the Designer,

(B) an allowance for profit and all other expenditures or costs, including overhead, general administration costs, financing and interest charges, and every other cost, charge and expense not specifically referred to in this clause, in an amount that is equal to 10% of the sum of the expenses referred to in subparagraph 1)(a) above, and

(C) interest on the amounts determined under subparagraphs 1)(a) and 1)(b) above calculated in accordance with GC5.13 INTEREST ON SETTLED CLAIMS;

(2) provided that the total price of an item set out in the Unit Price Table that is subject to the provisions GC6.3.1 does not exceed the amount that would have been payable to the Design-Builder had the tendered quantity of the item actually been performed used or supplied.

(3) The cost of labour, Plant and Material referred to in subparagraph 1)(a) shall be limited to the following categories of expenditure: (A) payments to Subcontractors and the Designer; (B) wages, salaries and traveling expenses of employees of the

Design-Builder located at the site of the Work and that portion of wages, salaries, bonuses, living and traveling expenses of personnel of the Design-Builder generally employed at the head



office or at a general office of the Design-Builder provided they are actually and properly engaged on the work under the Contract;

(C) assessments payable under any statutory authority relating to workers' compensation, unemployment insurance, pension plan or holidays with pay, provincial health or insurance plans, environmental reviews, and GST collection costs;

(D) rent that is paid for Plant, or an amount equivalent to the said rent if the Plant is owned by the Design-Builder, that is necessary for and used in the performance of the Work, if the rent or the equivalent amount is reasonable and use of that Plant has been approved by the Departmental Representative;

(E) payments for maintaining and operating Plant necessary for and used in the performance of the work, and payments for effecting such repairs thereto as, in the opinion of the Departmental Representative, are necessary for the proper performance of the Contract, other than payments for any repairs to the Plant arising out of defects existing before its allocation to the Work;

(F) payments for Material that is necessary for and incorporated in the Work, or that is necessary for and consumed in the performance of the Contract;

(G) payments for preparation, delivery, handling, erection, installation, inspection, protection and removal of the Plant and Material necessary for and used in the performance of the Contract;

(H) any other payments made by the Design-Builder with the approval of the Departmental Representative that are necessary for the performance of the Contract in accordance with the Contract Documents.

(d) GC6.4 DELAYS AND EXTENSION OF TIME (1) The Design-Builder shall at all times perform the work required as

diligently and expeditiously as is consistent with the highest professional standards and in accordance with the progress schedule prepared pursuant to GC3.1 PROGRESS SCHEDULE, and the Design-Builder shall at all times provide sufficient personnel to fulfill the Design-Builder's obligations in accordance with that schedule.

(2) Upon the application of the Design-Builder made before the date first fixed for completion of the Work or before any other date previously fixed under this clause, the Departmental Representative, with the approval of Canada, may extend the time for completion of the Work by fixing a new date if, in the opinion of the Departmental Representative, causes beyond the control of the Design-Builder have delayed its completion. The Design-Builder's application shall be accompanied by the written consent of the bonding company whose bond forms part of the Contract Security.

(3) Subject to paragraph 4) following, no payment, other than a payment that is expressly stipulated in the Contract, shall be made by Canada to the Design-Builder for any extra expense or any loss or damage incurred or sustained by the Design-Builder due to delay, whether or not the delay is caused by circumstances beyond the control of the Design-Builder.



(4) If the Design-Builder incurs or sustains any extra expense or any loss or damage that is directly attributable to any neglect or delay that occurs after the date of the Contract on the part of Canada in providing any information or in doing any act that the Contract either expressly requires Canada to do or that would ordinarily be done by an owner in accordance with the usage of the trade, the Design-Builder shall give the Departmental Representative written notice of intention to claim for that extra expense or loss or damage within ten days of the date the neglect or delay occurred.

(5) When the Design-Builder has given a notice referred to in paragraph 4) , the Design-Builder shall give the Departmental Representative a written claim for extra expense or loss or damage within 30 days of the date that a Certificate of Completion is issued and not afterwards.

(6) A written claim referred to in paragraph 5) shall contain a sufficient description of the facts and circumstances of the occurrence that is the subject of the claim to enable the Departmental Representative to determine whether or not the claim is justified and the Design-Builder shall supply such further and other information for that purpose as the Departmental Representative may require from time to time.

(7) If the Departmental Representative determines that a claim referred to in paragraph 5) is justified, Canada shall make an extra payment to the Design-Builder in an amount that is calculated in accordance with GC6.3 VALUATION AND CERTIFICATION OF CHANGES IN THE WORK.

(8) If the Design-Builder fails to give a notice referred to in paragraph 4) and a claim referred to in paragraph 5) within the times stipulated, an extra payment shall not be made to the Design-Builder in respect of the occurrence.

9.7. GC7 DEFAULT, SUSPENSION OR TERMINATION OF CONTRACT

9.7.1. GC7.1 TAKING THE WORK OUT OF THE DESIGN-BUILDER'S HANDS

(a) By giving notice in writing to the Design-Builder in accordance with GC2.2 NOTICES, Canada may take all or any part of the Work out of the Design-Builder's hands, and may employ such means as Canada sees fit to have the Work completed if the Design-Builder (1) fails to remedy any delay in the commencement or default in the diligent

performance of the Work to the satisfaction of the Departmental Representative within six days of Canada or the Departmental Representative giving notice to the Design-Builder in writing in accordance with GC2.2 NOTICES;

(2) defaults in the completion of any part of the Work within the time fixed for its completion by the Contract;

(3) becomes insolvent, or commits an act of bankruptcy; (4) abandons the work; (5) makes an assignment of the Contract without the consent required by

GC1.17 ASSIGNMENT of the General Conditions; or



(6) otherwise fails to observe or perform any of the provisions of the Contract.

(b) If the whole or any part of the Work is taken out of the Design-Builder's hands, the Design-Builder's right to any further payment that is due or accruing due under the Contract is, subject only to paragraph 3), extinguished, and the Design-Builder is liable to pay Canada, upon demand, an amount that is equal to the amount of all loss and damage incurred or sustained by Canada in respect of the Design-Builder's failure to complete the Work.

(c) If the whole or any part of the Work that is taken out of the Design-Builder's hands is completed by Canada, Canada may pay the Design-Builder the amount, if any, determined by the Departmental Representative of the holdback or a progress claim that had accrued and was due prior to the date on which the Work was taken out of the Design-Builder's hands and that is not required for the purposes of having the Work performed or of compensating Canada for any other loss or damage incurred or sustained by reason of the Design-Builder's default.

(d) The taking of the Work or any part thereof out of the Design-Builder's hands does not relieve the Design-Builder from any obligation under the Contract or imposed by law except the obligation to complete the performance of that part of the Work that was taken out of the Design-Builder's hands.

(e) If the Work or any part thereof is taken out of the Design-Builder's hands, all Plant and Material and the interest of the Design-Builder in all real property, licences, powers and privileges acquired, used or provided by the Design-Builder under the Contract shall continue to be the property of Canada without compensation to the Design-Builder.

(f) When the Departmental Representative certifies that any Plant, Material, or any interest of the Design-Builder is no longer required for the purposes of the Work, or that it is not in the interests of Canada to retain that Plant, Material, or interest, it shall revert to the Design-Builder.

9.7.2. GC7.2 SUSPENSION OF WORK BY CANADA

(a) When, in Canada's opinion, it is in the public interest to do so, Canada may require the Design-Builder to suspend performance of the Work either for a specified or an unspecified period, by giving a notice of suspension in writing to the Design-Builder in accordance with GC2.2 NOTICES.

(b) When a notice of suspension is received by the Design-Builder, the Design-Builder shall suspend all operations in respect of the Work except those that the Departmental Representative determines are necessary for the care and preservation of the Work, Plant and Material.

(c) During a period of suspension, the Design-Builder shall not remove any part of the Work, Plant or Material from its site without the consent of the Departmental Representative.

(d) If a period of suspension is 60 days or less, the Design-Builder shall resume the performance of the Work on the expiration of that period, and the Design-Builder is entitled to be paid the extra costs necessarily incurred by the Design-Builder as a result of the suspension, determined in accordance with GC6.3 VALUATION AND CERTIFICATION OF THE WORK.



(e) If a period of suspension is more than 60 days, Canada and the Design-Builder may agree that the performance of the Work will be continued by the Design-Builder, and the Design-Builder shall resume performance of the Work subject to any terms and conditions agreed upon by Canada and the Design-Builder. If Canada and the Design-Builder do not agree that performance of the Work will be continued by the Design-Builder, or upon the terms and conditions under which the Design-Builder will continue the Work, the notice of suspension shall be deemed to be a notice of termination pursuant to GC7.3 TERMINATION OF CONTRACT.

9.7.3. GC7.3 TERMINATION OF CONTRACT

(a) The Minister may terminate the Contract at any time by giving a notice of termination in writing to the Design-Builder in accordance with GC2.2 NOTICES.

(b) When the Design-Builder receives a notice of termination, the Design-Builder shall forthwith cease all operations in performance of the Contract, subject to any conditions stipulated in the notice.

(c) If the Contract is terminated, Canada shall pay the Design-Builder, subject to the provisions of this clause (1) an amount determined in accordance with GC6.3.1 in respect of a

Contract or part thereof which is subject to a Unit Price Arrangement, and (2) an amount determined to be due to the Design-Builder pursuant to

GC6.3.2 in respect of a Contract or part thereof which is subject to a Fixed Price Arrangement,

(d) less the aggregate of all amounts that were paid to the Design-Builder by Canada and all amounts that are due to Canada from the Design-Builder pursuant to the Contract.

(e) Subject to paragraph 5) following, if Canada and the Design-Builder are unable to agree about an amount referred to in paragraph 3) , that amount shall be determined in accordance with GC6.3.3.

(f) In no event shall the total amount payable by Canada to the Design-Builder exceed the amount, calculated in accordance with GC5 TERMS OF PAYMENT, that would have been payable to the Design-Builder had the Design-Builder completed the Work.

(g) Payment to the Design-Builder, if any, shall be made in accordance with GC5.9 PAYMENT IN EVENT OF TERMINATION.

9.7.4. GC7.4 SECURITY DEPOSIT – FORFEITURE OR RETURN

(a) If the Work is taken out of the Design-Builder's hands, or the Design-Builder is in breach of or in default under the Contract, Canada may convert a security deposit to Canada's own use.

(b) If Canada converts a security deposit, the amount realized shall be deemed to be an amount due from Canada to the Design-Builder under the Contract.

(c) Any balance of the amount realized that remains after payment of all losses, damage and claims of Canada and others shall be paid by Canada to the Design-Builder if, in the opinion of the Departmental Representative, it is not required for the purposes of the Contract.



9.8. GC8 DISPUTE RESOLUTION (a) (INCORPORATED BY REFERENCE AS R2882D DATE 2008-12-12)

9.9. GC9 CONTRACT SECURITY

9.9.1. GC9.1 OBLIGATION TO PROVIDE CONTRACT SECURITY

(a) Within 14 days after the date that the Design-Builder receives notice that the Design-Builder's Proposal was accepted by Canada, the Design-Builder, at the Design-Builder's expense, shall obtain and deliver Contract Security to the Departmental Representative in one or more of the forms prescribed in GC9.2 TYPES AND AMOUNTS OF CONTRACT SECURITY.

(b) If the whole or a part of the Contract Security provided is in the form of a security deposit, it shall be held and disposed of in accordance with GC5.14 RETURN OF SECURITY DEPOSIT and GC7.4 SECURITY DEPOSIT – FORFEITURE OR RETURN.

(c) If a part of the Contract Security provided is in the form of a labour and material payment bond, the Design-Builder shall post a copy of that bond at the site of the Work.

9.9.2. GC9.2 TYPES AND AMOUNTS OF CONTRACT SECURITY

(a) The Design-Builder shall deliver to the Departmental Representative (a), (b) or (c). (1) A performance bond and a labour and material payment bond each in an

amount that is equal to not less than 50 percent of the Contract Amount. (2) A security deposit or an irrevocable standby letter of credit in an amount

that is equal to not less than 20 percent of the Contract Amount. (b) A performance bond and a labour and material payment bond referred to in

paragraph 1) of GC9.2 shall be in a form and be issued by a bonding or surety company (see Treasury Board Appendix L, Acceptable Bonding Companies) that is approved by Canada.

(c) A security deposit referred to in subparagraph 1)(b) of GC9.2 shall be in the form of (1) a bill of exchange, bank draft or money order made payable to the

Receiver General for Canada and certified by an approved financial institution or drawn by an approved financial institution on itself; or

(2) bonds of, or unconditionally guaranteed as to principal and interest by, the Government of Canada.

(d) For the purposes of subparagraph 3)(a) of GC9.2 (1) a bill of exchange is an unconditional order in writing signed by the

Contractor and addressed to an approved financial institution, requiring the said institution to pay, on demand, at a fixed or determinable future time a sum certain of money to, or to the order of, the Receiver General for Canada;

(2) if a bill of exchange, bank draft or money order is certified by or drawn on an institution or corporation other than a chartered bank, it must be

http://www.tbs-sct.gc.ca/pol/doc-eng.aspx?id=14494&section=text#appL



accompanied by proof that the said institution or corporation meets at least one of the criteria described in subparagraph 4)(c) of GC9.2, either by letter or by a stamped certification on the bill of exchange, bank draft or money; and

(3) An approved financial institution is (A) a corporation or institution that is a member of the Canadian

Payments Association as defined in the Canadian Payments Act; (B) a corporation that accepts deposits that are insured, to the

maximum permitted by law, by the Canada Deposit Insurance Corporation or the "Autorité des marchés financiers";

(C) a corporation that accepts deposits from the public if repayment of the deposit is guaranteed by Her Majesty the Queen in right of a province;

(D) a corporation, association or federation incorporated or organized as a credit union or co-operative credit society that conforms to the requirements of a credit union which are more particularly described in paragraph 137(6) of the Income Tax Act; or

(E) Canada Post Corporation. (4) Bonds referred to in subparagraph 3)(b) of GC9.2 shall be provided on

the basis of their market value current at the date of the Contract, and shall be (A) made payable to bearer; or (B) accompanied by a duly executed instrument of transfer of the

bonds to the Receiver General for Canada in the form prescribed by the Domestic Bonds of Canada Regulations; or

(C) registered as to principal, or as to principal and interest, in the name of the Receiver General for Canada pursuant to the Domestic Bonds of Canada Regulations.

(5) An irrevocable standby letter of credit referred to in subparagraph 1)(b) of GC9.2 shall (A) be an arrangement, however named or described, whereby a

financial institution (the "Issuer") acting at the request and on the instructions of a customer (the "Applicant") or on its own behalf, (i) is to make a payment to, or to the order of, Canada as the

beneficiary; (ii) is to accept and pay bills of exchange drawn by Canada; (iii) authorizes another financial institution to effect such

payment or accept and pay such bills of exchange; or (iv) authorizes another financial institution to negotiate against

written demand(s) for payment provided that the terms and conditions of the letter of credit are complied with;

(B) state the face amount that may be drawn against it; (C) state its expiry date;

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(D) provide for sight payment to the Receiver General for Canada by way of the financial institution's draft against presentation of a written demand for payment signed by Canada;

(E) provide that more than one written demand for payment may be presented subject to the sum of those demands not exceeding the face value of the letter of credit;

(F) provide that it is subject to the International Chamber of Commerce (ICC) Uniform Customs and Practice (UCP) for Documentary Credits, 2007 Revision, ICC Publication No. 600. Pursuant to the ICC UCP, a credit is irrevocable even if there is no indication to that effect; and

(G) be issued or confirmed, in either official language in a format left to the discretion of the issuer or confirmer, by an approved financial institution on its letterhead.

9.10. GC10 INSURANCE CONDITIONS FOR DESIGN-BUILD PROJECTS

9.10.1. GC10.1 INSURANCE

(a) The Design-Builder, at the Design-Builder's expense, shall obtain and maintain, or shall cause to be obtained and maintained, insurance contracts in respect of the Work, and in accordance with the requirements of this General Condition.

(b) Before commencement of the Work, and within thirty (30) days after acceptance of its proposal, the Design-Builder shall deposit with Canada a Certificate of Insurance (form PWGSC-TPSGC 357), available at the following Website:

(c) http://www.tpsgc-pwgsc.gc.ca/app-acq/forms/formulaires-forms-eng.html (d) Upon request by Canada, the Design-Builder shall provide originals or certified

true copies of all contracts of insurance maintained by or on behalf of the Design-Builder pursuant to the provisions contained herein.

(e) The insurance policies shall be endorsed to provide Canada with not less than thirty (30) days notice in writing in advance of a cancellation of insurance or any reduction in coverage.

9.10.2. GC10.2 RISK MANAGEMENT

(a) The provisions of the insurance coverage requirements contained in the Contract are not intended to cover all of the Design-Builder's obligations under GC1.6 INDEMNIFICATION BY DESIGN-BUILDER. Any additional risk management measures or additional insurance coverage the Design-Builder may deem necessary to fulfill the Design-Builder's obligations under GC1.6 shall be at the Design-Builder's discretion and expense.

9.10.3. GC10.3 PAYMENT OF DEDUCTIBLE

(a) The payment of monies up to the deductible amount made in satisfaction of a claim shall be borne by the Design-Builder.

9.10.4. GC10.4 NOTIFICATION PROVISIONS AND INSURANCE OF SUBCONTRACTORS

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(a) Each insurance policy shall contain a provision that thirty (30) days prior written notice shall be given by the Insurer to Canada in the event of any material change in or cancellation of coverage. Any such notice received by the Design-Builder shall be transmitted forthwith to the Departmental Representative.

(b) Where work is being performed by subcontractors, the Design-Builder shall require subcontractors to effect and maintain insurance coverage appropriate to the work being performed which is at least equal to the requirements contained in this document.

9.10.5. GC10.5 COMMERCIAL GENERAL LIABILITY

(a) GC10.5.1 Scope of Policy (1) The insurance coverage provided shall not be less than that provided by

IBC Form 2100, as amended from time to time, and shall have: (A) an Each Occurrence Limit of not less than $5,000,000.00; (B) a Products/Completed Operations Aggregate Limit of not less than

$5,000,000.00; and (C) a General Aggregate Limit of not be less than $10,000,000 per

policy year, if the policy is subject to such a limit. (2) The policy shall either include or be endorsed to include coverage for the

following exposures or hazards if the Work is subject thereto: (A) Blasting. (B) Pile driving and caisson work. (C) Underpinning. (D) Removal or weakening of support of any building or land whether

such support be natural or otherwise if the work is performed by the insured contractor.

(E) Asbestos. (b) GC10.5.2 Insured

(1) The policy shall insure the Design-Builder and shall include Her Majesty the Queen in right of Canada, represented by the Minister of Public Works and Government Services Canada as an additional Insured, with respect to liability arising out of the operations of the contractor with regard to the work.

(2) In addition the policy shall insure the Designer and all Subcontractors engaged by the Design-Builder for the performance of the Project as additional insureds.

(c) GC10.5.3 Period of Insurance (1) Unless otherwise directed in writing by Canada, or, otherwise stipulated

elsewhere herein, the policy required herein shall be in force and be maintained from the date of contract award until the day of issue of the Certificate of Completion except that the coverage for Completed Operations Liability shall, in any event, be maintained for a period of at least six (6) years beyond the date of the Certificate of Substantial Performance.



9.10.6. GC10.6 BUILDER'S RISK – INSTALLATION FLOATER – ALL RISKS

(a) GC10.6.1 Scope of Policy (1) The insurance coverage provided by a Builder's Risk policy or an

Installation Floater policy shall not be less than that provided by IBC Forms 4042 and 4047, as amended from time to time.

(2) The policy shall permit use and occupancy of the project, or any part thereof, where such use and occupancy is for the purposes for which the project is intended upon completion.

(3) The policy may exclude or be endorsed to exclude coverage for loss or damage caused by any of the following: (A) Asbestos. (B) Fungi or spores. (C) Cyber. (D) Terrorism.

(b) GC10.6.2 Amount of Insurance (1) The amount of insurance shall not be less than the sum of the contract

value plus the declared value (if any) set forth in the contract documents of all material and equipment supplied by Canada at the site of the project to be incorporated into and form part of the finished Work. If the value of the Work is changed, the policy shall be changed to reflect the revised contract value.

(c) GC10.6.3 Insured (1) The policy shall insure the Design-Builder and shall include, as an

additional Insured, Her Majesty the Queen in right of Canada, represented by the Minister of Public Works and Government Services Canada.

(2) In addition the policy shall insure the Designer and all Subcontractors engaged by the Design-Builder for the performance of the Project as additional insureds.

(d) GC10.6.4 Period of Insurance (1) Unless otherwise directed in writing by Canada, or, stipulated elsewhere

herein, the policy required herein shall be in force and be maintained from prior to the commencement of work until the day of issue of the Certificate of Substantial Performance.

(e) GC10.6.5 Insurance Proceeds (1) The policy shall provide that the proceeds thereof are payable to Her

Majesty or as Canada may direct in accordance with GC 10.8 INSURANCE PROCEEDS.

(2) The Design-Builder shall, without delay, do such things and execute such documents as are necessary to effect payment of the proceeds.

9.10.7. GC10.7 PROFESSIONAL LIABILITY

(a) The Design-Builder shall ensure that the Designer and other consultants engaged in the performance of the Work each obtain and maintain professional



liability insurance coverage for the services required in the performance of the Work, and supplementary liability insurance which may be specifically required elsewhere in the Contract Documents, and that they shall, if required, furnish evidence satisfactory to the Departmental Representative of such insurance coverage and any renewals thereof.

(b) For the purposes of this Contract, Errors and Omissions Liability insurance shall be effected by the Design-Builder and maintained in force throughout the duration of the Contract, in an amount usual for a contract of this nature, but, in any case, for a limit of liability NOT LESS THAN $1,000,000 per accident or occurrence.

9.10.8. GC10.8 INSURANCE PROCEEDS

(a) In the case of a claim payable under a Builders Risk/Installation Floater (All Risks) insurance contract maintained by the Design-Builder pursuant to GC10.6 BUILDER’S RISK – INSTALLATION FLOATER – ALL RISKS, the proceeds of the claim shall be paid directly to Canada, and (1) the monies so paid shall be held by Canada for the purposes of the

Contract, or (2) if Canada elects, shall be retained by Canada, in which event they vest in

Canada absolutely. (b) In the case of a claim payable under a General Liability insurance contract

maintained by the Design-Builder pursuant to GC10.5 COMMERCIAL GENERAL LIABILITY, the proceeds of the claim shall be paid by the insurer directly to the claimant.

(c) If an election is made pursuant to subparagraph 1)(b), Canada may cause an audit to be made of the accounts of the Design-Builder and of Canada in respect of the part of the Work that was lost, damaged or destroyed for the purpose of establishing the difference, if any, between (1) the aggregate of the amount of the loss or damage suffered or sustained

by Canada, including any costs incurred in respect of the clearing and cleaning of the Work and its site and any other amount that is payable by the Design-Builder to Canada under the Contract, minus any monies retained pursuant to subparagraph 1)(b); and

(2) the aggregate of the amounts payable by Canada to the Design-Builder pursuant to the Contract up to the date of the loss or damage.

(d) A difference that is established pursuant to paragraph 3) shall be paid forthwith by the party who is determined by the audit to be the debtor to the party who is determined by the audit to be the creditor.

(e) When payment of a deficiency has been made pursuant to paragraph 4), all rights and obligations of Canada and the Design-Builder under the Contract shall, with respect only to the part of the Work that was the subject of the audit referred to in paragraph 3), be deemed to have been expended and discharged.

(f) Subject to paragraph 7), if an election is not made pursuant to subparagraph 1)(b), the Design-Builder, at the Design-Builder's expense, shall clear and clean the Work and its site and restore and replace the part of the Work that was lost, damaged or destroyed as if that part of the Work had not yet been performed.



(g) When the Design-Builder clears and cleans the Work and its site and restores and replaces the work referred to in paragraph 6), Canada shall pay the Design-Builder out of the monies referred to in paragraph 1) so far as they will thereunto extend.

(h) Subject to paragraph 7), payment by Canada pursuant to paragraph 7) shall be made in accordance with the Contract but the amount of each payment shall be 100% of the amount claimed notwithstanding paragraph 3) of GC5.4 PROGRESS PAYMENT.

9.10.9. GC10.9 LITIGATION RIGHTS

(a) It is understood and agreed that where any suit is instituted for or against Canada which the Insurer, or Insurers would, but for this clause, have the right to pursue or defend on behalf of Canada under this insurance policy, the Insurer shall promptly contact the Attorney General of Canada to agree on the legal strategies by sending a registered letter to (1) Senior General Counsel (2) Civil Litigation Section (3) Department of Justice (4) Kent and Wellington Streets (5) Ottawa, Ontario K1A 0H8

(b) The notification referred to in paragraph 1) must be followed, within a reasonable period, by an information copy to the Contracting Officer identified on the Front Page.

(c) The Insurer also agrees that Canada reserves the right to co-defend any action brought against Canada. However, all expenses incurred by Canada to co-defend such actions would be at Canada's expense.


PROPOSAL FORMS 100

10.0 PROPOSAL FORMS

10.1. PHASE 1: PROPONENT’S TEAM IDENTIFICATION FORMAT

The Design Firms’ architects and engineers shall be, or eligible to be, licensed, certified or otherwise authorized to provide the necessary professional services to the full extent that may be required by provincial or territorial law.

Proponent: Proponent’s Name: ...............................................................................

Builder: Name of Builder’s Firm: ............................................................................... Name of Builder’s Project Manager: ............................................................................... Name of Builder’s Site Superintendent: ...............................................................................

Architectural Design Firm: Name of Architectural Design Firm: ............................................................................... Name of Project Architect: ............................................................................... Provincial licensing status: ...............................................................................

Electrical Engineering Design Firm: Name of Electrical Engineering Design Firm: ............................................................................... Name of Electrical Project Engineer: ............................................................................... Provincial licensing status: ...............................................................................

Mechanical Engineering Design Firm: Name of Mechanical Engineering Design Firm: ............................................................................... Name of Mechanical Project Engineer: ............................................................................... Provincial licensing status: ...............................................................................

Structural Engineering Design Firm: Name of Structural Engineering Design Firm: ............................................................................... Name of Structural Project Engineer: ............................................................................... Provincial licensing status: ...............................................................................

Civil Engineering Design Firm: Name of Civil Engineering Design Firm: ............................................................................... Name of Civil Project Engineer: ............................................................................... Provincial licensing status: ...............................................................................

Landscape Architecture Design Firm: Name of Landscape Architecture Firm: ............................................................................... Name of Project Landscape Architect: ............................................................................... Provincial licensing status: ...............................................................................


PROPOSAL FORMS 101

10.2. PHASE 2: REQUEST FOR PROPOSAL DECLARATION FORM

Name of Proponent:_________________________________________________________________

Procurement Business Number (PBN): _________________________________________________

Street Address: _________________________ Mailing Address (if different than street address)

__________________________________________________________________________________

City: ___________________________________ City: ___________________________________

Prov./Terr./State: ________________________ Prov./Terr./State: _________________________

Postal/ZIP Code: ________________________ Postal/ZIP Code: _________________________

Telephone Number: ( ) _______________ Fax Number: ( ) _____________________

E-Mail : ___________________________________________________________________________

Type of Organization: Sole Proprietorship Incorporated Joint Venture Partnership Limited Partnership Joint Venture Corporation Partnership Joint Venture Contractual Joint Venture

This Request for Proposal (RFP) Declaration Form must be submitted and will form part of any proposal. Failure to include such representation and warranty with the proposal and/or not executing the signature block below will render the proposal as non-responsive. The completed form should be included with your Phase One Proposal. Education, Professional Accreditation and Experience: All statements made with regard to the education, professional accreditation and the experience of individuals proposed for providing services under the Contract are accurate and factual, and we are aware that Canada reserves the right to verify any information provided in this regard and that untrue statements may result in the proposal being declared non-responsive. Should a verification by Canada disclose untrue statements, Canada shall have the right to treat any Contract resulting from this solicitation as being in default and to terminate it accordingly.


PROPOSAL FORMS 102

DECLARATION: I, the undersigned, being a principal of the Proponent, hereby certify that the information given on this form and in the attached Proposal is accurate to the best of my knowledge.

Name (print):____________________________ Capacity: _______________________________

Signature: ______________________________ Telephone Number: ( ) _______________

Telephone Number: ( ) __________________________________________________________

Fax Number: ( ) __________________________________________________________

E-mail Address: ____________________________________________________________________

Date: _____________________________________________________________________________

PWGSC contact will be with the above named person


PROPOSAL FORMS 103

10.3. PHASE 2: PRICE PROPOSAL FORM

PROJECT IDENTIFICATION

Description: ALDERGROVE PORT OF ENTRY ALDERGROVE, BC Project No.: R.064546.001

BUSINESS NAME AND ADDRESS OF PROPONENT

Name: ____________________________________________________________________________

Address: __________________________________________________________________________

Telephone: _______________________________ Fax: __________________________________

E-Mail: ____________________________________________________________________________

OFFER

The Proponent hereby offers to Canada, represented by the Minister of Public Works and Government Services, to perform and complete the Work for the above named project in accordance with the Contract Documents which are more particularly described in Section 8.1 of the Terms and Conditions, at the place and in the manner set out therein for the Lump Sum Price (to be expressed in numbers only) of:

$ _______________________________________________________ . _____ , GST/HST extra,

which consists of

.1 an Amount of $ ___________________________________________ . ____ , GST/HST extra, for the design portion of the Work, plus

.2 an Amount of $ ___________________________________________ . ____ GST/HST extra, for the construction portion of the Work, plus

.3 an Amount of $125,000.00 GST/HST extra, for the Cash Allowance for BC Hydro 3 phase power.

.4 an Amount of $150,000.00 GST/HST extra, for the Cash Allowance for work related to BCMoTI Southbound ATIS cabling supply and installation.


PROPOSAL FORMS 104

PRICE PROPOSAL VALIDITY PERIOD

The price proposal shall not be withdrawn for a period of [120] days following the date of RFP closing.

AMENDMENT(S)

By submission of its proposal, the Proponent confirms that it has read and understands the requirements expressed in all addenda and has included all costs of these requirements in its Total Price Amount.

ACCEPTANCE AND ENTRY INTO CONTRACT

Upon acceptance of the Offer by Canada, a binding Contract shall be formed between Canada and the Design-Builder and the Contract Documents forming the Contract shall be as listed in A1, TERMS OF AGREEMENT, of the Terms and Conditions (Section 8).

CONSTRUCTION TIME

The successful Proponent agrees to complete the Work within the time stipulated in the Contract Documents, commencing on the date of notification of acceptance by Canada of its Offer.

PROPOSAL PRICE BREAKDOWN TABLE FOR CONSULTANT SERVICES

By submission of its proposal, the Proponent CERTIFIES that the prices entered in the table below accurately reflect the Proponent’s best estimates of the prices to complete the Work described by each of the disciplines listed in the table below.

Item Number Description of Service Price to Complete, GST/HST extra 1 Architectural Design Services $ 2 Mechanical Design Services $ 3 Electrical Design Services $ 4 Structural Design Services $ 5 Civil Design Services $ 6 Landscape Architecture Design

Services $

7 Acoustical Design Services $ 8 Other Design Services $ ** Total Price for Design Services $

An estimated dollar amount shall be inserted in the Price to Complete column for each Item listed. ** Proponents are to transfer the Total Price for Design Services to clause .1 of the Offer. ** Canada understands that the dollar amounts entered in the Price to Complete column are provided

for the information and guidance of the persons managing and administering any resulting contract and /or amendments and agrees that each individual Price to Complete may, from time to time, have to be adjusted as the plans and specification are further developed. It is also understood that the overall Total Price for Design Services is a firm price and will only be adjusted as and when provided for in the Terms and Conditions of the Contract.


PROPOSAL FORMS 105

PROPOSAL PRICE BREAKDOWN TABLE FOR CONSTRUCTION PHASE

By submission of its proposal, the Proponent CERTIFIES that the prices entered in the table below accurately reflect the Proponent’s best estimates of the prices to complete the Work described in each Division of the specification.

Item Number Description Price to Complete, GST/HST extra 1 General Conditions / Bond / Insurance $ 2 Building Permit $ 3 Excavation and Backfill $ 4 Temporary Road and Maintenance $ 5 Temporary Utility $ 6 Administration $ 7 Site Supervision $ 8 Demolition and Abatement $ 9 Civil Work $ 10 Civil Testing $ 11 Asphalt Paving, Curbs, Sidewalks $ 12 Cast-in-Place Concrete $ 13 Landscaping $ 14 Site Utilities (Water, San, Sewer) $ 15 Chainlink Fence $ 16 Reinforcing Steel $ 17 Masonry $ 18 Structural Steel/Misc. Steel/Metal Deck $ 19 Millwork $ 20 Rough Carpentry $ 21 Waterproofing $ 22 Roofing $ 23 Firestopping/Smoke Seals $ 24 HM Doors & Frames & Wood Doors $ 25 O/H Door $ 26 Aluminum Windows & Doors $ 27 Steel Stud & Gypsum Board & Ceilings $ 28 Resilient Flooring & Carpet $ 29 Epoxy Flooring $ 30 Painting $ 31 Toilet Partitions/Accessories $ 32 Entrance Mats $ 33 Lockers $ 34 Signage $


PROPOSAL FORMS 106

Item Number Description Price to Complete, GST/HST extra 35 Loading Dock Equipment $ 36 PIL Booths $ 37 Mechanical $ 38 Plumbing $ 39 Ventilation $ 40 Controls $ 41 Insulation $ 42 Refrigeration $ 43 Electrical $ 44 Electrical Distribution $ 45 Structured Cabling Subcontract $ 46 Generator $ 47 Lighting $ 48 Security $ 49 Fire Alarm $ 50 Testing/Inspection $ 51 Commissioning $ Total $

An estimated dollar amount shall be inserted in the Price to Complete column for each Item listed.

** Proponents are to transfer the Total Price to Complete to clause .2 of the Offer. ** Canada understands that the dollar amounts entered in the Price to Complete column are provided

for the information and guidance of the persons managing and administering any resulting contract and /or amendments and agrees that each individual Price to Complete may, from time to time, have to be adjusted as the plans and specification are further developed. It is also understood that the overall Total Price to Complete is a firm price and will only be adjusted as and when provided for in the Terms and Conditions of the Contract.

PROPOSAL (BID) SECURITY

Proposal security is enclosed herewith in accordance with GI 23 of the General Instruction to Proponents.

The Proponent understand that if a security deposit is furnished as proposal security and the Proponent refuses to enter into a contract when called upon to do so, its security deposit shall be forfeited.

The Proponent understands that if the security furnished is not in the approved form or provided by an approved institution as described in GI 23 of the General Instructions to Proponents, its proposal will be disqualified.


PROPOSAL FORMS 107

CONTRACT SECURITY

Within fourteen (14) days after receipt of written notification of the acceptance of its Offer, the Proponent shall furnish contract security in accordance with GC9, CONTRACT SECURITY, of the Terms and Conditions of the Contract Documents.

SIGNATURE OF PROPONENT

The Proponent agrees to provide or furnish ALL designs, professional services, construction documents, labour, material and plant for the execution of the Work as requested in the Request For Proposal.

______________________________________ ______________________________________ Signature Signature

______________________________________ ______________________________________ Capacity Capacity

______________________________________ Date


PROPOSAL FORMS 108

10.4. SAMPLE ARTICLES OF AGREEMENT

ARTICLES OF AGREEMENT These Articles of Agreement made in duplicate this day of , in the year 20 . By and between Her Majesty the Queen, in right of Canada as represented by the Minister of Public Works and Government Services (referred to in the contract as "Canada") and (referred to in the contract as the "Design-Builder") Canada and the Design-Builder agree as follows:

THE WORK

(a) The Design-Builder shall commence the Work when so instructed by Canada, and shall do and fulfil everything required of the Design-Builder by the Contract and, without limiting the generality of the foregoing, shall: (1) furnish all necessary designs, professional services, construction

services, construction management services, commissioning services, other related services, Plant, Material, in the Definitions in General Conditions, the term "Plant" includes, equipment and labour, and shall diligently perform and complete the Work in strict accordance with the Contract Documents for

located at (Work)

(2) subject to any adjustments as provided for in the Contract Documents, complete the Work no later than

(3) the day of in the year 20 .

CONTRACT AMOUNT

(b) The total amount payable by Canada to the Design-Builder for the performance of the Work or the part thereof that is subject to a Fixed Price Arrangement is:

$ . GST/HST Extra (c) The total amount payable by Canada to the Design-Builder for the performance

of the Work or the part thereof that is subject to a Unit Price Arrangement is an amount that is equal to the sum of the products of the actual quantity of each class of labour, Plant and Material that is set out in a Final Certificate of Measurement multiplied in each case by the appropriate unit price, GST/HST Extra.

(d) For the information and guidance of the Design-Builder and the Project Manager, but not so as to constitute a warranty, representation or undertaking of any


PROPOSAL FORMS 109

nature by either party to the Contract, the estimated total amount payable by Canada to the Design-Builder for the part of the Work to which a Unit Price Arrangement is applicable is approximately

$ . GST/HST Extra (e) The amounts payable by Canada shall be subject to adjustment as provided for

in the Contract Documents, and shall be paid at the times and in the manner set out therein.

AGREEMENTS AND AMENDMENTS

(f) The Contract supersedes all negotiations, representations, or agreements, either written or oral, relating in any manner to the Work, that were made prior to the date of the Contract, and the express agreements therein contained and made by Canada are the only agreements upon which any rights against Canada are to be founded.

(g) The failure of either party at any time to require performance by the other party of any provision hereof shall in no way affect the right thereafter to enforce such provision. Nor shall the waiver by either party of any breach of any covenant, condition or proviso hereof be taken to be held to be a waiver of any further breach of the same covenant, condition or proviso.

(h) The Contract may be amended only as provided for in the Contract Documents.

CONTRACT DOCUMENTS

(i) The documents forming the Contract between Canada and the Design-Builder, referred to herein as the Contract Documents, are (1) the Front Page, Articles of Agreement, and these Terms of Agreement; (2) the Request for Proposal; (3) the Technical Requirements; (4) the terms and conditions, as may be amended, identified as:

(A) the General Conditions; (B) the Supplementary Conditions, if any; (C) documents incorporated by reference as follows:

(i) R2882D (2008-12-12) Dispute Resolution; (ii) R2940D (2012-07-16) Fair Wages and Hours of Labour –

Labour Conditions; Schedules of Wage Rates for Federal Construction Contracts.

(5) the Proponent’ Proposal; (6) the Construction Documents; (7) any amendment incorporated into the solicitation documents before the

date of the Contract; and (8) any amendment or variation of the Contract Documents that is made in

accordance with the General Conditions.

PROJECT MANAGER

(j) The Departmental Representative for the purposes of the Agreement is


PROPOSAL FORMS 110

Name: ____________________________________________________________________________

Telephone: ______________________________________ Fax: ___________________________

of the Government of Canada, or whomever Canada may designate from time to time.

ADDRESSES FOR NOTICES

(k) For all purposes of the Contract, the Departmental Representative’s address shall be deemed to be; or such other address as the Departmental Representative may communicate in writing to the Design-Builder from time to time.

(l) For all purposes of the Contract, the Design-Builder's address shall be deemed to be:

Name: ____________________________________________________________________________

Telephone: ______________________________________ Fax: ___________________________

or such other address as the Design-Builder may communicate in writing to the Departmental Representative from time to time.

SUCCESSION

(m) The Contract shall inure to the benefit of and be binding upon the parties hereto and their lawful heirs, executors, administrators, successors and, subject to Article A8, permitted assigns.

ASSIGNMENT

(n) The Design-Builder shall not make any assignment of the Contract, either in whole or in part, without the written consent of Canada, which consent may be withheld in Canada's sole and absolute discretion.

IN WITNESS WHEREOF the parties hereto have executed these Articles of Agreement as of the day and year first above written. FOR LIMITED COMPANY OR INCORPORATED COMPANY SEALED, ATTESTED TO AND DELIVERED on behalf of the Contractor by { { (PRINT NAME OF SIGNATORY) { SIGNATURE OF AUTHORIZED SIGNATORY { { in the presence of (PRINT TITLE OF SIGNATORY) SIGNATURE OF WITNESS


PROPOSAL FORMS 111

{ { (PRINT NAME OF SIGNATORY) { SIGNATURE OF AUTHORIZED SIGNATORY { {


PROPOSAL FORMS 112

in the presence of (PRINT TITLE OF SIGNATORY) SIGNATURE OF WITNESS CORPORATE SEAL FOR PARTNERSHIP OR SOLE PROPRIETORSHIP SEALED, ATTESTED TO AND DELIVERED on behalf of the Contractor by SIGNATURE OF PARTNER OR SOLE PROPRIETOR (PRINT NAME OF PARTNER OR SOLE PROPRIETOR) SEAL in the presence of SIGNATURE OF WITNESS SIGNATURE OF PARTNER (PRINT NAME OF PARTNER) SEAL in the presence of SIGNATURE OF WITNESS EXECUTED ON BEHALF OF HER MAJESTY by { { (PRINT NAME OF OFFICER) { SIGNATURE OF AUTHORIZED DEPARTMENTAL { OFFICER { { Real Property Contracting (PRINT TITLE OF OFFICER) Date


PROPOSAL FORMS 113

10.5. NON-DISCLOSURE AGREEMENT

PWGSC FILE #: EZ899-140845 We hereby agree and understand that we must keep confidential any information regarding this Solicitation or any contract agreement. For the purposes of this agreement, information includes but not limited to: any documents, instructions, guidelines, data, material, advice or any other information whether received orally, in printed form, recorded electronically, or otherwise and whether or not labeled as proprietary or sensitive, that is disclosed during the bid solicitation period or any contract agreement. We agree that we will not reproduce, copy, use, divulge, release or disclose, in whole or in part, in whatever way or form any information described above to any person other than a person employed by us or employed by a supplier or a sub-contractor, on a need to know basis, for the sole purpose of preparing a bid or completing the work. We undertake to safeguard the same and take all necessary and appropriate measures, including those set out in any written or oral instructions issued by Canada, to prevent the disclosure of or access to such information in contravention of this agreement. We also acknowledge that any information provided to the undersigned or on behalf of Canada must be used solely for the purpose of the bid solicitation and any contract agreement and must remain the property of Canada and must be returned immediately upon Canada's request. This agreement remains in force until the completion of the contract. We acknowledge that to breach this non-disclosure agreement, without the written consent of Canada may result in immediate termination of the contract. Signed this _______________________ day of _______________________________ , 2013, by Name – Please print Title Of

Company/Bidder Signature


PROPOSAL FORMS 114

10.6. COMPLETE LIST OF DIRECTORS OF THE PROPONENT

NOTE TO BIDDERS

WRITE DIRECTOR’S SURNAMES AND GIVEN NAMES


115

This label is provided in lieu of the envelope mentioned in the instructions to Tenderers. NOTE TO Tenderers: Please use the mailing label below and affix it securely to the outside of the envelope or package containing your tender. For revisions to tenders submitted by facsimile (fax # (604) 775-9381), use this sheet as the cover sheet. Always ensure your company name, return address, tender number and closing date appear legibly on the outside of your bid submission.

REAL PROPERTY CONTRACTING Public Works & Government Services Canada

Room 219 – 800 Burrard Street Vancouver, BC V6Z 2V8

Solicitation No.: EZ899-140845/A

Tender Closing Date & Time: December 2, 2013 @ 1400 PST Project Description: Aldergrove, B.C.

Aldergrove Border Crossing Design-Build (Phase 1)

PL