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Toronto Transit Commission

Instructions to Tenderers Division 1 Master Order (Revised June 2011) of 3

INSTRUCTIONS TO TENDERERS

1 Tender Submission - The Tenderer shall complete and submit the Tender Form including the Tender Form Price Schedule(s) and submit it in a sealed envelope with the label included as “Appendix 1” (Division 3) affixed to the front of the envelope and shall not show its name on the envelope. The Tenderer shall be responsible for ensuring it reviews and understands the Instructions to Tenderers, Supplementary Instructions to Tenderers, General Conditions, Supplementary Conditions, Terms of Reference and applicable Specifications and Drawings, which form this Request for Tender. Sealed Tenders addressed as follows, will be received by the Commission at the 1st Floor

Reception Desk until 10:00 a.m. Toronto time on FRIDAY, DECEMBER 20, 2013:

ATTENTION: HEAD – COMMISSION SERVICES DEPT. 1900 YONGE STREET TORONTO, ONTARIO M4S 1Z2 Any Tender received late according to the Commission’s clock will not be considered and will be returned to the respective Tenderer. Faxed or e-mailed Tenders will not be considered.

The Tenderer is solely responsible to ensure that the Tender submission is delivered to the address indicated above. The Commission will not be responsible to redirect any submissions delivered in error to any other of the Commission's properties.

1.1. Tender Results - The public opening of Tenders will take place in the Commission’s Offices, 1900 Yonge Street, 15 minutes after the Tender closing time. Interested parties are invited to attend and should assemble in the lobby after the Tender closing and they will be escorted to the room for the Tender opening by TTC staff. Only total Tender prices will be revealed at the opening. Tender responses and following the award, the name(s) of the successful Tenderer(s) along with the award value(s) are available on the Materials & Procurement website at www.ttc.ca under ‘Business with the TTC’.

2 Tender Inquiries - All inquiries or requests for information during the Tender period shall without exceptions, be directed to the Buyer by e-mail at [email protected] or Fax No. (416) 537-0385 or Phone No. (416) 393-4778.

3 Lobbying -

.1 Anyone who “Lobby’s” (as defined in the City of Toronto Municipal Code, Chapter 140) or is expected to Lobby a Member of the Commission (i.e. Commissioner), their staff, or any Commission officer or employee must comply with the requirements as set out in the City of Toronto Municipal Code, Chapter 140 – Lobbying). For the purposes of Chapter 140 of the City of Toronto Municipal Code, the Commission is a “local board (restricted definition)”. For further information please see City of Toronto Web site at www.toronto.ca/lobbying.

.2 Failure to comply with the requirements of Chapter 140 of the City of Toronto Municipal Code, may, in the

Commission’s sole discretion, be considered in the evaluation of the Tenderer’s current or future Proposal/Tender submissions and award of the current or future contracts. The Commission reserves the right, at it sole discretion, to not award a contract to a Tenderer who has failed to comply with the requirements of Chapter 140 of the City of Toronto Municipal Code.

TITLE: SUPPLY OF RADIATOR PARTS FOR UP TO A 3 YEAR TERM TENDER No.: M06CF13148 ISSUE DATE: DECEMBER 3, 2013

Your firm is hereby invited to submit a Tender to the Toronto Transit Commission for the above stated referenced requirement as specified in this Request for Tender (RFT).

http://www.ttc.ca/

mailto:[email protected]

http://www.toronto.ca/lobbying



4 Addenda - During the Tender period, any change to the Request for Tender will be made by the issuance of an addendum. For a Tender that is posted on our website, addenda will be posted electronically on the website. It is the Tenderer’s responsibility to monitor the website to ensure they have received all the addenda issued up until the Tender closing. For a Tender that is issued via e-mail, courier or fax, addenda will also be emailed, couriered or faxed to the Tenderer. Addenda will be issued in the form of complete replacement pages and will refer to the addendum number at the bottom of the page. The Tenderer shall note in the Tender Form the number of addenda received during the Tender period, to acknowledge that the contents form part of its Tender. No oral interpretations, clarification or change shall modify any of the conditions to this Request for Tender.

5 Pricing –

.1 Unless specifically shown to the contrary, Tender prices shall be considered firm, in Canadian funds, and inclusive of all applicable costs, all applicable federal taxes (including but not limited to GST and HST which has been passed into legislation and is effective July 1, 2010) and duties and all applicable Ontario provincial taxes, either in force or announced prior to the Tender closing, even if the effective date is subsequent to the Tender closing, allowances, freight, and including fees for applicable permits, approvals and notices, with the exception of permits identified in the Specifications as being supplied by the Commission.

.2 The Commission further reserves the right, at its sole discretion, not to accept a Tender whereby the total

price (for one or more items) is less than One Thousand Dollars ($1,000 CDN) for the term of the Contract and the Commission may award this portion of the Work to another Tenderer.

.3 The Tenderer agrees that if the Commission commits a material breach of this RFP (that is, a material

breach of the bidding contract or Contract A), the Commission’s liability to the Tenderer and the aggregate amount of damages recoverable against the Commission for any matter relating to or arising from that material breach, whether based upon an action or claim in contract, warranty, equity, negligence, intended conduct or otherwise, including any action or claim arising from the acts or omissions, negligent or otherwise, of the Commission, shall be the lesser of,

a) The Tender preparation costs that the Tenderer seeking damages from the Commission can

demonstrate; and b) $1,000 (CDN)

6 Alternatives - Only Tender submissions for the specified product, manufacturer part number or TTC drawing will be considered for this Request for Tender. The Tenderer may submit an alternative in addition to the specified product, manufacturer part number or drawing for review and acceptance by the Commission for a future Tender request. The Tenderer shall clearly identify any alternative(s) on a separate page and provide specific technical details in its Tender if it wishes the Commission to consider its alternative in the future.

7 Tender Evaluation and Acceptance -

.1 Selection of a Tenderer to perform the outlined Work will be based on the submission requirements set out in Section 2.1 of the Supplementary Instructions to Tenderers, the prices set out in the Form of Tender and the Tenderer’s previous performance rating with the Commission (if applicable) as set out in Section 9 Work Performance of the Instructions to Tenderers.

.2 No Tender may be withdrawn after the Tender closing date and time, until expiration of the Tender Validity specified in the Tender Form. The Tenderer shall accept all terms and conditions of the Request for Tender unless explicitly excepted or qualified in its Tender. Taking any exception to the Request for Tender may render the Tender unacceptable. Any errors or inconsistencies in the Tender shall be subject to the



interpretation of the Commission. A list of common “Bid Irregularities” and the action that will be taken by the Commission is available on the Materials and Procurement website at www.ttc.ca under ‘Selling to the TTC’. The Commission’s right to accept or reject any Tender, whether or not it conforms with the Request for Tender or to cancel the Request for Tender at any time prior to the award of a Contract is expressly reserved without liability to the Commission.

8 Municipal Freedom of Information and Protection of Privacy Act - A Tender submitted to the Commission shall

become the property of the Commission and is therefore, subject to the provisions of the Municipal Freedom of Information and Protection of Privacy Act. Tenderers are responsible for familiarizing themselves with the provisions of this Act.

9 Work Performance - The Commission during the term of a contract maintains a record of the performance of the Company completing work for the Commission and this information may be shared with the City of Toronto. The past performance of Tenderers in completing contracts for the Commission will be considered and the Commission reserves the right to reject any Tender submitted by a Tenderer with an unsatisfactory performance rating.

http://www.ttc.ca/


Supplementary Instructions to Tenderers Division 2 Master Order (Revised June 2011) Page 1 of 2

These Supplementary Instructions complement the Instructions to Tenderers, which shall apply to the Request for Tender except as amended in these Supplementary Instructions to Tenderers. 2.1 Submission Requirements - In order to aid the Commission in determining the capability of Tenderers, each

Tenderer shall submit the following:

.1 Mandatory Requirements - The following information must be submitted with the Tenderer’s Tender:

.1 A signed copy of the Form of Tender (Division 3) including:

• Tenderer’s name and address. • A hard copy of the Price Schedule including:

- the tendered pricing based on the unit of measure stated on the Price Schedule; - delivery lead-time for each part that is priced; and - the manufacturer part no./manufacturer name being quoted (select from the drop down box on the

Price Schedule). • Acknowledge that any Addenda issued by the Commission form part of the Tenderer’s Tender. • Signature of the Tenderer. • Ensure all pages of the Form of Tender are submitted.

.2 Other Requirements - a soft copy of the Price Schedule on a disk [preferred format is Compact Disk (CD)]. Ensure the CD is labelled with the Tenderer’s name and the subject Tender No.

.3 Optional Requirements - submit the following if available/applicable

.1 A list of the parts where quantity price breaks apply. The list shall indicate the applicable TTC Part No., manufacturer part no./manufacturer name and the quantities and applicable price(s).

.2 Specific technical details, Specifications or drawings if Tenderer proposed alternative(s) for future Tender request.

.4 Information to be Submitted after Tender Closing -

Submit the following within two (2) working days (if applicable), if requested by the Commission, after closing of the Tender:

.1 Evidence of the Tenderer’s federal GST and provincial ORST tax registration numbers.

.2 If the Tenderers pricing includes bar-coding, provide details available on the bar-coding capabilities.

.3 Material Safety Data Sheet (MSDS) for items included in the RFP that are governed by WHMIS legislation. Should the Tenderer claim a trade secret on the goods, then a trade secret registry number must be noted on the MSDS’s.

2.2 Acceptance of Tenders -

.1 The Commission is under no obligation to accept the lowest or any Tender and reserves the right at its discretion, to discuss or clarify the Tender of a Tenderer in order to satisfy itself as to the intent of Tender. Each and every alteration or erasure made in the Tender shall be initialled by an authorized signatory of the Tenderer. In the event that the disk submitted by the Tenderer is found to be defective or incomplete compared to the hard copy of the Tenderer’s Price Schedule, the Commission reserves the right to contact the Tenderer in order to obtain the information electronically to facilitate the evaluation. The electronic information must be consistent with the hardcopy of the Tenderer’s Price Schedule and no alteration of the Tender pricing will be accepted.


Supplementary Instructions to Tenderers Division 2 Master Order (Revised June 2011) Page 2 of 2

.2 Pricing is requested for the period indicated in the Price Schedule. The Commission at its sole discretion reserves the right to award a Contract of the entire period or a partial period, with the option to extend for an additional period(s) at any time prior to the expiration of the Contract at the Tender pricing.

.3 Where appropriate the Commission reserves the right to verify that the Tenderer is an authorized distributor of

the specified material or is obtaining the specified material from the original equipment manufacturer or a source that is an authorized distributor of the specified material.


Division 3 Form of Tender Master Order (Revised June 2011) INDEX

Section Title Page

3.1 Declaration 1 3.2 Offer 2 3.2.1 Price Schedule 2 3.2.2 Tender Pricing 2 3.3 Exceptions or Qualifications 2 3.4 Terms of Payment 3 3.5 Submission Requirements 3 3.6 Receipt of Addenda 3 3.7 Validity 3 3.8 Signature 4 Instruction for Inputting Price Schedule Spreadsheet Price Schedule Extended Part Description


Division 3 Form of Tender Master Order (Revised June 2011) Page 1 of 4

* YOU MUST SUBMIT THIS PAGE WITH YOUR TENDER *

TITLE: SUPPLY OF RADIATOR PARTS FOR UP TO A 3 YEAR TERM TENDER NO: M06CF13148 TO: TORONTO TRANSIT COMMISSION 3.1 Declaration

We: ___________________________________________________________________

___________________________________________________________________ (Name of Tenderer) ___________________________________________________________________ (Head Office Address) ___________________________________________________________________ (Telephone Number Including Area Code and Fax Number and e-mail)

do hereby declare as follows: a) That we have carefully examined the Instructions to Tenderers, Supplementary Instructions

to Tenderers, General Conditions, Supplementary Conditions, Terms of Reference, and applicable Specifications and Drawings and all addenda and do hereby accept the same as part and parcel of the Contract;

b) That the shareholders or partners of the above company are the only persons interested in

this Tender, and no other person has any interest in this Tender, or in the Contract proposed to be taken;

c) That this Tender is made without any knowledge, comparison of figures, or arrangements

with any other party or parties making a Tender for the same Work and is, in all respects, fair and made without collusion or fraud;

d) That no member of the City of Toronto Council or Commissioner of the Toronto Transit

Commission, or any officer or employee of a municipal corporation of the Toronto area, or of the Toronto Transit Commission is or shall become interested, directly or indirectly, as a contracting party, partner or otherwise in, or in the performance of the Contract or in the supplies, Work or business to which it relates, or in any portion of the profits thereof, or of any such supplies to be used therein, or in any of the monies to be derived therefrom.

e) That we are in compliance with the City of Toronto Municipal Code, Chapter 140 - Lobbying.




3.2 Offer

We do hereby Propose and offer to perform all or any portion of the Work as specified within the Request for Tender for an upset limit amount to be specified in the Commission’s Purchase Order at the prices set out in the Price Schedule in Canadian funds (unless otherwise stated) which include all costs such as applicable taxes, freight, duty, brokerage, etc. Unit Prices indicated on the Price Schedule are firm and are not subject for adjustment. All prices proposed are F.O.B. Commission Property unless otherwise stated.

3.2.1 Price Schedule

.1 The Tenderer shall complete the attached Price Schedule in accordance with Section 3.5 ‘Submission Requirements’. The Price Schedule is to include the following:

.1 The tendered pricing for each item based on the unit of measure for each item stated on the Price

Schedule. Unit prices for applicable core & reconditioned/exchange parts shall be submitted on a separate sheet for each year.

.2 The normal delivery lead-time for each item that is priced (based on calendar days in whole

numbers). .3 The manufacturer part no./manufacturer name being quote. Where the Tenderer indicates more

than one manufacturer part no./manufacturer name per item, the Commission will interpret that the Tenderer can supply each part at the same unit price indicated and the Commission reserves the right to select the part to be supplied.

.4 The disk shall be completed using Excel and Tenderers are requested NOT to make any changes to the disk contents. Failure to submit the completed disk may result in disqualification of the Tender.

.5 Tenderers shall indicate any changes to manufacturer part numbers and/or alternatives on a separate page and attach this page to the Form of Tender. Each change shall be identified by the corresponding item number on the Price Schedule.

.2 Should there be a conflict between the unit prices on the disk and the unit prices on the hard copy of

the Price Schedule, the unit prices on the hard copy of the Price Schedule will govern. If the extended price for an item does not agree with the extension of the quantity and the unit price, the unit price shall govern and the extended price and total shall be corrected accordingly.

.3 Pricing is to be provided for a three (3) year period as indicated on the attached Price Schedule. The

pricing for year one (1) is to be valid for a 12 month period commencing on April 26, 2014 and the pricing for year two (2) shall be valid for a 12 month period commencing April 26, 2015 and the pricing for year three (3) shall be valid for a 12 month period commencing April 26, 2016.

3.2.2 Tender Pricing

The quantities provided on the Price Schedule are based on estimates only, hence the volumes are not guaranteed. The tendered unit prices shall be the basis for any increase or decrease in the required quantity for the duration of the Contract.

3.3 Exceptions or Qualifications We agree to accept all terms and conditions of the Request for Tender unless explicitly excepted or qualified (if any indicate below).




3.4 Terms of Payment

We agree that the Tender prices are based upon the payment terms as stated in Section 5.1 - Terms of Payment, of the Supplementary Conditions (Division 5).

3.5 Submission Requirements

.1 We include the following as requested in Section 2.1 – Submission Requirements, Supplementary Instructions to Tenderers (Division 2):

.1 A signed copy of the Form of Tender (Division 3) including the Tenderer’s name and address.

Ensure all pages of the Form of Tender are submitted.

• Tenderer’s name and address. • A hard copy of the Price Schedule including:

- the tendered pricing based on the unit of measure stated on the Price Schedule; - delivery lead-time for each part that is priced; and - the manufacturer part no./manufacturer name being quoted.

• Acknowledge that any Addenda issued by the Commission form part of the Tenderer’s Tender.

• Signature of the Tenderer. • Ensure all pages of the Form of Tender are submitted.

.2 A softcopy of the Price Schedule [preferred format is COMPACT DISK (CD)] shall be included with the Form of Tender. Ensure that the CD is labelled with the Tenderer’s name and the subject Tender No.

.3 A list of parts where quantity price breaks will apply along with the quantities and applicable prices.

.4 Specific technical details, Specifications or drawings if Tenderer proposed alternative(s) for future

Tender request.

.2 We agree to submit the information as set out in Section 2.1.4 “Information to be Submitted after Tender Closing”, Supplementary Instructions to Tenderers (Division 2) within two (2) working days, if requested by the Commission subsequent to the Tender closing.

3.6 Receipt of Addenda

We agree that this Tender includes addenda no. _______ to _______ inclusive as issued by the Commission during the Tender period. It is the Company’s responsibility to monitor the website to ensure they have all the addenda issued.

3.7 Validity

We agree that this Tender is valid for a period of ninety (90) calendar days from the date of closing of Tenders and that the Commission may at any time within the said period accept this Tender whether or not any other Tender has been previously accepted. If requested by the TTC the Tenderer agrees to extend the validity for a period of up to an additional thirty (30) calendar days.




3.8 Signature Dated this ____________________ Day of ____________________, 201___. _________________________________________________________________ (Signature) _________________________________________________________________ (Print Name) _________________________________________________________________ (Title) I/We have authority to bind the Corporation.

TENDER SUBMISSION CHECKLIST Prior to submitting your Tender, please review the Checklist below:

Complete and submit the Form of Tender including: - Name and Address on Page 1. - Note any Addenda received in Section 3.6 - Receipt of Addenda. - Sign the Form of Tender. - Submit all FOUR pages of the Form of Tender.

Submit a HARD COPY of the Price Schedule including:

- Pricing per the unit of measure for each item on the Price Schedule; - Delivery lead-time for each item priced; and - Indicate the manufacturer part no./manufacturer name for the item being

quoted.

A SOFT COPY of the Price Schedule on a disk [preferred format is COMPACT DISK (CD)]. Ensure that the CD is labelled with the Tenderer’s name and the subject Tender No.

Note: Failure to provide the above information may result in the disqualification of your Tender. For a complete list of Submission Requirements see Section 2.1 Submission Requirements, Supplementary Instructions to Tenderers (Division 2).

Alternatives - Only Tender submissions for the specified product, manufacturer partnumber or TTC drawing will be considered for this Request for Tender. The Tenderer may submit an alternative in addition to the specified product, manufacturer part number or TTC drawing for review and acceptance by the Commission for a future Tender request.The Tenderer shall clearly identify any alternative(s) on a separate page and provide specific technical details in its Tender if it wishes the Commission to consider its alternative in the future.

/ 1 PRICE SCHEDULE (FINAL) / Price Sheet Version 1.0 June 06 2007

Price ScheduleSupply Of: SUPPLY OF RADIATORS FOR A 3 YEAR TERM Tender No: M06CF13148

Request No: 24479 Revision No: 1

Quantities are Estimated Forcasts

Input Unit Prices Only (Do Not Include Taxes)

Prices quoted in CAD

Part NoPart Description Line No From To Quantity UOM

MSDS Required Price

Lead Time Mfg Part No [Mfg Name] Alternative Mfg Part No Total/Period Total/Part

Total with Taxes

009790 VALVE 3 2014-04-26 2015-04-25 20 ea N #VALUE! 0 0 019 2015-04-26 2016-04-25 20 ea N 035 2016-04-26 2017-04-25 20 ea N 0

018489 HEATER 4 2014-04-26 2015-04-25 20 ea N #VALUE! 0 0 020 2015-04-26 2016-04-25 20 ea N 036 2016-04-26 2017-04-25 20 ea N 0

023028 HEATER 5 2014-04-26 2015-04-25 8 ea N #VALUE! 0 0 021 2015-04-26 2016-04-25 8 ea N 037 2016-04-26 2017-04-25 8 ea N 0

024129 CORE 6 2014-04-26 2015-04-25 45 ea N #VALUE! 0 0 022 2015-04-26 2016-04-25 45 ea N 038 2016-04-26 2017-04-25 45 ea N 0

025832 COOLER - EXRB 7 2014-04-26 2015-04-25 40 ea N #VALUE! 0 0 023 2015-04-26 2016-04-25 45 ea N 039 2016-04-26 2017-04-25 45 ea N 0



037349 CORE 10 2014-04-26 2015-04-25 20 ea N ALTPART0 0 0 026 2015-04-26 2016-04-25 25 ea N 042 2016-04-26 2017-04-25 30 ea N 0

047327 COOLANT 2 2014-04-26 2015-04-25 18 ea N ALTPART0 0 0 018 2015-04-26 2016-04-25 15 ea N 034 2016-04-26 2017-04-25 12 ea N 0

051035 COOLER - EXRB 11 2014-04-26 2015-04-25 20 ea N AA0016 0 0 027 2015-04-26 2016-04-25 20 ea N 043 2016-04-26 2017-04-25 20 ea N 0

051232 COVER 12 2014-04-26 2015-04-25 90 ea N CA-1201T 0 0 028 2015-04-26 2016-04-25 90 ea N 044 2016-04-26 2017-04-25 90 ea N 0

052070 TANK 13 2014-04-26 2015-04-25 40 ea N 7415 0 0 029 2015-04-26 2016-04-25 55 ea N 045 2016-04-26 2017-04-25 60 ea N 0



052958 COVER 16 2014-04-26 2015-04-25 4 ea N #VALUE! 0 0 032 2015-04-26 2016-04-25 3 ea N 048 2016-04-26 2017-04-25 2 ea N 0

056226 GASKET 1 2014-04-26 2015-04-25 1000 ea N #VALUE! 0 0 017 2015-04-26 2016-04-25 1000 ea N 033 2016-04-26 2017-04-25 1000 ea N 0

Total Quote 0 0

Supplier Name:

/ 2PRICE SCHEDULE (FINAL) / Extended Part Description Version 1.0 June 06 2007

Part No Part Description Extended Part Description Manufacturer Part Numbers009790 VALVE TYPE: PWM VALVE SIZE: 3" X 3" LOCATION: FOR HYDRAULIC TANK 050717504[OBI]

FDCA-24-1090322[SAUER-DANFOSS]018489 HEATER TYPE: SGM HEATER 03000069CRH[CROSSTOWN RADIATOR]023028 HEATER SUPPLIER INSTRUCTIONS: COMPLETE WITH SUPPORT HOUSING,

CUSTOMIZED SPECIFIC FOR TTC~TYPE: MODIFIED INLET & OUTLET RAMP CORE HEATER SIZE: 12" X 12"

03000068CRH[CROSSTOWN RADIATOR]

024129 CORE PACKAGING INSTRUCTIONS: RADIATOR CORE MUST BE INDIVIDUALLY PACKAGED AND VENDOR IN CARDBOARD BOX AND CLEARLY IDENTIFIED WITH TTC STOCK CODE PART NUMBER ON OUTSIDE OF BOX~SUPPLIER INSTRUCTIONS: RADIATOR CORE MUST BE PAINTED ON BOTH SIDES OF AIR SIDE OF CORE WITH BLACK RADIATOR ENAMEL PAINT~TYPE: BUY, RADIATOR SERPENTINE FINS CORE OTHER: 6 ROW OF 5/8" TUBES 41 IN A ROW SIZE: 29-1/2 X 24-3/8 X 5

LF23156CT[CROSSTOWN RADIATOR]CTL6274[CANCORE INDUSTRIES]

025832 COOLER - EXRB TYPE: AIR CHARGE LOCATION: RADIATOR/COOLER ASSY. EXTERNAL REBUILT: REPAIR/EXCHANGE ~ CORRESPONDING TTC CORE PART NUMBER IS: 025833 ~

RORDAC-295-A[DDP]AA0011[CANCORE INDUSTRIES]

028296 CORE PACKAGING INSTRUCTIONS: RADIATOR CORE MUST BE INDIVIDUALLY PACKAGED CODE AND VENDOR IN CARDBOARD BOX AND CLEARLY IDENTIFY TTC STOCK PART NUMBER ON OUTSIDE OF BOX~SUPPLIER INSTRUCTIONS: RADIATOR CORE MUST BE PAINTED ON BOTH SIDES OF AIR SIDE OF CORE WITH BLACK RADIATOR ENAMEL PAINT~TYPE: NEW H/D RADIATOR CORE LOCATION: FOR NOVA RTS BUSES SIZE: 30-1/2 X 16-5/8 X 4-7/8

LF23305CR[CROSSTOWN RADIATOR]CL6922M[CANCORE INDUSTRIES]

028310 COOLER - EXRB TYPE: CHARGE AIR COOLER ASSEMBLY EXTERNAL REBUILT: REPAIR/EXCHANGE ~ CORRESPONDING TTC CORE PART NUMBER IS: 035607 ~

G1019159[PREVOST PARTS]AA0012[CANCORE INDUSTRIES]

037349 CORE PACKAGING INSTRUCTIONS: RADIATOR CORE MUST BE INDIVIDUALLY PACKAGED IN CARDBOARD BOX AND CLEARLY IDENTIFY TTC STOCK CODE AND VENDOR PART NUMBER ON OUTSIDE OF BOX.~SUPPLIER INSTRUCTIONS: RADIATOR CORE MUST BE PAINTED ON BOTH SIDES OF AIR SIDE OF CORE WITH BLACK RADIATOR ENAMEL PAINT.~TYPE: 8 ROWS RADIATOR CORE SIZE: 39 LT X 17-3/4 X 7-1/2

1G93352CR[CROSSTOWN RADIATOR]6322556[NEW FLYER]RF6273[CANCORE INDUSTRIES]

047327 COOLANT TYPE: T'S COOLANT LOCATION: USED IN THE HEATER HOSES TO DIVERT HOT COOLANT TO HEATER CORE SIZE: 3/4 TUBE WITH A 3/4 - 5/8 UNIVERSAL PLASTIC

11184757V[COOLING DEPOT]

051035 COOLER - EXRB TYPE: CHARGE AIR COOLER ASSEMBLY LOCATION: RADIATOR COOLER SIZE: 4' LONG X 1' X 6" EXTERNAL REBUILT: REPAIR/EXCHANGE ~ CORRESPONDING TTC CORE PART NUMBER IS: 051299 ~

087779[NEW FLYER]AA0016[CANCORE INDUSTRIES]

/ 2PRICE SCHEDULE (FINAL) / Extended Part Description Version 1.0 June 06 2007

051232 COVER TYPE: TRANSMISSION OIL COOLER COVER LOCATION: FOR ORION 7 BUS ON 1201 A-B-C-D ORDERS & 1274 C-D ORDERS SIZE: 12" X 16" X 5"

CA-1201T[CANCORE INDUSTRIES]

052070 TANK TYPE: TOP & BOTTOM RADIATOR TANK LOCATION: ASSEMBLY FOR FLYER D40-LF BUS SIZE: 12" X 4" X 2"

7415[CROSSTOWN RADIATOR]T7415[CANCORE INDUSTRIES]

052541 CORE PACKAGING INSTRUCTIONS: MUST BE INDIVIDUALLY PACKAGED IN CARDBOARD BOX AND CLEARLY IDENTIFY TTC S/C & VENDOR PART NUMBER ON OUTSIDE OF BOX~SUPPLIER INSTRUCTIONS: CORE MUST BE PAINTED ON BOTH SIDES OF AIR SIDE OF CORE WITH BLACK RADIATOR ENAMEL PAINT~TYPE: NEW HEAVY DUTY RADIATOR CORE OTHER: SERPENTINE FINS WITH TRIPLE HEADERS SIZE: 24" X 32-1/4" X 4-3/4" RELATED TTC CODE: 029512

001-HF-23515-S[CROSSTOWN RADIATOR]CTL6277[CANCORE INDUSTRIES]

052542 COOLER - EXRB PACKAGING INSTRUCTIONS: MUST BE INDIVIDUALLY PACKAGED IN CARDBOARD BOX AND CLEARLY IDENTIFY TTC S/C & VENDOR PART NUMBER ON OUTSIDE OF BOX~SUPPLIER INSTRUCTIONS: COOLER MUST BE PAINTED ON BOTH SIDES OF AIR SIDE OF CORE WITH BLACK RADIATOR ENAMEL PAINT~TYPE: CHARGE AIR COOLER OTHER: RECONDITIONED/EXCHANGED RELATED TTC CODE: 029512 EXTERNAL REBUILT: REPAIR/EXCHANGE ~ CORRESPONDING TTC CORE PART NUMBER IS: 052543 ~

015-ORN 20-2[CROSSTOWN RADIATOR]G0803513AC[OBI]KCAC26[ KING RADIATOR LTD]KCACN28[ KING RADIATOR LTD]CAC-ORN 20-2[CAC TURBO INTERCOOL LTD]CAC-ORN 20-2N[CAC TURBO INTERCOOL LTD]AA0009[CANCORE INDUSTRIES]

052958 COVER TYPE: TRANSMISSION COOLER COVER SIZE: 17" X 13" X 4" CA-082306C[CANCORE INDUSTRIES]056226 GASKET TYPE: TOP AND BOTTOM RADIATOR TANK GASKET OTHER: NEOPRENE 60

DUROCA-3713C[CANCORE INDUSTRIES]

APPENDIX 1

PLEASE CUT-OUT AND AFFIX THIS ADDRESS LABEL TO THE ENVELOPE CONTAINING YOUR SUBMISSION.

NOTE:

THE TORONTO TRANSIT COMMISSION CANNOT BE HELD RESPONSIBLE FOR DOCUMENTS SUBMITTED IN ENVELOPES THAT ARE NOT LABELLED IN ACCORDANCE WITH THE ABOVE INSTRUCTIONS.

IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT THE BUYER REFERENCED IN THE INSTRUCTIONS TO TENDERERS.

TO: TORONTO TRANSIT COMMISSION

TENDER NO.: M06CF13148

TITLE: SUPPLY OF RADIATOR PARTS FOR UP TO A 3 YEAR TERM

CLOSING: 10:00 AM TORONTO TIME on FRIDAY, DECEMBER 20, 2013.

DELIVERY/COURIER TO: HEAD – COMMISSION SERVICES DEPT.

1900 YONGE STREET TORONTO, ONTARIO M4S 1Z2

TORONTO TRANSIT COMMISSION

NOTICE OF NO TENDER

MATERIALS AND PROCUREMENT DEPARTMENT TENDER NO: M06CF13148 1900 YONGE STREET TITLE: SUPPLY OF RADIATOR PARTS FOR UP TO A 3 YEAR TERM TORONTO, ONTARIO M4S 1Z2 TENDER CLOSING DATE: Friday, December 20, 2013

IMPORTANT - PLEASE READ THIS It is important that the Commission receive a reply from all invited Tenderers. There is no obligation to submit a Tender, however, should you choose not to submit a Tender, completion of this "No Tender" form will assist the Commission in determining the type of goods or services for which you may have an interest for tendering in the future.

INSTRUCTIONS Please complete the following portions of this form. State your reasons for not submitting a Tender by checking applicable box(es) or by explaining briefly in the space provided. It is not necessary to return any other Tender documents. Just return this completed form prior to the Tender closing date.

1. We do not manufacture/supply these goods/services 2. We do not manufacture/supply to this specification 3. Unable to Tender competitively 4. Cannot handle due to present plant loading 5. Quantity/job too large 6. Quantity/job too small 7. Cannot meet delivery/completion requirements 8. Agreements with distributors/dealers do not permit us to sell direct 9. Licensing restrictions 10. Insufficient time to prepare a Tender 11. Cannot Tender a firm price at this time 12. Specifications are not sufficiently defined Do you wish to Tender on these goods/services in the future? Yes No

Other reasons/additional comments

Company Name: For Commission Use Only. Do not write in this space.

Address:

Name & Position:

Phone No.: Fax No.:


General Conditions (GC’s) Division 4 Master Order (Revised June 2011) Page 1 of 4

Section Title Page

1 Definitions 1 2 Laws to be Observed 1 3 Acknowledgement of Purchase Order 1 4 Assignment 1 5 Sub-Suppliers 1 6 Taxes and Duties 2 7 Indemnification 2 8 Amendments 2 9 Quality of Materials 2 10 Substitution 2 11 Inspection 2 12 Delivery and Shipping Instructions 2 13 WHMIS 2 14 Shipments Originating Outside of Canada 3 15 Terms of Payment and Invoicing 3 16 Returns 3 17 Warranty 3 18 Proprietary Rights 3 19 Suspension or Termination of Contract 3 20 Default by the Supplier 3 21 Termination for Default 4 22 Work Performance 4

Definitions: The following definitions or pronouns in place thereof, shall apply to all Contract Documents and references to the singular throughout the Contract Documents shall be considered to include the plural and vice versa as the context requires.

a) Commission or TTC - Toronto Transit Commission b) Commission’s Representative: the individual designated from

time to time by the Commission, to exercise such power, authority or discretion as is required under the Contract.

c) Contract - The agreement entered into by the Commission and the Supplier as set out in the Contract Documents.

d) Contract Documents – Shall consist of Purchase Order Amendment(s), Purchase Order (P.O.), addenda, Supplementary Conditions (if applicable), General Conditions, Specifications and the Supplier’s Tender which shall take precedence in the order in which they are named.

e) FOB - The point at which title for the Work passes. The FOB point does not relieve the Supplier of its responsibility for delivery as applicable as set out in the P.O.

f) Specifications: the printed description including part number, instructions or drawings pertaining to the Work to be supplied and its performance.

g) Supplier - The Tenderer to whom the Commission has awarded the Contract, its successors or assignees.

h) Sub-Supplier – Any individual, firm, partnership or corporation to whom the Supplier has sublet all or any part of the Work.

i) Tender - The written offer of a Tenderer to perform the Work.

j) Work or Works - The whole or any part thereof, of the product, matter or things to be supplied as required by the Contract.

2 Laws to be Observed: The Supplier shall comply with the laws, statutes, regulations and by-laws of Canada, the Province of Ontario and Municipalities that are applicable in the performance of the Work. The Contract shall be governed by and interpreted in accordance with the laws of the Province of Ontario.

3 Acknowledgement of Purchase Order - The Supplier shall be deemed to have accepted the P.O. as written, unless the Commission is otherwise advised in writing within 7 calendar days from the date the P.O. is issued.

4 Assignment: The Supplier shall not be permitted to assign the Contract or any portion thereof without the prior written approval of the Commission. Such approval may be withheld for any reason at the sole discretion of the Commission.

5 Sub-Suppliers: The Supplier agrees that it is fully responsible to the Commission for the acts and omissions of its Sub-Suppliers and of persons either directly or indirectly employed by them, as the Supplier is for the acts and omissions of persons directly employed by it.



6 Taxes and Duties: Unless specifically stated otherwise in the P.O., any pricing in the Contract shall be inclusive of all applicable Canadian federal taxes under the Excise Tax Act including G.S.T. and duties applicable under the Customs Act and all sales tax under the Ontario Retail Sales Tax Act that is either in force or announced prior to the Tender closing, even if the effective date is subsequent to the Tender closing. If a change in sales tax or duty payable is announced subsequent to the Tender closing, any change in the tax or duty payable resulting therefrom shall be the responsibility of the Commission. The Supplier shall provide the Commission with sufficient documentation to permit a determination of the resulting change at no cost to the Commission.

7 Indemnification: The Supplier shall hereby assume the defense of, fully indemnify and hold harmless the Commission, its Engineer, consultants, agents and employees in respect of the amount of any claim, demand, loss, cost, expense (including reasonable legal expenses), action, suit, proceeding, liability, fine, penalty, interest, payment or damage by whomsoever (including, without limitation, the Commission) which is made, sustained, brought or prosecuted in any manner based upon, occasioned by or attributable to any breach of the Contract by the Supplier, or to any wilful misconduct, fault, or negligent act or omission of the Supplier or any person, agent, consultant, firm or corporation for whose acts the Supplier is liable at law (collectively referred to as "Claims"). Further, the Supplier shall pay any amount of Claims incurred by the Commission on account of any injuries, including death or damages, received or sustained by any persons or property and if it fails to do so, the Commission may pay such Claims and deduct the amount thereof from any monies due, or to become due, to the Supplier, or otherwise recover such amounts or any balance thereof from the Supplier.

Notwithstanding anything to the contrary contained in the Contract, in no event shall either party be liable to the other party for any consequential damages, including, but not limited to, claims for loss of profit or reputation.

8 Amendments: The Commission may make changes to the Work without invalidating the Contract by altering, adding to or deducting from the Work in the Contract. An amendment to the Contract shall not be binding upon the Commission unless it is in writing and signed by the Buyer/Contract Administrator or a duly authorized Commission Representative.

9 Quality of Materials: The Supplier shall furnish new material, which shall be free from impurities, defects, and imperfections impairing strength, durability and appearance. Materials shall be of good commercial quality in accordance with the Specifications for the intended purpose(s), with structural properties to withstand the strains and stresses to which they will be subjected in normal service. Notwithstanding any prior inspection or review, only materials conforming to the requirements of the Specification shall be incorporated into Work under this Contract. Material that has been shipped but which is found by the Commission not to be in conformance with the Contract Documents must be clearly marked to that effect by the Supplier, to ensure that it will not again be shipped to the Commission under this or subsequent contracts until such material is corrected or replaced with acceptable material.

10 Substitution: The Supplier shall not be permitted to supply a substitute for the Work specified in the Contract without the prior written approval of the Commission. Such approval shall be at the sole discretion of the Commission's Representative.

11 Inspection: The Commission reserves the right to inspect the Work at any reasonable time prior to shipment upon 48 hours prior notice to the Supplier and in such event, the Supplier agrees to provide access to the Commission’s inspector.

12 Delivery and Shipping Instructions: The Supplier shall be responsible for ensuring that the products are appropriately packaged and delivered to the Commission to the delivery point specified in the P.O., in good condition in accordance with the delivery schedule and for providing all the information necessary for the identification and reporting of shipments. Packing slips must accompany all shipments indicating the total number of boxes, skids, etc. included with the shipment. If deliveries include items relating to more than one P.O., separate packing slips must be provided for each P.O. detailing each P.O. item in the shipment. If there is more than one container, then each one must reference the Packing slip number. The P.O. number must be clearly marked on all packages, boxes, Bills of Lading and any correspondence relating to the Contract. Failure to provide the above information may result in rejection and return of the shipment which shall be at the Supplier’s expense.

13 WHMIS: The Supplier shall be responsible to ensure that a Material Safety Data Sheet (MSDS) accompanies the shipment as appropriate. The Supplier is also required to label the goods in accordance with the WHMIS guidelines prior to delivery to the Commission. Improperly labelled goods may be returned to the Supplier at the Supplier’s expense.



14 Shipments Originating Outside of Canada: The Supplier shall clearly mark on all shipping documentation the name of the Broker to be used to clear the shipment at the border and if not provided at the time the shipment arrives at the border, it will be cleared by the Commission’s Broker. All costs incurred will be to the Supplier’s account and deducted from any money due to the Supplier. Canada Customs requires six (6) copies of the Customs Invoice that must show the gross weight of each shipment which must agree exactly with the weight shown on the waybill; also the complete routing must be shown on all Customs Invoices. If applicable, the Supplier shall provide a NAFTA certificate of origin for free trade purposes in duplicate for deliveries originating in the United States, which shall be included with the shipping documents and invoices. All costs incurred as a result of the Supplier’s failure to provide a NAFTA certificate of origin will be the responsibility of the Supplier and may be deducted from any money due to the Supplier.

15 Terms of Payment and Invoicing: Payment shall be within 30 days following delivery of the Work after receipt of an acceptable invoice by the Commission. Invoices shall be provided in duplicate complete with the Bill of Lading and Freight Bills attached, if applicable. Invoices shall be fully priced and show the P.O. number and item number(s) and the GST registration number and must clearly show whether the invoiced amount represents the complete Contract or only a part thereof. Invoices shall be forwarded to the following address on the same day as the products are dispatched:

Toronto Transit Commission 1900 Yonge Street

Toronto, Ontario, M4S 1Z2 Attention: Supervisor, Accounts Payable

16 Returns: The Supplier shall not accept returned Work unless accompanied by the Commission’s signed “Delivery Slip”.

17 Warranty: Neither testing, inspection or acceptance of the Work or payment thereof by the Commission, shall relieve the Supplier of its responsibility to immediately at its own expense, remedy any defect or deficiency in the material or workmanship or any damage to other work resulting therefrom upon notification of same, by the Commission which shall appear within a period of one (1) year from the date of the actual delivery or such longer period as may be stated in the Specifications or the P.O.

18 Proprietary Rights: The Supplier shall pay royalties and patent fees required for the performance of the Work, and shall indemnify, defend and save harmless the Commission from any action or claim arising out of the infringement or alleged infringement of any valid or allegedly valid patent, trademark, copyright, industrial design, trade secret or other forms of intellectual property and shall indemnify the Commission for any cost, expense and damages which it may suffer or be obliged to pay by reason of such action or claim. Any patterns, molds, dies, drawings, documents, technical data, methods, processes, tooling, and inventions; whether conceived, or developed and produced during the course of the Contract specifically for the purposes of completing the Contract, shall be the property of the Commission, who shall have sole exclusive rights for subsequent use of same, except as may otherwise be granted by the Commission. Neither the Supplier nor its Sub-Suppliers shall apply for any patent in regard thereto; or divulge, use or sell any information or thing related thereto. Upon completion of the Contract, the Supplier, at its own expense, shall be responsible for packaging and delivering the Commission’s patterns, molds, dies and other tooling to the Commission and shall contact the Commission’s Representative for shipping instructions.

19 Suspension or Termination of Contract: The Commission shall have the right for convenience to suspend or terminate further performance of all or any portion of the Work at any stage of undertaking by notice in writing to the Supplier. On the date of such notice the Supplier shall discontinue all Work as instructed whether being performed by itself or its Sub-Suppliers and shall preserve and protect all Work in progress and completed Work. The Supplier shall be reimbursed for that portion of the Work satisfactorily performed or complete to the date of the notice. The Commission shall not be liable for any other costs arising from such notice including but not limited to loss of anticipated profits or loss of opportunity.

20 Default by the Supplier: If, in the opinion of the Commission’s Representative, the Supplier by its own acts, omissions or neglect or that of any of its Sub-Suppliers, fails to comply with the provisions of the Contract, fails to proceed with or delays the Work, or causes expense to the Commission, then the Commission’s Representative may notify the Supplier in writing of such default and instruct it either to immediately correct the default, or to provide notice to the Commission of its agreement to correct the default within a schedule acceptable to the Commission within three (3) business days. If the Contractor fails to correct the default within the time specified or subsequently agreed upon, the Commission may correct such default without prejudice to any right or remedy it may have under the Contract. If the Commission or any other party under contract to it, suffers any expense or damages caused by the acts, omissions or neglect of the Supplier, then the Commission shall have the right to deduct the value of such expenses or damages, notwithstanding the correction of the default within the time specified or subsequently agreed upon.



21 Termination for Default: The Supplier shall be in default of the Contract and the Commission may terminate the Contract if the Supplier either: Fails or refuses to proceed with the Work with due diligence or maintain the Contract Schedule; or, ceases or threatens to cease to carry on its business or if there occurs an act or event of bankruptcy or insolvency of the Supplier; or, Continually or repeatedly refuses or fails without cause to perform the Contract in strict accordance with the Contract Documents. In such event, the Commission’s Representative may serve written notice to the Supplier specifying the default and instructing the Supplier to remedy such default within seven (7) calendar days thereafter or risk termination of the Contract. If, within the above specified period, the Supplier fails or refuses to correct the default, the Commission may without prejudice to its other rights and remedies under the Contract, issue a notice to the Supplier to advise the Contract is terminated. In such event, the Commission shall have the right to take possession of the products, materials, tooling, patterns and equipment and complete the Work by whatever method it deems expedient. If the Commission is required to complete the Work, and the value including damages exceeds the Contract price, then the Supplier shall be liable to the Commission for any additional cost in completing the Work.

22 Work Performance: The Commission may maintain a record of the Supplier’s performance in completing this Contract and may restrict it from being considered for future work if the Supplier’s performance is documented as unacceptable by the Commission.


Supplementary Conditions Division 5 Master Order (Revised June 2011) Page 1 of 4

Section Title Page 5.0 Definitions 1 5.1 Terms of Payment 1 5.2 Hazardous Materials 1 5.3 Supplier Performance 2 5.4 Delivery 2 5.5 Overshipments 2 5.6 Returns 2 5.7 Master Order Amendment 2 5.8 Selling Products to TTC Employees 2 5.9 Force Majeure 3 5.10 Specified Material 3 5.11 Taxes and Duties 4

Scope of Supplementary Conditions

These Supplementary Conditions (Division 5) complement the General Conditions, Division 4. The General Conditions shall apply to the Contract except as amended in these Supplementary Conditions.

5.0 Definitions

a) Notification of Award - The written or verbal notification by the Commission accepting the Tender of a Tenderer for the Work.

b) Tender Documents - The Instructions to Tenderers, Supplementary Instructions to Tenderers, General

Conditions, Supplementary Conditions, Terms of Reference and Drawings, the Form of Tender and all addenda, as applicable.

c) Release Order - A purchase order release from a master or blanket purchase order. d) Site - The land or actual place designated by the Commission where the Work is to be delivered or

stored. 5.1 Terms of Payment

The Commission agrees that provided the Terms of the Contract are duly observed, payment will be made no later than thirty (30) days following receipt by the Commission of an acceptable invoice subject to certification of delivery and compliance of the Work by the Commission’s Representative. In the event the 30 day falls on a weekend or public holiday, payment will be made the next business day thereafter.

5.2 Hazardous Materials

The Supplier shall be responsible for ensuring that the provisions of the Workplace Hazardous Materials Information System (WHMIS) legislation are fully adhered to by itself and by its Sub- Suppliers with respect to, but not limited to; proper labelling of containers, availability of Materials Safety Data Sheets (MSDS) and provision of workers’ education and training regarding any hazardous materials to be used on the Site for the duration of the Contract. The Supplier shall further be responsible for maintaining the appropriate data on Site, including all relevant MSDS’s from itself and its Sub-Suppliers.



5.3 Supplier Performance

The Commission may meet with the Supplier on a monthly basis to review all aspects of the Supplier’s performance in completing the Contract.

5.4 Delivery

If any item required to be supplied under the Contract is unavailable within the delivery time contracted, the Commission reserves the right to procure from the other sources. Any increases in cost incurred will be charged back to the Supplier. The Supplier shall have no minimum dollar limit to warrant a delivery. Deliveries shall be on a Monday to Friday basis with the exception of Canadian statutory holidays.

5.5 Overshipments

Overshipments are not acceptable without the prior written approval from the Commission Representative.

5.6 Returns The Commission reserves the right to return all items (to the Supplier), which were ordered during the contract period, that do not conform to the Terms of Reference or Specifications, at no cost to the Commission. Items being returned shall be picked up by the Supplier, as scheduled by the Commission Representative, after authorization for return has been received.

5.7 Master Order Amendment During the Contract, the Commission may order changes by altering, adding to, or deducting from the Work without invalidating the Contract. No change, departure, waiver, alteration or modification of any of the provisions hereof shall be made binding upon the Commission unless authority has been given by the Commission’s Representative in the form of a revised Master Order Parts List re-issued to the Supplier and the Supplier shall then supply the revised parts in accordance with the Release Order. Where changes are authorized by the Commission’s Representative, the amount which the Supplier is to receive shall be determined by a unit price Tender from the Supplier which is acceptable to the Commission’s Representative. All such Work shall be executed under the terms and conditions of the original Contract unless otherwise specified.

5.8 Selling Products to TTC Employees If the Supplier sells any of its products to a TTC employee (or any other person who may be working on TTC property) for their personal use, the Supplier is not permitted to deliver such products to the TTC employee at their work location or any other location within any of the TTC’s properties.



5.9 Force Majeure If the Supplier is delayed in the performance of the Work by acts of God, or public enemies, acts of governments, or foreign states, or fires, floods, epidemics, quarantine restrictions, strikes, lockouts or organizations of worker, or embargoes by transportation companies or public authorities, or by riots, insurrections, wars, pestilence, lightning, earthquakes, cyclones, or by other causes which the Commission’s Representative determines to be wholly beyond the control of the parties, then the Contract may be extended by the period of time which the Commission’s Representative determines is reasonably necessary. The Supplier shall not be entitled to any additional compensation on account thereof. If the Supplier is delayed in the performance of the Work by a stop work order issued by a court or other public authority and provided that such order was not issued as a result of any act or fault of the Supplier, then the delay shall be treated as a force majeure with the Contract being extended for such reasonable time as the Commission’s Representative may determine that the Work has been delayed. No extension of Contract lime shall be granted unless the Supplier, within fourteen (14) calendar days after the delay is discovered, submits to the Commission’s Representative in writing its notice of claim for extension of Contract. The notice of claim shall state the nature of delay, its causes, the portions of Work affected thereby and the date when they become so affected. If the Commission’s Representative is satisfied that the delay occurred, that it resulted in cessation or retardation of the Work, and that it resulted from one or more of the causes described herein, the Commission’s Representative shall, at the termination of the period of delay, notify the Supplier of the number of days by which the contract shall be extended by reason of that delay.

5.10 Specified Material The Supplier shall supply the material as specified in the Contract and shall not be permitted to substitute any specified material without the prior written approval of the Commission. If in the event that the Supplier provides material that is either defective, or not as specified in the Contract (“Non-Specified Material”), the Commission will notify the Supplier (which notification may be by email) of the supply of defective material or the supply of Non-Specified Material. Upon receipt of the notice, the Supplier shall immediately, unless otherwise agreed to by the Commission, replace the defective material or the Non-Specified Material, at no additional cost to the Commission. If the Supplier is unable to provide the replacement material in the timeframe specified in the notice, the Commission reserves the right, at its sole discretion, to purchase the material from third parties. The Supplier shall be responsible to reimburse the Commission for all additional costs and expenses incurred in purchasing the specified material from third parties and the Commission may, without prejudice to any other rights available at law or under this Contract, set-off any amounts owing to the Supplier from any amount owing to the Commission in accordance with this section. Without limiting the rights of the Commission as set out above, the Commission also reserves the right, at its sole discretion, to terminate the Contract with the Supplier, if the Supplier is unable to supply the material as specified in the Contract.



5.11 Taxes and Duties The following supersedes GC6 – TAXES AND DUTIES in its entirety and any cross reference thereto: .1 The Contract Price is inclusive of all applicable Canadian federal and provincial taxes and duties, either in

force or announced prior to the Tender closing date, even if the effective date is subsequent to the Tender closing date, including but not limited to; the Goods and Services Tax (GST) applicable under the Excise Tax Act, and the Harmonized Sales Tax (HST) which will become effective July 1, 2010 (and which will supersede GST and ORST on the effective date), all customs and duties applicable under the Customs Act and Ontario Retail Sales Tax applicable under the Ontario Retail Sales Tax Act, (which will be superseded by the HST, starting July 1, 2010).

.2 If a change in the tax or duty payable is announced subsequent to the Tender closing date, any change in

tax or duty payable will be to the account of the Commission. No additional costs for administration or overhead and profit will be allowed on such changes and the Contractor shall supply at no cost to the Commission, sufficient documentation to permit a determination of the resulting change.

.3 Where an exemption or recovery of government sales tax, custom duties or excise taxes is applicable to the

Contract, the Contractor shall provide the Commission where required, with all necessary cost information including original invoices and assistance, at no cost, to facilitate such exemption or recovery of taxes and duties to the credit of the Commission.

.4 For purchases of material made after the HST is implemented, any cost savings that results to the

Contractor as a result of being able to claim the full HST amount as an input tax credit must be passed on to the Commission. The Contractor shall provide the Commission with detailed documentation, as requested by the Commission at any time, supporting: (1) adjustments to the prices to deduct the PST and add the HST and (2) calculations of the tax cost savings with respect to implementation of the HST on July 1, 2010.


Division 6 SPECIFICATIONS Master Order (Revised June 2011) Page 1 of 1

Section Title Page

6.1 Scope of Work 1 6.2 Term of the Contract 1 6.3 Commission’s Services 1 6.4 Bar-Coding 1

6.1 Scope of Work

.1 The Commission will award a Master Order Purchase Order(s) (Master Order) based on a total upset limit amount consisting of a list of one or more parts that the Supplier has agreed to supply at the prices indicated on the Master Order over the Contract period based on the estimated quantities, in accordance to Division 3, Form of Tender, Price Schedule and detail descriptions.

.2 Thereafter, the Commission will issue Master Order Releases, on an as required basis, for parts listed on the Master Order based on various lots and the Supplier shall deliver the parts in accordance with the delivery lead-times specified in the Master Order to various Commission locations, which may include the following:

• Hillcrest location at 1138 Bathurst Street, Toronto, M5R 3H2 • Greenwood location at 400 Greenwood Avenue, Toronto, M4J 4Y5 • Wilson location at 570 Transit Road, Toronto, M5M 2Z2 • Lakeshore location at 580 Commissioners Street, Toronto, M4M 1A7

.3 If at any time during the Contract the Supplier becomes unable to meet the specified lead-times for one or more parts for reasons outside of the Suppliers control, the Supplier shall submit a written request to the Commission’s Representative for any change to the lead-times for affected parts and provide reasons to substantiate any changes.

.4 If requested, the Supplier shall attend monthly meetings with the Commission’s Representative to review all aspects of the Supplier’s performance in completing the Contract.

6.2 Term of the Contract: The Contract period shall be as indicated on the Purchase Order.

6.3 Commissions Services

The Commission shall provide the following to the Supplier as required:

• Access to the property; and • Direction and review from time to time during the currency of the Contract.

Any services provided by the Supplier from information supplied by the Commission, will be undertaken on the basis that it is the best information available, however, the Supplier shall immediately notify the Commission in writing of any condition or information known or discovered by the Supplier which conflicts with the information supplied by the Commission. In any event, the Supplier shall not be liable for any loss or damage arising from any inaccuracy in such information. This inclusion does not alter or modify in any manner the Company’s liability for negligence, as detailed under Section 7 — Indemnification, General Conditions.

6.4 Bar-Coding

If available, the Supplier is to submit samples (for review) of bar coding labels to “Code 3 of 9” with the TTC Stock Code No., Quantity, Keyword, and the Purchase Order No. Each of these items must be readable by the human eye. The label must be attached to each part. Each label, when read by the bar code reader, shall pick up only the TTC Stock Code No. Label size is to be proportionate with size of the goods.

MASTER ORDER SUBMISSION CHECKLIST PRIOR TO SUBMITTING YOUR TENDER ENSURE YOU HAVE INCLUDED ALL MANDATORY AND OTHER SUBMISSION REQUIREMENTS AS DETAILED IN THE INSTRUCTIONS TO TENDERERS AS FOLLOWS:

A signed copy of the Form of Tender including the Tenderer’s name and address. Ensure all pages of the Form of Tender are submitted.

A hard copy of the Price Schedule including;

- the tendered pricing in accordance with the unit of measure stated on the Price Schedule,

- delivery lead-time, and - an indication of the manufacturer part

no./manufacturer name for the item being quoted.

A SOFT COPY of the Price Schedule on a disk [preferred format is COMPACT DISK (CD)]. Ensure that the CD is labelled with the Tenderer’s name and the subject Tender No.

Indicate in Section 3.6 of the Form of Tender (Division 3) confirmation that any Addenda issued (if applicable) form part of the Tenderer’s Tender.

NOTE: FAILURE TO PROVIDE ALL REQUESTED INFORMATION OR INCORRECTLY COMPLETING THE TENDER FORM MAY RENDER A TENDER NON-COMPLIANT AND UNACCEPTABLE.