Design, Engineer, Supply, Construction and Commission. of Six (6) Rooftop PV Systems

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1 MUNICIPALITY OF HURON EAST PO Box 610, 72 Main Street South, Seaforth Ontario N0K 1W0 Tel: Fax: Brad Knight, BA, CAO/Clerk Paula Michiels, CGA, Treasurer-Finance Manager Design, Engineer, Supply, Construction and Commission of Six (6) Rooftop PV Systems Page 1 of 18

2 Design, Engineering, Construct, Supply and Commission Six Rooftop Solar PV Systems Invitation The Ontario Power Authority has developed a micro Feed-in Tariff ( microfit ) program to encourage and promote a greater use of renewable energy sources for electricity generation, including solar photovoltaic (PV). The Municipality of Huron East has submitted and received pending connection status from the Ontario Power Authority on six rooftop solar projects on municipally owned facilities. The Municipality of Huron East is inviting Proposals from qualified Proponents from which the Owner may select a Proponent to design, engineer, supply, construct, and commission six (6) rooftop solar PV systems, located at: 1. Seaforth & District Community Centre 122 Duke St, Seaforth LDC: Festival Hydro Acct # microfit Reference# FIT-M22WX34 2. Seaforth Firehall 31 Birch Street, Seaforth LDC: Festival Hydro Acct # microfit Reference #FIT-M9KTE78 5. Brussels Public Works Shed 240 Turnberry St, Brussels LDC: Festival Hydro Acct # microfit Reference #FIT-M2MMUXE 6. Brussels Business & Cultural Centre 650 Alexander St, Brussels LDC: Festival Hydro Acct # microfit Reference #FIT-MATE96F 3. Vanastra Recreation Centre 26 Toronto Blvd, Vanastra LDC: Hydro One Acct # microfit Reference #FIT-MYRQ9V3 4. Brussels, Morris & Grey Community Centre 800 Sports Dr, Brussels LDC: Festival Hydro Acct # microfit Reference #FIT-MECT8H7 The Solar PV system MUST be designed to in accordance with the micorfit Contracts, (if obtained) and FIT programs and in accordance with all applicable standards and codes such as, but not limited to: a) Electrical Safety Authority (ESA) b) Ontario Building Code (OBC) c) Local Distribution Company (Festival Hydro Power and Hydro One) d) Occupational Health and Safety Act e) Municipality of Huron East By-laws f) Other applicable provincial codes, local regulations and industry standards Status of microfit Applications: The Local Distribution Companies have indicated that all six locations are suitable to connect to the grid, however the Offer to Connect is pending single line drawings of each complete system, illustrating where the connection point will be to the grid and any devices from the connection point to the panels. The LDC also requires specifications of the panels and inverters that will be used, indicating which inverters will be used on each project. Proponents must include this in their proposal submission for each system. Service layouts of the five Festival Hydro locations are attached as Appendix A to this document Page 2 of 18

3 Award of Work The Municipality of Huron East reserves the right to proceed with any number (or none) of the six proposed projects. The decision whether or not to proceed with a particular project will based on the following; Available budget Total Project costs, including any work required to make the roof system structurally able to withhold the solar system Return on investment Change in microfit pricing from OPA Any other considerations deemed relevant by the Municipality. It is the Municipality s intention to award projects to one or possibly two Proponents only. The Municipality will review and consider all proposals, and shall determine which of the six projects they wish to construct, if any. Project award will be based on the following criteria; Lowest combined price for the selected projects Warranty Experience and ability of the successful Proponent to complete the work within specified deadlines Any other information contained in the proposal that the Municipality deems important. Qualifications It is preferred that: a) Proponents are member in good standing with the Canadian Solar Industries Association (CanSIA) Proponents must: a) Have a past experience installing FIT or microfit projects within the area and connecting projects to the power grid b) Have sufficient staff able to complete the project within the required time lines and strictly meet the OPA Ontario domestic labour content requirement c) Installation of the roof penetration and boot for wiring from the electrical room to the system is the responsibility of the proponent. It is the proponents responsibility to confirm location and size of the electrical room, transformer, hydro meter, internet etc., and understand the system and microfit requirements. Responsibilities 1. The proponent will strictly comply with the requirements in this document, instruction to bidders, and the supplementary conditions enclosed in this proposal package. 2. During the installation the successful proponent shall: a. Be fully responsible for worker safety, public safety, public liability and property damage. b. Have on-site supervision during all working hours, adequate and competent supervision and sufficient working force to enable the work to be completed. c. Ensure that all personnel work in a safe manner at all times within the Occupational Health and Safety Act and Regulations. Technical Submission Requirements The minimum submission requirements are as follows: 1. The proponent will be required to identify the individual who will be the primary contact for all communications including name, title, company name, mailing address, address and office telephone number. 2. Preliminary design drawings and specifications for the PV solar system for the location quoted. 3. PV modular and inverter specifications, electrical grid interconnections requirements. 4. Description of the controls, monitors, protections and instrumentation compliant with Measurement Canada and the Ontario Energy Board requirements. 5. Installation, start-up and commissioning plans. Page 3 of 18

4 6. Bids will be submitted on the forms provided within the proposal package. 7. Identify all components, suppliers and manufactured associated with the project for the purposes associated with validating both quality and Ontario content. All products are to be CSA approved (and deemed acceptable to the ESA) and identified as such. 8. The proponent shall provide energy modeling for energy production estimates using the RETScreen software tool (or other acceptable means) and can provide further information using other sources. 9. The proponent shall include a list of previously completed projects of similar nature including the name of the organization. A contact name and telephone number for each project shall also be supplied. 10. The proponent shall provide warranty information covering repair or replacement of any defective parts associated with the solar assemblies. A minimum 20 year warranty on the solar panels, a 15 year warranty on the inverters, and a 5-year warranty on the installation. The warranty is to commence the date of installation of the assembly. 11. The proponent shall provide a chart depicting how the minimum Ontario content will be obtained. Identify the designated activity and qualifying percentages. 12. Provide a construction timeline for this project. 13. Provide two designs for The Municipality of Huron East to review for approval. One will include an angle design of the system and on including a flat roof system. 14. Provide a list of projects of similar types completed by the proponent. 15. Provide a list of references for Huron East review. Scope of Work 1. The scope of this contract shall include but is not limited to the following: a. Solar System Design i. The successful proponent will be responsible for all related design and engineering 10 KW System, on each roof. b. All related AC/DC wiring, including bonding and grounding wiring protection. c. All CAT5 or other communication cable and hardware needed for the specified monitoring system. d. Solar Modules e. String Inverters f. Data collection hardware g. Generation Meter box, components, location etc. 2. Ontario content shall be met or exceeded as per current contractual documents with the FIT program. 3. Prepare a return on investment analysis for each system with documentation supporting the revenue generation stream. 4. Prepare a training session for staff once the project is commissioned. Structural Analysis 1. The Municipality will complete a structural analysis of the roof of each facility. This information will be made available at the August 27 th, 2013 site meeting 2. It will be the responsibility of the proponent to verify that the roof will withhold the system 3. The proponent shall be responsible for providing the documents to the Municipality of Huron East Chief Building Official for permitting purposes confirming that the building can safely sustain the additional dead load of the proposed system. System Installation 1. Obtain and pay for all permits and approvals and the Ministry of Labour Notice of Project (NOP). 2. Install a turnkey system as per the submitted design. The contractor shall furnish and install all components of the system including but not limited to: a. All related wiring b. All communication infrastructure c. Racking and Ballast system d. Solar modules e. Inverters f. Data collection hardware Page 4 of 18

5 g. Monitoring device h. Generation meter box, components etc i. All coordination needed for the successful connection to the grid j. Commission system and ensure full operation prior to commissioning 3. Identify the need for any on-going services and maintenance associated with the operation of the project including cost estimates of any additional service work required on an as needed basis. During commissioning, the proponent will also train staff in the routine operation, maintenance, and safety of the PV systems, as well as the monitoring system. Protection 1. Protect installed products until completion of project. 2. Touch-up, repair or replace damaged products before substantial completion. Completion 1. The proponent must receive ESA completion certificate and have the Vanastra Recreation Centre system completed and connected to the grid prior to October 7 th, The Proponent must receive ESA completion certificate and have the five systems within the Festival Hydro jurisdiction completed and connect to the grid prior to November 9 th, Proponents Expenses The Owner shall not be responsible for, and Proponents shall bear, all costs and expenses incurred by them relating to any aspect of their participation or intended participation in this RFP including, without limitation, all costs and expenses related to a Proponent s involvement in: 1. Due diligence, investigations, and information gathering processes; 2. Attendances and/or participation at any and all site visits, meetings, interviews or negotiations; 3. The preparation and submission of a Proposal. RFP Deposit, Payment and Holdbacks 1. DEPOSITS: The Proponent shall, upon the award of the contract and prior to signing the contract documents, shall issue a certified cheque (or other security acceptable to the Municipality) payable to the Municipality of Huron East in the amount of 10% of the bid amount (exclusive of taxes) which shall be forfeited to the Municipality of Huron East if the projects are not connected to the grid by the required connection dates. The deposit cheque will be returned to the Proponent upon connection to the grid 2. PAYMENTS: Following the completion of the work, the successful proponent is to submit an invoice to the Municipality of Huron East indicating the amount owed for the work performed. Within forty-five (45) days of the date of acceptance of the work by the Chief Building Official, a cheque will be released to the Proponent. 3. HOLDBACK: A 10% holdback shall be deducted from the total invoiced amount, and shall be released to the successful proponent when all systems have been connected to the grid, and commissioned. Estimated Timeline It is the Owner s intent to complete this RFP and award the Project Agreement in accordance with the following estimated timeline, which is subject to change at the Owner s sole discretion. 1. Issue RFP: August 15th, Information and Site meeting with all Proponents: August 27th, 2013 at 1:00 p.m. at the Brussels, Morris & Grey Community Centre. 3. Deadline for submitting General Questions and Confidential Questions: September 3rd, Proposal submission deadline:4:00 p.m., September 9th, Tender Opening: 4:05 p.m., September 9 th, 2013 Huron East Council Chambers Interpretation All references in these Instructions to Proponents to Article, Section, paragraph or Schedule shall, unless specifically indicated otherwise, refer to an Article, Section or paragraph of, or Schedule to, these Instructions to Proponents. Page 5 of 18

6 INFORMATION AND PROPONENTS DUE DILIGENCE Information and Proponents Due Diligence Information on this RFP will be sent to companies that have previously bid on municipal solar projects in Huron East and will be posted to the Municipal website. Additional information and addendums after the initial circulation and posting of the RFP will only be posted to the Municipal website. Proponents are solely responsible to ensure they check the Municipal website for new information and updates and to ensure they have all updated Information. Nothing in the RFP Documents is intended to relieve Proponents from undertaking their own research, investigations, testing or other due diligence, or forming their own opinions and conclusions with respect to the Information, the Project, the Project Agreement, and all other matters related to this RFP. The Owner (a) does not assume any responsibility for any interpretations or conclusions that Proponents may make or draw from the Information, (b) does not represent, warrant or guarantee that the Information is complete, accurate or comprehensive or exhaustive, and (c) assumes no responsibility for the completeness or accuracy of the Information, or anything else provided by the Owner during this RFP. Each Proponent is solely responsible, at its own cost and expense, to carry out its own independent research and due diligence, or to perform any investigations or testing considered necessary by the Proponent to satisfy itself as to all existing conditions, circumstances and limitations affecting the Project, the Project Agreement, and all other matters related to this RFP. The Proponents obligations set out in this paragraph apply irrespective of the information provided during this RFP, including the Information, and no claims whatsoever will be considered in the event actual conditions differ from those anticipated by the Proponents and/or indicated in the Information. PROPONENTS QUESTIONS, COMMUNICATIONS WITH THE OWNER, AND ADDENDA Proponents Questions and Communications with the Municipality All questions and other communications permitted by this RFP are to be in writing and sent by only to the RFP Coordinator at and are to state RFP for Solar PV Rooftop Project in the subject line, along with a statement identifying the subject matter or purpose of the communication. Proponents are encouraged to ask questions or request clarification with respect to any part of this RFP or any RFP Documents which do not appear to be clear. Proponents should submit questions well before the Submission Deadline so as to allow sufficient time for the Municipality to consider a response including whether an addendum should be issued. General Questions All questions that are of general application and that would apply to other Proponents (are to be submitted by the Question Deadline in the manner described via and are to identify the question as a General Question. All General Questions received by the Question Deadline will be reviewed and if the Owner believes that a response is warranted, it will post the question and its answer to the Huron East website. General Questions received after the Question Deadline may not be considered and may not be answered, although the Owner reserves the discretion, but has no obligation, to consider and respond to General Questions received after the Question Deadline. In responding to General Questions the Owner may answer similar questions from different Proponents only once, may edit or rephrase the questions, and may ignore questions which, in the Owner s opinion, do not require a response. Answers to General Questions are not RFP Documents and do not amend this RFP or any RFP Documents, which may be amended only by addendum. Page 6 of 18

7 Confidential Questions 1. All questions which a Proponent considers to be commercially sensitive or confidential to that particular Proponent (each a Confidential Question ) are to be submitted before the Submission Deadline and are to identify the question as a Confidential Question. 2. If the Owner determines, in its sole discretion, that a Confidential Question, even if it is withdrawn by a Proponent, is of general application or would provide a significant clarification of the RFP or any RFP Documents to Proponents, the Owner may treat it as a General Question or may issue an addendum that deals with the same subject matter as the Confidential Question. 3. If the Owner agrees with a Proponent s categorization of a question as a Confidential Question, the Owner will provide a response to only the Proponent that submitted the Confidential Question. 4. The Owner will not disclose, use, share or discuss any Confidential Questions or answers to or with any Proponent other than the Proponent that submitted the Confidential Question. 5. Answers to Confidential Questions are not RFP Documents and do not amend this RFP or any RFP Documents, which may be amended only by addendum. Addenda 1. Except for supplements, amendments to and/or new Information which may be issued in accordance with this RFP and the RFP Documents may be amended only by written addendum. Answers, clarifications, instructions or information provided by any other means, in whatever context or setting, are not binding on the Owner and should not be relied upon by any Proponent. For greater certainty, answers to both General Questions and Confidential Questions are not RFP Documents and do not amend this RFP or any RFP Documents. 2. Addenda will be issued / distributed by posting the addenda to the Municipal Website only and will not be sent or otherwise distributed to Proponents. Proponents are solely responsible for checking the Municipal Website for addenda and will be required to confirm that their Proposal incorporates all addenda by so indicating in the space provided in the Bid Form. INFORMATION MEETING AND VISITS Proponents Attendance at the Information Meeting and Site Visits The Owner has scheduled an information meeting and site visits for all Proponents. While attendance at the information meeting and site visits is not mandatory, Proponents are strongly encouraged to attend and all persons attending will be required to sign an attendance log. Failure to attend the information meeting and/or any site visit is at the sole risk and responsibility of the Proponent. Each Proponent acknowledges and agrees that: Any Proponent who does not attend the information meeting or any of the site visits shall not claim that they did not receive information that was received by other Proponents, or that there was any misunderstanding of the Information, the Project or any other matter related to the RFP Documents or this RFP that may have been addressed at the information meeting or any site visits. Notwithstanding that the Municipality and/or others may give answers and may provide information during the information meeting and/or site visits, such answers and information, whether in oral or written form, shall not amend this RFP or any RFP. Documents or be binding on the Owner or be relied upon in any way by the Proponent, except and only to the extent expressly confirmed in an addendum. Anything said, written or done by the Owner or any other person, and any positive or negative views or comments to anything said or done or provided by the Proponent during the information meeting or any site visit will not in any way bind the Owner or amend this RFP or any RFP Documents. Information Meeting Page 7 of 18

8 An information meeting will be held for all Proponents on August 27th, 2013 at the Brussels, Morris & Grey Community Centre, located at 800 Sports Drive in Brussels ON commencing at 1:00 p.m. The purpose of the information meeting is to review the RFP and to provide all Proponents an opportunity to ask questions. Site Visits A site visit will occur following the informational meeting. It is the intent of these meeting for the proponent to become familiar with the site, existing electrical components etc. INSTRUCTIONS FOR COMPLETING THE PROPOSAL Proposal Completion The proposal, including all information required in this RFP document, may be submitted in the Proponent s chosen format. The bid totals for each of the nine projects must be completed on the Bid Summary Form included in this package. The proposal must be submitted in writing and must be signed by duly authorized signing representative(s) of the Proponent. Where the Proponent is a joint venture, each member of the joint venture must sign and, for each member which is a corporation, the forms must be signed by a duly authorized signing representative of each corporation. Submission of a Proposal which is not signed in accordance with this paragraph or which does not bear a Proponent s original signature will result in the Proposal being rejected. INSTRUCTIONS FOR SUBMITTING THE PROPOSAL Proponents shall place all of the following in a sealed opaque envelope: a) The original signed and completed proposal in the Proponent s format. b) Any documents and other material submitted in response to the Technical Submission Requirements; and; c) The completed Bid Summary Form The sealed opaque envelope containing all of the above shall be labeled with the name and address of the Proponent and clearly marked Huron East Solar Rooftop RFP (2013). The Submission Location shall be the Municipality of Huron East Office, 72 Main Street South, Seaforth, ON NOK 1W0 Submission of the Proposal Proponents shall: a) Deliver the Proposal envelope or container to the Submission Location BEFORE the Submission Deadline. Proposals which are submitted by fax, or any means other than as set out in this Section will not be considered. b) Late Proposals will not be considered and will be returned unopened. In the event of a dispute over the time of submission, the time of receipt recorded by the Municipality at the submission location shall govern. Proponents are solely responsible for the method and timing of delivery of their Proposals to the Submission Location. Proposal Irrevocability a) Each Proposal including, for greater certainty, any amendments negotiated pursuant to these instructions to Proponents, shall be irrevocable and shall remain open for acceptance by the Municipality for the duration of the Irrevocability Period. b) If the Owner needs to extend the Irrevocability Period, the Municipality will submit a request for extension to the Preferred Proponents only. Page 8 of 18

9 c) A Preferred Proponent may, at its discretion, refuse the Municipality request for extension in which event such Preferred Proponent s Proposal shall continue to be irrevocable and open for acceptance by the Owner for the duration of the Irrevocability Period. d) A Preferred Proponent may, at its discretion, agree to the Municipality request for extension in which event its Proposal including, for greater certainty, any amendments negotiated pursuant to these Instructions to Proponents, shall remain irrevocable and open for acceptance by the Municipality for the duration of the extension agreed to by the Preferred Proponent and, for that Preferred Proponent, the term Irrevocability Period shall include such extension and shall be so extended. OWNER S RIGHTS In addition to any other express rights contained in the RFP Documents or any other rights which may be implied in the circumstances, the Owner reserves the right to exercise any or all or a combination of the rights described in this Article. The Owner shall not be liable for any costs, expenses or damages incurred or claimed by a Proponent resulting from the Owner exercising any of its rights. A Proponent s submission or the opening of any Proposal by the RFP Coordinator will not obligate the Owner to accept any Proposal, award the Project Agreement, negotiate or enter into a Project Agreement, or to proceed further with this RFP. The Municipality opening and/or evaluation of any Technical Submission does not obligate the Owner to select any Preferred Proponent, open any Bid Submission, accept any Proposal, award the Project Agreement, negotiate or enter into a Project Agreement, or to proceed further with this RFP. The Municipality opening and/or evaluation of any Bid Submission does not obligate the Owner to select any Lead Proponent, accept any Proposal, award the Project Agreement, negotiate or enter into a Project Agreement, or to proceed further with this RFP. The Owner may, in its sole discretion, and for any or no reason: a) Reject any or all Proposals; b) Reject any part of a Proposal; c) Accept any part or all of any Proposal; d) If only one Proposal is received before the Submission Deadline, elect to reject all or any e) part of it; f) If there is only one Preferred Proponent, elect to reject all or any part of its Proposal; g) If only one Bid Submission meets all of the Mandatory Requirements in paragraph h) Elect to reject all or any part of it; i) Elect to cancel this RFP at any time prior to the award of the Project Agreement; j) Cancel this RFP at any time prior to the award of the Project Agreement and issue a new competitive procurement process for the whole or any part of the Project. The Owner reserves the right to: a) Adjust a Proponent s evaluation or reject a Proposal on the basis of information provided by a Proponent in response to a Request for Additional Information; b) Disqualify any Proponent whose Proposal contains misrepresentations or any other inaccurate or misleading information relating to matters which the Owner, in its sole discretion, considers material; c) Disqualify a Proponent in the event of a breach of the Confidentiality and Nondisclosure Agreement; d) Select as a Lead Proponent a Preferred Proponent which did not receive the highest Evaluation Score or the highest Overall Score. GENERAL If, after the Submission Deadline and prior to execution of the Project Agreement, there is: a) A change or proposed change in a Proponent s structure, composition or status; or b) A change or proposed change to a Proponent s Proponent Team; c) A Proponent becomes aware of circumstances that may materially adversely affect it or any member of its Proponent Team in a way which could impair the Proponent s or a Proponent Team member s ability to perform their respective obligations under the Project Agreement, the Proponent shall promptly notify the Owner and shall provide such relevant information as the Municipality may require regarding the change or proposed change. The Municipality may, in its sole discretion, allow the Proponent to continue to participate in this RFP under such terms and conditions as the Owner, in its sole discretion, may require, or may refuse to accept the change and may, in its sole discretion, disqualify the Proponent from participating in this RFP and reject its Proposal. Page 9 of 18

10 In the case of a change to a Proponent or the Proponent s structure, composition or status made without consent or approval of the Municipality, the Municipality may, in its sole discretion, disqualify the Proponent and terminate the Proponent s continued involvement in this RFP, or may allow the Proponent to continue under such terms and conditions as the Owner, in its sole discretion, may require. Prohibition on Lobbying / Collusion The prohibitions imposed in this Section shall apply from the date this RFP is issued until the Project Agreement is signed. Proponents and Proponent Team members and their respective directors, officers, employees, consultants, agents, advisors and representatives are prohibited from engaging in conduct which is or could reasonably be considered as any form of political or other lobbying, or as an attempt to influence the outcome of this RFP. Without limiting the generality of the foregoing, and except as provided in the RFP Documents, no such person shall contact, communicate with or attempt to contact or communicate with, directly or indirectly and in any manner whatsoever, any staff, personnel or representative of the Owner, the Board of Trustees, the Evaluation Team or a Restricted Party in connection with this RFP, including for the purpose of: a) Commenting on, or attempting to influence the views on, the merits of the Proponent s b) Proposal, or in relation to the Proposals of other Proponents; c) Influencing or attempting to influence the evaluation and ranking of Proponents, d) Proposals, the selection of Preferred Proponents, or any negotiations with the Lead e) Proponent; f) Promoting the Proponent or its interests, including in preference to that of other g) Proponents; h) Commenting on or criticizing aspects of this RFP, the RFP Documents, the Project, or the i) Project Agreement, including in a manner which may give the Proponent a competitive or j) other advantage over other Proponents; and k) Criticizing other Proponents or the Proposals of other Proponents. No Proponent and no member of a Proponent s Proponent Team and their respective directors, officers, employees, consultants, agents, advisors and representatives shall discuss or communicate directly or indirectly with any other Proponent or any member of that Proponent s Team any information whatsoever regarding the preparation of a Proposal. Proponents and their Team members shall prepare and submit Proposals independently and without any communication, knowledge, comparison of information or arrangement, direct or indirect, with any other Proponent or any Proponent s Team members. Proponents are required to declare, as part of their Technical Submission, that the Proponent and, to the best of the Proponent s knowledge, each member of the Proponent s Proponent Team have complied fully with this Section. The onus is on each Proponent to conduct any and all investigations necessary to confirm and satisfy it that its declaration is true and correct. If the Owner determines that a Proponent s declaration is not materially true and correct, or if a Proponent otherwise fails to comply with this Section, the Owner shall disqualify the Proponent, reject its Proposal and, where the Proponent is a Preferred Proponent and its Bid Submission envelope has been opened, may call upon, retain and cash the Proponent s Bid Security. Conflict of Interest Proponents are required to declare, as part of their Technical Submission, that neither the Proponent nor, to the best of the Proponent s knowledge, any member of the Proponent s Proponent Team are aware of any perceived, potential or actual Conflict of Interest. For the purposes of this RFP, Conflict of Interest includes: a) Any situation or circumstances where, in relation to this RFP and the Final Project Agreement, the Proponent s and each of the Proponent s Proponent Team members other commitments, relationships or financial interests could or could be perceived to exercise an improper influence over the objective, unbiased and impartial exercise of independent judgment by the Municipality. b) Any situation or circumstances where any employee of the Municipality has a direct or indirect financial interest in the award of the Project Agreement to any Proponent or any member of a Proponent s Proponent Team; is an employee or a consultant to or under contract to any Proponent or any member of a Proponent s Proponent Team; is negotiating or has an arrangement concerning future employment or contracting with any Proponent or any member of a Proponent s Proponent Team Page 10 of 18

11 has an ownership interest in or is an officer or director or partner of any Proponent or any member of a Proponent s Proponent Team. If a Proponent discovers, at any time, any perceived, potential or actual Conflict of Interest, the Proponent shall promptly disclose the perceived, potential or actual Conflict of Interest by sending a written statement. The Owner will review the circumstances of the perceived, potential or actual Conflict of Interest and, without limiting the Municipality may, in its sole discretion: a) Exclude any Proponent on the grounds of Conflict of Interest. b) Waive any and all perceived, potential or actual Conflict of Interest upon such terms and conditions as the Municipality, in its sole discretion, requires satisfying itself that the Conflict of Interest has been appropriately managed, mitigated and minimized. The onus is on each Proponent to conduct any and all investigations necessary to confirm and satisfy itself that there is no perceived, potential or actual Conflict of Interest and that the declaration made as part of its Technical Submission is true and correct. If the Owner determines that a Proponent s declaration is not materially true and correct, or if a Proponent otherwise fails to comply with this Section, the Owner shall disqualify the Proponent, reject its Proposal and, where the Proponent is a Preferred Proponent and its Bid Submission envelope has been opened, may call upon, retain and cash the Proponent s Bid Security. Ownership of Proposals All Proposals submitted to the Owner shall become the property of the Owner and will be received and held in confidence by the Owner, subject to the provisions of the RFP Documents. Public Statements Proponents shall not publish, issue, advertise, distribute or make any statements, postings, blogs or news release, electronic or otherwise, concerning their or any other Proposal, this RFP, the RFP Documents, the evaluation of Proposals, the selection of Preferred Proponents and the Lead Proponent(s), the negotiation or award of the Project Agreement, or cancellation of this RFP, without the prior express written consent of the Owner. A Proponent s failure to comply with this paragraph may result in the disqualification of the Proponent and the rejection of its Proposal and, where the Proponent is a Preferred Proponent and its Bid Submission envelope has been opened, the Owner may call upon, retain and cash the Proponent s Bid Security. Disputes In the event of a dispute arising in connection with this RFP including, without limitation, a dispute concerning the existence of the Evaluation Contract or a breach of the Evaluation Contract, or a dispute as to whether the Proposal of any Proponent was submitted on time or whether a Bid Submission complies with the applicable Mandatory Requirements, the parties to the dispute agree: a. To use their best efforts to resolve the dispute through amicable and good faith negotiations for a period of at least fifteen (15) days, having such written and oral communications and meetings as appropriate. b. If a dispute is not resolved through negotiations any party may, at any time prior to the dispute being referred to arbitration in accordance with paragraph (c), request that a mediator be retained to assist in resolving the dispute. In the event a request for mediation is made, the parties shall, within five (5) business days, make reasonable attempts to agree on a mediator and shall mediate the dispute. c. If the dispute is not resolved through negotiations or within thirty (30) days of a request for the appointment of a mediator pursuant to paragraph (b), the Owner, in its unqualified subjective discretion, may refer the dispute to confidential binding arbitration before a single arbitrator, selected by the Owner, at Toronto, Ontario pursuant to the Arbitration Act, 1991 (Ontario), as amended. In the event that the Owner refers the dispute to arbitration, each Proponent agrees that it is bound to arbitrate such dispute with the Owner. Unless the Owner refers such dispute to arbitration, there shall be no arbitration of such dispute. The Owner may give notice of a dispute to one or more Proponents, each of whom shall be a party to and shall be entitled to participate in the negotiation, mediation and/or arbitration, as the case may be and, in the case of arbitration, each of whom shall be bound by the arbitrator s award, whether or not they participated in the arbitration. Page 11 of 18

12 In the event the Owner refers a dispute to arbitration, the parties to the arbitration shall exchange brief statements of their respective positions on the dispute, together with the relevant documents, and submit to an arbitration hearing which shall last no longer than two (2) days, subject to the discretion of the arbitrator to increase such time. The parties further agree that there shall be no appeal from the arbitrator s award. The costs of the arbitrator and the venue shall be shared equally among the parties to the arbitration. Governing Law This RFP, the RFP Documents, and any Evaluation Contract which may arise shall be construed in accordance with and be governed by the laws of the Province of Ontario and, to the exclusive jurisdiction of the courts of Ontario. Page 12 of 18

13 BID SUMMARY FORM Design, Engineer, Supply, Construction and Commissioning of Six (6) Rooftop PV Systems Seaforth & District Community Centre 122 Duke St, Seaforth LDC: Festival Hydro Proponents must submit all information required in the RFP document in a separate document, and must attach the Bid Summary Sheet to your proposal. Seaforth Firehall 31 Birch Street, Seaforth LDC: Festival Hydro Vanastra Recreation Centre 26 Toronto Blvd, Vanastra Brussels, Morris & Grey Community Centre 800 Sports Dr, Brussels Brussels Public Works Shed 240 Turnberry St, Brussels Brussels Business & Cultural Centre 650 Alexander St, Brussels LDC: Hydro One LDC: Festival Hydro LDC: Festival Hydro LDC: Festival Hydro Acct # Acct # Acct # Acct # Acct # Acct # microfit Reference microfit Reference microfit Reference microfit Reference microfit Reference microfit Reference # FIT-M22WX34 #FIT-M9KTE78 #FIT-MYRQ9V3 #FIT-MECT8H7 #FIT-M2MMUXE #FIT-MATE96F Total Bid Price HST Total Including Tax Company: Authorized Signature: Address: Telephone: ( ) Date: Page 13 of 18

14 Appendix A Page 14 of 18

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