Submitting Proposal See specific instruction for transmission at section «14. Submitting Proposal» of Instructions and Information for Bidders.

Transcription

1 Notice to Prospective Bidders Request for Proposals: Date issued: October 26 th Submission deadline: November 26 th, 2015 at 2 p.m., Montréal time Information Tel. Richard de Blois , ext de_blois.richard@hydro.qc.ca NOTE : Questions will be answered from Nov. 10 th 2015 only Subject: On-Demand Supply of Electric Vehicle Charging Stations and Related Services Important Notice For technical information, the project manager by Nov. 20 th Price of document: hard copy, twenty-five dollars ($25); electronic copy, twenty-five dollars ($25) No bid bond or performance bond required Request for Proposals with two (2) envelopes (technical and commercial information and economic information) Eligibility International, manufacturers of charging stations only (not distributors) Certification. Each station and all its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ). Delivery to IREQ of two stations (one standard and one curbside) for climate testing at same time as delivery of Bid.. Special requirements. The Bidder shall provide an Attestation de Revenu Québec [certificate from Revenu Québec] or the completed Déclaration d absence d établissement au Québec [absence of establishment in Québec] form. See Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec] under Information and Instructions for Prospective Bidders. To obtain an ARQ, go to the Revenu Québec site: The English version of this RFP is provided for information only. In case of any discrepancy between the two versions, the French shall prevail. Submitting Proposal See specific instruction for transmission at section «14. Submitting Proposal» of Instructions and Information for Bidders. Hydro-Québec Bureau des soumissions Bureau des soumissions C. P e étage, bureau Succ. Desjardins 800, boul. de Maisonneuve Est Montréal (Québec) H5B 1C2 Montréal (Québec) H2L 4M8 1

2 Contents Page Notice to Prospective Bidders Instructions and Information for Bidders General Conditions Proposal Form Special Conditions Appendixes Appendix 1 Background of Electric Circuit Appendix 2 Technical Requirements Appendix 3 Technical and Commercial Information Form Appendix 4 Financial Information Form Appendix 5 Visual Requirements Appendix 6 Gateway Specifications Appendix 7 - Electric Circuit Branding Guidelines Instructions and Information for Bidders Contents 1. Eligibility 2. Hydro-Québec s Rules of Ethics 3. Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec] Bidder Eligibility 4. Proposal Submitted by Joint Venture 5. Act Respecting Contracting by Public Bodies and Election Act Eligibility Criteria 6. Ownership of RFP Document 7. Checking RFP Document 8. Addendum 9. Communication During RFP Period 10. Proposal Procedure 11. Variants on Main Proposal 12. Technical Information to Be Included with Proposal 13. Signing of Proposal 14. Submitting Proposal 15. Rejection of Proposals 16. Acceptance or Rejection of Proposals at Opening of Proposals 17. Cancellation of RFP 18. Contract Documents 19. Prices 20. Validity of Proposal 21. Compliance with Charter of the French Language 22. Awarding of Contract 23. Quantities 24. Quebec Content Appendix List of Contract Documents Acceptable to Hydro-Québec 2

3 Important Notice By its use of the term Request for Proposals (RFP) in this document, rather than Call for Tenders, Hydro-Québec reserves the right to negotiate with the Bidders most likely to meet its requirements. Negotiations may deal with technical, economic, legal or commercial aspects, or any other aspect deemed necessary. 1. Eligibility Only individuals, corporations, partnerships or firms that meet the eligibility criteria set forth in this RFP and in the Notice to Prospective Bidders and have obtained the RFP document directly from Hydro-Québec s Direction Acquisition [procurement unit] are eligible to respond. Individuals, corporations, partnerships or firms that have directly or indirectly taken part in preparing the RFP documents, including preliminary and draft-design studies, whether themselves or through a subsidiary or a company in which they hold an interest, are ineligible to respond to this RFP or to perform work under the Contract. Any Proposal submitted by an ineligible individual, corporation, partnership or firm shall be rejected. No Prospective Bidder may transfer its right to submit a proposal or the RFP document to another individual, corporation, partnership or firm. The Prospective Bidder shall ensure that the name and address appearing on the invoice accompanying the RFP document are exactly the same as the name and address on its proposal form. Only manufacturers eligible Only manufacturers (not distributors) of 240-V (approx. 7.2-kW) AC charging stations for electric vehicles are eligible to submit Proposals. Stations for testing purposes 1. Certification. Each station and all its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ) at the time of delivery to IREQ. 2. Delivery of charging station for climate testing. Compliant Bidders must, at same time as Bid is submitted to Hydro-Québec, deliver at their own expense two fully operational electric vehicle charging stations, one standard and one curbside, to the address below: Attention: Pierre-Luc Doyon, LMT (mechanical and thermomechanical laboratory) IREQ, Groupe Technologie 1806, boul. Lionel Boulet, Varennes (Québec) J3X 1S1 Failure to deliver complete, certified and operational charging stations on time at the address indicated above shall result in automatic rejection of the Proposal. The Bidder shall be paid for the stations delivered on presentation of a complete numbered invoice to Hydro-Québec (station type and serial numbers, delivery date, address and payment instructions). Hydro-Québec shall be the sole proprietor of the test results. 3

4 2. Hydro-Québec s Rules of Ethics A. Ineligible individuals and companies The following are ineligible to provide goods or services to Hydro-Québec: Hydro-Québec employees; and Corporations, partnerships or firms in which a Hydro-Québec employee holds a direct or indirect interest, except where such interest may be acquired without restriction by the general public. Any contract awarded pursuant to a Proposal by an ineligible party may be terminated and Hydro- Québec shall be entitled to any damages arising as result thereof. B. Mandatory disclosure of potential conflict of interest A Prospective Bidder that has in its organization any person who holds an important position, holds a significant interest or is related by blood or marriage (father, mother, son, daughter, brother, sister, legal or common-law spouse) to a Hydro-Québec employee directly or indirectly involved in the procurement process or administration of any contract related to this RFP shall notify Hydro-Québec thereof. Such a situation shall not bar the Bidder from doing business with Hydro-Québec. The disclosure of such a situation allows the Contract to be awarded and administered in compliance with Hydro-Québec s rules of ethics. The disclosure shall take the form of a letter enclosed with the Proposal, stating the names of the individuals in question and their roles with respect to the Bidder and Hydro-Québec. Failure to make such a disclosure at the proper time could result in rejection of the Proposal or termination of the Contract, as the case may be. C. Anticompetitive practices The Bidder, by the very fact of submitting a Proposal in response to this RFP, declares that neither it nor any of its employees, representatives or agents has acted contrary to the federal Competition Act, RSC 1985, c. C-34, which provides, in particular, that it is a criminal act to be party to bid-rigging, defined as an agreement or arrangement between or among two or more persons whereby one or more of those persons agrees or undertakes not to submit a bid or tender in response to a call or request for bids or tenders, or the submission of bids or tenders that are arrived at by agreement or arrangement between or among two or more bidders or tenderers. The Bidder consequently declares that there has been no communication, agreement or arrangement with a competitor in respect of prices, methods, factors, or formulas to set prices, details concerning the quality, quantity, specifications or delivery of the goods or services contemplated in this RFP, except those that have been specifically authorized by Hydro- Québec, whether or not to submit a Proposal, submitting a Proposal that does not meet the specifications of the RFP, in violation of the Act. Bid-rigging is an illegal business practice under the Competition Act, RSC 1985, c. C-34, and constitutes a form of price fixing. Every person who is a party to bid-rigging is guilty of an indictable offence and liable on conviction to a fine in the discretion of the court or to imprisonment for a term not exceeding 14 years, or to both. 4

5 The Bidder further declares that it has not obtained, nor sought to obtain, privileged information from Hydro-Québec employees or from any individual, person, partnership, corporation or firm that has been directly or indirectly involved in preparing the RFP documents. D. Notice Any offer, gift, payment, remuneration, or benefit made or offered with a view to obtaining a contract related to the RFP is liable to result in rejection of the Proposal or termination of the Contract, as the case may be. 3. Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec): Bidder Eligibility THE PROVISIONS OF THIS SECTION DO NOT APPLY IF THE TOTAL AMOUNT OF A FULL OR PARTIAL PROPOSAL IS LESS THAN $25,000 a) Definitions Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec] Document confirming that a firm has filed the returns required under tax legislation and does not have any accounts overdue with the Quebec Minister of Revenue, or, if it does, the recovery of its debts has been legally suspended or it has entered into and is complying with a payment arrangement. Establishment For the purposes of this clause and notwithstanding any other provision contained herein, establishment has the meaning given in the Regulation respecting supply contracts, service contracts and construction contracts of bodies referred to in section 7 of the Act respecting contracting by public bodies, that is, a place where a Bidder s activities are carried on a permanent basis, clearly identified under the Bidder s name and accessible during regular business hours. b) Possession of Attestation de Revenu Québec [certificate from Revenu Québec] (ARQ) Any Bidder having an establishment in Québec shall enclose with its proposal to Hydro-Québec a certificate issued by the Agence du revenu du Québec, titled Attestation de Revenu Québec (ARQ). The certificate must not have been issued more than 90 days prior to the date and time set for the receipt of the Proposals, nor after that date and time. When a proposal is submitted by an informal joint venture, each entity in the joint venture shall provide its own ARQ to Hydro-Québec. It is an offence for a bidder to submit an ARQ containing false or inaccurate information, file a third party s certificate as its own or falsely declare that it does not have the required certificate. Furthermore, it is an offence to help another person, by an act or omission, to contravene the provisions of the preceding clauses or encourage, advise, allow, authorize or order the person to contravene them. c) Absence of establishment in Québec Any Bidder that does not have an establishment in Québec where its activities are carried out on a permanent basis, clearly identified under its name and accessible during regular business hours, shall fill in and sign an Absence d établissement au Québec [absence of establishment in Québec] form and submit it with its proposal. 4. Proposal Submitted by Joint Venture 5

6 A. Eligibility criteria Where two or more individuals or corporations opt to submit a proposal as a joint venture, each party to the joint venture must satisfy the eligibility criteria stipulated herein and the Notice to Prospective Bidders. A certified true copy of the joint venture agreement shall be provided to Hydro-Québec on request. B. Single proposal Bidders may submit only one proposal, either individually or as a joint venture. When a proposal is submitted by a joint venture, no member of the joint venture or any of its subsidiaries may submit a proposal individually. In the event of noncompliance with this rule, the Proposal submitted by the joint venture, and that of each of the members of the joint venture or their subsidiaries shall be rejected. C. Procuring the RFP document The joint venture, or a partner thereof, shall procure the RFP document in its name, directly from Hydro-Québec s Direction Acquisition [procurement unit]. Notwithstanding the foregoing, bid bonds, performance bonds and surety bonds for payment of labor, goods and services, when required, as well as proof of insurance, naming each of the members of the joint venture, shall be provided. D. Solidary obligation The obligation of the Cobidders to Hydro-Québec shall be solidary. A certified true copy of the joint venture agreement shall be provided to Hydro-Québec on request. 5. Act Respecting Contracting by Public Bodies and Election Act Eligibility Criteria During the RFP period, and at all times thereafter, the Bidder shall be liable for any damages caused to Hydro-Québec as a result of any ineligibility or prohibition preventing the Bidder or its subcontractors from performing a contract or continuing to perform a contract with Hydro-Québec, under the Act Respecting Contracting by Public Bodies (CQLR, c. C-65.1) or the Election Act (CQLR, c. E-3.3). For the purposes of this section, if at any time before the awarding of the Contract, the Bidder becomes ineligible or prohibited to perform a contract with Hydro-Québec, its Proposal shall be rejected. Should one or more of the situations described in this section occur after the Bidder has been awarded the Contract, but before the performance guarantee has been provided, the Successful Bidder shall be deemed to have refused to perform the Contract. 6. Ownership of RFP Document The RFP is the property of Hydro-Québec and may be used solely for the purpose of preparing a bid. 7. Checking RFP Document Prospective Bidders shall check that the number of pages of the document they receive matches the number in the table of contents. They shall also check, if applicable, that the number of drawings received matches the number in the list of drawings. 6

7 Prospective Bidders shall inform Hydro-Québec s Direction Acquisition [procurement unit] of any discrepancies as soon as possible after receiving the RFP. 8. Addendum Any amendment to the RFP shall take the form of an addendum issued by Hydro-Québec s Direction Acquisition [procurement unit] and shall form an integral part of this RFP. The addendum shall be sent to all those who obtained the RFP directly from Hydro-Québec s Direction Acquisition [procurement unit]. 9. Communication During RFP Period Prospective Bidders who require clarification or further details concerning the content of this RFP during the RFP period shall communicate with Hydro-Québec in care of the representative named in the Notice to Prospective Bidders. Hydro-Québec disclaims all liability with respect to any information prospective Bidders may obtain from any other source NOTE : Questions will be answered from Nov. 10 th 2015 only The question period ends November 20, No questions received after that date will be answered. 10. Proposal Procedure Bidders shall submit a bid that meets all the requirements of the RFP on the form provided by Hydro-Québec. Nonetheless, Hydro-Québec reserves the right to disregard any irregularity or minor error. The Bidder s name and the RFP number shall appear on all other documents that the Bidder submits to Hydro-Québec with its Proposal. THE BIDDER SHALL PROVIDE ALL THE INFORMATION REQUIRED ON THE PROPOSAL FORM. IMPORTANT Where Hydro-Québec does not indicate a specific quantity on the proposal form, do not enter a total amount of the Proposal on the first page. 11. Variants on Main Proposal No variants shall be accepted. 12. Technical Information to Be Included with Proposal Bulletins or brochures containing technical data on equipment for the main Proposal or any variant shall be included with each copy of the Proposal. 13. Signing of Proposal Individual Bidders shall personally sign their Proposals. Proposals by companies shall be signed by a signing officer. On request, Bidders shall provide Hydro-Québec with proof that the person who has signed the Proposal is duly authorized to do so. 7

8 A proposal by a partnership or joint venture shall be signed by each of the Partners, or by a signing officer designated by the partnership or joint venture.the power of attorney for each signatory shall be enclosed with the Proposal. 14. Submitting Proposal The Bidder shall submit the original and five (5) copies of the Bid in two (2) envelopes, identified as follows: Bidder s name RFP No On-Demand Supply of Electric Vehicle Charging Stations and Related Services A Technical and Commercial Information or B Financial Information Both envelopes must reach Hydro-Québec at the same time. On the submission deadline date, only Envelope A, marked Technical and Commercial Information, shall be opened and distributed for preliminary review. The Financial Information envelope shall not be opened until the review of Envelope A has been completed. Electronic copies. Hydro-Québec requires electronic copies of all information related to the Proposal (except the price schedule) to be submitted on a CD or other electronic medium. The Bidder shall submit hard copies of all forms along with the electronic files. No changes to the RFP shall be accepted. Bidders shall include any electronic media required along with the other documents when submitting their Proposal. The following information shall be written on the CD in indelible ink: Signature Bidder s name RFP No. Submission deadline File names shall use this convention: RFP No. Bidder s name Document name (e.g., Schedule 3) Deadline In case of any discrepancy between the hard copy and electronic version, the printed information shall prevail. Submitted by Canada Post Submitted hand to hand or via private messenger (excluding Canada Post) Hydro-Québec Bureau des soumissions Bureau des soumissions C. P e étage, bureau Succ. Desjardins 800, boul. de Maisonneuve Est Montréal (Québec) H5B 1C2 Montréal (Québec) H2L 4M Contents of Envelope A Technical and Commercial Information Envelope A the Technical and Commercial Information envelope, shall contain the original and five (5) photocopies of the documents requested on the proposal form: 8

9 Signature page (pp. of ) without prices Schedule 4 Technical and Commercial Information Form, Sections (pp. ) Technical documentation requested Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec] or Déclaration d absence d établissement au Québec [absence of establishment in Québec] form This envelope shall also contain electronic copies (on CD or other medium) of all other documents and information requested on the proposal form, except the price schedule Contents of Envelope B Financial Information Envelope B Financial Information shall contain the original and five (5) photocopies of the documents requested on the proposal form: Signature page (pp. of ) Schedule 4 Financial Information Form (p. ) 15. Rejection of Proposals Hydro-Québec reserves the right to reject any or all Proposals received. In particular, Hydro- Québec may reject any proposal it deems incomplete, noncompliant or unbalanced. Hydro- Québec shall reject any proposal that is in violation of the law. 16. Acceptance or Rejection of Proposals at Opening of Proposals NB LATE PROPOSALS SHALL BE AUTOMATICALLY REJECTED. A. Deficiencies leading to rejection of Proposals at opening of proposals A.1 Bidder The Bidder did not obtain the RFP directly from Hydro-Québec s Direction Acquisition [procurement unit] or from its Web site, except in the cases described in subsection B.1 below. The Bidder failed to attend a mandatory information session or site visit. A.2 Bid bond (when required by Notice to Prospective Bidders) No bid bond is included with the Proposal. The cheque is not certified or the bank draft is not drawn on a Canadian financial institution or a credit union or the Caisse centrale Desjardins. The certified cheque is not payable to Hydro-Québec. The irrevocable letter of credit is unsigned. The bid bond form is missing the guarantor s signature and seal. B. Deficiencies resulting in conditional acceptance of Proposal The following deficiencies shall result in conditional acceptance of the Proposal, provided that the necessary corrections or verifications are made within a grace period of forty-eight (48) hours. As soon as possible after the opening of the Proposals, a Bureau des soumissions [proposal office] representative shall notify the Bidder of any deficiencies, indicating the place, date and time that corrections must be received. B.1. Proposal form 9

10 The Bidder did not obtain the RFP directly from Hydro-Québec s Direction Acquisition [procurement unit] or from its Web site, but it is shown clearly, to Hydro-Québec s satisfaction that i) The name appearing on the Proposal is a translation of the name of the Prospective Bidder that obtained the RFP in accordance with the requirements stipulated herein [or??]; ii) The RFP was obtained by a subsidiary or the parent company of the Prospective Bidder, in accordance with the requirements stipulated herein. The Proposal is not signed. B.2 Bid bond (when required by Notice to Prospective Bidders) The amount of the bond is insufficient. The certified cheque or bank draft is not drawn on a credit union, the Caisse centrale Desjardins or a Canadian chartered bank (Bank Act, Schedule I or II) or one of the trust companies approved by Hydro-Québec. The certified cheque is not drawn by the Bidder. The irrevocable letter of credit is not issued by a credit union, the Caisse centrale Desjardins or a Canadian chartered bank (Bank Act, Schedule I or II) or one of the trust companies approved by Hydro-Québec. The letter of credit is not valid for the period indicated in the RFP. The guarantor is not among those approved by Hydro-Québec. The Bidder has not used the form approved by Hydro-Québec for the performance bond or the irrevocable letter of credit. The performance bond or the irrevocable letter of credit is incomplete or has been modified. The performance bond or the irrevocable letter of credit is for a company other than the Bidder. The guarantor s seal is affixed to the bid bond form but the signature of the guarantor or Bidder is missing. 17. Cancellation of RFP Hydro-Québec reserves the right to cancel this RFP and award no contract. In that case, it shall refund the price of the RFP document upon written request. However, Hydro-Québec shall not issue a refund if the price of the RFP document is less than $ Contract Documents Within ten (10) days of the confirmation of the Contract award, the Successful Bidder shall send to the project manager, on the forms approved by Hydro-Québec, the performance bond and certificate of insurance, if required. Hydro-Québec shall not pay the Successful Bidder any deposit on the contract price before it has those contract documents in its possession. 19. Prices All prices shall be quoted in Canadian dollars. Prices shall include all duties, including, in particular, customs duties and other taxes and levies that could be applied under any law whatsoever, except for the GST and QST. 10

11 Prices shall include all cost and profit items, whatever they may be. Except as otherwise stated in this RFP, no revision, adjustment or indexation shall apply to prices quoted, which shall constitute the Successful Bidder s sole remuneration for performing the Contract. 20. Validity of Proposal Proposals shall remain valid for a period of ninety (90) days from the submission deadline. 21. Compliance with Charter of the French Language Except in certain specific cases, Hydro-Québec shall not award any contract to a Bidder governed by the Charter of the French Language, CQLR, c. C-11 (i.e., an enterprise that employs 50 persons or more for a period of six months) that fails to satisfy the requirements of the Charter, namely to hold one of the following three documents issued by the Office québécois de la langue française: Registration certificate going back at least 30 months Valid certificate of implementation of a francization program Valid francization certificate 22. Awarding of Contract In reviewing Proposals received, Hydro-Québec shall take into account the compliance of the Proposal, the Bidder s competence and experience (corporate profile and history of sales in field) and the content of the Proposal in terms of quality, performance time frame and ability to fulfill the Contract. More particularly, the review shall cover the following points: Technical compliance (on paper) with mandatory components (mechanical and electrical requirements, certification, French language, etc.) Go/No-go Technical and commercial components (visual, management system, communications system, user-friendliness, warranty, services, delivery times, etc.) Weighted grid Compliance with requirements for climate testing at IREQ, if applicable Go/No-go Price (station, service, administration, and telecommunications charges and extended warranty) Any other technical, commercial or financial component with added value for Hydro-Québec and its Partners (for example, volume discount) A weighted grid will be developed for evaluation of these criteria. Hydro-Québec reserves the right to award the Contract to the Bidder whose Proposal presents the greatest overall benefit to the Partners. Total or partial awarding of contract Hydro-Québec intends to award a contract to a sole supplier. There will therefore be no partial awarding of the Contract. Providing assistance and information to Hydro-Québec before contract is awarded Hydro-Québec may require the Bidder s assistance during the review of Proposals, to supply further information about the Proposal, for example. Accordingly, Hydro-Québec reserves the right to request the Bidder to make a presentation in person. Any information exchanged under this provision shall be considered a trade secret and 11

12 shall be kept confidential. A Bidder that refuses or fails to supply the requested information within the specified time limit shall be considered noncompliant and its Proposal shall be rejected. 23. Quantities Any quantities indicated on the proposal form are given as an indication only and neither Hydro- Québec nor its Partners in any way undertakes to purchase a minimum quantity. Where no quantity is indicated on the proposal form, the Bidder shall establish unit prices, taking into account the stated requirements, and shall submit a Proposal according to the unit of measure indicated for each item. The Supplier may not claim any loss of profits, damages or right to renew its contract on the grounds that Hydro-Québec has failed to make a minimum purchase. List of Contract Documents Acceptable to Hydro-Québec An Attestation de Revenu Québec (ARQ) [certificate from Revenu Québec] can be obtained through the Clic Revenu Entreprises online service on the Ministère du Revenu du Québec s Web site: The following documents are available in French at Forms Déclaration d absence d établissement au Québec [absence of establishment in Québec] form Bid bond and agreement Performance bond Irrevocable letter of credit Certificate of insurance (not required when insurance is purchased by Hydro-Québec) List (reference document) Insurance and trust companies acceptable to Hydro-Québec for guarantee purposes (if required) A copy of the documents above can also be obtained on request from the sales office located at the following address: Hydro-Québec, Direction Acquisition 800, boul. de Maisonneuve Est 2e étage, bureau Montréal (Québec) Canada H2L 4M8 Telephone: Montréal area: Elsewhere: The documents listed above form an integral part of the RFP document irrespective of whether they were obtained from Hydro-Québec s Web site or from its sales office. 12

13 Definitions Québec content Québec content is the part of the contract price for the total cost of direct materials and direct labor from Québec sources in addition to all other expenses incurred in Québec. A Bidder shall be deemed to offer Québec content only if the product undergoes processing in Quebec. Processing in Québec means to make or produce in the territory of Québec using raw materials permanently transformed by mechanical processes. Only expenses directly incurred by a manufacturing activity in Québec can be deemed to be Québec content. Such expenses generally include the cost of raw materials, of direct manufacturing labor and general manufacturing costs. Costs pertaining to administration, sales, marketing, distribution, transportation from the place of manufacture to the final point of delivery and profit shall be deemed to be Québec content provided that those costs are incurred solely by manufacturing in Québec. Thus, distribution is not regarded as a processing activity in Québec. It is basically regarded as a trading activity. Similarly, activities such as changing containers, packing or labeling in response to specific Hydro-Québec requirements, minor jigs and fixtures without welding, etc. are not regarded as processing in Québec. However, a distributor may be deemed to offer Québec content only where the products or materials supplied were processed in Québec. Please indicate in percentages. DO NOT INDICATE PRICES Cost of materials Cost of raw materials and parts that are incorporated in the manufacture of a product and that form an integral part of the finished product. For assessment purposes, the cost of materials from subcontractors includes all expenses connected with such materials, but only where such materials undergo processing in Québec. Direct labor costs Cost of laborers who work (manually or with a machine) directly on the raw material to convert it into a finished product or into parts for assembly. Direct labor thus includes packing, assembling and installing parts and equipment and commissioning such equipment, if applicable. Design, engineering and drawing costs Costs directly associated (e.g., for labor and supplies) with the design, engineering and drawings in relation to the supply of goods and services to render them in compliance with Hydro-Québec requirements. Transportation costs Costs directly associated with transporting goods or finished products to the point of delivery specified by Hydro-Québec. Manufacturing costs Costs incurred respecting the manufacture of goods or products, as well as the supply of services, which are incurred by manufacturing, but cannot be regarded as costs of materials or 13

14 direct labor, or as costs pertaining to design, engineering, drawing, transportation, administration or sales. Administration and sales expenses General office expenses, sales-related costs, including commissions, and advertising specific to the goods and services. Cost of services Cost of Québec labor working directly to provide the service. This labor must be affiliated to a facility belonging to the Bidder or one of its subcontractors in Québec, and that affiliation must have already existed before this RFP was issued. Services performed by people from outside Québec are not included under benefits to Québec. For the purposes of hereof, a facility is a place at a distinct location where the activities of a company, institution, business, etc., are carried out. A person cannot be affiliated to more than one facility. A person is deemed to be affiliated to the facility closest to his or her principal residence. 14

15 Subcontracting We hereby enclose a list of subcontractors to whom we intend to award contracts, and on the following pages, we provide a qualifications summary for each subcontractor. List of subcontractors 1. Name: Address: Subject of contract: Estimated value: 2. Name: Address: Subject of contract: Estimated value: 3. Name: Address: Subject of contract: Estimated value: 4. Name: Address: Subject of contract: Estimated value: 15

16 General Conditions GENERAL CONDITIONS (July, 11, 2013 version) TABLE OF CONTENTS 1. Definition 2. General provisions 3. Scope of the contract 4. Subcontracting 5. Authenticity, quality and implementation of goods 6. Laws and regulations 7. Contract performance 8. Controlled products 9. Compensation 10. Warranty 11. Default - Termination 12. Responsibility of the Supplier 13. Dispute resolution procedure 14. Contract documents 15. Environmental Protection 16. Force majeure 16

17 1. DEFINITIONS Unless the context indicates otherwise, the terms in this Contract are defined as follows: A. Addenda A written document intended to change the call for tenders. B. Amendment A written document, signed by Hydro-Québec and the Supplier, which modifies the Contract. C. Notice of award A written document issued by Hydro-Québec to inform the Supplier that it has been awarded the Contract. D. Goods The goods that the Supplier must supply under the terms of the contract. E. Job site, stores and shop The sites under the authority of Hydro-Québec where the goods are delivered or used. F. Contract The contract entered into between Hydro-Québec and the Supplier for the purpose of supplying goods or services, on request only, during a determined period. The Contract is composed of the following documents : - Tender document and addenda ; - Supplier's bid accepted by Hydro-Québec ; - Notice of award ; - Amendments ; - Contract order. G. Supplier The party to whom the Contract is awarded and who is obliged to perform it. H. Materials Anything that is incorporated into the goods to be supplied or is consumed to perform the Contract. I. Contract price The total of the lump sums, unit prices, discounts, increases and any other remuneration stipulated in the Contract and subject to adjustments that may be made in accordance with the provisions of the Contract. J. Services 17

18 All of the activities that the Supplier must perform pursuant to the contract. K. Tender A Supplier's bid or proposal. L. Sub-contractor Any party the Supplier hires to perform work, supply or manufacture materials or equipment, or provide any other service, including professional services. 2. GENERAL PROVISIONS A. Interpretation of the contract All of the contract documents shall be read together, and anything appearing in any of these documents shall form an integral part of the Contract. In the event of ambiguity or contradiction between the various contract documents, they shall take precedence over each other as follows : - Notice of award, if it modifies the bid or the call for tender document ; - Bid accepted by Hydro-Québec ; - Information and Instructions for Prospective Bidders ; - Special Conditions ; - General Conditions ; - Special Technical Conditions or Technical Specifications ; - Special Drawings; - General or Standard Technical Conditions; - Standard Drawings; - Large-scale drawings prevail over smaller scale drawings. B. Assignment of contract or claims B.1 Assignment of contract The Supplier may not assign the Contract without the prior written consent of the Hydro-Québec representative. All costs incurred by Hydro-Québec for assignment of the Contract shall be billed to the Supplier. B.2 Assignment of claims The Supplier may not assign any claim arising from the performance of the Contract without the prior written consent of Hydro-Québec. Hydro-Québec reserves the right, at any time, even when authorization has been given or notice of such an assignment has been served, to effect compensation between any debt owed to Hydro-Québec by the Supplier and any amount that Hydro-Québec may owe the Supplier. C. Standards When the Contract refers to standards, it is referring to the standards in force on the tender opening date. In the event of ambiguity or contradiction between the Contract and such standards, the document with the more stringent requirements shall take precedence. D. Advertising and requests for information 18

19 The Contract and all other information supplied to the Supplier regarding the Contract shall remain the property of Hydro-Québec and may not be used for purposes other than performing the Contract. Any advertising planned by the Supplier in relation to the Contract shall be submitted to the Hydro-Québec representative for approval. This stipulation shall apply to all types of advertising, such as signs and billboards and to all print and electronic media. Any request for information concerning the Contract, from any print or electronic medium or any other person shall be forwarded to the Hydro-Québec representative. E. Contract jurisdiction The parties agree that this Contract is governed by the laws applicable in Québec, and that any dispute arising from the performance of the Contract shall be subject to the sole jurisdiction of the Quebec courts. F. Representatives of the parties and communications Each party shall designate a representative authorized to act on its behalf. Each party shall inform the other in writing of the name of its respective representative and, if applicable, of his or her replacement. The representative of each party shall have the authority and powers necessary to ensure the performance of the Contract, and to deal with and settle all matters relating to the Contract. All communication between Hydro-Québec and the Supplier regarding the Contract shall be in writing and addressed to the representative of the other party. G. Confidentiality of the information The Supplier undertakes to put in place all measures and provisions required in order to ensure the confidentiality of all information conveyed within the framework of the contract and to respect the confidential nature of the information made available to it within the framework of the contract. Access to this information must be limited to those who need to know it for implementing the contract. H. Language of work and communication French is the language of work. All written and verbal communication relating to the Contract shall be in French. All documents or drawings the Supplier provides to Hydro- Québec shall be drafted in French. I. Time period Unless otherwise specified in the Contract, all time periods are calculated from the day the Supplier receives the notice of award. In calculating any time period prescribed by the Contract : - the day from which the time period runs shall not be counted, but the day corresponding to the deadline shall be counted ; - Saturdays, Sundays and legal holidays shall be counted, but when the last day falls on a Saturday, Sunday or legal holiday, the time period shall be extended to the next business day. J. Notice of default When the Contract specifies a deadline for fulfilling an obligation, the mere passage of time shall put the parties on notice of default. 19

20 K. Price and terms of payment Unless otherwise stipulated in the Special Conditions, the prices are fixed for the term of the contract. Invoices are paid by Hydro-Québec within thirty (30) days after the date of their receipt or the date of receipt of goods, whichever is later. L. Hydro-Québec Supplier Code of Conduct The supplier shall comply with the principles of Hydro-Québec's Supplier Code of Conduct available at The supplier confirms having read the Code and understanding its scope. The supplier shall take the necessary measures to comply with its terms and shall ensure that its subcontractors comply as well. 3. SCOPE OF THE CONTRACT In the context of this Contract, the Supplier shall carry out all of the activities required to insure the delivery and, if necessary, commissioning of the goods that form the subject of the contract, with the exception of anything that is expressly excluded by the Special Conditions. 4. SUBCONTRACTING The Supplier undertakes to subject all subcontracting agreements to the provisions of this Contract. The Supplier shall replace any proposed subcontractor who does not meet the afore said requirements. Such a replacement shall not result in any change to the contract price or completion times set out in the Special Conditions. The Supplier is liable for damages sustained by Hydro-Québec as the result of any cause of ineligibility or prohibition that applies to any such subcontractors against performing or continuing to perform the subcontracting agreement pursuant to the Act respecting contracting by public bodies, (R.S.Q., c. C-65.1) or the Election Act (R.S.Q., c. E-3.3). The Supplier must inform Hydro-Québec without delay in writing of any change, actual or projected affecting the ability of one or more of its subcontractors to perform the work in accordance with the applicable laws and regulations. List of selected subcontractors Before commencing the work, the successful bidder must also provide the Hydro-Québec representative with a written list setting forth the following information for each subcontracting agreement that it has entered into: - the name and address of the subcontractor; - the amount and date of the subcontracting agreement. The Supplier who, after the beginning of the work contracts with a subcontractor in the framework of the execution of this contract must notify the representative of Hydro-Québec in him producing a list changed before that start the work entrusted to the subcontractor. 5. AUTHENTICITY, QUALITY AND IMPLEMENTATION OF PRODUCTS Within the framework of this contract, the Supplier expressly undertakes to use and to supply new goods or materials of the best quality. Goods and materials shall be identifiable by the trademark under which they are sold, and manufactured in accordance with all copyright laws, patents, 20

21 trademarks, industrial designs and other applicable standards and regulations. They shall also bear certification marks attesting to their safety rating when used. The Supplier shall, at the request of Hydro-Québec, provide supporting documents to establish that the goods or materials used or supplied under the Contract are of duly certified origin and comply with the provisions of this Contract. 6. LAWS AND REGULATIONS A. Laws, regulations and permits The Supplier shall comply with all federal, provincial and municipal laws, by laws, regulations and decrees applicable to the Contract. The Supplier shall obtain, at its own expense, all permits, certificates, licenses and authorizations and pay all fees required by law to be paid in order to perform the Contract. Without limiting the generality of the foregoing, where a cause of ineligibility or prohibition against performing or continuing to perform the contract applies to the Supplier pursuant to the Act respecting contracting by public bodies, (R.S.Q., c. C-65.1) or the Election Act (R.S.Q., c. E-3.3) the Supplier shall be deemed to be in default under the contract, without notice thereof being necessary, and is liable to Hydro-Québec for all damages arising therefrom. The Supplier is also liable for damages sustained by Hydro-Québec as a result of any cause of ineligibility or prohibition against performing or continuing to perform any subcontracting agreements that applies to any of its subcontractors pursuant to the Act respecting contracting by public bodies, (R.S.Q., c. C-65.1) or the Election Act (R.S.Q., c. E-3.3). B. Rights regarding use of the goods The Supplier undertakes to obtain and assign to Hydro-Québec all rights required fo the use of the goods for the purpose for which they are intended and, if applicable, for the maintenance, repair or reconditioning of the goods. Such rights include copyright and rights established by laws relating to industrial design, trademarks, patents and integrated circuit topographies. C. Asset Security and Personal Reliability and Integrity Background Checks If the Supplier must access Hydro-Québec assets in connection with performing the contract, it agrees to comply with and shall ensure that its employees, representatives and subcontractors comply with, all Hydro-Québec security instructions of which it has been informed. For the purposes of this provision, an asset is specific property owned by or in the custody and use of Hydro-Québec, which property may be corporeal, such as facilities, buildings, construction sites, rolling stock, equipment and tools, etc., or incorporeal, such as patents, copyrights, trademarks and information. Therefore, at the Hydro-Québec request, a personal reliability and integrity background check may be required at any time of any of the Supplier's employees, representatives or subcontractors, in connection with performing this contract. Hydro-Québec may, Its sole discretion, require the replacement of any of the Supplier's employees, representatives or subcontractors that do not pass the background check. In such a case, the Supplier is solely liable for the costs, expenses, delays and other consequences of such replacement. The Supplier must promptly inform the Hydro-Québec representative of any incident, noncompliance or other situation affecting security that occur in connection with or during the performance of the obligations arising from this contract. 21

22 Should the Supplier fail to comply with its obligations respecting the security and protection of assets, Hydro-Québec reserves the right to apply the measures provided for in the special conditions, if required. 7. CONTRACT PERFORMANCE A. Inspection, control and monitoring The Hydro-Québec representative may, at any time, inspect the goods of the Supplier and verify their quality. To this end, the Hydro-Québec representative shall have access to any area where the goods and materials required for the performance of the contract are made and/or stored. B. Operating manuals The Supplier undertakes to send to Hydro-Québec upon delivery, all the manuals and data sheets necessary for the operation, maintenance and repair, as necessary, of the goods delivered, at no additional charge. C. Amendment to the contract Hydro-Québec may, up to final acceptance, make changes to the Contract and require that the Supplier carry out such changes. The nature of the changes, the method of payment therefor, including the impact costs related to the changes and the deadline for carrying them out shall be set forth in an amendment signed by the Supplier and Hydro-Québec. When the amendment is signed by the Supplier and Hydro-Québec during or after the change is carried out, it constitutes the full and final agreement respecting the contemplated change, including all impact costs related to such change. If the amendment is signed by the Supplier and Hydro-Québec before commencement of the change, the Supplier may reserve its rights regarding the impact costs, if any, which must then be submitted in accordance with the procedure stipulated in the section DISPUTE RESOLUTION PROCEDURE. If the change results in an increase in the cost of the supply of goods and materials, only costs related directly to performance of the services related to the change shall then be paid by Hydro-Québec. If the situation is urgent or if there is a disagreement regarding the terms of the amendment, the Supplier must immediately carry out all changes requested inwriting by the Hydro-Québec representative. The Supplier must follow the procedure stipulated in the section DISPUTE RESOLUTION PROCEDURE. Until Hydro-Québec and the Supplier sign an amendment, the estimated amount of the change shall be determined by Hydro-Québec and paid partly to the Supplier. 8. CONTROLLED PRODUCT Before starting work, the Supplier shall provide the Hydro-Québec representative with a list of the controlled products it will be using to perform the work. Pursuant to the Hazardous Products Act, R.S.C. (1985) and its regulations, the Supplier must respect the following provisions, regardless of his country of residence : A. Labels All containers of controlled products delivered must be labeled in French, in accordance with the Controlled Products Regulations (WHMIS) issued by the federal government. 22

23 Any controlled product that does not have a material safety data sheet consistent with the above regulations or any product that is not labeled as provided for in the federal legislation will be returned to the Supplier. B. Material safety data sheets For each controlled product, a material safety data sheet, in French and dated nomore than three years earlier, must be sent to Direction - Santé et sécurité, at the following address: RH_SIMDUT@hydro.qc.ca. Moreover, a conforming material safety data sheet must accompany the product for each delivery point. The Supplier shall assume any costs arising from its failure to provide the required information in a timely fashion. 9. COMPENSATION Hydro-Québec may, at any time, effect compensation between any debt owed to it by the Supplier and any amount Hydro-Québec may owe the Supplier or any security the Supplier may have provided to Hydro-Québec pursuant to the Contract. 10. WARRANTY The Supplier shall warrant to Hydro-Québec that all the goods it supplied are in good condition and working order and comply with the contract provisions. The warranty shall apply for a period of twelve (12) months from the date of reception of the goods and material at the point of delivery subject to any additional warranties stipulated elsewhere in the Contract. The warranty shall cover both apparent and hidden defects and shall be in addition to any legal warranties. In the event of breakage or malfunction of the goods during the warranty period, the Supplier shall, without delay, at the request of Hydro-Québec, make any repairs or modifications necessary to restore the goods to a satisfactory operating state as soon as possible or replace the goods by new goods. In these cases, the Supplier shall not be liable for the costs of dismantling, assembly and transporting any item other than the goods that are the subject of the Contract. Should the Supplier fail to repair, modify or replace the defective goods at the request of the Hydro-Québec representative within the imposed time period, Hydro-Québec shall be entitled, upon providing written notice to that effect, to perform the required work or have it performed by a third party, at the Supplier's expense. 11. DEFAULT TERMINATION A. Default by the Supplier If the Supplier becomes insolvent or does not comply with the provisions of the contract, the Hydro-Québec representative serves notice of default and prescribes the time period within which the Supplier must remedy the default and comply with the contract requirements. B. Termination of the contract Hydro-Québec reserves the right to terminate the Contract, in whole or in part, at any time, by means of a written notice. The Contract shall then be considered to have been terminated on the date indicated in the notice of termination. Should Hydro Québec terminate the Contract at its sole discretion and without default on the part of the Supplier, or should the Supplier exercise its right to terminate the Contract following the suspension of work, the Supplier shall be entitled to payment, in proportion to the contract price, 23

24 for actual costs or expenses incurred to perform the Contract and any other damage the Supplier may have suffered as at the time of the notice of termination, excluding any loss of profit in relation to incomplete work. Should the Supplier be in default under the Contract, Hydro Québec may terminate the Contract in whole or in part. In such case, the Supplier shall only be entitled to payment, in proportion to the contract price, for the value of the work performed and materials supplied at the time of the notice of termination, in the measure that, and in both cases, the supplied goods can be returned to, and used by, Hydro Québec. The Supplier shall remain liable to Hydro Québec for any loss or damage due to its default. 12. RESPONSIBILITY OF THE SUPPLIER The Supplier shall be responsible toward Hydro-Québec for the proper performance of the Contract. The Supplier shall also be liable for any damage whatsoever resulting from such perfor mance, except for damage with respect to loss of profit or revenues, loss of use of the goods supplied under this Contract or any related equipment, interest or other cost related to borrowed money. The Supplier undertakes to defend and hold harmless Hydro-Québec and its directors, officers, employees, servants, agents and assigns from and against any third-party claims, demands or lawsuits arising from the Contract and/or performance of the work, to indemnify them and hold them harmless from and in respect of any judgment ren- dered against them, as to principal, interest, the indemnity provided for in the Civil Code of Québec, costs of experts and any other costs, and, if applicable, to obtain the can- cellation of any legal hypothec of any creditor arising in relation to the performance of this Contract. 13. DISPUTE RESOLUTION PROCEDURE This procedure applies to any claim from the Supplier, including : - where the Supplier disagrees with any other Hydro-Québec directive or decision related to the performance or interpretation of the Contract ; - where an amendment has not been signed or where a disagreement arises under the section entitled CONTRACT AMENDMENTS ; - where the Supplier intends to make a claim for additional compensation. A. Obligation to continue work The Supplier shall continue to carry out the work diligently despite any dispute with Hydro- Québec. Continuing to perform the work shall not constitute a waiver by the Supplier of its rights under the procedure set out in this section. The Supplier's failure to comply with all the steps, deadlines and forms indicated in this procedure or to allow the Hydro-Québec representative to gather the information required to assess the Supplier's claims or to provide Hydro-Québec with the additional information requested by the latter, shall be regarded as a withdrawal and a waiver of all rights that it may have had in respect of such claims. B. Mandatory notice In all cases, the Supplier must, as soon as possible, but no later than five (5) days after the event giving rise to the disagreement, request or claim, give to the Hydro-Québec representative written notice substantiating and stating the nature of the Supplier's claim in sufficient detail so that Hydro-Québec can take whatever actions or decisions are required in the circumstances and, where applicable, undertake an examination thereof. In that notice, the Supplier must specify, on a preliminary basis, the anticipated changes to the detailed work schedule. 24

25 In addition to the requirements of the section CONTRACT DOCUMENTS, the Supplier must take all measures required to keep separate accounting records of the costs related to each of its claims. C. Hydro-Québec negotiation The parties shall attempt to negotiate the settlement of any dispute arising during performance of the Contract. The Supplier commits to provide all other documents requested by the Hydro- Québec representative, by the deadline stipulated by the latter or otherwise agreed upon by the parties. After consideration of the Supplier's claim, the Hydro- Québec representative shall inform it in writing of the actions to be taken, the decisions that were made or Hydro-Québec's position in the matter. Should the parties reach agreement, the Hydro-Québec representative shall send an amendment to the Supplier in accordance with the section CONTRACT AMENDMENTS. All claims not settled on the date of the last provisional acceptance of the work shall be handled in accordance with subsection DETAILED STATEMENT OFCLAIM - DECISION BY HYDRO- QUÉBEC and following. D. Detailed statement of claim - Decision by Hydro-Québec D.1 Detailed statement of claim by the Supplier The parties remain free to settle any claim by negotiation, at any time. However, no later than six (6) months from the date of the last provisional acceptance of the work, otherwise, from the date of final acceptance, the Supplier must provide Hydro-Québec with a detailed statement of claim covering each unsettled claim and setting forth therein the nature, effects on the detailed work schedule, amount and, where applicable, details of its calculation methods, in sufficient detail so that Hydro-Québec can make an in-depth analysis thereof. The detailed statement of claim must be accompanied by an affidavit, signed by an officer of the Supplier, certifying that all the information contained therein is true, accurate and complete. The Supplier must also enclose all supporting documentation with its detailed statement of claim and provide all other documents requested by Hydro-Québec by the deadline stipulated by the latter. No interest will be paid by Hydro-Québec if the Supplier fails to diligently submit its detailed statement of claim or follow up on the processing thereof. D.2 Examination and Decision by Hydro-Québec Provided that the detailed statement of claim is complete and duly accom- panied by supporting documentation, Hydro-Québec shall examine the detailed statement of claim and inform the Supplier in writing of its decision by the later of the following : i) six (6) months from the date Hydro-Québec received the last supportin document provided by the Supplier or, ii) a period at least equal to the delay taken by the Supplier, calculated from the date of Hydro- Québec's request, to transmit such additional supporting documentation to Hydro-Québec. D.3 Review by the Hydro-Québec line supervisor If the Supplier disagrees with this decision, it has thirty (30) days from receiving the decision to submit a request in writing to the line supervisor designated by Hydro-Québec to review the decision, in which request it must state the grounds supporting the request for review. D.4 Termination of this procedure 25

26 If the parties fail to reach agreement, they retain their rights and recourses to make such claims before the courts of the judicial district of Montréal, in which case, compliance with this procedure may not be interpreted as a waiver of the benefit of time elapsed for the purpose of establishing the prescription of rights and recourses. E. Confidentiality The confidentiality and privileged nature of discussions held, documents prepared and statements made in the context of this procedure constitute essential elements to the dispute resolution procedure. All steps undertaken, all documents produced and all discussions held in the context of this procedure, including, without limitation, examinations of claims and reports prepared by Hydro-Québec or third parties on its behalf, are subject to the respective rights of the parties, without prejudice or admission of liability, and benefit from litigation privilege. No information or document of this nature may in any manner be invoked or produced before the courts or in any dispute whatsoever and under no circumstances may Hydro-Québec be required or forced to disclose or communicate any such information or document. Every proposal or offer of settlement, whether accepted or not, is made subject to the respective rights of the parties, without prejudice or admission of liability. Hydro-Québec reserves the right to modify such proposals or offers or withdraw them completely. 14. CONTRACT DOCUMENTS A. Accounting standards The Supplier shall record for the cost of the contract separately in accordance with generally accepted accounting principles and procedures. B. Retention period The Supplier shall retain all accounting books, records and documents related to the Contract for three (3) years following final acceptance of the work. The retention period shall be extended for an additional three (3) years at Hydro-Québec's request. C. Right to conduct audits Upon written request, the Supplier shall make all accounting books, records and documents related to the Contract available to Hydro-Québec which Hydro-Québec may request to verify that the Supplier has performed the Contract in accordance with the prescribed requirements. Hydro- Québec may audit and reproduce all documents. Furthermore, upon written request, the Supplier shall ensure that all subcontractor make all accounting books, records and documents related to the Contract available to Hydro-Québec, which may audit and reproduce all documents. 15. ENVIRONNEMENTAL PROTECTION The Supplier shall comply with all laws and regulations governing environmental protection applicable in Québec. The Supplier shall be responsible for preventing any pollution or nuisance that may be caused by the products, services or activities covered by this Contract. To this end, the Supplier shall take all necessary measures to protect the environment and prevent any form of pollution or nuisance, at its own expense. Furthermore, the Supplier shall ensure that members of its personnel have been properly trained to be able to respond to any environmental emergency. 26

27 The Supplier shall notify the Hydro-Québec representative without delay of any environmental incident, noncompliance or emergency that may occur during performance of the obligations arising from this Contract. The Supplier shall also comply with the environmental provisions in the Special Conditions of this Contract. The Supplier undertakes to hold Hydro-Québec harmless from and against any claims, sanctions, penalties or violation notices with regard to environmental protection, resulting from a breach, error or negligence on the part of the Supplier or any party for whom it is legally or contractually responsible or accountable. If the Supplier fails to meet its commitment to compensate Hydro- Québec within thirty (30) days following receipt of a written notice to this effect, Hydro-Québec may make a corresponding deduction from any subsequent payment that is due under this contract. 16. FORCE MAJEURE Neither party is deemed to have infringed this contract when the non-performance or late performance of an obligation, except the obligation to make the payments required pursuant to this contract, is attributable to an unpredictable and irresistible event including in particular natural disasters, actions (or omissions) by governmental authorities, earthquakes or other social movements, wars, epidemics, civil disorders or mutiny. The occurrence of a case of force Majeure does not result in any obligation to compensate for any damages that may result from it. 27

28 Special Conditions Contents 1. Definitions 1.1 Goods 1.2 Network System Management Operator 1.3 Integrator 1.4 Operator 1.5 Partner 1.6 Contract Price 2. Subject of Contract 3. Term 3.1 Initial term 3.2 Option to renew 3.3 Escape option 4. Background 5. Hydro-Québec s Responsibilities 5.1 General 5.2 Limitation of Hydro-Québec s responsibilities 5.3 Integrator 6. Partners Responsibilities 6.1 General 6.2 Installation and operation 7. Supplier s Responsibilities 7.1 General 7.2 Partners 7.3 Performance of contract 7.4 Integration into Electric Circuit 7.5 Charging-station locations and cellular communications 7.6 Commissioning 7.7 Dressing of Charging stations 8. Network System Management Operator s responsibilities 9. Price 9.1 General 9.2 Payment of contract price 9.3 Charging-station base price 9.4 Other costs 9.5 Costs of Goods added during the performance of the contract 9.6 Discount for Cash 9.7 Special prices 9.8 Price or quantities on orders 28

29 9.9 Guarantee of best contract price 9.10 Minimum purchase on orders 9.11 Price lists and catalogues 9.12 Failure to fulfll commitments 9.13 Failure to fulfill price commitments 10. Shipping Charges and Transfer of Ownership 10.1 Delivery arrangements 10.2 Transfer of ownership 10.3 Transfer of ownership of stations from Integrator to third parties 11. Ordering Procedure 11.1 General 11.2 Terms and conditions of orders 11.3 Returning a Product 12. Delivery 12.1 Delivery charges 12.2 Shipping address 12.3 Delivery procedure 12.4 Lead times 12.5 Penalty for late delivery 13. Billing 13.1 Invoice content 13.2 Taxes 13.3 Billing address 14. Packaging 14.1 Order information Packaging standards 15. Network Management System Operator, Software Support, Technical Services and Call Centre 15.1 Role of CAA-Québec 15.2 CAA-Québec s responsibilities 15.3 Supplier commitment to Network Management System Operator 16. Subcontracting 17. Warranty 18. Basic Training 10. Supplier s Designated Representative 20. Language Requirements 20.1 Service and support 20.2 Documentation 29

30 20.3 Order management and processing 21. Cost Control and Reduction Efforts (Continuous Improvement) 22. Start-up and transition plan 22.1 Start-up meetings 22.2 Transition plan 30

31 Special Conditions 1. Definitions For the purposes hereof, the following terms have the meanings indicated below: 1.1. Goods Goods and services acquired from the Supplier hereunder. 1.2 Network System Management Operator The Network System Management Operator is responsible for running the Electric Circuit management system. 1.3 Integrator Hydro-Québec is the Partner designated to represent the interests of the other Electric Circuit Partners in dealings with the Supplier and to ensure the proper performance and follow-up of the Contract, as detailed in Section Operator The system Operator designated and operating in accordance with the provisions of Section Partner Any business that purchases goods and services hereunder. 1.6 Contract price Price as defined in Section Subject of Contract This Contract is for the supply of 240-V charging stations for electric vehicles and related services for the term hereof and the integration of the stations into the Electric Circuit. The charging stations are to be installed in various locations in Québec as specified in each order issued by Hydro-Québec or the Partners in accordance with the procedure described in Section 11, Ordering. The charging stations must meet the technical and operational requirements set forth in the Technical Specifications (Schedule 2). The Contract also provides for the supply of related goods, spare parts and ancillary services. The Contract allows for the evolving needs of existing and future Electric Circuit Partners to be met throughout its term (including renewals), to wit, through the supply of approximately one thousand, five hundred (1,500) charging stations over four years, including one thousand (1,000) curbside stations. This number is given as an indication only and shall in no way be construed as a firm undertaking, although the city of Montréal has clearly indicated its intention to join the Electric Circuit and purchase one thousand (1,000) stations over the next four (4) years as part of its car-sharing project. Therefore the Supplier may not, under any circumstances, allege that it has sustained any loss or claim any compensation if this quantity is not reached. 31

32 Only a purchase order (PO) issued in accordance with the procedure in Section 11, Ordering, shall constitute a commitment to the Supplier. 3. Term 3.1 Initial term The Contract shall be for an initial term of four (4) years, commencing on the date the Contract is awarded. 3.2 Option to renew As Integrator and on behalf of the Partners, Hydro-Québec reserves the right to renew the Contract for one (1) additional period of up to two (2) years. No later than two (2) months prior to expiry of the Contract, Hydro-Québec shall give the Supplier written notice of whether or not it intends to exercise this option. Within five (5) business days of the issue date of such notice by Hydro-Québec, the Supplier shall indicate in writing whether it agrees or refuses to renew the Contract under the same terms and conditions. Hydro-Québec shall be under no obligation to renew the Contract. 3.3 Escape option Hydro-Québec reserves the right to terminate the Contract unilaterally two (2) years after the Contract enters into force, without reason, even though there has been no default on the Supplier s part. The Supplier understands and agrees that should Hydro-Québec do so, it may in no case claim a termination charge nor any damages or penalty whatsoever. The notice of termination shall be given in writing to the Supplier within the two month preceding the first anniversary of the Contract. 4. Background As described in Schedule 1, in 2012, Hydro-Québec and its initial Partners set up a public network of electric vehicle charging stations ( the Electric Circuit ). The charging stations covered by this Contract shall be integrated into the Electric Circuit. 5. Hydro-Québec s Responsibilities 5.1 General On behalf of the Partners, Hydro-Québec is issuing a Request for Proposals for the purpose of selecting a Supplier of electric vehicle charging stations meeting the stated technical requirements and of related goods and services. This mandate includes the negotiation of the applicable contract terms with the selected Supplier. 5.2 Limitation of Hydro-Québec s responsibilities Subject to the provisions of Section 5.3, Integrator, Hydro-Québec s responsibility hereunder is limited to managing the RFP leading to the selection of a Supplier. Once the Contract has been awarded, Hydro-Québec s liability shall be expressly limited to the orders it has placed in its capacity as Partner. 32

33 Hydro-Québec shall be in no way liable for any breach of contract by a Partner, except as regards the orders that Hydro-Québec has placed in its capacity as Partner. Any lawsuit or claim resulting from the enforcement of any contractual obligation shall be addressed exclusively to the Partner that placed the order. 5.3 Integrator The Supplier and the Partners understand and agree that Hydro-Québec shall act as Integrator for the purposes hereof. The functions of the Integrator are to ensure the proper performance and follow-up of the Contract and to represent existing and future Partners in their relations with the Supplier in matters involving the intrinsic functioning of the Contract, such as interpretation of respective obligations, the establishment of ordering procedures to be used by the Partners, Contract amendments and Contract extensions. In its capacity as Integrator, Hydro-Québec shall have continuous access to all data related to Partners charging stations, including the Network Management System (location, consumption and performance history, charging-station status, etc.). Assuming the function of Integrator in no way renders Hydro-Québec liable for orders placed with the Supplier by individual Partners. 6. Partners Responsibilities 6.1 General Each Partner agrees to the Contract negotiated by Hydro-Québec with the Supplier, and shall comply with all the terms and conditions thereof, including Partner obligations towards the Supplier. Each Partner assumes full liability arising hereunder and from the orders it has placed, including as regards payment, the procedure for ordering goods and services, etc. The Partner is solely liable for its purchases of goods and services from the Supplier hereunder, and is the owner of the charging stations. The Partners shall not be jointly and severally liable. 6.2 Installation and operation The Partners are responsible for the installation and general operation of their respective charging stations and for the expenses related thereto that are not otherwise covered hereunder. 7. Supplier s Responsibilities 7.1 General The Supplier understands that its contractual partner is the Partner that has placed a specific order. The Supplier agrees to honor all its contractual obligations toward each Partner, including delivery of goods and services ordered, warranty, etc. 7.2 Partners The Supplier agrees to meet the Contract conditions agreed to herein with respect to the Electric Circuit Partners. 33

34 7.3 Performance of Contract The Supplier agrees to fill each order placed by a Partner and to deliver the required goods and services within the specified time frame, in accordance with the Technical Specifications and the terms and conditions established at the time the Contract is awarded. 7.4 Integration into Electric Circuit Integration into current system. The Network System Management Operator operates and shall continue to operate the Electric Circuit management system (Central Office) controlling the stations and payment for charging. The Supplier shall integrate, at its own expense, its own payment system into this management system within two months of the awarding of the Contract, by means of the gateway developed for the Electric Circuit (Schedule 6). Any and all information exchanged under this provision shall be considered a trade secret and shall be kept confidential. Future amendments. The Supplier understands that the architecture of the Electric Circuit management system may be modified at any time during the term hereof. In such a case, the Supplier undertakes to work in good faith with Hydro-Québec to integrate any new management system with the gateway (current or upgraded) developed for the Electric Circuit on the terms and conditions and at the prices agreed with Hydro-Québec. 7.5 Charging-station locations and cellular communications The Supplier understands that the charging stations may be installed in various types of parking areas (outdoor, indoor, underground, multilevel, etc.) that could hinder or block cellular communications. The installation manual shall take into account the potential problems related to cellular communications and provide solutions. 7.6 Commissioning The Supplier shall commission each charging station installed by a Partner. 7.7 Dressing of the Charging stations For the whole duration of the Contract, Supplier agrees to fully cooperate with Integrator and the city of Montreal in order to adapt and modify, when required, the dressing (appearance) of the curbside charging stations to answer the city of Montreal s needs. 8. Network System Management Operator s Responsibilities The Network System Management Operator designated by Hydro-Québec shall be responsible for running the Electric Circuit management system and shall respond to the Integrator s requests concerning operation of the Electric Circuit. 9. Price 9.1 General The contract price includes all the cost and benefit items, including, but not limited to, the costs of production, sale and general administration, service (handling, storage, distribution and financing), profit margins, transportation costs to the delivery point identified in Hydro-Québec s purchase order, customs duties (if any) and environmental taxes (if any), but excluding GST and QST. 34

35 The contract price shall be identical for all shipping addresses throughout the province. No charges may be added to the contract price without Hydro-Québec s agreement. 9.2 Payment of contract price The contract prices shall be firm, subject to the provisions of Section 9.3 hereof. 9.3 Charging-station base price The base price shall include all costs of the design, manufacture and customization of the units, and of related services (administrative costs, profits, warehousing, shipping and delivery, training and other applicable expenses), excluding GST and QST. The base price shall also include any applicable exchange rates, customs duties and brokerage fees. In addition, the base price shall cover all the following: Complete charging stations of the types specified in the PO: o Standard 240-V public charging station - Type A Wall-mounted - Type B Pedestal-mounted or o 240-V curbside charging station Pedestal-mounted Access control module including network management system (license included) with appropriate and secure hosting Cellular communications module RFID card reader Respect of visual requirements, Schedule 3 Cost of integration into Electric Circuit (gateway) Warranty of one (1) year (or other term established when the Contract is awarded) on parts and labor (on-site service) Tier 2 and 3 telephone support (1-800 line) during business hours (Monday to Friday, 8 a.m. to 5 p.m. Montréal time) List of hardware and software requirements for proper use of the network management system by the Operator 9.4 Other costs The following costs shall be established when the Contract is awarded and shall be billed separately from the base price of the charging stations according to the terms and conditions established at the time the Contract is awarded. a) Annual operating costs, including licenses Cellular communications link (according to terms and conditions established when the Contract is awarded) All licenses for software (including updates) used to operate the charging stations (according to terms and conditions established when the Contract is awarded) Station administration charges b) Parts and service 35

36 Service charges not included in the base price or covered by warranty (average repair time, wait time for spare parts, etc.) shall be provided at the price established when the Contract is awarded. Spare parts shall be sold at the price established when the Contract is awarded. The Supplier agrees to maintain a stock of the necessary spare parts for five (5) years after delivery of the charging stations. c) Costs of administration, telecommunications and extended warranty after standard term agreed upon at the time the Contract is awarded. Such charges shall be as agreed upon by the Parties when the Contract is awarded. The prices shall be firm and may not be amended by the Supplier. 9.5 Price of goods added during performance of Contract The contract price of goods (and/or services) added during performance of the Contract shall be determined by mutual agreement between the Parties, but shall match that of equivalent goods already covered by the Contract. Once the good has been added to the Contract, its price shall be firm. 9.6 Discount for cash The discount for cash granted to Hydro-Québec or to a Partner shall be as agreed upon by the Parties at the time the Contract is awarded. Any time period indicated in days shall be counted from the either the date of receipt of the invoice or the date of receipt of the goods or services, whichever is later. 9.7 Special prices Should the Supplier negotiate special prices with manufacturers, in which the unit price of the goods is lower than the price agreed when the Contract was awarded, the Supplier agrees to give Hydro-Québec and the Partner the benefit of that negotiated price. 9.8 Price or quantity on orders No change in price or quantity shall be accepted after a PO has been issued, unless Hydro- Québec or the Partner issues an amendment to the order. 9.9 Guarantee of best contract price The Supplier undertakes to ensure that throughout the entire term of the Contract, contract prices shall always be comparable to the best prices available on the market for products similar to those covered hereby. To this end, Hydro-Québec shall conduct a periodic scan of the market prices of products similar to the goods covered by the Contract. Should it appear that these costs are significantly lower than the contract prices, Hydro-Québec reserves the right to require the Supplier to lower its prices to be closer to market prices and the Supplier undertakes to negotiate an amendment to the contract price in good faith. 36

37 Should the Supplier refuse to negotiate, or should the Parties fail to come to an agreement, Hydro-Québec reserves the right to terminate the Contract for cause, as per the general clause titled Termination Minimum purchase per order No minimum purchase per order shall be required under this Contract Price lists and catalogues The Supplier must be able to supply price lists or catalogues of goods for which it is the distributor, free of charge on demand throughout the entire term of the Contract Failure to fulfil commitments If, at any time throughout the term of the Contract, Hydro-Québec or the Partner must purchase goods from another source due to a Supplier default, the Supplier shall repay Hydro-Québec or the Partner, as the case may be, the difference between the price of the goods obtained from another source (on market terms and conditions in similar circumstances) and the prices indicated in the Contract (contract price) Failure to fulfil price commitments If, at any time throughout the term of the Contract, the Supplier sells Hydro-Québec or the Partner goods at a price higher than the contract price, the Supplier shall refund Hydro-Québec or the Partner, as the case may be, the difference between the price charged and the contract price, plus an administrative charge of twenty percent (20%) of the amount due to Hydro-Québec. 10. Shipping Charges and Transfer of Ownership 10.1 Delivery arrangements All deliveries shall be made to the address given in the purchase order, FOB destination, freight prepaid. FOB destination means that the Supplier is the owner of the merchandise up to the point of delivery. Consequently, the Supplier assumes all risk of loss or damage during shipping, up to delivery. Freight prepaid means that shipping costs are paid by the Supplier Transfer of ownership Products and equipment shipped to the Partner hereunder shall remain the property of the Supplier until they are delivered to the Partner that placed the order, at the address specified and in accordance with the agreed-upon terms and conditions. The Supplier assumes full responsibility for any and all risks of loss or damage to products or equipment during their shipping or delivery to the agreed-upon address Transfer of ownership of stations from the Integrator to third parties As Integrator, Hydro-Québec reserves the right to transfer to a third party (the Transferee ) ownership of stations purchased hereunder and paid for by Hydro-Québec. The Supplier understands and agrees that Hydro-Québec s transfer of ownership shall also entail the transfer to the Transferee of all its rights and obligations respecting the stations resold, including, among other things, those involving the warranty on the stations and services (management, electronic payment system, cellular link, etc.). 37

38 After ownership has been transferred, the Supplier shall be responsible to the Transferee for all the rights and obligations covered by the Contract. Furthermore, the Supplier shall provide Hydro-Québec with a full and final discharge of any and all obligations with respect to the stations transferred to the Transferee. 11. Ordering Procedure Units shall be shipped only when ordered and in compliance with the following terms and conditions: 11.1 General As the Partners make their requirements known, the Integrator shall inform the Supplier, giving the Partner s contact information, the number of units required and the desired delivery dates. The Supplier shall send the Partner a quote for the units according to the requested conditions (quantity, delivery date and location, etc.) Terms and conditions of orders The Partner shall send purchase orders to the Supplier in accordance with the method agreed upon at the time the Contract is awarded. Each PO shall state the shipping address, required delivery date, and contact information of the Partner s representative for delivery notification. The Supplier shall acknowledge receipt of the PO and confirm the scheduled delivery date Returning a product Principle. Hydro-Québec and the Partner reserve the right to return goods to the Supplier within thirty (30) calendar days of receiving them at the agreed-upon delivery point. The main steps in returning a product are as follows: 1. Hydro-Québec communicates with the Supplier to obtain a return authorization. 2. The Supplier picks up the goods at the delivery point. Goods received in poor condition, of poor quality or not matching the PO issued hereunder may be returned to the Supplier at any time for replacement, at its expense. Hydro-Québec shall not be billed for any administration, handling or shipping charges. In the case of goods returned as a result of errors on the part of Hydro-Québec or the Partner, any charges shall be divided between the Parties as agreed upon at the time of the Contract is awarded. 12. DELIVERY 12.1 Delivery charges Delivery charges shall be paid by the Supplier and shall be included in the price of the item (charging station or spare part) Shipping address 38

39 The Supplier shall deliver all orders to the location specified in accordance with the provisions of Section 11, Ordering Delivery procedure The Supplier shall confirm the delivery date for each order with Hydro-Québec and the Partner by calling the Partner s representative at the telephone number indicated in the order. The Partner shall accept delivery at the agreed-upon time and location Lead times The Supplier undertakes to deliver the goods ordered to the indicated location within eight (8) business days, unless otherwise agreed in writing with the Partner Penalty for late delivery If the Supplier (or one of its subcontractors) fails to meet the delivery times agreed to in the Contract, Hydro-Québec may then deduct, from any amount due or subsequently due, as contractual and liquidated damages without being required to make proof thereof, an amount equal to two percent (2%) of the price of the delayed product or good for each week that the delivery is delayed between the date agreed on by the Parties and the actual delivery date, up to ten percent (10%) of the price of the delayed product or good. 13. Billing 13.1 Invoice content The Partner s PO number and the serial numbers of the charging stations delivered shall appear on each invoice Taxes The Goods and Services Tax (GST) and Québec Sales Tax (QST), at the rate prescribed by law, shall be shown separately on each invoice. The Supplier s GST and QST registration numbers shall also appear on each invoice The Partner may reject any invoice that does not meet these requirements and return it to the Supplier for correction Billing address Each Partner s billing address shall be shown on each PO issued in accordance with Section 9 hereof. 14. Packaging 14.1 Order information A packing list including the following information shall be placed in a plastic envelope and affixed to each shipping container: Supplier s name PO number 39

40 Item number Product description, with dimensions, if applicable Quantity Name of PO originator If the container contains several packages or boxes, each one shall also have a packing list affixed to it Packaging standards All shipments delivered by the Supplier shall be packaged according to industry practice. The packaging shall remain in its initial condition up to the final destination, which may mean the actual installation location, and must be able to withstand all transshipments and all types of transport. 15. Network Management System Operator, Software Support, Technical Services and Call Centre 15.1 Role of CAA-Québec CAA-Québec shall act as Network Management System Operator for the Partners CAA-Québec s responsibilities (Tier 1 telephone support) CAA-Québec shall field all questions and problem reports directly from charging-station users and owners. CAA-Québec shall provide Tier 1 telephone support to charging-station owners and users who need help using the equipment. If the problem is not resolved at this level, CAA-Québec shall collect the relevant information and forward it to the Supplier s technical support team for processing and follow-up. The Supplier shall then send a ticket number to CAA-Québec, which shall forward it to the charging-station owner. CAA-Québec s responsibility shall end there Supplier s commitment to Network Management System Operator The Supplier shall be responsible for processing and following up on all technical support requests transmitted by CAA-Québec. The Supplier shall provide CAA-Québec and the Integrator with a monthly report of incidents on the entire Electric Circuit network, including causes and solutions). The Supplier warrants that CAA-Québec and the Integrator shall have access to the status of each charging station at all times through a Web application. The Supplier shall be responsible for any request for technical support by a user to the Operator arising from the malfunction of a station under warranty, and shall repay the Electric Circuit the amount of the dollars ($10). 16. Subcontracting The Supplier agrees to subject any outsourcing contract to the provisions hereof and shall warrant compliance with all provisions and undertakings herein by any subcontractor employed by the Supplier for the purposes hereof. Subcontractor means any person, including a Partner, whose services the Supplier retains to fulfill its contractual obligations. 40

41 The Supplier shall provide the name and contact information of a resource person at each of its subcontractors on the proposal form, and inform the Hydro-Québec representative of any changes in the information. Hydro-Québec reserves the right to assess the subcontractors and to reject any of them on serious grounds, if applicable. 17. Warranty The Supplier shall assume all warranties on the charging stations and on accessories and services provided separately, and shall make the warranty documents available to the Partners designated by Hydro-Québec. Without limiting any other section in the Contract or any other legal warranty, the Supplier shall offer the various manufacturer warranties to the Partners. All shipping charges incurred under warranty shall be paid by the Supplier. 18. Basic Training The Supplier shall offer a basic training session to the Network Management System Operator identified in the Contract. Training lasting approximately one day, to be delivered in a single session, shall cover charging-station operation and maintenance and use of the management software. The training shall be provided at the Supplier s expense. 19. Supplier s Designated Representative The Supplier shall send the Integrator the name, telephone numbers and address of its designated representative in Québec. The Supplier s representative shall use French in all communications related hereto. He or she shall be the Supplier s authorized representative in all matters related to administration of the Contract. Unless otherwise indicated, all communication between the Supplier and the Partners shall be in writing. The Supplier s business representative shall be available to respond to any questions Hydro- Québec may have during regular Québec business hours, namely, between 8:00 a.m. and 5:00 p.m., Montréal time, Monday to Friday, excluding holidays. 20. Language Requirements The Supplier understands and agrees that the charging stations and services are to be deployed in Québec, where French is the language of the majority. To ensure safe and proper operation and maintenance of the charging stations, the Supplier undertakes as follows: 20.1 Service and support For all service and support provided by the Supplier, communication must be possible in both French and English Documentation On delivery of the charging stations, the Supplier shall make the following documents available in French to the Partners, at no charge: Technical specifications 41

42 Installation manual Maintenance manual User manual for the charging stations and electronic payment system Management software user manual 20.3 Order management and processing All exchanges related to order management and processing shall be in French. 21. Cost Control and Reduction Efforts (Continuous Improvement) Throughout the entire term of the Contract, the Supplier shall offer Hydro-Québec its full, active, ongoing cooperation in seeking and implementing cost-cutting solutions in its procurement process. Hydro-Québec is also interested in considering any proposal by the Supplier concerning improvements to its business processes. Meetings may be held every six months to follow up on any cost-cutting measures suggested or implemented by the Supplier. 22. Start-up and transition plan 22.1 Start-up meetings Hydro-Québec reserves the right to require a start-up meeting, once the Contract has been awarded, to ensure the functional implementation of the Contract Transition plan As soon as the Contract has been awarded, the Supplier shall apply the measures agreed upon at the time to ensure the transition from and succession of the preceding Supplier, if applicable. 42

43 Référence fournisseur A.P.: Appel de propositions: No. fournisseur: Fournisseur Courriel: Attention de: Pour renseignements Téléphone Richard de Blois poste 5882 Courriel: de_ Objet: ADDENDA À L'APPEL DE PROPOSITIONS Date d'émission: 2015/11/20 Date de remise des offres: 2015/12/03 14h, heure de Montréal Provincial - Fourniture, sur demande, de bornes de recharge pour véhicules électriques et de services associés Date de livraison requise (A/M/Jl 2016/02/24 AVIS IMPORTANT: Pour renseignements techniques, communiquer à l'adresse courriel du responsable au plus tard le 20 novembre Prix du document: 50,00 $ (électro~ique) Aucune garantie de soumission ni d'exécution ne sont requises Appel de propositions à 2 enveloppes (technico-commerciale et économique) NOTE: Réponse aux questions à partir du 10 novembre 2015 seulement. Admissibilité : - International, limitée aux seuls fabricants de bornes de recharge (distributeurs exclus); - Certification Les bornes (incluant tous leurs équipements) offertes devront avoir été certifiées pour installation au Québec par un organisme d'approbation accrédité par le conseil canadien des normes et reconnu par la Régie du Bâtiment du Québec (RBQ). - Livraison à I'IREQ de deux bornes (une borne de recharge standard et une borne sur rue) aux fins de tests climatiques au même moment que la remise des offres au Bureau des Soumissions d'hydre- Québec. Exigences particulières : Le soumissionnaire doit fournir une Attestation de Revenu Québec (ARQ) ou une Déclaration d'absence d'établissement au Québec. Voir clause Attestation de Revenu Québec (ARQ) des Renseignements et instructions aux intéressés à soumissionner. Pour obtenir l'attestation de Revenu Québec, veuillez consulter le site de Revenu Québec : 43

44 Addenda à l'appel de propositions Appel de propositions: ADDENDA NO 2 EN DATE DU 20 NOVEMBRE 2015 AVIS AUX INTÉRESSÉS À SOUMISSIONNER Date de remise des offres : Énonçait : 26 novembre 2015, 14 heures, heure de Montréal Énonce à présent : 3 décembre 2015, 14 heures, heure de Montréal la date pour recevoir les question est reportée au 25 novembre à midi. RAPPEL IMPORTANT : Les bornes de recharge pour fins de tests climatiques doivent être livrées ~ l'adresse indiquée à I'IREQ au même moment que le dépôt des soumissions au Bureau des soumissions d'hydra-québec, soit le ou avant le 3 décembre 2015 à 14 heures, heure de Montréal. ENGLISH VERSION NOTICE TO PROSPECTIVE BIDDERS Delivery date of the BIO Stated : November 26th, 2015 at 2 :00 pm, Montréal time Now States : December 3rd, 2015, at 2:00 pm, Montréal time. Date for submitting questions pertaining to Cali for Tenders is now November 25th, 2015 at noon. IMPORTANT REMINDER : The two Charging stations for Climatic testing must be delivered at address indicated at IREQ facilities at the same time as deposit of BIO to Bureau des soumissions d'hydra- Québec, that is on or before December 3rd, 2015 at 2:00 pm, Montréal time. ADDENDA NO 1 EN DATE DU 11 NOVEMBRE Section "Avis aux intéressés à soumissionner" Admissibilité Énoncait : (... ) Certification : Les bornes (incluant tous leurs équipements) offertes devront avoir été certifiées pour installation au Québec par un organisme d'approbation accrédité par le conseil canadien des normes et reconnu par la Régie du Bâtiment (RBQ). Énonce à présent : (... ) Certification : les bornes (incluant tous leurs équipements) offertes devront avoir été certifiées pour installation au Québec par un organisme d'approbation accrédité par le conseil canadien des normes et reconnu par la Régie du Bâtiment (RBQ) le ou avant le 8 février

45 Addenda à l'appel de propositions Appel de propositions: Section "Renseignements et instructions aux intéressés à soumissionner" Admissibilité Bornes aux fins de test Énoncait : 1 - Certification : Les bornes (et tous leurs équipements) offertes et toutes leurs composantes devront avoir été certifiées pour installation au Québec par un organisme d'approbation accrédité par le conseil canadien des normes et reconnu par la Régie du Bâtiment du Québec (RBQ) au moment de la livraison à I'IREQ. 2 - Livraison de bornes de recharge aux fins de tests climatiques: En même temps que le dépôt de leur soumission au Bureau des Soumissions d'hydra-québec, les soumissionnaires devront obligatoirement faire parvenir à leurs frais les deux bornes de recharge (standard et sur rue) pour véhicule électrique complètes et opérationnelles à l'adresse suivante: À l'attention de : Pierre-Luc Doyon, (450) Laboratoire mécanique et thermomécanique IREQ, Groupe Technologie 1806 Boul. Lionel Boulet, Varennes, J3X 1 S 1 Le défaut de faire parvenir les bornes de recharge complètes, certifiées et opérationnelles à l'endroit indiqué ci-dessus à la date de dépôt des offres au Bureau des soumissions d'hydra-québec entraînera le rejet automatique de la soumission. 45

46 Énonce à présent : 1 Bornes aux fins de test Addenda à l'appel de propositions Appel de propositions: Certification : Les bornes (et tous leurs équipements) offertes et toutes leurs composantes devront avoir été certifiées pour installation au Québec par un organisme d'approbation accrédité par le conseil canadien des normes et reconnu par la Régie du Bâtiment du Québec (RBQ) au plus tard le 8 février Livraison de bornes de recharge aux fins de tests climatiques: En même temps que le dépôt de leur soumission au Bureau des Soumissions d'hydra-québec, les soumissionnaires devront obligatoirement faire parvenir à leurs frais les deux bornes de recharge (standard et sur rue) pour véhicule électrique complètes et opérationnelles à l'adresse suivante: À l'attention de : Pierre-Luc Doyon, (450) Laboratoire mécanique et thermomécanique IREQ, Groupe Technologie 1806 Boul. Lionel Boulet, Varennes, J3X 1S1 Le défaut de faire parvenir les bornes de recharge complètes et opérationnelles à l'endroit indiqué cidessus à la date de dépôt des offres au Bureau des soumissions d'hydra-québec entraînera le rejet automatique de la soumission. VERSION ANGLAISE 1 - Notice to Prospective Bidders Eligibility - International, manufacturers of charging stations only (not distributors) - Certification. Each station and ali its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ). Now reads: - International, manufacturers of charging stations only (not distributors) - Certification. Each station and ail its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ) on or before February 8th,

47 Addenda à l'appel de propositions Appel de propositions: Instructions and Information for Bidders Eligibility Read: Stations for testing purposes 1. Certification. Each station and ali its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ) at the time of delivery to IREQ. 2. Delivery of charging station for climate testing. Compliant Bidders must, at same time as Bid is submitted to Hydro-Québec, deliver at their own expense two tully operational electric vehicle charging stations, one standard and one curbside, to the address below: Attention: Pierre-Luc Doyon, LMT (mechanical and thermomechanical laboratory) IREQ, Groupe Technologie 1806, boul. Lionel Boulet, Varennes (Québec) J3X 1S1 Failure to deliver complete, certified and operational charging stations on time at the address indicated above shall result in automatic rejection of the Proposai. Now reads: Stations for testing purposes 1. Certification. Each station and ali its components shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ) on or before February Bth, Delivery of charging station for climate testing. Compliant Bidders must, at same time as Bid is submitted to Hydro-Québec, deliver at their own expanse two tully operational electric vehicle charging stations, one standard and one curbside, to the address below: Attention: Pierre-Luc Doyon, LMT (mechanical and thermomechanical laboratory) IREQ, Groupe Technologie 1806, boul. Lionel Boulet, Varennes (Québec) J3X 1 S1 Failure to deliver complete and operational charging stations on time at the address indicated above shall result in automatic rejection of the Proposai.. * * * Texte modifié * * * Page

48 Appendix 1 Background The Electric Circuit, a Hydro-Québec initiative, is the largest public charging network in Québec. It is a major initiative in providing the charging infrastructure required to support the adoption of rechargeable electric vehicles (EVs) in Québec. The network has over 500 public charging stations in operation, including about twenty 400-V fast-charge stations. Since its launch in March 2012, more than 120 private and institutional Partners have joined the Electric Circuit. Powered by Hydro-Québec s clean, renewable energy, Electric Circuit charging stations are located in the parking lots of its many Partners. In order to continue to expand and cover a greater geographic area to serve more EV drivers in all regions of Québec, the Electric Circuit would like to add some one thousand, five hundred (1,500) stations by the end of 2020: approximately five hundred (500) standard stations (walland pedestal-mounted) and one thousand (1,000) curbside stations (with a cable management system to avoid hindering snow removal operations). Most of the curbside stations will be installed in Montreal as part of the city of Montreal s EV car-sharing project < vehicules-electriques-en-libre-service-a-montreal html>. The stations will be rolled out by Hydro-Québec in conjunction with selected Partners. Electric Circuit users have access to a 24/7 telephone help line run by CAA-Québec, as well as a charging-station locator service. The Electric Circuit Web site, theelectriccircuit.com, and the mobile app for ios and Android are updated as new stations are commissioned. 48

49 The flat rate for a 240-V charge is $2.50, but an hourly rate applies for curbside stations. The Electric Circuit is composed of AeroVironment and AddÉnergie stations, which were selected in three separate requests for proposals issued by Hydro-Québec in 2009, 2011 and For users, interoperability between the two types of stations (using a single card to activate both and paying from a single account) is provided by integration of the two suppliers management systems. A gateway (protocol and message content) was defined (see Schedule 5) to enable data interchange between the AeroVironment management system and the Electric Circuit management system (Central Office Operations System) supplied and administered by ADDÉnergie Technologies Inc. This RFP covers both the supply of 240-V (Level 2) stations (standard and curbside) and their integration into the Electric Circuit management system by means of the gateway or any other technical solution proposed by the Bidder. Any other technical solution shall entail minimal changes to the Electric Circuit management system. 49

50 AddEnergie Stations Management System Circuit Électrique Central Office Operations System AeroVironment Stations Management System Operator Web site Operator access CAA Technical Support & Deployment Personnel Operator access Operator Web site New Circuit Électrique User web site New Circuit Électrique Administration web site Back-end Server Web API Central Office Operations Services Web API Back-end Server System Database Charging Station Charging Station Charging Station Charging Station Charging Station Charging Station 50

51 Appendix 2 Technical Requirements for Charging Stations (Level 2) 7.2 kw 1. General Requirements: Mandatory Compliance Criteria The following requirements are the mandatory compliance criteria for all Level 2 charging stations procured hereunder. 1.1 Documentation The Supplier must provide technical documentation with its proposal showing that it meets the following requirements: description of standard (wall-mounted and pedestal) and curbside stations, full technical specifications, and installation, user and maintenance manuals. 1.2 Electrical and mechanical requirements 2 types of installation (wall- and pedestal- mounted) Supply voltage: 208/240 V AC 7.2 kw Maximum supply current: 32 A (for a 40-A breaker) Compliance with standard SAE-J1772 Fixed holster for the J1772 connector when not in use. Holster must protect the connector from water, snow, ice and all forms of debris Operating temperature: 30 C to 50 C Housing meets at least NEMA 3R criteria (indoor and outdoor use) Unit must function properly in outdoor conditions with condensation Connection cable at least 5.5 m (18 ft) long Bilingual (English/French) interface and labeling List of electric vehicles in North America that have been tested and found to work with the station covered by the proposal Pass Hydro-Québec's climate testing prior to the awarding of the Contract. Must operate in temperature range of 30 C to 50 C, but pass climate chamber tests at higher and lower temperatures with no permanent degradation of components or functioning 51

52 1.3 Certification The station shall be certified for installation in Québec by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec [Québec construction board] (RBQ), as explained on this Web site: Proof of certification must accompany the proposal. 1.4 Electric Circuit and communications integration Each station shall be integrated into the Electric Circuit management system using the protocol described in Schedule 5 (Communication Gateway). Supplier must provide a communications link between station and Electric Circuit management system. Communication system functions in climate conditions described in Section 1.1. Cellular wireless connection to charging station must be secure. Authentication by RFID card compatible with HID readers (i-class) Each station shall be customized with the Electric Circuit colours, according to Schedule 3, Visual Requirements. A mockup showing the customization shall be submitted along with the Proposal. 1.5 Technical support Supplier shall commission the charging stations and confirm their integration into the Electric Circuit Technicians who make all Supplier's support and service calls in Québec, whether under warranty or not, shall speak both French and English Supplier shall offer telephone and online technical support for the Electric Circuit's customer services as follows: o Service within five minutes from 7 a.m. to 6:00 p.m., Montréal time (EST) Supplier shall have local agents who can provide technical service to all of Québec (installation, commissioning and service calls), as follows: 52

53 o Maximum response time for remote fix request: 2 hours (during regular business hours of 7 a.m. to 6:00 p.m.) and by 9 a.m. next day (for calls outside regular hours) o Maximum response time for on-site repairs: 24 hours Supplier shall maintain a stock of charging stations and spare parts in Québec to ensure rapid service 1.6 Additional requirements for curbside stations Charging cable management system (for example, retractable or suspended cable) to keep cable off the road and avoid hindering snow removal operations Long enough cable to supply any EV model when parked in reserved spots (See illustration below) 2,5 m 5,5 m reserved parking spot 53

54 sidewalk 240-V station edge station protection System for locking connector when station is unused 54

55 Appendix 3 Visual Requirements This document and its contents, including drawings, logos, trademarks and visual branding (colors, shapes, text and lettering), are the exclusive property of the Electric Circuit. Consequently, they may not be used for any purpose other than the preparation of a Proposal in response to the above-titled Request for Proposals. The Bidder acknowledges that any unauthorized use of the contents of this document shall cause serious harm to the Electric Circuit, leading to significant damage for which the Bidder shall be liable. 1. Visual Identification of Electric Circuit The Electric Circuit already has its own visual branding and official colors, and you must incorporate this branding into your Proposal. See attached branding guidelines. In addition, some important information must be conveyed to charging-station users; see point 5 for details. This information must also be included in your proposal. Note that we require a turnkey solution, which makes you responsible for producing all the components necessary for installing the charging station. 2. Compliance with Charter of the French Language 55

56 All writing on the charging stations shall comply with the directives for applying the Charter of the French Language. Consequently, it must be in French and English, with the French text in lettering twice as large as that of the English. 3. Official Electric Circuit Colors The principal color is PMS 7694C. This is the dark blue used in the logo. For the housing, an equivalent had to be found to give a visual appearance relatively close to the PMS base color, since the printing was on metal. 4. Typography The font used for lettering on the charging stations, including instructions, the words CIRCUIT ÉLECTRIQUE on the sides and any other information, is Flama. 56

57 5. Front of Station 5.1 Electric Circuit logo The Circuit électrique logo must be displayed prominently on the top of the station (see examples below). 5.2 Instructions It is important for the user instructions, in both languages, to be right on the station, either on a display screen or any other medium you deem appropriate hour help line The following words, along with the CAA-Québec logo, must also be on the front of the station: Problème d utilisation de cette borne? Service 24 heures Problems using this charging station?

58 24-hour service 5.4 Station identification The station identification number (for example, CE-BR-000) must be easily visible on the front of the station. 5.5 Side of station Circuit électrique must be written on each side of the station in a fluorescent material. 5.6 Partners logos The Partners logos (usually two) must be displayed on the front of the station. 58

59 Visuals now in use (for information only) 6. Back of Station 59

60 6.1 Electric Circuit logo The Circuit électrique logo that must be displayed prominently on the top of the station must also be displayed on the back. 60

61 A Appendix 4 Technical and Commercial Information Form RFP No. Electric Circuit: Electric vehicle charging stations (240-V, standard and curbside) Bidder's name NB Use a separate sheet if necessary and clearly indicate the number of the question you are answering. SECTION 1 Mandatory technical requirements (Go/no-go) Failure to meet any of the requirements in this section, including failure to submit any required documentation, shall result in automatic rejection of the Proposal. 1.1 Technical documentation for both standard (wall- and pedestal-mounted) and curbside stations Technical documentation demonstrating compliance with electrical and mechanical requirements Yes No Technical documentation for both standard and curbside stations Yes No Installation guide for both both standard and curbside stations Yes No User guide for both both standard and curbside stations Yes No Maintenance guide for both standard and curbside stations Yes No Documentat ion attached Documentat ion attached Documentat ion attached Documentat ion attached Documentat ion attached 1.2 Electrical and mechanical requirements Standard charging station with two types of installation (wall- and pedestal-mounted) Yes No Curbside charging station with cable management system Yes No Supply voltage: 208/240 V AC 7.2 kw Yes No Maximum supply current: 32 A (for a 40-A breaker) Yes No Compliance with standard SAE-J1772 Yes No Fixed holster for J1772 connector when not in use. Holster must protect the connector from water, snow, ice and all forms of debris Yes No Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Confirmed in documentati 61

62 on Operating temperature: 30 C to 50 C Yes No NEMA 3R housing Yes No Unit will function properly in outdoor conditions with condensation Yes No Connection cable at least 5.5 m (18 ft) long Yes No Bilingual (English/French) interface and labeling Yes No Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Confirmed in documentati on Operation with vehicles available in North America confirmed Yes No List of EVs in North America that have been tested and found to work with proposed station Yes No Delivery of 2 complete and operational units to IREQ by December 11, 2015 (this line reserved for HQ) Yes No 1.3 Certification Certified by an organization accredited by the Standards Council of Canada and recognized by the Régie du Bâtiment du Québec (Québec construction board, RBQ) Yes No Certificate enclosed 1.4 Electric Circuit and communications integration Each station shall be integrated into the Electric Circuit management system using the protocol described in Schedule 5 (Communication Gateway). Yes No Communications between station and Electric Circuit management system. Yes No Communications system functions in climate conditions described in Section 1.1. Yes No Secure communications link Yes No Authentication by RFID card compatible with HID readers (i- Class) Yes No Mockup of proposed station customized with Electric Circuit colours, as per specifications in Schedule 3 Yes No 1.5 Technical support Supplier shall commission the charging stations and confirm their integration into the Electric Circuit remotely on site 62

63 Technicians who make all Supplier's support and service calls shall speak both French and English Yes No Supplier shall offer telephone and online technical support for the Electric Circuit's customer services as described in Appendix 2, Section 1.5 Yes No Supplier shall maintain a stock of charging stations and spare parts in Québec to ensure rapid service Yes No The Supplier has local service agents in order to offer the services indicated at 1.5 of Annex 2 to the entire Quebec territory. Yes No 1.6 Additional requirements for curbside stations Charging cable management system (for example, retractable or suspended cable) to keep cable off the road and avoid hindering snow removal operations Yes No Long enough cable to supply any EV model parked in reserved spots Yes No Illustration provided Length System for locking connector when station is unused Yes No Corrosion protection Yes No Yes No Housing as described in the Technical Requirements (Annex 2) must be integrated in the Charging station Yes No SECTION 2 Lead times 2.1 How long for delivery throughout Québec once PO number has been received? 50 curbside station 5 standard stations SECTION 3 Local technical service 3.0 Supplier has local agents who can provide technical service to all of Québec Names of service agents Business address 3.1 Commissioning method and time frame from completed installation 63

64 3.2 Explanation of organization of after-sales service (corrective maintenance, repairs, etc.) 3.3 Please give details about the on-site technical service offered 3.4 What are the regular business hours for on-site technical service? SECTION 4 Training The Electric Circuit's customer services wish to have a one-day training session on charging-station operation and maintenance and on the use of the Network Management System. 4.1 Do you offer such training? Yes No 4.2 Do you offer such training in French? Yes No 4.3 Do you offer a training manual in French? Yes No SECTION 5 Additional goods and services (options) This section provides details of some features and options. Hydro-Québec shall in no way be obligated to accept any of them. The Bidder shall indicate the cost of the options in the price schedule. 5.1 Less than 2 seconds' delay between server sending message and station receiving (and vice versa) Yes No 5.2 Less than 30 seconds' delay between inserting/swiping/tapping card and charging, including Electric Circuit management system processing delay of 2 seconds Yes No 64

65 5.3 For curbside stations: Briefly describe the configuration of a site comprising 1 to 6 stations and their power supply, including circuit breakers and communications hardware and supply a visual simulation for a 6 charging station site. Yes No 5.4. For curbside stations, in the short term, sites shall consist of 2 stations. In the longer term, the plan is to install 6 per site. Describe how you would install of the first 2 stations so as order to minimize the total cost of setting up 6 stations. 5.5 Describe different types of protection built into station (power outage, station fault, etc.). 5.6 Can the station and/or group of stations interface easily with an input power management system (built-in or external)? If so, describe how it works. 5.7 For curbside stations, not connected to a building, what metering solution do you recommend, knowing that it must be approved by Measurement Canada and that the addition of the meter must not negatively impact the appearance of the Charging station? Please submit a drawing. 5.8 Does the station have a reservation feature? If so, describe how it works. 5.9 What are the possible rate variations that can be handled by the proposed station (flat, hourly, time of day)? 5.10 Curbside station: Will the charging station accept an ethernet Port? If so, could this replace the cellular link? 5.11 What are the possibilities for customizing the curbside stations? 5.12 What specific elements of the Charging stations facilitate unversal accessibility? 5.13 Is it possible to incorporate a connection box in the curbside charging station as specified in Hydro-Quebec s Blue book (see Norme E th edition at: at Drawing 3.10 «Boîtier de raccordement pour abonnement au tarif à forfait». Yes No SECTION 6 Warranty 6.1 Provide details of basic warranty for first year (nature, coverage, mechanisms) 65

66 6.2 Please answer the following questions about warranty Does warranty cover all charging-station components? Yes No If not, which ones does it cover? Is periodic inspection or servicing mandatory to keep the warranty in effect? Yes No If so, please explain 6.3 Do you offer an extended 2-, or 6 year warranty under the same terms and conditions as the basic warranty? Yes No If not, explain differences What is service life of proposed station? 66

67 SECTION 7 Provide corporate profile and indicate your company's experience. Hydro-Québec reserves the right to contact companies you list here Company that purchased charging stations from you: Name and title of contact: Address: Telephone: Number of charging stations purchased of type in this proposal (including management and electronic payment): Type of station installed (standard and/or curbside) Date commissioned: Company that purchased charging stations from you: Name and title of contact: Address: Telephone: Number of charging stations purchased of type in this proposal (including management and electronic payment): Type of station installed (standard and/or curbside) Date commissioned: Company: Name and title of contact: Address: Telephone: 67

68 Number of charging stations purchased of type in this proposal: Type of station installed (standard and/or curbside) Date commissioned: SECTION 8 Québec Content See summary statement of Québec content in Information and Instructions for Potential Bidders 68

69 Revision A.04 This document contains confidential and proprietary information. Reproduction and/or disclosure through any means is prohibited unless expressed, written consent of authorized representative is obtained. 69

70 Contents Table of figures Changes since revision A Changes since revision A Changes since revision A Central Office Operations System Services provided by the Central Office Operations System Authentication services Session management services Status monitoring services Business services Main components of the Central Office Operations System Interfaces between the Central Office and Charging Stations Providers Using the https protocol Central Office Operations System Web API Charging Stations Provider registration Important notes concerning security tokens Registration of a Charging Stations Provider Un-registration of a Charging Stations Provider Authentication requests to the Central Office Notification of session events to the Central Office Notification of charging session completion event Station status updates Charging Stations Provider Web API Request to initiate a charging session by the Central Office Operations System Request to terminate a charging session by the Central Office Operations System

71 Table of figures Figure 1 - Central Office Operations System overview Figure 2 - The Central Office Operations System Web API Figure 3 The Charging Stations Provider Web API

72 Changes since revision A.03 Added a session ID parameter to the Charging Session Completion Notification message to uniquely identify each charging session. There is no other change in this revision. Changes since revision A.02 Added an extra parameter to the Charging Session Completion Notification message to ease the integration of the AV charging system while still meeting the operational expectations of the Central Office Operations System. There is no other change in this revision. Changes since revision A.01 The following are changes made since revision A.01 of this document: Parameter cardtype has been removed from the /CentralOffice/Access method. Parameter cardtype has been removed from the /CentralOffice/ChargingSessionCompleted method. Parameter cardtype has been removed from the /Provider/Session method. Reason: The Central Office Operations System will now automatically determine the actual card format received from a Charging Stations Provider by looking at the data bytes content. Only the HID H10302 and CORP-1000 card formats will be supported. Parameter stationid has been added to the /CentralOffice/Access method. Reason: Add the ability for the Central Office Operations System to track on which station an authentication takes place. Parameter time has been removed from the /CentralOffice/StationStatus method. Reason: Replaced with the time at which the method is called. Added discussion of security token updates that may be received after calling all Web API methods. Please consult the Charging Stations Provider registration section for more details. Removed the sections describing redirection return values (3xx http status codes) since these values will not be returned. Once a Charging Stations Provider has registered successfully, there will be no redirection to other pages. 72

73 Central Office Operations System The Central Office Operations System is the system providing interoperability between charging stations provided by AeroVironment and AddÉnergie in Hydro-Québec s Circuit Électrique charging stations network. Since these systems use custom protocols, the Central Office Operations System is the component that provides the common ground for operation of these systems. Services provided by the Central Office Operations System The following services will be provided by the Central Office Operations System: Authentication services The Authentication services will grant users access to a charging station, or deny it based on business logic (card active, credit available, etc.) Session management services The Session management services will allow the system to track the charging sessions associated to an access card, and initiate and terminate charging sessions remotely (during technical support calls). Status monitoring services The Status monitoring services will allow the system to determine the current status of a charging station for service availability and monitoring purposes. Business services The Business services will allow revenue management; payment processing, revenue remittal, etc. The main client of the business services are the Users web site where users can create accounts, order cards, and add credit to their access card and the Administration web site which handles revenue management (revenue sharing with charging site owners, etc.). 73

74 Main components of the Central Office Operations System The following diagram depicts the main components of the Central Office Operations System: AddEnergie Stations Management System Circuit Électrique Central Office Operations System AeroVironment Stations Management System Operator Web site Operator access CAA Technical Support & Deployment Personnel Operator access Operator Web site New Circuit Électrique User web site New Circuit Électrique Administration web site Back-end Server Web API Central Office Operations Services Web API Back-end Server System Database Charging Station Charging Station Charging Station Charging Station Charging Station Charging Station Figure 1 - Central Office Operations System overview 74

75 Interfaces between the Central Office and Charging Stations Providers This section describes the high-level interfaces defined between the Central Office Operations System and the Charging Stations Providers. Two separate interfaces exist: The Central Office Operations System Web API. This is the interface used by Charging Stations Providers to request authentications, notify about session events, and provide station status updates. Circuit Électrique Central Office Operations System Charging Stations Provider Management System Central Office Operations Services Back-end Server Figure 2 - The Central Office Operations System Web API The Charging Stations Provider Web API. This is the interface used by the Central Office Operations System to request that charging sessions be initiated or terminated on a specific charging station. 75

76 Circuit Électrique Central Office Operations System Charging Stations Provider Management System Central Office Operations Services Back-end Server Figure 3 The Charging Stations Provider Web API The complete interface is implemented as a RESTful Web Application Programming Interface. It is available at a specific https endpoint consisting of: An IP address obtained through DNS from a fully qualified domain name (FQDN) An https URI at that endpoint. The https URI specifies the operation to be performed (along with any required parameters) When invoked, an https verb must be specified; either GET, POST, PUT or DELETE. Using the https protocol Applications must use the https protocol to access the Web APIs in order for the API calls and the information they contain to be securely encrypted when sent out over the Internet. 76

77 Central Office Operations System Web API The Central Office Operations System Web API is used by Charging Stations Providers to perform the following operations: Registering and unregistering (i.e. making themselves known to the Central Office) Authenticating an access card Notifying the Central Office that a charging session has completed Providing periodic status updates for all charging stations controlled by the Charging Stations Provider The general sequence of operation for a Charging Stations Provider is to: 1. First perform registration with the Central Office Operations System. As part of registration, the Central Office Operations System will provide security tokens to the provider in order for the provider to be able to use the Web API exposed by the Central Office. 2. Make calls to methods of the Central Office Operations System Web API using the security tokens obtained during registration. 77

78 Charging Stations Provider registration Registration is the process by which a Charging Stations Provider makes its presence known to the Central Office Operations System and by which it obtains the necessary security tokens to access its Web API. The registration is normally done once, at startup of the Charging Stations Provider s management system, or when a security error occurs during the usage of the Web API. A security error can occur, for example, when a new version of the Central Office Operations System is deployed and previously granted security tokens are reused. In this case, the provider must simply redo its registration to obtain new security tokens. Important notes concerning security tokens The default duration for security tokens is 60 minutes. If no Web API method is called for this duration of time after a security token has been obtained, new tokens must be obtained. During the regular Web API usage, updated security tokens may be transmitted by the server as part of the cookies returned in Web API methods. For example, during a call to the /CentralOffice/StationStatus Web API method, the server may return updated security tokens if the 60 minute time duration for the initial security tokens obtained is close to being reached. The new tokens returned effectively extend the duration of the initial security tokens without the need to explicitly acquire new ones through registration. 78

79 Registration of a Charging Stations Provider HTTP Verb URI POST /CentralOffice/Provider Method description This Web API method is used by a Charging Stations Provider to register itself in the Central Office. Parameters username Description Name of the user account defined for the Charging Stations Provider. Web API calls made by the provider will be done in the security context of this user account. password Password associated to this user account. providerendpoint Endpoint definition for the Web API defined by the Charging Stations Provider. This corresponds to the subset of Web API methods that are initiated by the Central Office Operations System and to which the Charging Stations Provider must respond. HTTPS return code 2xx Registration is successful. (success) 4xx/5xx The registration failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). (failure) 79

80 Notes On success, this web API method will return the security tokens for the Charging Stations Provider as cookies in the https response header. The security tokens have the following name and must be present in all other Web API calls made following registration: ASP.NET_SessionID The value of this cookie is the ASP.NET session ID as generated by the Central Office Operations System..ASPXAUTH The value of this cookie is the ASP.NET security token granted by the Central Office Operations System. Usage example POST FQDN of provider endpoint where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Central Office Operations System. The name to use for the production server is to be defined. FQDN of provider endpoint is the Domain Name System (DNS) fully-qualified domain name for the Charging Stations Provider back-end server. The name to use for the production server is to be defined by the Charging Stations Provider. Example: backend.network.com 80

81 Un-registration of a Charging Stations Provider HTTP Verb URI DELETE /CentralOffice/Provider Method description This Web API method is used by a Charging Stations Provider to unregister itself from the Central Office. On success, this web API method will mark the provider that is unregistering as unavailable for request initiated from the Central Office Operations System. HTTP request header Security tokens obtained from the registration call must be present in the https request header. See the method POST /CentralOffice/Provider for more information. ASP.NET_SessionID The value of this cookie is the ASP.NET session ID as generated by the Central Office Operations System during registration..aspxauth The value of this cookie is the ASP.NET security token granted by the Central Office Operations System during registration. HTTPS return code 2xx Unregistration is successful. (success) 81

82 4xx/5xx (failure) The unregistration failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). Usage example DELETE where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Central Office Operations System. The name to use for the production server is to be defined. 82

83 Authentication requests to the Central Office HTTP Verb URI GET /CentralOffice/Access Method description This Web API method is used by a Charging Stations Provider to authenticate an access card. Parameters Description stationid Station identifier on which access takes place. This is the name of the station as identified in the system. Card ID encoded as a hexadecimal value (prefixed with 0x). The 8- byte stream comes from the HID reader and is sent in the following format: 0x cardid where corresponds to the last 8 bytes received from the reader. For example, for the AddEnergie sample card , the cardid value would be: 0x a 83

84 HTTP request header Security tokens obtained from the registration call must be present in the https request header. See the method POST /CentralOffice/Provider for more information. ASP.NET_SessionID The value of this cookie is the ASP.NET session ID as generated by the Central Office Operations System during registration..aspxauth The value of this cookie is the ASP.NET security token granted by the Central Office Operations System during registration. HTTPS return code 2xx Authentication is successful. Access is authorized. (success) 401 (unauthorized) Access is denied. The card specified does not have proper authorization. This may correspond to an unknown card, an invalid card, or a card that has been deactivated. 402 (payment required) Access is denied. The balance of the card is negative or not high enough to cover the associated cost. 4xx/5xx The authentication failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). 84

85 (failure) Usage example GET where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Central Office Operations System. The name to use for the production server is to be defined. 85

86 Notification of session events to the Central Office The Central Office Operations System Web API provides a method that must be called by Charging Station Providers when a charging session is completed. 86

87 Notification of charging session completion event HTTP Verb URI POST /CentralOffice/ChargingSessionCompleted Method description This Web API method is used by a Charging Stations Provider to inform the Central Office Operations System that a charging phase/session has completed in a station. Parameters Description stationid Station identifier. This is the name of the station as identified in the system. Session identifier. An identifier that uniquely identify the charging session. This ID is unique over the complete lifetime of the system. sessionid The value of the session ID is expected to be a unique string of up to 64 characters. Card ID encoded as a hexadecimal value (prefixed with 0x). The 8-byte stream comes from the HID reader and is sent in the following format: 0x cardid where corresponds to the last 8 bytes received from the reader. 87

88 For example, for the AddEnergie sample card , the cardid value would be: 0x a starttime endtime Start time for the charging session. This is the time the charging session started in the station s local time. It is encoded as a date & time (yyyymmdd-hh:mm:ss format) in the 24h format. End time for the charging session. This is the time of the charging session ended in the station s local time. It is encoded as a date & time (yyyymmdd-hh:mm:ss format) in the 24h format. duration Duration of charging phase/session in seconds. energy Amount of energy (in Wh) transferred to the vehicle during the charging phase/session. Indicates if the EV is connected to the charging station: 0 (EV is disconnected from the charging station) 1 (EV is connected to the charging station) evconnected Note: When the evconnected parameter is 1, the charging session notification message is sent by the charging station when a charging phase has completed; this happens when the charging station transitions from the charging state (pilot=c) to the not-charging but connected state (pilot=b). This corresponds to a charging phase during the complete charging session (i.e. the session starting with the EV connection and ending with the EV disconnection). In this mode, the duration parameter indicates the duration of the charging phase, and the energy parameter indicates the amount of energy transferred during this phase. When the evconnected parameter is 0, the charging session notification 88

89 message corresponds to the overall charging session. The duration parameter indicates the overall connection time, and the energy parameter indicates the overall energy transferred during the session. HTTP request header Security tokens obtained from the registration call must be present in the https request header. See the method POST /CentralOffice/Provider for more information. ASP.NET_SessionID The value of this cookie is the ASP.NET session ID as generated by the Central Office Operations System during registration..aspxauth The value of this cookie is the ASP.NET security token granted by the Central Office Operations System during registration. HTTPS return code 2xx Notification delivery is successful. (success) 4xx/5xx (failure) The notification delivery failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). Usage example POST ChargingSessionCompleted?stationId=identification&cardId=0xaaaaaaaaaaaaaaaa&startTime=

90 22:00:17&endTime= :30:00&duration=780&energy=3200&evConnected=0 where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Central Office Operations System. The name to use for the production server is to be defined. Station status updates HTTP Verb URI PUT /CentralOffice/StationStatus Method description This Web API method is used by a Charging Stations Provider to provide periodic updates for the status of its stations to the Central Office Operations System. Parameters Description stationid Station identifier. This is the name of the station as identified in the system. Value of the J1772 pilot signal: A (EV not connected) B (EV connected, not ready to accept energy) C (EV connected, ready to accept energy, ventilation not required) D (EV connected, ready to accept energy, ventilation 90

91 pilot required) E (no power) F (EVSE error) Flag indicating if the station: inservice is in service (1) is out of service (0) HTTP request header Security tokens obtained from the registration call must be present in the https request header. See the method POST /CentralOffice/Provider for more information. ASP.NET_SessionID The value of this cookie is the ASP.NET session ID as generated by the Central Office Operations System during registration..aspxauth The value of this cookie is the ASP.NET security token granted by the Central Office Operations System during registration. HTTPS return code 2xx Update is successful. (success) 4xx/5xx (failure) The update failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). 91

92 Usage example PUT where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Central Office Operations System. The name to use for the production server is to be defined. Recommended update rate The recommended minimum and maximum periods for sending status updates to the Central Office Operations System are: Minimum period Maximum period one update per station every minute one update per station every five (5) minutes 92

93 Charging Stations Provider Web API The Charging Stations Provider Web API is used by the Central Office Operations System to request the following operations: Request that a charging session be initiated in a specified station Request that a charging session be terminated in a specified station 93

94 Request to initiate a charging session by the Central Office Operations System HTTP Verb URI POST /Provider/Session Method description This Web API method is used by the Central Office Operations System to request that a charging session be initiated on the indicated station. Parameters Description stationid Station identifier. This is the name of the station as identified in the system. Card ID encoded as a hexadecimal value (prefixed with 0x). The 8-byte stream comes from the HID reader and is sent in the following format: 0x cardid where corresponds to the last 8 bytes received from the reader. For example, for the AddEnergie sample card , the cardid value would be: 0x a 94

95 username Name of the user account used by the Central Office in the Charging Stations Provider server. password Password of that account. HTTPS return code 2xx Session initiation is successful. (success) 4xx/5xx (failure) The session initiation failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). Usage example POST ElectriqueCO&password=ToBeDefined where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Charging Stations Provider back-end server. The name to use for the production server is to be defined by the Charging Stations Provider. 95

96 96

97 Request to terminate a charging session by the Central Office Operations System HTTP Verb URI DELETE /Provider/Session Method description This Web API method is used by the Central Office Operations System to request that a charging session be terminated immediately on the indicated station. Parameters Description stationid Station identifier. This is the name of the station as identified in the system. username Name of the user account used by the Central Office in the Charging Stations Provider server. password Password of that account. HTTPS return code 2xx Session termination is successful. (success) 4xx/5xx The session termination failed. The likely reasons are a malformed request or invalid credentials. Another reason is that the server hosting the Web API might be offline (maintenance, etc.). 97

98 (failure) Usage example DELETE ord=tobedefined where FQDN is the Domain Name System (DNS) fully-qualified domain name for the Charging Stations Provider back-end server. The name to use for the production server is to be defined by the Charging Stations Provider. 98

99 A RFP No. Appendix 6 Financial Information Form Bidder's name Electric Circuit: 240-V charging stations, standard and curbside Charging station 1. What is the cost of a basic charging station? NB The cost of the station shall include the charges described in Section 9.2 of the Special Conditions. 2. What is the cost of a curbside charging station? NB The cost of the station shall include the charges described in Section 9.2 of the Special Conditions. If one of the stations or a double station on a site has additional equipment to ensure the distribution of power or communication with the network management system (master station), differentiate the costs of master and slave stations. single, wallmounted double, wallmounted single, pedestal double, pedestal $ $ $ $ doubl single e $ $ master $ $ slave 3. What are the operating expenses (excluding communications) of each station? $ /1 year $ /2 years $ /3 years $ /4 years $ /5 years $ /6 years 4. What are the costs of the cellular communications link? $ /1 year $ /2 years $ /3 years $ /4 years 99

100 $ /5 years $ /6 years 5. What is the cost of an extended warranty? $ /2 years $ /3 years $ /4 years $ /5 years $ /6 years 6. Details of out-of-warranty costs Hourly rate for technician Per-kilometre charges Living expenses Provide list of spare parts and respective costs 7. Options Power limitation (hardware-software for station or group of stations) Power management (hardware-software for station or group of stations) Reservation system Rates $ $ $ $ 8. Other options 100

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