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Informatics method of supply
Task-based services supply arrangement page

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A. Resulting supply arrangement

In this section

A.1. Supply arrangement

The Task Based Informatics Professional Services (TBIPS) Supply Arrangement (SA) is the mandatory method of supply for the provision of task-based informatics professional Services at or above the Canada Korea Free Trade Agreement (CKFTA) threshold.

It covers 7 core areas of expertise that are commonly and nationally used:

  1. Application services
  2. Geomatics services
  3. Information management/Information technology services
  4. Business services
  5. Project management services
  6. Cyber protection services
  7. Telecommunications services

Task-based services are finite work assignments related to a particular activity or initiative required to address a specific Information technology (IT) need that requires one or more consultants to complete the work. Instead of offering a broad solution to a problem, task-based services are more focused and aimed at completing a particular task.

A task-based service involves a specific start date, a specific end date and set of deliverables and is often used for one-time or short-term projects where the client needs specific tasks completed. These services are usually not associated with large broad projects, although they may be subsets of a larger project. Task-based services may require highly specialized work to be performed requiring a rare or unique skill or knowledge, used to fill a specific role or to address a capability gap, for a short period of time.

The supplier will:

  • be responsible for the resource it puts forward to complete the work
  • ensure that the resource performs the work inline with the Statement of Work
  • provide supervision to ensure that the quality of work meets the requirements of the contract

The SA encompasses only those Services described under the TBIPS streams and category page available at the Task—based informatics professional services: Streams and categories. Those services are further identified in the case of each specific SA holder in Annex A at issuance of the SA.

In addition to the Clauses and Conditions enumerated in Section 3 below, contracts resulting from this SA can, at the discretion of Identified User (client), incorporate but are not limited to: Task Authorizations, various security requirements, options to extend the contract (within the scope of the applicable Tier), Limitations of Expenditure and Liability, etc.

A.2. Security requirement for resulting contracts

There is no security requirement applicable to the resulting SA. Contracts issued under an SA are subject to the requirements in the Security Requirement Check Lists (SRCL's) identified in each individual Request for Proposal (RFP) issued by clients. Common SRCL’s are accessible through the Centralized professional services system (CPSS) common security requirement check lists but other SRCLS may be used. Each RFP will identify the SRCL that will apply to any resulting contract.

A.3. Standard clauses and conditions

All clauses and conditions identified in the SA and resulting contract(s) by number, date and title are set out in the Standard Acquisition Clauses and Conditions Manual issued by Public Works and Government Services Canada available at Archived—Standard Acquisition Clauses and Conditions Manual (CanadaBuys).

2020 (2022-12-01) General Conditions— Supply Arrangement—Goods or Services Archived—Standard Acquisition Clauses and Conditions Manual (CanadaBuys) apply to and form part of the SA.

Subsection 09 of 2020 (2014-09-25) Suspension or cancellation of qualification by Canada, General Conditions - Supply Arrangement - Goods or Services, incorporated by reference above is deleted in its entirety and replaced with the following clause.

  • Canada’s suspension or cancellation of qualification

    1. Grounds for suspension or cancellation
      Canada may, upon written notice to the offeror, suspend or cancel the SA in any of the following circumstances:
      1. The offeror no longer meets any of the required qualifications of the SA
      2. The offeror is in default any of its obligations under any resulting contract and Canada has exercised its contractual right to terminate the contract for default
      3. The offeror becomes bankrupt or insolvent, takes the benefit of any statute relating to bankrupt or insolvent debtors, a receiver is appointed under one of the offeror’s debt instruments, a receiving order is made against the offeror, or an order is made or a resolution passed for the offeror’s winding-up
      4. Canada has imposed measures on the offeror under the Vendor Performance Corrective Measure Policy or any similar policy
    2. Canada’s rights
      Canada’s suspension or cancellation of the SA will not affect its right to pursue any other remedies available to it, nor will it, on its own, affect any contract entered into before the issuance of the notice
    3. Effect of suspension or cancellation
      The SA authority will, in such case, remove the offeror from the list of pre-qualified offerors and the offeror will then not be:
      1. eligible to offer on solicitations of offers issued under the SA, or
      2. allowed to submit another arrangement for a period that Canada determines

  • 2020 (2022-12-01) General Conditions - Supply Arrangement - Goods or Services, add the following:

    2020 19 Anti-forced labour requirements

    1. Offeror’s conviction in Canada of specified offences
      Canada may suspend or cancel the SA in accordance with the clause entitled “Canada’s Suspension or Cancellation of Qualification” if the offeror has, in the past 3 years, been convicted of any of the following offences under the Criminal Code or the Immigration and Refugee Protection Act:
      1. Criminal code
        1. section 279.01 (Trafficking in persons)
        2. section 279.011 (Trafficking of a person under the age of 18 years)
        3. subsection 279.02(1) (Material benefit - trafficking)
        4. subsection 279.02(2) (Material benefit - trafficking of person under 18 years)
        5. subsection 279.03(1) (Withholding or destroying documents - trafficking)
        6. subsection 279.03(2) (Withholding or destroying documents - trafficking of person under 18 years)
      2. Immigration and Refugee Protection Act
        1. section 118 (Trafficking in persons)
    2. Offeror’s conviction abroad of similar offences
      If the offeror has, in the past 3 years, been convicted of an offence in a jurisdiction other than Canada that, in Canada’s opinion, is similar to any of the offences identified in the immediately preceding clause entitled "Offeror’s Conviction in Canada of Specified Offences," Canada may suspend or cancel the SA.
    3. Determination of similarity of offences
      For the purposes of determining whether a foreign offence is similar to a listed offence, Canada will take into account the following factors:
      1. in the case of a conviction, whether the court acted within its jurisdiction
      2. whether the offeror was afforded the right to appear during the court’s proceedings or to submit to the court’s jurisdiction
      3. whether the court’s decision was obtained by fraud, or
      4. whether the offeror was entitled to present to the court every defence that the offeror would have been entitled to present if the proceeding had been tried in Canada
    4. Representations from the offeror
      If Canada intends to suspend or cancel the SA under this section, Canada will so inform the offeror and give the offeror an opportunity to make written representations before making a final decision. Unless Canada establishes a different deadline, the offeror must submit such written representations within 30 calendar days from receiving Canada’s notice of concern.

A.3.1 Changes to the supply arrangement (evergreen clause)

From time to time, Public Works and Government Services Canada (PWGSC) may also amend any part of the SA as a result of a policy notification, legislation, or procedural change. Any such change will not affect existing contracts in place prior to the date of change. Notification of such change will be sent to suppliers via a generic email. Should a supplier not be in agreement with such modifications, and no longer wishes to be considered for requirements issued under the SA framework as a result of the changes, the supplier will notify the SA authority and this supplier will no longer be on the list of qualified suppliers.

A.3.2 Resulting contract clauses

The conditions of any contract awarded under this SA will be in accordance with section C—Resulting contract clauses.

A.3.3 Supply arrangement reporting

The supplier must compile and maintain records on its provision of goods, services or both to the federal government under contracts resulting from the SA.

The supplier must provide this data in accordance with the reporting requirements detailed at the CPSS Quarterly usage report instructions. If no goods or services are provided during a given period, the supplier must still provide a "NIL" report. Canada reserves the right to change the “NIL” reporting procedure at any time.

The quarterly reporting periods are defined as follows:

Table 1: Quarterly usage report calendar
Quarter Period Covered Due on or Before
Q1 April 1 to June 30 July 15
Q2 July 1 to September 30 October 15
Q3 October 1 to December 31 January 15
Q4 January 1 to March 31 April 15

Failure to provide fully completed quarterly reports in accordance with the above instructions may result in the suspension or cancellation of the SA and the application of a vendor performance corrective measure.

A.4. Term of supply arrangement

The period of the SA is valid from date of issuance until July 4, 2028. or, until such time as Canada chooses to re-compete the SA, no longer deems the SAs necessary, or proceeds with a different procurement vehicle.

The contractor grants to Canada the irrevocable option to extend the term of the SA by up to a 5 additional year periods under the same conditions.

The option may only be exercised by the contracting authority , and will be evidenced for administrative purposes only, through a SA amendment.

Canada may, by notice in writing to all SA suppliers and by posting on CanadaBuys cancel this SA or its Categories or Stream(s) by giving all SA suppliers at least 30 calendar days’ notice of the cancellation.

A.4.1 Request for supply arrangement bid solicitations

As part of its continuous effort to make it easier for suppliers to do business with Canada, Canada is making SAs valid from the date of issuance until July 4, 2028 or until such time as Canada:

  1. exercise the option to extend the term of the SA, or
  2. chooses to re-compete the SA, or
  3. no longer deems the SAs necessary, or
  4. chooses to proceed with a different procurement vehicle for the requirement if it considers such action appropriate

A permanent notice will be posted on the Government Electronic Tendering Service (GETS) for the duration of the SA describing this procurement vehicle which will invite additional suppliers to submit bids to become pre-qualified suppliers and to be issued SAs for the provision of Services.

New suppliers: Throughout the SA Period, new bidders may submit bids to become pre-qualified suppliers.

Existing pre-qualified suppliers: This will also permit pre-qualified suppliers to submit bids to modify their existing SA. No existing supplier will be removed from the qualified supplier list because of the addition of new suppliers.

Number of supply arrangements: The supplier acknowledges that Canada may issue an unlimited number of SAs and may continue to issue SAs to suppliers throughout the SA period.

Evolving requirement: During a refresh process, Canada may add new and (or) remove and (or) modify existing streams and categories

Canada reserves the right to issue SAs to bidders who qualify throughout the entire period of the SA.

A.4.2 Ongoing opportunity to qualify

Ongoing opportunities enable the supplier to qualify for additional Categories to be added to its SA. Participation in the refresh solicitations is entirely optional and not required to maintain any TBIPS SA.

This schedule may require a revision due to operational requirements, in which case suppliers will be advised via the CPSS supplier dashboard.

Table 2: Quarterly refreshes
FY Quarter Opening Date (first business day of the month): Closing Date (last business day of the month): Estimated Award Date (Subject to Change)
Q1 April June End of September
Q2 July September End of December
Q3 October December End of March
Q4 January March End of June

Please note that the CPSS will not allow a bidder to submit another bid to a subsequent period until the results of their previously submitted bid is published.

Each quarter is assigned a period number which is reflected on the Solicitation Dashboard of the CPSS ePortal which will increase as quarters pass. Each period (that is Quarter) will automatically close in the Data Collection Component of the CPSS ePortal as per the date and time indicated on the Solicitation Dashboard of the CPSS ePortal. Data cannot be submitted against a “closed” period. Only those bidders who have submitted data by the closing date and time of a period will be evaluated.

Please note that the Data Collection Component (DCC) will not allow a bidder to submit another bid to a subsequent period until the results of their previously submitted bid is published.

Quarterly refreshes allow new bidders to become qualified. New bidders may submit a bid for a SA at any time by responding to a quarterly refresh.

Existing pre-qualified suppliers who have been issued a SA, will not be required to submit a new bid under quarterly refreshes. An existing supplier may propose to modify its SA by submitting a bid against a quarterly refresh.

Canada will evaluate in each quarter those submissions received for that quarter as identified in the above table. This schedule may require a revision due to operational requirements and in which case bidders will be advised. Participation in a refresh evaluation is entirely optional and not required to maintain any SA.

A.5. Authorities

A.5.1 Supply arrangement authority

The SA authority is:

Supply team leader of the TBIPS method of supply
Public Works and Government Services Canada
Acquisitions Branch, Complex Professional Services Methods Division (CPSMD)
10 Wellington Street, Terrasses de la Chaudière building, 5th floor
Gatineau, Québec K1A 0S5
E-mail address:
rcnmdai.ncrimos@tpsgc-pwgsc.gc.ca

The SA authority (or its authorized representative) is responsible for the issuance of the SA, its administration and its revision, if applicable. Upon the issuance of an arrangement solicitation under the SA by a client (Federal Department User), that client's contracting authority is responsible for any contractual issues relating to the contract solicited. Any changes to the SA must be authorized in writing by the SA authority.

The SA authority is the main delegated authority on behalf of Canada and the Minister for the administration and management of this SA. The SA authority will act as the overall maintainer of the TBIPS SA pre-qualified supplier's list and will be responsible for ensuring the administration of all SAs.

A.5.2 Supplier's representatives

This individual is the central point of contact for the supplier on all matters pertaining to this SA. The supplier confirms that this individual has the authority to bind the supplier. It is the supplier's sole responsibility to ensure that the information related to the supplier representative is correct. If a replacement or a new supplier representative is required, the supplier will:

  1. inform CPSS by e-mail at tpsgc.sspc-cpss.pwgsc@tpsgc-pwgsc.gc.ca, and
  2. inform the SA authority by e-mail at rcnmdai.ncrimos@tpsgc-pwgsc.gc.ca:
  3. provide the following information:
    • Name
    • Telephone number
    • E-mail

The supplier may designate another individual to represent the supplier for administrative and technical purposes under any contract resulting from this SA.

A.5.3 Supplier's information

Suppliers are responsible for the maintenance of their tombstone data in CPSS. Suppliers must also safeguard the credentials released to the main supplier contact (MSC) and supplier's contacts that enable access to the Supplier Module of CPSS.

Canada will not delay or cancel any solicitation or contract process due to a supplier's inability to access, modify or validate such credentials, or because of any claim that such credentials were used without proper authorization.

A.6. Federal department users/Clients/Identified users

Subject to signing a Master Level User Agreement (MLUA), the Identified Users (also called clients, or federal government departments) include any government department, agency or Crown Corporation listed in Schedules I, I.1, II, III, IV, and V of the Financial Administration Act, R.S., 1985, c. F-11 and any other party for which the Department of Public Works and Government Services has been authorized to act from time to time under section 16 of the Department of Public Works and Government Services Act.

Canada may, at any time, withdraw authority from any of the Identified Users to use the SA.

A.7. Priority of documents

If there is a discrepancy between the wording of any documents that appear on the list, the wording of the document that first appears on the list has priority over the wording of any document that subsequently appears on the list.

  1. The articles of the SA
  2. The general conditions 2020 (2022-12-01), General Conditions - SA - Goods or Services
  3. Annex A to Component II: Qualified Categories
  4. Requirements for Services of the SA
  5. The supplier's arrangement received against the TBIPS Request for Supply Arrangement (RFSA)

A.8. Certifications

Compliance with the certifications provided by the supplier in the arrangement is a condition of the SA and subject to verification by Canada during the term of the SA and of any resulting contract that would continue beyond the period of the SA. If the supplier does not comply with any certification or it is determined that any certification made by the supplier in the arrangement is untrue, whether made knowingly or unknowingly, Canada retains the right to terminate any resulting contract for default and suspend or cancel the SA.

A.9. Applicable laws

The SA must be interpreted and governed, and the relations between the parties determined, by the laws in force in Ontario. However, suppliers may, at their discretion, substitute the applicable laws of a Canadian province or territory of their choice without affecting the validity of the bid, by selecting an alternate Canadian province or territory in their electronic submission via CPSS under the "Company Information" section. The substitution will take effect at the beginning of every new refresh period. If no change is made, this acknowledges that the applicable laws specified are acceptable to the Bidder.

A.10. Suspension or cancellation of qualification by Canada

In addition to the circumstances identified in the General Conditions 2020 article 09, Canada may, by sending written notice to the supplier, suspend or cancel the SA where the supplier has made public any information that conflicts with the terms, conditions, pricing or availability of systems identified in this SA, or where the supplier is in default in carrying out any of its obligations under this SA, including any violations of the Code of Conduct for Procurement.

If an identified user (also known as a client department) notifies the SA authority that they have terminated a contract for default with a pre-qualified supplier, under General Conditions – SA – Goods or Services 2020 09 1(b), the SA authority may do the following:

  1. First default: provide a written warning to the pre-qualified supplier, outlining the repercussions should this happen again
  2. Second default: suspend the SA of the pre-qualified supplier for a period of 3 months upon written notification to the pre-qualified supplier. The written notification will indicate the date on which the suspension will be complete
  3. Third default: suspend the SA of the pre-qualified supplier for a period of 6 months upon written notification to the pre-qualified supplier. The written notification will indicate the date on which the suspension will be complete, and in the case of multiple suspensions, confirm the number of suspensions the pre-qualified supplier has already received

Once each suspension is over, the pre-qualified supplier will be advised in writing that their SA will be re-activated.

If Canada gets notified of a fourth default, Canada will terminate the SA with the pre-qualified supplier who now becomes a former pre-qualified supplier. The former pre-qualified supplier must then wait 1 year before they may apply to pre-qualify under the SA. For the purpose of re-qualification, they are considered to be a ‘new bidder’. As a ‘new bidder’, the former pre-qualified supplier must substantiate that they meet all the mandatory criteria outlined in the RFSA documentation.

A.11. Indigenous business certification

Where an Indigenous Business Certification has been provided, the supplier warrants that its certification of compliance is accurate and complete and in accordance with the "Requirements for the Set-aside Program for Indigenous Business" detailed in Annex 9.4 of the Supply Manual.

  1. If such a certification has been provided, the supplier must keep proper records and documentation relating to the accuracy of the certification provided to Canada. The supplier must obtain the written consent of the contracting authority before disposing of any such records or documentation before the expiration of 6 years after final payment under the contract, or until settlement of all outstanding claims and disputes, under the contract, whichever is later. All such records and documentation must at all times during the retention period be open to audit by the representatives of Canada, who may make copies and take extracts. The supplier must provide all reasonably required facilities for any audits
  2. Nothing in this clause must be interpreted as limiting the rights and remedies which Canada may otherwise have pursuant to the Contract

A.12. Comprehensive Land Claims Agreement

The SA is for the delivery of the requirement detailed in the SA to the Identified Users across Canada, excluding locations within Yukon, Northwest Territories, Nunavut, Quebec, and Labrador that are subject to Comprehensive Land Claims Agreements (CLCAs).

Any requirement for deliveries to locations within CLCAs areas within Yukon, Northwest Territories, Nunavut, Quebec, or Labrador will have to be treated as a separate procurement, outside of this SA.

A.13. Environmental considerations

As part of Canada's policy directing federal departments and agencies to take the necessary steps to acquire products and services that have a lower impact on the environment than those traditionally acquired, suppliers should:

  1. Paper consumption
    • Provide and transmit draft reports, final reports, other documents and bids in electronic format. Should printed material be required, double sided printing in black and white format is the default unless otherwise specified by the Identified User
    • Printed material is requested on minimum recycled content of 30% and/or certified as originating from a sustainably managed forest
    • Recycle unneeded printed documents (in accordance with Security Requirements)
  2. Travel requirements
    • The supplier is encouraged to use video and/or teleconferencing where possible to cut down unnecessary travel
    • Use of Properties with Environmental Ratings: contractors to the Government of Canada may access the PWGSC Accommodation directory, which includes Eco-Rated properties. When searching for accommodation, contractors can go to that link and search for properties with Environmental Ratings, identified by Green Keys or Green Leafs that will honour the pricing for contractors
    • Use of public/green transit where feasible

A.14. Insurance requirement

  • The supplier must comply with any insurance requirements specified in bid solicitations under the TBIPS SA and subsequent resulting contracts
  • The supplier must maintain the minimum 2 million dollar required insurance coverage for the duration of the SA for Tier 2 SAs. Compliance with the insurance requirements does not release the supplier from or reduce its liability under the SA
  • The supplier is responsible for deciding if additional insurance coverage is necessary to fulfill its obligation under the SA and to ensure compliance with any applicable law. Any additional insurance coverage is at the supplier's expense, and for its own benefit and protection

A.15. Travel and Living – Resulting contracts

The Travel and Living expenses are calculated differently between the Regions and Metropolitan areas and this may affect the total cost of a professional services contract as a result of a bid solicitation under the SA. Accordingly, if any contract resulting from a solicitation under this SA permits payment to a contractor in its Basis of Payment for Travel and Living expenses, such expense will only be reimbursed in accordance with the information provided on the CPSS SA Travel and Living Information.

A.16. Regions and metropolitan areas

Definitions of the Remote/ Virtual Zone, Regions and Metropolitan Areas are incorporated by reference into this SA, with the exception that for the purposes of this SA, the Remote / Virtual Access is to be considered as another Region.

The following Regions and Metropolitan areas may receive professional services under this SA where a supplier is qualified to do so:

Regions: Metropolitan Areas:

  • Atlantic: Halifax, Moncton
  • Québec: Montreal, Québec City
  • Ontario: Toronto
  • Western: Calgary, Edmonton, Saskatoon, Winnipeg
  • Pacific: Vancouver, Victoria
  • National Capital: National Capital Region
  • Remote / Virtual Zone

A.17. Proactive disclosure of contracts with former public servants (if applicable)

By providing information on its status, with respect to being a former public servant in receipt of a Public Service Superannuation Act (PSSA) pension, the contractor has agreed that this information will be reported on departmental websites as part of the published proactive disclosure reports, in accordance with Contracting Policy Notice: 2019:01 of the Treasury Board Secretariat of Canada.

A.18. Use of an e-Procurement solution

Public Services and Procurement Canada (PSPC) is now using an e-procurement solution (EPS). TBIPS has transitioned to this system and will now use it to award and amend SAs. It is mandatory that potential bidders and existing suppliers register for an ARIBA account at How to register your business. Please note that the CPSS will remain active for bidders to submit their bid, suppliers to manage their account as well as access the reporting function.

If the supplier chooses not to fully register, with a validated ‘Business Number’ the SA may be set aside by Canada.

A.19. Vendor performance management

Any resulting contract awarded under the SA may be subject to Vendor Performance Management (VPM), where the supplier will be evaluated on specific aspects of its performance against contractual obligations. The application of VPM evaluations will be confirmed in the resulting clauses of the contract, in which instance, Canada will evaluate the supplier’s vendor performance under the Contract in accordance with the annex entitled “Vendor Performance Management Scorecard” and a last evaluation at the end of the contract period.

A.20. Solicitation of offer submission eligibility

Barring any other conditions or international sanctions, Canadian suppliers, suppliers of an applicable trading partner and suppliers of a non-trading partner, as defined below, are eligible for this solicitation of offers. Pursuant to the Policy on Reciprocal Procurement, eligibility to individual solicitations of offers against the SA may be limited to Canadian suppliers and suppliers of an applicable trading partner. suppliers of an applicable trading partner will be determined at the individual requirement stage. Individual requests for proposals will indicate which suppliers are eligible to compete.

Canadian supplier means a supplier that has a place of business in Canada where it conducts activities on a permanent basis that is clearly identified by name and accessible during normal business hours; or, a joint venture where each member of the joint venture has a place of business in Canada where it conducts activities on a permanent basis that is clearly identified by name and accessible during normal business hours.

Applicable trading partner means a country or customs territory other than Canada that is listed, pursuant to the schedule to the Canadian International Trade Tribunal Procurement Inquiry Regulations, as a party to any of the trade agreements applicable to this solicitation;

Supplier of an applicable trading partner means a supplier that has a place of business in an applicable trading partner where it conducts activities on a permanent basis that is clearly identified by name and accessible during normal business hours; or, a joint venture where at least one member of the joint venture has a place of business in an applicable trading partner where it conducts activities on a permanent basis that is clearly identified by name and accessible during normal business hours, and all other members of the joint venture either have a place of business in an applicable trading partner where they conduct activities on a permanent basis that is clearly identified by name and accessible during normal business hours or are a Canadian supplier;

Supplier of a non-trading partner means any supplier that is not a Canadian supplier or a supplier of an Applicable trading partner; or, a joint venture where any member of the joint venture is not a Canadian supplier or a supplier of an applicable trading partner.

A.21. Maximum daily rate

For certain categories of services that may be identified in future RFPs issued under this SA, a maximum allowable daily rate may be established. Where such a maximum rate is specified in an RFP, bidders must not propose rates exceeding the stated maximum. Any bid that includes rates above the applicable maximum for those categories will be considered non-compliant and will not be evaluated further.

Canada reserves the right to define and update the applicable categories and corresponding maximum daily rates at its sole discretion, and such information will be clearly communicated in each applicable RFP.

B. Bid solicitation

In this section

B.1. Bid solicitation documents

As referenced in the signed departmental Master Level User Agreement (MLUA) (which is required in order to use the mandatory methods of supply), the mandatory TBIPS RFP template can be found at Professional Services contracting (CanadaBuys).

The bid solicitation issued by the Identified User will contain as a minimum the following:

  1. security requirements
  2. a complete description of the work to be performed
  3. 2003, Standard Instructions—Goods or Services—Competitive Requirements
  4. 2035 (insert date) General Conditions—Higher Complexity—Services
  5. Supplemental general conditions (if applicable)
  6. bid preparation instructions
  7. instructions for the submission of bids (address for submission of bids, bid closing date and time)
  8. evaluation procedures and basis of selection
  9. financial capability (if applicable)
  10. certifications, as applicable
  11. conditions of the resulting contract

B.2. Bid solicitation process

B.2.1 General

Bids will be solicited for specific requirements within the scope of the SA from qualified suppliers who have been issued an SA.

A bid solicitation will be posted on the CanadaBuys website or will be e-mailed directly to the supplier, depending on the selection methodology selected. Both methods of selection require that a notice of proposed procurement (NPP) be published simultaneously on CanadaBuys with the issuance of the invitation to suppliers.

Canada may consolidate requirements across clients and award contracts on a periodic basis to receive best or better pricing.

B.2.2 Identification of contract authorities

Provided a client has the legal authority to contract, it may choose to award contracts under this SA in accordance with the Tier 1 or Tier 2 Requirement Limitations described below. All contracts for clients without authority to contract under Tier 1 or Tier 2 will be managed by PWGSC.

The supplier agrees only to perform individual contracts made by an authorized representative of Canada pursuant to this SA that do not exceed the applicable contract authority value limitations.

Tier 1: Requirements whose value is equal to or greater than the CKFTA threshold up to and including $3.75M: client or PWGSC

Tier 2: Requirements greater than $3.75M: PWGSC and any other department that may have this delegation

B.2.3 Tier 1 Requirement Limitations

Clients may award contracts to suppliers qualified in the applicable Categories only in accordance with the following:

  1. Requirements below the Canada Korea Free Trade Agreement

    Clients must use the ProServices method of supply for requirements valued below the CKFTA threshold (applicable taxes included).

  2. Requirements whose value is equal to or greater than the Canada Korea Free Trade Agreement Threshold up to $3.75M (applicable taxes included)

    Clients may issue a contract to a supplier satisfying the requirement particulars as set out in the bid solicitation in accordance with the following: a minimum of 15 suppliers must be invited via e-mail to submit a proposal, with the client:

    1. logging into the CPSS Client Module and entering in search parameters that are specific to the requirement, such as: tier, category, region/metropolitan area, level of expertise, and Indigenous status (if applicable), and
    2. generating, printing and including in the procurement file, a CPSS ‘Search Filtering’ list that displays a list of all pre-qualified suppliers who meet the search parameters mentioned in bullet (a), and
    3. selecting by name 10 suppliers from the CPSS Client Module, with an additional 5 randomly selected by the CPSS Client Module, or
    4. selecting more than 10 suppliers from the Client Module, in which case 5 additional suppliers will be randomly selected by the CPSS Client Module, or
    5. selecting less than 10 suppliers from the Client Module, in which case the CPSS Client Module will randomly select a number of suppliers that, in addition to the suppliers selected by the client, will total 15, or
    6. If the number of suppliers that meet the requirement is less than 15, all suppliers will be automatically selected, and
    7. ensuring that a CPSS ‘Final Search results list is generated, printed and included in the procurement file that indicates which suppliers will be invited to the bid solicitation, and
    8. the client will publish a Notice of Proposed Procurement (CanadaBuys) (NPP) in which the client identifies those invited suppliers as per (a) through (f) above
  3. No limit to invitation process

    There is no limit to the maximum number of suppliers that may be invited to submit a proposal under Tier 1. suppliers may not submit a proposal in response to a solicitation unless they have been invited to do so.

    However, should an uninvited SA Holder wish to be invited, it may contact the contracting authority to request an invitation at any time prior to 5 days before the published bid closing date. The contracting authority will confirm whether or not the supplier appears on the CPSS Search Filtering list. An invitation will be made to that SA Holder unless it would not be consistent with the efficient operation of the procurement process.

    In no circumstance will such an invitation require Canada to extend a bid closing date. Where additional invitations are made during the solicitation process, they may not be reflected in a bid solicitation amendment.

  4. Minimum period to submit proposal

    Each Tier 1 bid solicitation issued will provide suppliers with a minimum of 15 calendar days to submit their proposal, which may be extended based upon a requirement’s complexity.

    PWGSC reserves the right to decrease the minimum period for specific requirements. These requests must be in writing and sent to the SA authority for approval.

B.2.4 Tier 2 Requirement limitations

Tier 2 requirements will be managed in accordance with the following:

  1. Requirements whose value is equal to or greater than 3.75 million (applicable taxes included)

    Clients may issue a contract to a supplier satisfying the requirement particulars as set out in the bid solicitation in accordance with the following: all suppliers must be invited via e-mail or through the GETS to submit a proposal, with the client:

    1. logging into the CPSS Client Module and entering in search parameters that are specific to the requirement, such as: tier, category, region/metropolitan area, level of expertise, and Indigenous status (if applicable), and
    2. generating, printing and including in the procurement file, a CPSS ‘Search Filtering’ list that displays a list of all pre-qualified suppliers who meet the search parameters mentioned in bullet (a), and
    3. Selecting all suppliers from the ‘Search Filtering’ page and ensuring that the CPSS ‘final search’ result list is generated, printed and included in the procurement file, and
    4. a notice of proposed procurement (NPP) will be published simultaneously on the CanadaBuys website in which the client identifies those invited suppliers
  2. Minimum period to submit proposal

    At a minimum, each Tier 2 bid solicitation will provide qualified suppliers with 20 calendar days to submit their proposal, which may be extended based on a requirement's complexity.

    PWGSC reserves the right to decrease the minimum period to submit a bid for specific requirements. These requests must be in writing and sent to the SA authority for approval

B.2.5 Disclosing of incumbent information

By submitting a bid the Bidder agrees that during a solicitation under this SA, if the bidder has performed services for Canada under any current or past TBIPS instrument, Canada may disclose such fact (including the previous contract value and date of issuance) during any such solicitation for replacement or follow-on services.

C. Resulting contract clauses

In this section

All clauses and conditions identified by number, date and title are set out in the Standard Acquisition Clauses and Conditions (SACC) Manual Standard Contract Clause Inventory (CanadaBuys) issued by PWGSC.

A RFP and resulting contract clauses document is available for use for Federal Department Users of the TBIPS SA. Individual resulting contract clauses may be modified to suit individual client requirements, however the conditions of any contract awarded under the TBIPS SA will be in accordance with the following:

The following clauses apply to and form part of any contract resulting from the bid solicitation issued by an identified user.

C.1. Standard clauses and conditions

All clauses and conditions identified in the contract by number, date and title are set out in the issued by Public Works and Government Services Canada Standard Contract Clause Inventory (CanadaBuys).

  1. General conditions

    2035 (insert date), General Conditions – Higher Complexity – Services, apply to and form part of the contract.

    With respect to Section 01—Interpretation, of General Conditions 2035, is added with the following:

    • Actual time worked means time spent actively performing work, excluding any passive time such as retainer or standby time or time awaiting for information or task assignment or any other form of passive time similar to the ones described above.

    With respect to Section 06—Subcontracts, of General Conditions 2035 is deleted and replaced with the following:

    1. Except as provided in subsection 2, the contractor must obtain the contracting authority's written consent before subcontracting or permitting the subcontracting of any part of the Work. A subcontract includes a contract entered into by any subcontractor at any tier to perform any part of the Work
    2. The contractor is not required to obtain consent for subcontracts specifically authorized in the contract. The contractor may also without the consent of the contracting authority:
      1. purchase "off-the-shelf" items and any standard articles and materials that are ordinarily produced by manufacturers in the normal course of business
      2. permit its subcontractors at any tier to make purchases or subcontract as permitted in paragraph (a)
    3. In any subcontract other than a subcontract referred to in paragraph 2.(a), the contractor must, unless the contracting authority agrees in writing, ensure that the subcontractor is bound by conditions compatible with and, in the opinion of the contracting authority, not less favourable to Canada than the conditions of the contract, with the exception of requirements under the Federal contractors Program for employment equity which only apply to the contractor
    4. In any subcontract other than a subcontract referred to in paragraph 2.(a), the contractor must inform the contracting authority if, during the performance of any portion of the Work, a subcontractor is also performing work under other contracts or subcontracts with Canada

    Even if Canada consents to a subcontract, the contractor is responsible for performing the contract and Canada is not responsible to any subcontractor. The contractor is responsible for any matters or things done or provided by any subcontractor under the contract and for paying any subcontractors for any part of the Work they perform.

    With respect to Section 29 - Default by the contractor, of General Conditions 2035 is deleted and replaced with the following:

    1. Termination for default
      1. Right to terminate: Canada may, by giving written notice to the contractor, terminate the contract or any part of the contract if the contractor
        1. fails to perform any term of the contract, or
        2. becomes bankrupt, makes an assignment for the benefit of creditors, or if a receiver is appointed under a debt instrument or a receiving order is made against the contractor, or an order is made or a resolution passed for the winding-up of the contractor
      2. Effect of termination
        1. For (a)(i) above, the termination will take effect immediately or at the expiration of a cure period specified in the notice, if the contractor has not cured the default to the satisfaction of the contracting authority within that cure period
        2. For (a)(ii) above, the termination will take effect immediately
        3. No further payment: If Canada terminates the contract for default, the contractor will have no claim for further payment except as provided in this section.
        4. Payment of outstanding amounts: The contractor must immediately pay Canada any amounts paid by Canada, including milestone payments, and all losses and damages suffered by Canada because of the default or occurrence upon which the notice was based, including any increase in the cost incurred by Canada in procuring the Work from another source
        5. Refund of advance payments: The contractor agrees to repay immediately to Canada the portion of any advance payment that is unliquidated at the date of the termination
        6. Maximum payment: The total amount paid by Canada under the contract to the date of the termination and any amount payable under this subsection must not exceed the contract price.
        7. Completed parts of the work: Upon termination of the contract for default, the contracting authority may require the contractor to deliver to Canada, in the manner and to the extent directed by the contracting authority, any completed parts of the work, not delivered and accepted before the termination and anything the contractor has acquired or produced specifically to perform the contract. In such a case, subject to the deduction of any claim that Canada may have against the contractor arising under the contract or out of the termination, Canada will pay or credit to the contractor:
          1. the value, of all completed parts of the work delivered to and accepted by Canada, based on the contract price, including the proportionate part of the contractor's profit or fee included in the contract price; and
          2. the cost to the contractor that Canada considers reasonable in respect of anything else delivered to and accepted by Canada
        8. Assessment under the Vendor Performance Corrective Measure Policy: In the event of a full or partial termination for default, Canada will trigger a mandatory assessment of the contractor’s performance under the Vendor Performance Corrective Measure Policy.
      3. Termination in error: If the contract is terminated for default, but it is later determined that grounds did not exist for a termination for default, the notice will be considered a notice of termination for convenience.

    With respect to Section 30 - Termination for Convenience, of General Conditions 2035, Subsection 04 is deleted and replaced with the following Subsections 04, 05 and 06:

    1. The total of the amounts, to which the contractor is entitled to be paid under this section, together with any amounts paid, due or becoming due to the contractor must not exceed the contract price.
    2. Where the contracting authority terminates the entire contract and the articles of agreement include a minimum work guarantee, the total amount to be paid to the contractor under the contract will not exceed the greater of
      1. the total amount the contractor may be paid under this section, together with any amounts paid, becoming due other than payable under the minimum work guarantee, or due to the contractor as of the date of termination, or
      2. the amount payable under the minimum work guarantee, less any amounts paid, due or otherwise becoming due to the contractor as of the date of termination
    3. the contractor will have no claim for damages, compensation, loss of profit, allowance arising out of any termination notice given by Canada under this section except to the extent that this section expressly provides. The contractor agrees to repay immediately to Canada the portion of any advance payment that is unliquidated at the date of the termination

    With respect to Section 31 – Audit, of General Conditions 2035, is deleted and replaced with the following:

    1. To enable Canada to determine whether the work has been performed and the price charged for the work is in accordance with the contract terms and whether best value has been achieved for Canada, the contractor must maintain complete and accurate records of the estimated and actual cost of the work
    2. Such records include all tender calls, quotations, contracts, correspondence, source documents for accounting entries such as Excel or other spread sheets in numeric and machine readable form (not PDF copies), books and ledgers of initial accounting entries, work sheets, spreadsheets and other documentation supporting cost allocations, computations, reconciliations and assumptions made by the contractor in relation to the contract. Copies are generally not acceptable and can only be used where originals are unavailable due to unusual circumstances, such as fire, flood or theft
    3. The contractor must establish and maintain an accounting system that enables Canada to readily identify these records
    4. These records must be made available on request, for examination by Canada, or by persons designated to act on behalf of Canada during normal business hours at the contractor’s office or place of business. In the event that no such location is available, then the financial records, together with the supporting or underlying documents and records, must be made available for examination at a time and location that is convenient for Canada
    5. The contractor must maintain such records, and Canada and its authorized representatives will have the right to examine such records, at all times during the term of this contract and for a period of 7 years after it receives the final payment under the contract, or until the settlement of all outstanding claims and disputes, whichever is later. Should an examination reveal any overpayments by Canada, these will be claimed by Canada and immediately repaid by the contractor
    6. Canada and its authorized representatives have the right to examine, and to make copies of, or extract from, all such records in whatever form they may be kept, relating to or pertaining to this contract kept by or under the control of the contractor, including but not limited to those kept by the contractor, its employees, agents, successors, and subcontractors
    7. The contractor must cause all subcontractors at any tier and all other persons directly or indirectly controlled by, or affiliated with the contractor, to comply with the requirements of this clause as if they were the contractor.

    With respect to Section 41 – Integrity provision - contract, of General Conditions 2035 is deleted and replaced with the following:

    1. Mandatory compliance: The Ineligibility and Suspension Policy (the Policy) in effect on the date the bid solicitation is issued, and all related directives in effect on that date, are incorporated by reference into, and form a binding part of the contract. The contractor must comply with the policy and directives, which can be found at the Office of Supplier Integrity and Compliance.
    2. Policy summary: The policy sets out the circumstances under which Canada may determine that the supplier is ineligible to enter, or is suspended from entering into a contract with Canada. The list of ineligible and suspended suppliers is maintained at the Office of Supplier Integrity and Compliance.
    3. Contractor responsibilities: The contractor must provide the following where requested by Canada:
      1. list of names for integrity verification that includes all information required by the Policy (section 13 – Disclosure); and
      2. if the contractor is unable to certify all of the statements in subsection (d) completed Integrity declaration form providing all requested information and details of any material event that may affect the status of itself, its affiliates or its proposed first-tier subcontractors under the policy
    4. Contractor certifications: Subject to subsection (e), by submitting a bid in response to this solicitation, the contractor certifies that:
      1. it has read and understands the Ineligibility and Suspension Policy
      2. it understands that certain circumstances, as described in the policy, will or may result in a determination of ineligibility or suspension under the policy
      3. it is aware that Canada may request additional information, certifications, and validations from the contractor or a third party for the purpose of making a determination of ineligibility or suspension
      4. none of the circumstances described in Appendix 2 of the Policy that will or may result in a determination of ineligibility or suspension, apply to itself, its affiliates or its proposed first tier subcontractors; and
      5. it is not aware of a determination of ineligibility or suspension issued by Canada that applies to it
    5. Integrity declaration form: Where a contractor is unable to provide any of the certifications required by subsection (d), at the time of its bid it must submit a completed Integrity declaration form
    6. Compliance with certifications: Canada will declare non-compliant any bid in respect of which the information requested is incomplete or inaccurate, or in respect of which the information contained in a certification or declaration is found by Canada to be false or misleading in any respect. If Canada establishes after award of the contract that the contractor provided a false or misleading certification or declaration, Canada may terminate the contract for default. Pursuant to the policy, Canada may also determine the contractor to be ineligible for award of a contract for providing a false or misleading certification or declaration
  2. Supplemental general conditions

    If applicable, the following Supplemental General Conditions can be used:

      1. 4002 (insert date), Supplemental General Conditions—Software Development or Modification Services
      2. 4006 (insert date), Supplemental General Conditions—Contractor to Own Intellectual Property Rights in Foreground Information
      3. or
      4. 4007 (insert date), Supplemental General Conditions—Canada to Own Intellectual Property Rights in Foreground Information
      5. 4008 (insert date), Supplemental General Conditions—Personal Information ; apply to and form part of the contract
  3. Anti-forced labour requirements
    1. Contractor's statement: The contractor states that the work is not mined, manufactured, or produced wholly or in part by forced labour. In performing the contract and regardless of who acts as an importer, the contractor must not, directly or indirectly, deliver work if it is mined, manufactured, or produced wholly or in part by forced labour
    2. Canada’s reasonable grounds for termination: If Canada has reasonable grounds to believe the work was or is mined, manufactured, produced or carried out in whole or in part by forced labour or was or is linked to human trafficking, Canada may terminate the contract for default. This determination is to be grounded in credible evidence from a reliable source.
    3. Contractor’s conviction in Canada of specified offences. Canada may terminate the contract for default if the contractor has, in the past 3 years, been convicted of any of the following offences under the Criminal Code or the Immigration and Refugee Protection Act:
      1. Criminal code
        1. section 279.01 (Trafficking in persons),
        2. section 279.011 (Trafficking of a person under the age of 18 years),
        3. subsection 279.02(1) (Material benefit - trafficking),
        4. subsection 279.02(2) (Material benefit - trafficking of person under 18 years),
        5. subsection 279.03(1) (Withholding or destroying documents - trafficking),
        6. subsection 279.03(2) (Withholding or destroying documents - trafficking of person under 18 years), or
      2. Immigration and Refugee Protection Act.
        1. section 118 (Trafficking in persons).
    4. Contractor’s conviction abroad of similar offences: If the contractor has, in the past 3 years, been convicted of an offence in a jurisdiction other than Canada that, in Canada’s opinion, is similar to any of the offences identified in the immediately preceding clause entitled “Contractor’s Conviction in Canada of Specified Offences”, Canada may immediately terminate the contract for default.
    5. Determination of similarity of offences: For the purposes of determining whether a foreign offence is similar to a listed offence, Canada will take into account the following factors:
      1. in the case of a conviction, whether the court acted within its jurisdiction
      2. whether the contractor was afforded the right to appear during the court’s proceedings or to submit to the court’s jurisdiction
      3. whether the court’s decision was obtained by fraud, or
      4. whether the contractor was entitled to present to the court every defence that the contractor would have been entitled to present if the proceeding had been tried in Canada
    6. Representations from contractor: If Canada intends to terminate the contract under this section, Canada will so inform the contractor and give the contractor an opportunity to make written representations before making a final decision. Unless Canada establishes a different deadline, the contractor must submit such written representations within 30 calendar days from receiving Canada’s notice of concern.

C.2. Security requirement for resulting contracts

contracts issued under a SA resulting from this RFSA solicitation are subject to the requirements in the SRCL's identified in each individual RFP issued by clients. Standardized SRCL’s are accessible through the CPSS common security requirement checklists, but other SRCLS may be used. Each RFP will identify the SRCL that will apply to any resulting contract.

C.3. Reorganization of client

The contractor's obligation to perform the work will not be affected by (and no additional fees will be payable as a result of) the renaming, reorganization, reconfiguration, or restructuring of any Department. The reorganization, reconfiguration and restructuring of the Department includes the privatization of the Department, its merger with another entity, or its dissolution, where that dissolution is followed by the creation of another entity or entities with mandates similar to the original Department. In connection with any form of reorganization, Canada may designate another department or government body as the contracting authority or technical authority , as required to reflect the new roles and responsibilities associated with the reorganization.

C.4. Proactive disclosure of contracts with former public servants

By providing information on its status, with respect to being a former public servant in receipt of a Public Service Superannuation Act (PSSA) pension, the contractor has agreed that this information will be reported on departmental web sites as part of the published proactive disclosure reports, in accordance with Contracting Policy Notice: 2019-01of the Treasury Board Secretariat of Canada.

C.5. No responsibility to pay for work not performed due to closure of government offices

Where the contractor, its employees, subcontractors, or agents are providing services on government premises under the contract and those premises are inaccessible because of the evacuation or closure of government offices, and as a result no work is performed, Canada is not responsible for paying the contractor for work that otherwise would have been performed if there had been no evacuation or closure.

If, as a result of any strike or lock-out, the contractor or its employees, subcontractors or agents cannot obtain access to government premises and, as a result, no work is performed, Canada is not responsible for paying the contractor for work that otherwise would have been performed if the contractor had been able to gain access to the premises.

C.6. Invoicing instructions

  1. The contractor must submit invoices in accordance with the information required in the general conditions
  2. The contractor's invoice must include a separate line item for each subparagraph in the basis of payment provision [and must show all applicable task authorization numbers]. [include the words in square brackets if you require the invoices to show the applicable TA number]
  3. By submitting invoices, the contractor is certifying that the goods and services have been delivered and that all charges are in accordance with the basis of payment provision of the contract, including any charges for work performed by subcontractors
  4. The contractor must provide an electronic copy of each invoice, including timesheet to support the invoice, to the technical authority and to the contracting authority
  5. The contractor must submit time sheets for each resource showing the days, the total hours, and the actual time worked in a 24 hour period (for example 7.5 hours - from 8:00 AM to 12:00 PM and from 12:30 PM to 4:00 PM) excluding any passive time such as retainer or standby time or time awaiting for information or task assignment or any other form of passive time similar to the ones described above to support the charges claimed in the invoice
  6. The contractor agrees that neither it nor its subcontractors can request any government employee to certify invoices or timesheets. The contractor acknowledges and agrees that any such certification is void and of no force or effect and does not bind Canada in any manner whatsoever

C.7. Federal Contractors Program for Employment Equity - Default by contractor

The contractor understands and agrees that, when an Agreement to Implement Employment Equity (AIEE) exists between the contractor and Employment and Social Development Canada (ESDC)-Labour, the AIEE must remain valid during the entire period of the contract. If the AIEE becomes invalid, the name of the contractor will be added to the Federal Contractors Program Limited Eligibility to Bid list. The imposition of such a sanction by ESDC will constitute the contractor in default as per the terms of the contract.

C.8. Copyright in material

  1. In this section, "Material" means anything that is created by the contractor as part of the work under the contract that is required by the contract to be delivered to Canada and in which copyright subsists, excluding any computer software code and all documentation manuals or guides intended to assist end users or technicians in respect of that code. “Material" does not include anything created by the contractor before the award date of the contract
  2. Copyright in the Material belongs to Canada and the contractor must include the copyright symbol and either of the following notice on the Material: © His Majesty the King in right of Canada (year) or © Sa Majesté le Roi du chef du Canada (année)
  3. The contractor must not use, copy, divulge or publish any Material except as is necessary to perform the contract. The contractor must execute any conveyance and other documents relating to copyright in the Material as Canada may require
  4. The contractor must provide at the request of Canada a written permanent waiver of moral rights, in a form acceptable to Canada, from every author that contributed to the Material. If the contractor is the author of the Material, the contractor permanently waives its moral rights in the Material

C.9. Limitation of liability - Information management/Information technology

  1. This section applies despite any other provision of the contract and replaces the section of the general conditions entitled "Liability". Any reference in this section to damages caused by the contractor also includes damages caused by its employees, as well as its subcontractors, agents, and representatives, and any of their employees. This section applies regardless of whether the claim is based in contract, tort, or another cause of action. The contractor is not liable to Canada with respect to the performance of or failure to perform the contract, except as described in this section and in any section of the contract pre-establishing any liquidated damages. The contractor is only liable for indirect, special or consequential damages to the extent described in this Article, even if it has been made aware of the potential for those damages
  2. First party liability:
    1. The contractor is fully liable for all damages to Canada, including indirect, special or consequential damages, caused by the contractor's performance or failure to perform the contract that relate to:
      1. any infringement of intellectual property rights to the extent the contractor breaches the section of the General Conditions entitled "Intellectual Property Infringement and Royalties"
      2. physical injury, including death
    2. The contractor is liable for all direct damages caused by the contractor's performance or failure to perform the contract affecting real or tangible personal property owned, possessed, or occupied by Canada
    3. Each of the Parties is liable for all direct damages resulting from its breach of confidentiality under the contract. Each of the Parties is also liable for all indirect, special or consequential damages in respect of its unauthorized disclosure of the other Party's trade secrets (or trade secrets of a third party provided by one Party to another under the contract) relating to IT
    4. The contractor is liable for all direct damages relating to any encumbrance or claim relating to any portion of the work for which Canada has made any payment. This does not apply to encumbrances or claims relating to intellectual property rights, which are addressed under (i)(A) above
    5. The contractor is also liable for any other direct damages to Canada caused by the contractor's performance or failure to perform the contract that relate to:
      1. any breach of the warranty obligations under the contract, up to the total amount paid by Canada (including any applicable taxes) for the goods and services affected by the breach of warranty; and
      2. Any other direct damages, including all identifiable direct costs to Canada associated with re-procuring the work from another party if the contract is terminated either in whole or in part for default, up to an aggregate maximum for this subparagraph (B) of the greater of .75 times the total estimated cost (meaning the dollar amount shown on the first page of the contract in the cell titled "Total Estimated Cost" or shown on each call-up, purchase order or other document used to order goods or services under this instrument), or $1,000,000.00. In any case, the total liability of the contractor under subparagraph (v) will not exceed the total estimated cost (as defined above) for the contract or $1,000,000.00, whichever is more
    6. If Canada's records or data are harmed as a result of the contractor's negligence or willful act, the contractor's only liability is, at the contractor's own expense, to restore Canada's records and data using the most recent back-up kept by Canada. Canada is responsible for maintaining an adequate back-up of its records and data
  3. Third party claims:
    1. Regardless of whether a third party makes its claim against Canada or the contractor, each Party agrees that it is liable for any damages that it causes to any third party in connection with the contract as set out in a settlement agreement or as finally determined by a court of competent jurisdiction, where the court determines that the Parties are jointly and severally liable or that one Party is solely and directly liable to the third party. The amount of the liability will be the amount set out in the settlement agreement or determined by the court to have been the Party's portion of the damages to the third party. No settlement agreement is binding on a Party unless its authorized representative has approved the agreement in writing
    2. If Canada is required, as a result of joint and several liability or joint and solidarily liable, to pay a third party in respect of damages caused by the contractor, the contractor must reimburse Canada by the amount finally determined by a court of competent jurisdiction to be the contractor's portion of the damages to the third party. However, despite Sub-article (i), with respect to special, indirect, and consequential damages of third parties covered by this Section, the contractor is only liable for reimbursing Canada for the contractor's portion of those damages that Canada is required by a court to pay to a third party as a result of joint and several liability that relate to the infringement of a third party's intellectual property rights; physical injury of a third party, including death; damages affecting a third party's real or tangible personal property; liens or encumbrances on any portion of the work; or breach of confidentiality
    3. The Parties are only liable to one another for damages to third parties to the extent described in this Sub-article (c)

C.10. Professional services: General

  1. The contractor must provide professional services on request as specified in this contract. All resources provided by the contractor must meet the qualifications described in the contract (including those relating to previous experience, professional designation, education, language proficiency and security clearance) and must be competent to provide the required services by any delivery dates described in the contract
  2. If the contractor fails to deliver any deliverable (excluding delivery of a specific individual) or complete any task described in the contract on time, in addition to any other rights or remedies available to Canada under the contract or the law, Canada may notify the contractor of the deficiency, in which case the contractor must submit a written plan to the technical authority within 10 working days detailing the actions that the contractor will undertake to remedy the deficiency. The contractor must prepare and implement the plan at its own expense

C.11. Replacement of specific individuals

In General Conditions 2035, the Article titled "Replacement of Specific Individuals" is deleted and the following applies instead:

Replacement of specific individuals

  1. If the contractor is unable to provide the services of any specific individual identified in the contract or in any Task Authorization to perform the services, the contractor must within 5 working days of having this knowledge, the individual's departure or failure to commence work (or, if Canada has requested the replacement, within 10 working days of Canada's notice of the requirement for a replacement) provide to the contracting authority:
    1. the name, qualifications and experience of a proposed replacement immediately available for work; and
    2. security information on the proposed replacement as specified by Canada, if applicable
    The replacement must have qualifications and experience that meet or exceed those obtained for the original resource.
  2. Subject to an Excusable Delay, where Canada becomes aware that a specific individual identified under the contract or in any Task Authorization to provide services has not been provided or is not performing, the contracting authority may elect to:
    1. exercise Canada's rights or remedies under the contract or at law, including terminating the contract in whole or in part for default under the Article titled "Default of the contractor", or
    2. assess the information provided under (c) (i) above or, if it has not yet been provided, require the contractor to propose a replacement to be rated by the technical authority. The replacement must have qualifications and experience that are similar or exceed those obtained for the original resource and be acceptable to Canada. Upon assessment of the replacement, Canada may accept the replacement, exercise the rights in (ii) (A) above, or require another replacement in accordance with this sub-article (c)
    Where an Excusable Delay applies, Canada may require (c) (ii) (B) above instead of terminating under the “Excusable Delay” Article. An Excusable Delay does not include resource unavailability due to allocation of the resource to another contract or project (including those for the Crown) being performed by the contractor or any of its affiliates.
  3. The contractor must not, in any event, allow performance of the work by unauthorized replacement persons. The contracting authority may order that an original or replacement resource stop performing the work. In such a case, the contractor must immediately comply with the order. The fact that the contracting authority does not order a resource to stop performing the work does not relieve the contractor from its responsibility to meet the requirements of the contract
  4. The obligations in this article apply despite any changes that Canada may have made to the client's operating environment

C.12. Safeguarding electronic media

  1. Before using them on Canada's equipment or sending them to Canada, the contractor must use a regularly updated product to scan electronically all electronic media used to perform the work for computer viruses and other coding intended to cause malfunctions. The contractor must notify Canada if any electronic media used for the work are found to contain computer viruses or other coding intended to cause malfunctions
  2. If magnetically recorded information or documentation is damaged or lost while in the contractor's care or at any time before it is delivered to Canada in accordance with the contract, including accidental erasure, the contractor must immediately replace it at its own expense

C.13. Identification protocol responsibilities

The contractor will be responsible for ensuring that each of its agents, representatives or subcontractors (hereinafter referred to as contractor representatives) complies with the following self-identification requirements:

  1. contractor representatives who attend a Government of Canada meeting (whether internal or external to Canada's offices) must identify themselves as contractor representatives prior to the commencement of the meeting, to ensure that each meeting participant is aware of the fact that the individual is not an employee of the Government of Canada
  2. During the performance of any work at a Government of Canada site, each contractor representative must be clearly identified at all times as being a contractor representative; and
  3. If a contractor representative requires the use of the Government of Canada's e-mail system in the performance of the work, then the individual must clearly identify him or herself as an agent or subcontractor of the contractor in all electronic mail in the signature block as well as under "Properties." This identification protocol must also be used in all other correspondence, communication, and documentation
  4. If Canada determines that the contractor is in breach of any obligation stated in this Article, upon written notice from Canada the contractor must submit a written action plan describing corrective measures it will implement to eliminate the recurrence of the problem. The contractor will have 5 working days to deliver the action plan to the client and the contracting authority , and 20 working days to rectify the underlying problem
  5. In addition to any other rights it has under the contract, Canada may terminate the contract for default if the corrective measures required of the contractor described above are not met

C.14. Dispute resolution

  1. The parties agree to maintain open and honest communication about the work throughout and after the performance of the contract
  2. The parties agree to consult and co-operate with each other in the furtherance of the contract and promptly notify the other party or parties and attempt to resolve problems or differences that may arise
  3. If the parties cannot resolve a dispute through consultation and cooperation, the parties agree to consult a neutral third party offering alternative dispute resolution services to attempt to address the dispute
  4. Options of alternative dispute resolution services can be found at Dispute Resolution (CanadaBuys)

C.15. Time verification

  1. Time charged and the accuracy of the contractor’s time recording system are subject to verification by Canada, before or after payment is made to the contractor. If verification is done after payment, the contractor must repay any overpayment, at Canada’s request
  2. If the contract includes payment for time spent by the contractor, its employees, representatives, agents or subcontractors performing the work, the contractor must keep a record of the actual time worked each day by each individual performing any part of the work
  3. Canada reserves the right to recover amounts and make adjustments to amounts payable to the contractor where an examination of the contractor’s records has identified amounts allocated to the contract that are not in accordance with the contract terms. Where the results of an examination indicate that an overpayment by Canada has occurred, such overpayment is due and payable on the date indicated in the notice of overpayment

C.16. Joint venture contractor (if applicable)

  1. The contractor confirms that the name of the joint venture is __________________ and that it is comprised of the following members:

    [Bidders must list all the joint venture members named in the contractor's original bid].

  2. With respect to the relationship among the members of the joint venture contractor, each member agrees, represents and warrants (as applicable) that:
    1. __________________ has been appointed as the "representative member" of the joint venture contractor and has fully authority to act as agent for each member regarding all matters relating to the contract
    2. by giving notice to the representative member, Canada will be considered to have given notice to all the members of the joint venture contractor; and
    3. all payments made by Canada to the representative member will act as a release by all the members
  3. All the members agree that Canada may terminate the contract in its discretion if there is a dispute among the members that, in Canada's opinion, affects the performance of the work in any way
  4. All the members are jointly and severally or solidarily liable for the performance of the entire contract
  5. The contractor acknowledges that any change in the membership of the joint venture (that is, a change in the number of members or the substitution of another legal entity for an existing member) constitutes an assignment and is subject to the assignment provisions of the General Conditions
  6. The contractor acknowledges that all security and controlled goods requirements in the contract, if any, apply to each member of the joint venture contractor

Note

This section will be deleted if the bidder to whom the contract is awarded is not a joint venture. If the contractor is a joint venture, this clause will be supplemented by information from his bid.

C.17. Representations and warranties

The contractor made statements regarding its own and its proposed resources' experience and expertise in its bid and task authorization proposals (if the contract does not involve TAs, replace with ‘resource proposals’) that resulted in the award of the contract and work authorizations (add if applicable: and the issuance of TA’s). The contractor represents and warrants that all those statements are true and acknowledges that Canada relied on those statements in awarding the contract and authorizing work under the contract. The contractor also represents and warrants that it has, and all its resources and subcontractors that perform the work have, and at all times during the contract period they will have and maintain, the skills, qualifications, expertise and experience necessary to perform and manage the work in accordance with the contract, and that the contractor (and any resources or subcontractors it uses) has previously performed similar services for other clients.

C.18. Liquidated damages (if applicable)

  1. The contractor acknowledges and agrees that the contract was awarded based on the contractor’s certification that it meets all requirements of the applicable Government of Canada set-aside program. The contractor must maintain compliance with all applicable set-aside requirements throughout the contract period.
  2. If Canada determines that the contractor is non-compliant with any requirement of the set-aside program, the contractor must pay Canada liquidated damages, which shall be calculated as follows:
    1. Calculation basis: Liquidated damages shall be calculated based on an assumed profit margin of 16%, with non-compliance deemed to commence from the time of contract award. The calculation shall apply both to (i) the combined amount of all invoices paid by Canada and/or (ii) the value of any work delivered, inspected, and accepted by Canada for which payment has not been rendered
    2. Downward adjustments: Within 15 calendar days of receipt of written notice of non-compliance from Canada, the contractor may submit evidence establishing its actual profit margin and the actual period of non-compliance. In the event that such evidence shows that either (i) the contractor’s actual profit margin is less than 16% and/or (ii) the actual period of non-compliance is less than the assumed duration, Canada may, in its sole discretion, adjust the liquidated damages downward. Notwithstanding any submission of evidence from the contractor, Canada shall have no obligation to accept or rely upon such evidence if, in its sole discretion, the evidence is not reliable
  3. Payment of such liquidated damages is due within 30 calendar days after the contractor’s receipt of written notice of non-compliance from Canada
  4. The parties agree a payment of liquidated damages subject to the above conditions is fair, reasonable and necessary to protect Canada’s legitimate interests in advancing socio-economic objectives through set-aside programs and is a bona fide estimate of the loss suffered by Canada due to the contractor’s non-compliance with any requirement of the set-aside program. The parties further agree the liquidated damages are not intended to be, nor should be interpreted as, a penalty
  5. Canada will have the right to hold back, drawback, deduct or set off from and against any amounts of any monies owing at any time by Canada to the contractor under this or any other current contract in relation to any liquidated damages owing and unpaid under this section
  6. Nothing in this section must be interpreted as limiting the rights and remedies which Canada may otherwise have under the contract or in law, including, without limitation, the right to terminate the contract for default.

C.19. Insurance requirement

  1. Compliance with insurance requirements
    1. The contractor must comply with the insurance requirements specified in this Article. The contractor must maintain the required insurance coverage for the duration of the contract. Compliance with the insurance requirements does not release the contractor from or reduce its liability under the contract
    2. The contractor is responsible for deciding if additional insurance coverage is necessary to fulfill its obligation under the contract and to ensure compliance with any applicable law. Any additional insurance coverage is at the contractor's expense, and for its own benefit and protection
    3. The contractor should forward to the contracting authority within 10 days after the date of award of the contract a Certificate of Insurance evidencing the insurance coverage. Coverage must be placed with an Insurer licensed to carry out business in Canada and the Certificate of Insurance must confirm that the insurance policy complying with the requirements is in force. If the Certificate of Insurance has not been completed and submitted as requested, the contracting authority will so inform the contractor and provide the contractor with a time frame within which to meet the requirement. Failure to comply with the request of the contracting authority and meet the requirement within the time period will constitute a default under the General Conditions. The contractor must, if requested by the contracting authority , forward to Canada a certified true copy of all applicable insurance policies
  2. Commercial general liability insurance
    1. The contractor must obtain Commercial General Liability Insurance, and maintain it in force throughout the duration of the contract, in an amount usual for a contract of this nature, but for not less than $2,000,000 per accident or occurrence and in the annual aggregate
    2. The Commercial General Liability policy must include the following:
      1. Additional Insured: Canada is added as an additional insured, but only with respect to liability arising out of the contractor's performance of the contract. The interest of Canada should read as follows: Canada, as represented by Public Works and Government Services Canada
      2. Bodily Injury and Property Damage to third parties arising out of the operations of the contractor
      3. Products and Completed Operations: Coverage for bodily injury or property damage arising out of goods or products manufactured, sold, handled, or distributed by the contractor and/or arising out of operations that have been completed by the contractor
      4. Personal Injury: While not limited to, the coverage must include Violation of Privacy, Libel and Slander, False Arrest, Detention or Imprisonment and Defamation of Character
      5. Cross Liability/Separation of Insured: Without increasing the limit of liability, the policy must protect all insured parties to the full extent of coverage provided. Further, the policy must apply to each Insured in the same manner and to the same extent as if a separate policy had been issued to each
      6. Blanket Contractual Liability: The policy must, on a blanket basis or by specific reference to the contract, extend to assumed liabilities with respect to contractual provisions
      7. Employees and, if applicable, Volunteers must be included as Additional Insured
      8. Employers' Liability (or confirmation that all employees are covered by worker's compensation (WSIB) or similar program)
      9. Broad Form Property Damage including Completed Operations: Expands the Property Damage coverage to include certain losses that would otherwise be excluded by the standard care, custody or control exclusion found in a standard policy
      10. Notice of Cancellation: The Insurer will endeavour to provide the contracting authority 30 days written notice of policy cancellation
      11. If the policy is written on a claims-made basis, coverage must be in place for a period of at least 12 months after the completion or termination of the contract
      12. Owners' or contractors' Protective Liability: Covers the damages that the contractor becomes legally obligated to pay arising out of the operations of a subcontractor
      13. Advertising Injury: While not limited to, the endorsement must include coverage for piracy or misappropriation of ideas, or infringement of copyright, trademark, title or slogan
  3. Errors and omissions liability insurance
    1. The contractor must obtain Errors and Omissions Liability (also known as Professional Liability) insurance, and maintain it in force throughout the duration of the contract, in an amount usual for a contract of this nature but for not less than $1,000,000 per loss and in the annual aggregate, inclusive of defence costs
    2. If the Professional Liability insurance is written on a claims-made basis, coverage must be in place for a period of at least 12 months after the completion or termination of the contract
    3. The following endorsement must be included: Notice of Cancellation: The Insurer will endeavour to provide the contracting authority 30 days written notice of cancellation

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2026-01-29