Basic Information

Reference Number

0000293767

Issuing Organization

First Nations Power Authority

Owner Organization

FNPA-Alberta Office

Solicitation Type

RFP - Request for Proposal (Formal)

Solicitation Number

002

Title

First Nations Power Authority-WBFN Traditional Knowledge and Land Use Occupancy

Source ID

PU.OTH.Sask..1221141.C2781501

Agreement Type

Open Bidding (OB)

Details

Location

Canada, Saskatchewan, Regina-Moose Mountain

Delivery Point

glonechild@fnpa.ca

Purchase Type

One Time Only- Delivery Date:2025/06/16

Description

Introduction

The White Bear First Nations (“WBFNs”) is located north of Carlyle, Saskatchewan in the Southeast corner of Moose Mountain Provincial Park. White Bear First Nations is comprised of four ‘Nations’; Cree, Saulteaux (Anishanabe), Nakota, and Dakota. Chief Wahpemakwa (White Bear) signed Treaty 4 in 1875 and the reserve was established in 1877.
The Saskatchewan Government and the Saskatchewan Power Corporation (SaskPower) are investigating the feasibility of Small Modular Reactor (SMR) technology to contribute to Canada’s net zero emissions strategy. Part of this strategy is to develop the land at one of two potential SMR sites. The Rafferty site and Boundary Site are both located on traditional White Bear First Nations land. Thorough analysis of Traditional Knowledge Land Use and Occupancy Studies for the SMR project are essential components to White Bear’s planning, assessment and decision-making processes (incl. a determination of whether consent will be granted) for this project.

Scope of Engagement

The First Nations Power Authority of Saskatchewan (“FNPA”), in collaboration with WBFNs, is looking to engage the services of a consulting firm (the “Consultant”) to conduct Traditional Knowledge Land Use and Occupancy Studies (the “Studies”) in relation to the Treaty and Traditional Lands where the SaskPower Small Modular Reactor is being contemplated at either the Rafferty Site or Boundary Site located near Estevan, Saskatchewan. The Studies will feed into the impact assessment and licensing of the project, including WBFN Rights Impact Assessment process. The WBFN Rights Impact Assessment process is an WBFN-led assessment process and decision-making tool.
FNPA and WBFNs intend for the successful proponent, if any, to enter into a written agreement with FNPA for the performance of the Studies (the “Agreement”), and for the Agreement to include or be substantially consistent with the Sample Agreement Terms and Conditions set out in Appendix C, together with other customary terms and conditions, subject to discussion and negotiation with the successful proponent.

Proposal Format and Requirements

The Studies will be led by a team of researchers and professionals who specialize in Aboriginal Rights/title and Treaty Rights research, WBFNs history and culture, traditional knowledge land use and occupancy studies, and oral history research. All experts/consultants will have a longstanding track record of recognized and respected professional conduct by their peers and previous clients, and will be members of their various professional associations, abiding by ethical guidelines.
Covering letter should clearly state the proponent’s understanding of the services to be provided. The letter must include the name of each person who will be authorized to make representations for the proponent, their title and contact information. The person signing the covering letter must be authorized to bind the proponent. A table of contents should follow the covering letter, identifying the following topics by page number:
1. Proponent profile including experience and qualifications.
2. Detailed description of what will be delivered, expected outcomes and benefits to the community.
3. Detailed project timeline including milestones, meetings, progress reporting and community engagement.
4. Detailed project methodology explaining each project task, including what will be expected of the Consultant, WBFNs staff and any other external groups.
5. Detailed plan outlining community engagement and other stakeholder consultations.
6. Detailed budget including rates, expenses, travel, and taxes.
7. The Proponent will provide a minimum of two (2) references to a maximum of five (5) references recently provided for consultancy services relevant to traditional land use and cumulative impacts to livelihood of Indigenous communities.
8. Describe other consulting services that may assist FNPA and WBFNs.

Submission of Proposals

FNPA will manage the RFP process, in consultation with WBFNs as appropriate.
Any proposal from a proponent (each, a “Proposal”) must be received by email no later than June 13, 2025 5:00 PM MST(the “Proposal Deadline”). Proposals received after the Proposal Deadline will not be considered. It is the sole responsibility of the proponent to deliver its Proposal to FNPA before this time.
· Proposals will not be accepted by mail, facsimile, or any manner other than email. Proposals must be sent to Guy Lonechild, FNPA CEO (the “RFP Contact”) at glonechild@fnpa.ca.
· Proposals are to be clearly marked with the name and address of the Proponent.
· It is the Proponent’s sole responsibility to ensure its Proposal is received when, where and how it is specified in the Request for Proposals (the “RFP”). Neither FNPA nor WBFNs is responsible for lost, misplaced, or incorrectly delivered Proposals.
· Neither FNPA nor WBFNs is liable for any costs incurred in the preparation of the Proposals. Each proponent must bear all its own costs in connection with this RFP.
· All Proposals received are the property of FNPA.
· Any inquiries regarding this RFP should be directed to: Guy Lonechild, FNPA CEO - TKLUOS Request for Proposals Committee Telephone: 306-222-7532 E-mail: glonechild@fnpa.ca. Inquiries must be submitted by June 6, 2025 5:00 pm MST.
· Communications directly to Chief and Council concerning the RFP are not permitted without prior approval. Any attempts to contact Chief and Council with questions or comments about this RFP by any proponent will be construed as an attempt to seek preferential or biased treatment and may result in immediate disqualification, in the sole discretion of FNPA.
· FNPA reserves the right to:
- Accept no Proposal.
- Accept or reject any Proposal whether complete or not.
- Negotiate changes to the successful Proposal.
- Reject any Proposal it considers not in its best interest.
- Not accept the lowest-priced Proposal.
· By submitting a Proposal, the proponent warrants and represents that it has not received any information not generally available to the public from any Council member or former Council member, other than information provided herein.

Evaluation Metrics

Criteria
FNPA will review Proposals and then shortlist proponents.

Evaluation of the submitted Proposals will be based on the following criteria:

• Previous projects and experience that are provincial or national in scope
• Experience conducting research and cost analyses
• Completeness and relevance of the Proposal
• Staff/company qualifications and prior experience working with Indigenous peoples, government or non-profit organizations
• Service fees / costs

Additional detail on the criteria listed above can be found below.

The following mandatory criteria must be fully met for a Proposal to be qualified for further evaluation:

Proposals must be in English.
Proposals must be received by the RFP Contact at the email set out in section 4, in PDF format, prior to the Proposal Deadline. Late Proposals may be disqualified, in the sole discretion of FNPA.
Appendix A (the “Acknowledgement”) must be signed by an authorized individual and submitted as an attachment to the Proposal.
Appendix B must be completed and submitted with the Proposal, but as a separate PDF document.

Proposals must also include the following information:

A cover letter outlining the proponent’s interest in the project and qualifications for undertaking the work.
A detailed work plan outlining the proposed approach to each task.
A proposed timeline for completing the project.
A detailed budget breakdown for all project costs.
Qualifications and experience of the proposed project team.
References from past clients.
A statement that the proponent is willing to enter into a contract that includes or is substantially consistent with the Sample Agreement Terms and Conditions set out in Appendix C, subject to any exceptions that the proponent describes in a table of exceptions or otherwise in writing.

In addition to the other criteria set out above, Proposals will be evaluated based on the following criteria:

Understanding of the Project: Demonstrated understanding of the project objectives and the potential impact of the Government of Canada, CNSC, IAAC, the Saskatchewan Government, and SaskPower SMR project considerations on traditional knowledge and land use.
Experience: Proven experience in developing and implementing Traditional Knowledge Land Use and Occupancy Studies that considers all rights, jurisdiction, law-making authority, and rights impacts from past, present and future electricity system planning.
Community Engagement Strategy: A clear and well-developed plan for engaging with WBFNs Elders and Knowledge Keepers in a meaningful way to collect data for the Traditional Knowledge Land Use and Occupancy Studies .
Project Methodology: A clear and well-defined approach to developing the cumulative effects model, including data collection and analysis methods.
Qualifications: The qualifications and experience of the proposed project team, including experience working with Indigenous communities.
Cost Proposal: A clear and competitive cost Proposal that reflects the scope of work.

After the Proposal Deadline, FNPA may interview any proponent and may specifically seek clarification or additional information in any format whatsoever in respect of such proponent’s Proposal. The response received by FNPA from a proponent will, if accepted by FNPA, form part of such proponent’s Proposal.

Terms and Conditions of the RFP Process
1. Communication after Issuance of RFP

1. 1. Proponents to Review RFP

Proponents should promptly examine all the documents comprising this RFP and should direct questions or seek additional information via email to the RFP Contact on or before the deadline for inquiries set out above. No such communications are to be directed to anyone other than the RFP Contact.
Neither WBFNs nor FNPA is under any obligation to provide additional information, and neither WBFNs nor FNPA is responsible for any information provided by or obtained from any source other than the RFP Contact. It is the responsibility of the proponent to seek clarification from the RFP Contact on any matter it considers to be unclear. Neither WBFNs nor FNPA is responsible for any misunderstanding on the part of the proponent concerning this RFP.

1. 1. All New Information to Proponents by Way of Addenda

This RFP may be amended only by addendum in accordance with this section.
If FNPA, for any reason, determines that it is necessary to provide additional information relating to this RFP, such information will be communicated to all proponents by addendum in the same manner the RFP was originally posted.
Any information obtained in a method other than an addendum should not be relied upon. Each addendum forms an integral part of this RFP and may contain important information, including significant changes to this RFP.

1. Notification and Debriefing
  1. Notification to Other Proponents

If and when FNPA enters into the Agreement with any proponent, the other proponents will be notified. Similarly, if the RFP process concludes without FNPA entering into the Agreement, all proponents will be notified. Proponents may be notified directly or by public posting in the same manner that this RFP was originally posted of the outcome of the procurement process.

1. 1. Debriefing

Proponents who submitted a Proposal may request a debriefing after receipt of a notification of the outcome of the procurement process. All requests must be made in writing to the RFP Contact at the email prescribed in section 1.1 within thirty (30) calendar days of notification.
The intent of the debriefing information session is to aid the proponent in presenting a better Proposal in subsequent procurement opportunities. Any debriefing provided is not for the purpose of providing an opportunity to challenge the procurement process or its outcome.

1. Prohibited Conduct

FNPA may disqualify a proponent, rescind an invitation to negotiate, or take such other action as it may deem appropriate if FNPA, in its sole and absolute discretion, determines that the proponent has engaged in any conduct prohibited by this RFP.

1. 1. Illegal or Unethical Conduct

Proponents are not to engage in any illegal business practices, including activities such as bid-rigging, price- fixing, bribery, fraud, coercion, or collusion. Proponents are not to engage in any unethical conduct, including lobbying, as described above, or other inappropriate communications; offering gifts to any employees, officers, agents, elected or appointed officials or other representatives of WBFNs or FNPA; deceitfulness; submitting Proposals containing misrepresentations or other misleading or inaccurate information; or any other conduct that compromises or may be seen to compromise the competitive process provided for in this RFP.

1. 1. Past Performance or Past Conduct

FNPA may prohibit a proponent from participating in this RFP process or future procurement processes based on past performance or based on inappropriate conduct in a prior procurement process, including but not limited to the following:

Illegal or unethical conduct as described above.
The refusal of the proponent to honor its submitted pricing or other commitments; or
Any conduct, situation or circumstance determined by FNPA, in its sole and absolute discretion, to constitute an undisclosed conflict of interest.
1. Conflict of Interest

FNPA may disqualify a proponent or take any other action it deems appropriate in its sole discretion, for any conduct, situation, or circumstance, determined by FNPA, in its sole and absolute discretion, to constitute a conflict of interest. For the purposes of this RFP, “conflict of interest” includes any situation or circumstance where, in relation to a WBFNs or FNPA procurement competition, a participating proponent has an unfair advantage, a perception of an unfair advantage or engages in conduct, directly or indirectly, that may give it an unfair advantage, including:

Having, or having access to, information in the preparation of its Proposal that is not available to other proponents, but such does not include information a proponent may have obtained in the past performance of a contract with WBFNs or FNPA, that is not related to the creation, implementation or evaluation of this or a related procurement competition.
Communicating with any person with a view to influencing preferred treatment in this procurement competition (including but not limited to the lobbying of decision makers involved in this procurement competition); or
Engaging in conduct that compromises, or could be seen to compromise, the integrity of the open and competitive procurement competition or renders that competition non-competitive, less competitive, or unfair.

Proponents are to fully disclose, in writing to the RFP Contact on or before the Proposal Deadline, the circumstances of any actual or potential conflict of interest, as well as what could be perceived as a conflict of interest if the proponent were to become a contracting party pursuant to the RFP. FNPA will review all disclosures made by proponents under this provision and take such steps as it, in its sole discretion, deems necessary to address any conflict of interest, which may include requiring the proponent to take action to address and remedy the conflict of interest to the satisfaction of FNPA or disqualifying the proponent from further participation.
Proponents should not engage in any communications that could constitute a conflict of interest.

1. Confidential Information
  1. Confidential Information of FNPA

All information provided by or obtained from WBFNs or FNPA in any form in connection with this RFP either before or after the issuance of this RFP:

- - Is the sole property of WBFNs or FNPA, as applicable, and must be treated as confidential;
  - Is not to be used for any purpose other than replying to this RFP and (if applicable) the performance of services under the Agreement;
  - Is not to be disclosed without prior written authorization from WBFNs or FNPA, as applicable; and
  - Must be returned by the proponent to WBFNs or FNPA, as applicable, immediately upon request.

1. 1. Confidential Information of Proponent

Proposals will be accepted in confidence, as they contain financial, commercial, scientific, technical and/or labor relations information, except as may be otherwise provided herein. The confidentiality of such information will be maintained by FNPA, except as otherwise required by applicable law and as set out below.

Notwithstanding the foregoing, FNPA reporting requirements will result in the public disclosure of amounts paid to the proponent (if any) that enters into the Agreement.
Proponents are advised that their Proposals may, as necessary, be disclosed, on a confidential basis, to advisers retained by WBFNs or FNPA to advise or assist with the RFP process, including the evaluation of Proposals.
If a proponent has any questions about the collection and use of personal information pursuant to this RFP, questions are to be submitted to the RFP Contact.

1. Procurement Process Non-Binding
  1. No “Contract A” and No Claims

This procurement process is not intended to create and will not create a formal, legally binding bidding process. It will instead be governed by the law applicable to commercial negotiations. For greater certainty and without limitation:

Nothing in this RFP constitutes an offer of any kind whatsoever by WBFNs or FNPA to any proponent. This RFP is not an offer to enter into either a bidding contract (often referred to as “Contract A”) or a contract to perform the services (often referred to as “Contract B”).
- - The proponent will have no right to make any claims (in contract, tort, or otherwise) against WBFNs or FNPA with respect to this RFP or the conduct or outcome of the process contemplated by this RFP, including but not limited to evaluation of any Proposal, disqualifying (or failing to disqualify) any proponent, or awarding (or failing to award) the Agreement to any proponent.

1. 1. No Contract until Execution of Written Agreement

No legal relationship or obligation regarding the procurement of any goods or services will be created between a proponent, on the one hand, and WBFNs or FNPA, on the other hand, by this RFP process. A legal relationship will not arise until the successful negotiation and execution of the Agreement.
For the avoidance of doubt, FNPA will not, by shortlisting any proponent or beginning discussions or negotiations with any proponent, be considered to have entered into any binding agreement with such proponent for the performance of the services contemplated by this RFP or any other matter.

1. 1. Non-binding Price Estimates

While the pricing information provided in Proposals will be non-binding prior to the execution of the Agreement, such information will be assessed during the evaluation of the Proposals and the ranking of the proponents. Any inaccurate, misleading, or incomplete information, including withdrawn or altered pricing, could adversely impact any such evaluation or ranking or the decision of FNPA to enter into the Agreement with any proponent.

1. 1. Effect of this RFP

This RFP process does not in any way restrict or limit the rights of WBFNs or FNPA to engage in commercial negotiations with any vendor or to procure the project deliverables from any vendor through any other process. Without limiting the generality of the foregoing, FNPA may:

Choose whether to evaluate any Proposal.
Modify this RFP or RFP process, including any technical, commercial, or contractual terms.
Re-issue this RFP, either in the same form, or with modifications.
Begin or end negotiations with any proponent for some or all the project deliverables.
Reject any Proposal or all Proposals.
Abandon its plans to obtain any of the project deliverables.

Invite anyone (including any proponent) to give it an offer to provide some or all of the project deliverables under any termsAt any time before awarding the Agreement, FNPA may do the following:

- Require any proponent to submit further information not requested in this RFP to verify the proponent’s ability to perform the Agreement, including financial data, references to support assertions of past relevant experience, information about the project deliverables, and proof of the proponent’s legal capacity to perform the Agreement; and/or
  - - Inspect the proponent’s equipment and facilities that would be used to perform the Agreement, to verify the proponent’s technical or commercial capacity to perform the Agreement.
    - Cancel the RFP process without liability at any time.

1. Governing Law and Interpretation

These terms and conditions of the RFP Process:

Are intended to be interpreted broadly and independently (with no particular provision intended to limit the scope of any other provision);
Are non-exhaustive and must not be construed as intending to limit the pre-existing rights of the parties to engage in pre-contractual discussions in accordance with the common law governing direct commercial negotiations; and
Are to be governed by and construed in accordance with the laws of the Province of Saskatchewan and the federal laws of Canada applicable therein.

6.8          Severability
If any provision of this RFP is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability attaches only to such provision and everything else in this RFP continues in full force and effect.
6.9          Finality
The evaluation process of FNPA, and the ultimate selection of a successful proponent (if any) by FNPA, are final and binding on all proponents. Despite any other term in this RFP, no proponent may make any claim against WBFNs, FNPA, or any of their respective representatives to any court, other adjudicative body, governmental authority, or regulatory authority relating to this RFP or the RFP process for any reason whatsoever.
Without limiting the generality of the foregoing, no proponent may seek any judgment, order, decree, injunction, declaration or other relief relating to this RFP or the RFP process, including relief relating to the notion that any Proposal was the “lowest” or “best” Proposal, that any proponent should be selected as the successful proponent, or that FNPA erred in the evaluation of any Proposal or that FNPA otherwise exercised any discretion or conducted the RFP process in an inappropriate, unreasonable or unfair manner.
Each proponent releases WBFNs, FNPA, and their respective representatives from all such claims. In no event will WBFNs or FNPA be liable to any proponent for lost profits or loss of opportunity, or for any indirect, special, or consequential damages.
6.10       Acceptance of Terms
If a proponent does not submit the signed Acknowledgement as part of its Proposal, then by submitting its Proposal, the proponent is deemed to agree to the terms and conditions set out in this RFP.

Appendix A: Acknowledgement
I
(Name)

(Position)
of
(Name of proponent) (the “Proponent”)

have read the complete Traditional Knowledge and Land Use Study Request for Proposals issued May 16, 2025, and understand all its terms and conditions. The Proponent acknowledges and accepts all the requirements set out in the RFP, and all the terms and conditions set out in the RFP that apply to the preparation, submission, and evaluation of Proposals, and to the award of the Agreement (if any), including terms that restrict or limit the Proponent’s ability to make claims against WBFNs or FNPA. Further, the Proponent agrees that the pricing set out in the submitted Proposal is firm and open to acceptance or rejection by FNPA, until the date that is six months after the Proposal Deadline.
Capitalized terms used but not defined in this Acknowledgement have the meanings given to them in the Traditional Knowledge and Land Use Study Request for Proposals issued May 16, 2025.

Name of Company

Address

Authorized Company Official Signature

Date Signed

Appendix B: Pricing Form
Pricing Requirements

Rates must be provided in Canadian funds, inclusive of all applicable duties and taxes except for applicable sales taxes, which should be itemized separately.
Rates quoted by the Proponent must be all-inclusive and must include all labor and material costs, all insurance costs, all costs of delivery and all other overhead, including any fees or other charges required by law.
Prices must remain firm for a minimum of six months from the closing date of this RFP.

*This form must be completed and submitted with your Proposal. Proponents that do not complete this form or provide incomplete pricing may not be further evaluated.

Appendix C: Sample Agreement Terms and Conditions

Interpretation

For the purposes of this Agreement:

1. “Agreement” means this written agreement made between the Company and the Proponent for performance of the services;
2. The “Company” means FNPA;
3. “Deliverables” means a detailed Traditional Knowledge Land Use and Occupancy Studies report of the SMR project location and surrounding area;
4. The “Project” includes an Indigenous Knowledge Land Use and Occupancy study;
5. The “Proponent” means the proponent selected by the Company after the RFP process.

The Project

1. The Proponent shall use commercial best efforts to complete the Project within the agreed upon time frame.
2. It is understood and agreed that the Proponent may advise and make recommendations to the Company, but all decisions in connection with the implementation of such advice and recommendations shall be the responsibility of, and made by, the Company.
3. Nothing in these Terms and Conditions shall be construed as precluding or limiting in any way the right of the Proponent to provide services or deliverables of any kind or nature whatsoever to any person or entity as the Proponent in its sole discretion deems appropriate.

Responsibilities of the Company

1. The Company agrees to cooperate with the Proponent in the during the Project and shall provide or arrange to provide the Proponent with timely access to and use of the personnel, data, and information necessary for provision of the Deliverables under this Agreement.
2. To the extent that personnel of the Proponent are on the premises of the Company, the Company shall take all reasonable precautions to ensure the safety of the Proponent and its employees.
3. The Company shall be responsible for the performance of its employees and agents and for the accuracy and completeness of all data and information provided to the Proponent for the purposes of the Project.
4. The Company agrees it shall perform the following functions:
  1. Make all management decisions and perform all management functions;
  2. Identify for the Proponent an individual who possesses suitable skill, knowledge, and experience to oversee the Project and to evaluate the adequacy and results the Deliverables provided;
  3. Accept responsibility for the results of the Project; and
  4. Establish and maintain internal controls over the processes with which the Project is concerned, including, without limitation, monitoring ongoing activities.
Working Papers, Reporting, and Communication

1. All oral and written communications by the Proponent to the Company with respect to the Project, including, without limitation, drafts and those communications occurring prior to the execution of this Agreement, will be subject to the terms and conditions of this Agreement.
2. The Proponent shall retain all rights in all methodologies, know-how, knowledge, and applications utilized by the Proponent either prior to or during the Agreement.
3. During the Project, the Proponent may supply oral, draft, or interim advice, reports, or presentations but in such circumstances, the Proponent’s final written report shall take precedence. Where the Company wishes to rely on oral advice or oral presentation, the Company shall inform the Proponent and the Proponent shall provide written confirmation of the advice concerned.

Ownership of Documents

1. Ownership of all proprietary information including, but not limited to, confidential business and financial information, operating practices, technical data, trade secrets, procedures, personal information, software, whether owned, licensed from a third party, or developed by a third party for the Company, documents, plans, specifications, and all other unpublished business and technical information and records of the Company, in addition to these Terms and Conditions and this Agreement (collectively the “proprietary information”) obtained by or communicated to the Proponent, whether related to this Agreement or the Project and whether provided and/or prepared by the Company or others, shall be and remain the property of the Company and shall, at termination or expiration of this Agreement, be returned to them.
2. Subject to full and final payment being received by the Proponent from the Company under this Agreement, the Proponent shall:
  1. Transfer, assign, and convey to the Company all right, title and interest in and to the Deliverables (except for any Proponent technology contained therein); and
  2. Grant to the Company a non-exclusive, royalty free, worldwide, perpetual, non- transferable license to use, for the business purposes of the Company, any Proponent technology contained in the Deliverables. On request from the Company, the Proponent shall provide to the Company a written waiver of all moral rights claims in the Deliverables.

Confidentiality

1. All proprietary information communicated to or obtained by the Proponent, whether before, during, or after the date of this Agreement, shall be and was received in strict confidence and shall only be used for the purposes of this Agreement. No such proprietary information, including without limitation the provisions of this Agreement, shall be disclosed by the Proponent, without the prior written consent of the Company.
2. The Proponent shall not patent, register any claim of copyright or otherwise assert proprietary rights to proprietary property or any portion of such information of the Company.
3. The Proponent may disclose proprietary information to the extent required by an order of a court of competent jurisdiction, administrative agency or governmental body, or by any law, rule or regulation, or by subpoena, summons or other administrative or legal process, or by applicable regulatory or professional standards, or in connection with any judicial or other proceeding involving the Proponent and the Company relating to the Project. The Proponent shall provide reasonable advance notice to the Company before any disclosure required by legal, regulatory or accounting purposes or by an order of a court of competent jurisdiction, administrative agency or governmental body, or by any law, rule or regulation, or by subpoena, summons or other administrative or legal process to enable the Company to apply for such protective order or take such other action as the Company determines is necessary to safeguard its proprietary information. The Proponent shall disclose only so much proprietary information of the Company as is reasonably necessary to comply with the request, demand, order, or requirement for disclosure.
4. The proprietary information of the Company is valuable property. Violation in any material respect of any provision in these Terms and Conditions or this Agreement may cause irreparable injury to the Company. The Company shall be entitled to seek injunctive or any other equitable or legal relief against any such violation of these Terms and Conditions or this Agreement. Such injunctive relief shall be in addition to, and no way in limitation of, any and all other remedies or rights which the Company shall have at law or in equity.

Indemnity

1. The Proponent covenants that completion of the Project and provision of the Deliverables pursuant to this Agreement does not infringe any patent, trademark, trade secret or copyright or other intellectual property right registered or recognized in Canada or elsewhere with respect to or in connection with the intended use of the Deliverables by the Company.
2. The Proponent indemnifies the Company and holds the Company harmless from and against any loss, damage or liability awarded against the Company for the infringement of any such patent, trade mark, trade secret, copyright or other intellectual property right arising from or in connection with the Project or the Company’s use of the Deliverables, except where the claim of infringement is based on use of the Deliverables by the Company in combination with other services, programs, materials or data not provided by the Proponent to the Company or claims arising from or based upon designs, specifications or instructions from the Company.
3. The Proponent shall defend, settle, or compromise, at its own expense, any action or claim for infringement of patent, trademark, trade secret, copyright, or other intellectual property right, subject to the Confidentiality provisions of this Agreement. In the event a judgment or other court order for infringement for which the Proponent is liable to indemnify the Company is made, or in the Proponent’s opinion a claim for infringement is likely to be made or a judgment entered, the Proponent shall either modify the infringing portion to render it non-infringing and/or procure for the Company the right to continue using the infringing portion.
4. The Company will promptly notify the Proponent in writing of any claim of infringement and agrees, subject to the Confidentiality provisions of this Agreement, to cooperate with the Proponent in the defense, settlement, or compromise by the Proponent of any such claim of infringement.
Liability and Limitation on Damages

The Proponent indemnifies and holds the Company, as well as the officers, employees, and agents of the Company, harmless from and against any liability, expense or damage, including reasonable legal fees, caused by the negligence or willful misconduct of the Proponent while engaged in the Project.

Force Majeure

1. Force Majeure means an event, the cause of which is beyond the control of the party affected by it, which could not reasonably have been foreseen and provided against and which, by the exercise of due diligence, the party affected is unable to overcome, including without limitation, acts of God, accidents, fires, explosions, weather conditions materially preventing or impairing work, inability to secure fuel or power, wars, civil commotion, riot, sabotage, applicable legislation and regulations, interruptions by government or court orders and future orders (lawful or otherwise) of any regulatory body of competent jurisdiction but shall not include financial difficulty.
2. Neither party shall be responsible for any failure to comply with any of the terms of the Agreement where such failure is directly caused by or results from events of Force Majeure.
3. The party affected by Force Majeure shall give prompt notice to the other upon the cessation of the event of Force Majeure.
4. If an event of Force Majeure lasts longer than thirty (30) days, the parties shall meet to review the situation and determine under what conditions performance of the Project may continue or whether the Agreement shall terminate. Notwithstanding any other provision of this Agreement, if, by reason of Force Majeure, a party is wholly or partly unable to perform its obligations and the lack of performance has lasted longer than ninety (90) days, the party not affected by Force Majeure, or if both parties acknowledge that such lack of performance will last longer than ninety (90) days, the party not affected by Force Majeure may terminate this Agreement effective upon giving notice to the other party, with no party being entitled to damages notwithstanding any other provision of this Agreement.
5. To the extent that performance of the Project and provision of the Deliverables is impacted by COVID-19 or any measures taken by either party to protect health and safety, the parties agree to work together in good faith to agree upon such changes as may be necessary, including timelines, location or manner of delivery of Services, and any additional costs.

Assignment

Neither this Agreement nor any part of it nor any interest in it shall be capable of assignment by the Proponent to any third party whatsoever without the Company’s prior consent.

Governing Law

This Agreement shall be construed, interpreted and enforced, in all respects, in accordance with the laws of the Province of Saskatchewan. The Proponent and the Company expressly agree
that any legal proceedings of any kind respecting this Agreement must be brought within the Province of Saskatchewan and decided by the Court of King’s Bench or any Court having jurisdiction. The Proponent and the Company agree to submit to the jurisdiction of the Courts of the Province of Saskatchewan.

Benefits and Independent Contractor

1. The Proponent is not entitled to benefits of any kind or nature other than compensation as set forth in this Agreement.
2. The Proponent agrees and represents that in providing services to the Company under this Agreement, the Proponent is an independent contractor and not an employee of the Company.

Termination of Services

1. Either party may for its convenience, at any time after commencement of this Agreement, terminate this Agreement upon giving thirty (30) days prior written notice to the other party. Upon such termination, the Company will pay to the Proponent all fees for portions of the Project completed to the date of termination and remaining unpaid upon the date of termination. The Proponent acknowledges and agrees that payment by the Company of the sum set forth in this clause shall be the only obligation owing by the Company to the Proponent arising out of termination of this Agreement. The Proponent shall have no further claim against the Company of any kind or nature arising out of such termination and accepts the payment set forth in this clause as full satisfaction for and in lieu of any and all such claims that it may have as a consequence of termination of this Agreement. Upon termination of this Agreement by either the Proponent or the Company, any and all documents, proprietary information and the Deliverables remaining in the possession of the Proponent shall immediately be returned to the Company and any and all ownership rights in such documents, the Deliverables and proprietary information belong to the Company.
2. Either party may terminate this Agreement by giving written notice to the other if the other is in material default of any provision of this Agreement and does not remedy that default within seven (7) calendar days after receiving written notice of the material default.
3. Either party may terminate this Agreement by giving written notice to the other if the other:
  1. Becomes insolvent or bankrupt;
  2. Appoints, or has appointed for it, a receiver or trustee in bankruptcy;
  3. Makes an assignment or takes any other action for the benefit of its creditors;
  4. Has instituted against it any proceeding in bankruptcy, receivership or liquidation, and such proceedings continue for thirty (30) calendar days without being dismissed; or
  5. Is wound up or dissolved.

Proponent Acknowledgment

The Proponent warrants that it has the full power and authority to enter into, perform and execute this Agreement. The person signing this Agreement on behalf of the Proponent has been properly authorized and empowered to enter into and execute this Agreement. The
Proponent acknowledges, having read this Agreement, that it understands it and agrees to be bound by it.

Project Meetings

The Proponent agrees that its personnel shall, at the request of the Company, meet with the Company’s project representative to review the status and progress of the Project.

Billing & Fees

All payments under this Agreement will be made by the Company via Electronic Funds Transfer. Cheques will only be issued by the Company in limited circumstances.

Waiver

The failure of either party to insist upon strict performance of any of the provisions contained in this Agreement or to exercise any of its rights, powers or remedies under this Agreement, or its delay to do so, shall not constitute a waiver of its rights as set forth in this Agreement, at law or in equity, or a waiver of any other provisions or subsequent default by the other party of any of the terms or conditions in this Agreement.

Severability

If any provision of this Agreement is found by a court to be invalid or unenforceable in whole or in part, such invalidity or unenforceability shall not affect the other provisions. Such invalid or unenforceable provision shall be deemed modified to the extent necessary to make it enforceable, preserving to the fullest extent permissible the intent of the parties set forth in this Agreement.

Conflict of Interest

The Proponent represents that neither it, its principals, officers or employees have any knowledge of any actual, potential or perceived conflict of interest. The Proponent agrees that failure of it to disclose any actual, potential or perceived conflicts of interest may, at the sole discretion of the Company, result in the immediate termination of the Agreement by the Company. In such event, the Company shall be entitled to recover any and all of the amounts paid for the Project under this Agreement. Such right to terminate is in addition to and not exhaustive of any other action the Company may, in its discretion, take in the event of a Proponent conflict of interest during the term of this Agreement.

Proponent Conduct Standards

1. The Proponent will, during the Project:
  1. Avoid unethical or compromising actions and behavior or the appearance of unethical or compromising actions and behavior;
  2. Avoid conflicts of interest or situations that may be perceived to be conflicts of interest;
  3. Not attempt to influence an employee of the Company or any other public official to act in an improper manner or to improperly influence the Project;
  4. Not submit inaccurate or misleading information to the Company;
  5. Act in accordance with the law;
  6. Be respectful in its dealings with the Company; and
  7. Maintain the privacy and confidentiality of all information of the Company that the Proponent may possess or have access to.

Dates

Publication

2025/05/16 09:24:50 AM MDT

Bid Intent

Optional

Bid Intent Deadline

2025/06/11 05:00:00 PM MDT

Question Acceptance Deadline

2025/06/09 05:00:00 PM MDT

Questions are submitted online

Yes

Closing Date

2025/06/16 05:00:00 PM MDT

Contact Information

Guy Lonechild

306-222-7532 ext. 3065596732

glonechild@fnpa.ca

Mikayla Woodward

306-812-7010

mwoodward@fnpa.ca

Required Acknowledgement

Guy Lonechild

Please deliver all proposals to Mr. Guy Lonechild, FNPA CEO email: glonechild@fnpa.ca

Buyer Preferences, Guidelines & Requirements

General Requirements

- Local Service Required

Bid Submission Process

Bid Submission Type

Electronic Bid Submission

Pricing

In attached document

Bid Documents List

Item Name	Description	Mandatory	Limited to 1 file
Bid Documents	Documents defining the proposal	Yes	No
No entries

Additional Bidding Instructions

N/A

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