REQUEST FOR PROPOSALS FOR

Virtual Reality Video

For Nova Scotia Business Incorporated

Request for Proposal Number: MK2019-20-06

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TABLE OF CONTENTS PART 1 – INVITATION AND SUBMISSION INSTRUCTIONS ..................................................................... 3

1.1 Invitation to Proponents .................................................................................................................. 3 1.2 RFP Contact ...................................................................................................................................... 3 1.3 Type of Contract for Deliverables .................................................................................................... 3 1.4 RFP Timetable .................................................................................................................................. 3 1.5 Submission of Proposals .................................................................................................................. 4

PART 2 – EVALUATION AND NEGOTIATION ......................................................................................... 5 2.1 Stages of Evaluation and Negotiation .............................................................................................. 5 2.2 Stage I – Mandatory Submission Requirements .............................................................................. 5 2.3 Stage II – Evaluation ......................................................................................................................... 5 2.4 Stage III – Pricing .............................................................................................................................. 6 2.5 Stage IV – Ranking and Contract Negotiations ................................................................................ 6

PART 3 – TERMS AND CONDITIONS OF THE RFP PROCESS .................................................................... 7 3.1 General Information and Instructions ............................................................................................. 7 3.2 Business Registration ....................................................................................................................... 7 3.3 Communication after Issuance of RFP ............................................................................................. 8 3.4 Notification and Debriefing ............................................................................................................. 8 3.5 Conflict of Interest and Prohibited Conduct .................................................................................... 9 3.6 Confidential Information ................................................................................................................. 9 3.7 Procurement Process Non-binding ................................................................................................ 10 3.8 Governing Law and Interpretation ................................................................................................ 10

APPENDIX A – FORM OF AGREEMENT ............................................................................................... 12 APPENDIX B – SUBMISSION FORM .................................................................................................... 18 APPENDIX C – SUBMISSION PRICING FORM ...................................................................................... 21 APPENDIX D – RFP PARTICULARS ...................................................................................................... 23

D.1 THE DELIVERABLES ......................................................................................................................... 23 D.2 MATERIAL DISCLOSURES ................................................................................................................ 24 D.3 MANDATORY TECHNICAL REQUIREMENTS.................................................................................... 24 D.4 RATED CRITERIA ............................................................................................................................. 24

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PART 1 – INVITATION AND SUBMISSION INSTRUCTIONS

1.1 Invitation to Proponents

This Request for Proposals (the “RFP”) is an invitation by Nova Scotia Business Incorporated (“NSBI”) to prospective proponents to submit proposals for the provision of a Virtual Reality Video as further described in the RFP Particulars (Appendix D) (the “Deliverables”). This RFP is being conducted pursuant to the NSBI Procurement Policy and the Nova Scotia Sustainable Procurement Policy where applicable. NSBI is seeking a proponent with video production expertise to produce a virtual reality promotional video showcasing the impressive innovation undertaken in key industries across the province, such as ICT, Oceans, Life Sciences and Agri-food. The video will be used as a marketing tool to support investment attraction efforts in generating interest in the province and building credibility with an international audience. The project will include travel within Nova Scotia and must be completed no later than May 25, 2020. NSBI is a business development agency for the Province of Nova Scotia, led by a private sector board of directors. To strengthen and grow the Nova Scotia economy, NSBI’s primary efforts are focused on helping Nova Scotia businesses grow exports through access to business advisory services, skills development and training, market intelligence, access to financing, support in accessing global markets, and by attracting innovative, globally competitive companies to establish a business location in Nova Scotia. Go to www.novascotiabusiness.com to learn more.

1.2 RFP Contact

For the purposes of this procurement process, the “RFP Contact” shall be: Jennifer Dunbar, Contracts Specialist tenders@nsbi.ca Proponents and their representatives are not permitted to contact any employees, officers, agents, elected or appointed officials or other representatives of NSBI, other than the RFP Contact or their designate, concerning this RFP. Failure to adhere to this rule may result in the disqualification of the proponent and the rejection of the proponent’s proposal.

1.3 Type of Contract for Deliverables

The selected proponent will be requested to enter into direct contract negotiations to finalize an agreement with NSBI for the provision of the Deliverables. The terms and conditions found in the Form of Agreement (Appendix A) are to form the basis for commencing negotiations between NSBI and the selected proponent. The final agreement will be substantially in the form of Appendix A, subject to negotiation within the framework of this RFP.

1.4 RFP Timetable

Issue Date of RFP 2/28/2020

Deadline for Questions 3/9/2020

Deadline for Issuing Addenda 3/10/2020

Submission Deadline Date and Time 3/13/2020 @ 4:00 PM Atlantic Time

Rectification Period 2

Anticipated Ranking of Proponents 3/17/2020

Contract Negotiation Period 3

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Anticipated Execution of Agreement 3/23/2020

The RFP timetable is tentative only, and may be changed by NSBI at any time.

1.5 Submission of Proposals

1.5.1 Proposals to be submitted in Prescribed Format In electronic format, Proponents should submit one (1) electronic copy of their proposal saved as a Portable Document Format (PDF) and sent to tenders@nsbi.ca prior to the submission deadline as indicated in section 1.4. The file name on the electronic copy should include an abbreviated form of the Proponent’s name and RFP#. 1.5.2 Proposals to be submitted on Time Proposals must be submitted to the e-mail address as set out above in section 1.5.1 on or before the Submission Deadline as indicated in section 1.4. Proposals submitted after the Submission Deadline will be rejected. NSBI’s time clock will be deemed to be correct. 1.5.3 Amendment of Proposals Prior to Submission Deadline Proponents may amend their proposals prior to the Submission Deadline by submitting the amendment in the format as set out above in section 1.5.1. Any amendment must clearly indicate which part of the proposal the amendment is intended to amend or replace. Any amendments received after the Submission Deadline will not be accepted. Amendments must be signed by the person who signed the original bid submission, or a person authorized to sign on his or her behalf. 1.5.4 Withdrawal of Proposals Proponents may withdraw their proposals prior to the Submission Deadline. To withdraw a proposal, a notice of withdrawal must be received by the RFP Contact prior to the Submission Deadline and must be signed by an authorized representative of the proponent. NSBI is under no obligation to return withdrawn proposals. 1.5.5 Proposals Irrevocable after Submission Deadline Proposals shall be irrevocable for a period of Thirty (30) days from the Submission Deadline.

[End of Part 1]

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PART 2 – EVALUATION AND NEGOTIATION

2.1 Stages of Evaluation and Negotiation

NSBI will conduct the evaluation of proposals and negotiations in the following four stages: Stage I: Mandatory Submission Requirements Stage II: Evaluation Stage III: Pricing Stage IV: Ranking and Contract Negotiations

2.2 Stage I – Mandatory Submission Requirements

Stage I will consist of a review to determine which proposals comply with all of the mandatory submission requirements. If a proposal fails to satisfy all of the mandatory submission requirements, NSBI will issue the proponent a rectification notice identifying the deficiencies and providing the proponent an opportunity to rectify the deficiencies. If the proponent fails to satisfy the mandatory submission requirements within the Rectification Period, its proposal will be excluded from further consideration. The Rectification Period will begin to run from the date that NSBI issues a rectification notice to the proponent.

The mandatory submission requirements are as follows: 2.2.1 Submission Form (Appendix B) Each proposal must include a Submission Form (Appendix B) completed and signed by an authorized representative of the proponent. 2.2.2 Submission Pricing Form (Appendix C) Each proposal must include a Submission Pricing Form (Appendix C) completed according to the instructions contained in the form.

2.3 Stage II – Evaluation

The following is an overview of the categories and weighting for the rated criteria of the RFP. Proponents who do not meet a minimum threshold score for a category will not proceed further in the evaluation process.

Rated Criteria Category Weighting (Points) Minimum Threshold

D.4.1 Corporate Overview 5 points N/A

D.4.2 Skills and Expertise 50 points N/A

D.4.3 Project Management Approach 25 points N/A

D.4.4 References 20 points N/A

Subtotal A 100 points 70 points

C.3.1 Pricing 20 points N/A

Total Points 120 points N/A

Stage II will consist of the following two sub-stages: 2.3.1 Mandatory Technical Requirements NSBI will review the proposals to determine whether the mandatory technical requirements as set out in Section D.3 of the RFP Particulars (Appendix D) have been met. Questions or queries on the part of NSBI as to whether a proposal has met the mandatory technical requirements will be subject to the verification and clarification process set out in Section 3.3.3. If the proponent fails to satisfy the mandatory technical requirements, its proposal will be excluded from further consideration.

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2.3.2 Rated Criteria NSBI will evaluate each compliant proposal on the basis of the rated criteria as set out in Section D.4 of the RFP Particulars (Appendix D).

2.4 Stage III – Pricing

Stage III will consist of a scoring of the submitted pricing of compliant proposals in accordance with the price evaluation method set out in the Submission Pricing Form (Appendix C). The evaluation of price will be undertaken after the evaluation of mandatory submission requirements, mandatory technical requirements, and rated criteria has been completed, and only for those proposals that have met all minimum threshold scores.

2.5 Stage IV – Ranking and Contract Negotiations

2.5.1 Ranking of Proponents After the completion of Stage III, all scores from Stage II and Stage III will be added together and each proponent will be ranked based on its total score. The top-ranked proponent will receive a written invitation to enter direct contract negotiations to finalize an agreement with NSBI. Upon finalization of the Agreement with NSBI, the proponent shall thereafter be known as the successful Proponent. 2.5.2 Consecutive Negotiations Process Any negotiations will be subject to the process rules contained in the terms and conditions of the RFP Process (Part 3) and will not constitute a legally binding offer to enter into a contract on the part of NSBI or the proponent and there will be no legally binding relationship created with any proponent prior to the execution of a written agreement. The terms and conditions found in the Form of Agreement (Appendix A) are to form the basis for commencing negotiations between NSBI and the selected Proponent. Negotiations may include requests by NSBI for supplementary information from the Proponent to verify, clarify or supplement the information provided in its proposal or to confirm the conclusions reached in the evaluation, and may include requests by NSBI for improved pricing or performance terms from the Proponent. 2.5.3 Time Period for Negotiations NSBI intends to conclude negotiations and finalize an agreement with the top-ranked proponent during the Contract Negotiation Period, commencing from the date NSBI invites the top-ranked proponent to enter negotiations. A proponent invited to enter into direct contract negotiations should therefore be prepared to provide requested information in a timely fashion and to conduct its negotiations expeditiously. 2.5.4 Failure to Enter into Agreement If the top-ranked proponent and NSBI cannot conclude negotiations and finalize the agreement for the Deliverables within the Contract Negotiation Period, NSBI may, upon notice, discontinue negotiations with the top-ranked proponent and may invite the second ranked proponent to enter into negotiations. This process shall continue until an agreement is finalized, until there are no more proponents remaining that are eligible for negotiations or until NSBI elects to cancel the RFP process. 2.5.5 Notification to Other Proponents Once an agreement is finalized and executed by NSBI with a proponent, the other proponents will be notified in accordance with the Terms and Conditions of the RFP Process (Part 3).

[End of Part 2]

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PART 3 – TERMS AND CONDITIONS OF THE RFP PROCESS

3.1 General Information and Instructions

3.1.1 Proponents to Follow Instructions Proponents should structure their proposals in accordance with the instructions in this RFP. Where information is requested in this RFP, any response made in a proposal should reference the applicable section numbers of this RFP. 3.1.2 Language All proposals are to be in English, or both English and French. If there is a conflict or inconsistency between the English version and the French version of the proposal, the English version of the proposal shall prevail. 3.1.3 No Incorporation by Reference The entire content of the proponent’s proposal should be submitted in a fixed form, and the content of websites or other external documents referred to in the proponent’s proposal but not attached will not be considered to form part of its proposal. 3.1.4 References and Past Performance In the evaluation process, NSBI may include information provided by the proponent’s references and may also consider the proponent’s past performance or conduct on previous contracts with NSBI. 3.1.5 Information in RFP Only an Estimate NSBI makes no representation, warranty or guarantee as to the accuracy of the information contained in this RFP, received from the RFP Contact, or issued by way of addenda. Any quantities shown or data, or opinion contained in this RFP or provided by way of addenda are estimates only and are for the sole purpose of indicating to proponents the general scale and scope of the Deliverables. It is the proponent’s responsibility to obtain all the information necessary to prepare a proposal in response to this RFP. 3.1.6 Proponents to Bear Their Own Costs The proponent shall bear all costs associated with or incurred in the preparation and presentation of its proposal, including, if applicable, costs incurred for interviews or presentations. 3.1.7 Proposal to be retained by NSBI NSBI will not return the proposal or any accompanying documentation submitted by a proponent.

3.2 Business Registration

Proponents may be required to be registered to carry on business in accordance with applicable laws. For information on the business registration requirements of the Nova Scotia Registry of Joint Stock Companies, please consult: http://www.novascotia.ca/snsmr/access/business/registry-joint-stock-companies.asp The status of a proponent’s business registration does not preclude the submission of a proposal in response to this RFP. A proposal can be accepted for evaluation, regardless of (i) whether the company is registered, or (ii) whether its business registration is in good standing. However, a contract cannot be awarded unless the successful proponent is registered and in good standing, in accordance with applicable laws. If the proponent’s business is not required to register in Nova Scotia, the proponent will be required to submit registration from their applicable jurisdiction.

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3.3 Communication after Issuance of RFP

3.3.1 Proponents to Review RFP Proponents shall promptly examine all of the documents comprising this RFP, and

a) report any errors, omissions, or ambiguities; and b) direct questions or seek additional information

in writing by email to the RFP Contact, as set out in section 1.2, on or before the Deadline for Questions. NSBI is not obligated to respond to questions or comments received after this period has passed. No such communications are to be directed to anyone other than the RFP Contact. NSBI is under no obligation to provide additional information, and NSBI will not be 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. NSBI will not be responsible for any misunderstanding on the part of the proponent concerning this RFP or its process. 3.3.2 All New Information to Proponents by Way of Addenda This RFP may be amended only by addendum in accordance with this section. If NSBI, for any reason, determines that it is necessary to provide additional information relating to this RFP, such information will be communicated by addendum on the Nova Scotia Procurement Web Portal. Each addendum forms an integral part of this RFP and may contain important information, including significant changes to this RFP. Proponents are responsible for obtaining all addenda issued by NSBI. 3.3.3 Verify and Clarify During the evaluation process, NSBI may request further information from the proponent or third parties in order to verify or clarify the information provided in the proponent’s proposal, including but not limited to clarification with respect to whether a proposal meets the mandatory technical requirements set out in Section D.3 of the RFP Particulars (Appendix D). NSBI may revisit and re-evaluate the proponent’s response or ranking on the basis of any such information.

3.4 Notification and Debriefing

3.4.1 Notification of Outcome of Procurement Process Once an agreement is executed by NSBI with a proponent, notification of the outcome of the procurement process will be posted on the Nova Scotia Procurement Web Portal. 3.4.2 Debriefing Proponents may request a debriefing after posting of the outcome of the procurement process on the Nova Scotia Procurement Web Portal. All requests must be in writing to the RFP Contact and must be made within sixty (60) days of posting of the outcome of the procurement process. 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. 3.4.3 Supplier Complaint Procedure If a proponent wishes to file a complaint regarding the RFP process, it must provide written notice to the RFP Contact within sixty (60) days of posting of the outcome of the process on the Nova Scotia Procurement Web Portal, and NSBI will respond in accordance with its Supplier Complaint Protocol.

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3.5 Conflict of Interest and Prohibited Conduct

3.5.1 Conflict of Interest NSBI may disqualify a proponent for any conduct, situation or circumstance, determined by NSBI, in its sole and absolute discretion, to constitute a Conflict of Interest. For the purposes of this Section, “Conflict of Interest” has the meaning ascribed to it in the Submission Form (Appendix B). 3.5.2 Disqualification for Prohibited Conduct NSBI may disqualify a proponent, rescind an invitation to negotiate or terminate an agreement entered into if NSBI, in its sole and absolute discretion, determines that the proponent has engaged in any conduct prohibited by this RFP. 3.5.3 Prohibited Proponent Communications A proponent shall not engage in any communications that could constitute a Conflict of Interest and must take note of the Conflict of Interest declaration set out in the Submission Form (Appendix B). 3.5.4 Proponent not to Communicate with Media A proponent may not at any time directly, or indirectly, communicate with the media in relation to this RFP or any agreement entered into pursuant to this RFP without consent of NSBI, and then only in coordination with NSBI. 3.5.5 No Lobbying A proponent shall not, in relation to this RFP or the evaluation and selection process, engage directly or indirectly in any form of political or other lobbying whatsoever to influence the selection of the successful proponent. 3.5.6 Illegal or Unethical Conduct Proponents shall not engage in any illegal business practices, including activities such as bid-rigging, price-fixing, bribery, fraud, coercion or collusion. Proponents shall not 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 NSBI; 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. 3.5.7 Rejection of Bids NSBI may reject a bid based on past performance or based on inappropriate conduct, including but not limited to the following: (a) illegal or unethical conduct as described above; (b) the refusal of the Contractor to honour its submitted pricing or other commitments; (c) any conduct, situation or circumstance determined by NSBI, in its sole and absolute discretion, to

have constituted an undisclosed Conflict of Interest; or (d) NSBI’s past experience with the bidder within the last 18 months for similar or related services

3.6 Confidential Information

3.6.1 Confidential Information of NSBI All information provided by or obtained from NSBI in any form in connection with this RFP either before or after the issuance of this RFP: (a) is the sole property of NSBI and must be treated as confidential; (b) is not to be used for any purpose other than replying to this RFP and the performance of the

agreement for the Deliverables; and

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(c) must not be disclosed without prior written authorization from NSBI (d) must be returned by the proponent to NSBI immediately upon request of NSBI

3.6.2 Confidential Information of Proponent A proponent should identify any information in its proposal or any accompanying documentation supplied in confidence for which confidentiality is to be maintained by NSBI. The confidentiality of such information will be maintained by NSBI, except as otherwise required by law or by order of a court or tribunal. Proponents are advised that their proposals will, as necessary, be disclosed, on a confidential basis, to advisers retained by NSBI to advise or assist with the RFP process, including the evaluation of proposals. 3.6.3 Personal Information International Disclosure Protection Act The Personal Information International Disclosure Protection Act (PIIDPA), creates obligations for the Government of Nova Scotia and its service providers when personal information is collected, used or disclosed. Provisions related to PIIDPA requirements are included in the agreement terms. A copy of the Act is available online at: http://nslegislature.ca/legc/statutes/persinfo.htm

3.7 Procurement Process Non-binding

3.7.1 No Contract A and No Claims This procurement process is not intended to create or be deemed to create a formal, legally binding bidding process and shall instead be governed by the law applicable to direct commercial negotiations. For greater certainty and without limitation, this RFP shall not give rise to any Contract A-based tendering law duties or any other legal obligations arising out of any process contract or collateral contract. 3.7.2 No Contract until Execution of Written Agreement This RFP process is intended to identify prospective suppliers for the purposes of negotiating a potential agreement for the Deliverables. No legal relationship or obligation regarding the procurement of any good or service shall be created between a proponent and NSBI by this RFP process until the successful negotiation and execution of a written agreement between a proponent and NSBI for the acquisition of such goods and/or services. 3.7.3 Non-binding Price Estimates While the pricing information provided in proposals will be non-binding prior to the execution of a written 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 NSBI to enter into an agreement with a proponent for the Deliverables. 3.7.4 Cancellation NSBI may cancel the RFP process without liability at any time prior to the execution of a written agreement between NSBI and a proponent.

3.8 Governing Law and Interpretation

These terms and conditions of the RFP Process (Part 3): (a) are intended to be interpreted broadly and independently (with no particular provision intended

to limit the scope of any other provision);

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(b) are non-exhaustive and shall 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

(c) are to be governed by and construed in accordance with the laws of the Province of Nova Scotia and the federal laws of Canada applicable therein.

[End of Part 3]

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APPENDIX A – FORM OF AGREEMENT The terms of the agreement that will be used for this project are provided below as an exhibit only. CONSULTANT SERVICE AGREEMENT dated the _____ day of _____________, 20__. BETWEEN:

NOVA SCOTIA BUSINESS INCORPORATED, a body corporate, incorporated pursuant to the Nova Scotia Business Incorporated Act (Nova Scotia) (hereinafter called “NSBI”) -and-

[NAME OF CONSULTANT] (hereinafter called “Consultant”)

WHEREAS NSBI requires the services, advice and assistance of a consultant to assist in ______________________ as set out and described in Schedule “A” annexed (the "Consultant Services"). AND WHEREAS NSBI wishes to retain the services of the Consultant to provide the Consultant Services, and the Consultant is willing to be so retained, subject to Terms and Conditions contained in this Consultant Service Agreement (“CSA”) and the Standard Terms and Conditions attached as Appendix “A”. 1. CONSULTANT SERVICES 1.1 Subject to section 2, the Consultant shall provide the Consultant Services to NSBI with respect to

matters attached to this agreement as Schedule "A", or as otherwise agreed to by the Parties in writing. The Term of the Agreement shall be from the date as executed above, and shall terminate on XXXX, unless otherwise extended by written agreement of the parties.

1.2 With respect to matters identified in Schedule "A" and any others agreed to in writing by the Parties,

NSBI may require the Consultant to prepare a detailed work plan and/or budget for each stage or component of the work when known with sufficient clarity to reasonably permit this work to be done. The work plan and budget shall be submitted to NSBI for prior written approval and instructions prior to any work commencing.

1.3 Unless NSBI otherwise informs the Consultant in writing, the contact person ("Retainer Administrator") for NSBI is __________.

2. CONTRACT DOCUMENTS 2.1 The following documents are incorporated by reference and form part of this Agreement: Appendix

“A” (Standard Terms and Conditions), Appendix “B” (Personal Information Protection Terms and Conditions)” and Schedule “A” (Consultant Services).

2.2 In the event of conflict or inconsistency the provisions set out herein and in Appendix “A” and Appendix “B” take priority over the annexed as Schedule “A” or any portion thereof, and, except as may be provided therein, in any additional schedules added by the Parties subsequent to execution of this Agreement.

3. PRICE AND PAYMENT 3.1 Work performed by the Consultant will be billed to NSBI by providing accounts in such format as

may be required by NSBI, on a monthly basis or as determined by NSBI, and in accord with the services Proposal. No retainer or advance payments are permitted, and invoiced amounts in

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respect of the different phases of the Consultant Services shall not exceed those amounts set out in Schedule “A” annexed, if applicable.

3.2 NSBI shall pay HST/GST on applicable items, and the Consultant agrees to remit in accordance

with the laws of Canada. 3.3 The total price and payment under this Agreement, excluding HST/GST, shall not exceed

$___________.00.

4. NOTICES

4.1 Notices shall be provided in accordance with Appendix “A” to the following persons:

To NSBI as follows: To the Consultant as follows: NOVA SCOTIA BUSINESS INCORPORATED CONSULTANT NAME Attention: Attention: 1800 Argyle Street, Suite 701 Street Address, PO Box Halifax, Nova Scotia, B3J 3N8, Canada City, Province/State, Postal/Zip, Country E-mail: E-mail:

5. APPLICATION OF STANDARD TERMS AND CONDITIONS

5.1 This Agreement is subject to the Standard Terms and Conditions attached as Appendix “A” to this Consultant Service Agreement and is also subject to the Personal Information Protection Terms and Conditions attached as Appendix “B” to this Consultant Services Agreement.

IN WITNESS WHEREOF, NSBI, through its duly authorized representatives, and the Consultant have caused this Agreement to be executed as of the day and year first above written. EXECUTED NOVA SCOTIA BUSINESS INCORPORATED in the presence of: Per:

________________________________ __________________________________ Witness Name: Name:

Title:

Per:

________________________________ __________________________________ Witness Name: Name:

Title:

CONSULTANT NAME Per:

________________________________ __________________________________ Witness Name: Name:

Title:

Per:

________________________________ __________________________________ Witness Name: Name:

Title:

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Appendix ”A”

Consultant Services Standard Terms & Conditions

1. WHOLE AGREEMENT: These Standard Terms and Conditions, together with the Consultant Service Agreement (“CSA”) and schedules, shall constitute the whole agreement (“Agreement”) between the Parties and no representation or statement not expressly contained herein shall be binding upon either Party. 2. TERM AND TERMINATION Term of this Agreement shall be as defined in subsection 1.1 of the CSA. Notwithstanding the preceding paragraph, this Agreement may be terminated by NSBI upon giving at least thirty (30) days notice thereof in writing to the Consultant. Notwithstanding the two preceding paragraphs, this Agreement may be terminated by NSBI without further liability, damage or cost, if, in the opinion of NSBI, the Consultant has breached or defaulted or failed to comply with any of the terms of conditions of this Agreement and has failed to remedy the same after being given five days notice in writing to remedy the breach, default or failure, or if the Consultant commits any act of bankruptcy. Completion by the Consultant of the services outlined in subsection 1.1 of the CSA or termination of the Agreement by NSBI in accordance with section 2, of the Appendix “A” shall in no way relieve or be deemed to relieve the Consultant from any ongoing duties, obligations or liabilities which may arise from this Agreement. Covenants, warranties, representations and agreements contained herein shall survive any termination as may be necessary to carry out the intent of this Agreement. In the event of termination, in accordance with this section NSBI shall pay the Consultant an amount calculated under the terms of payment for all work performed and accepted together with such further amount as will in the opinion of NSBI compensate the Consultant for reasonable expenses continuing after the date of termination, less any amounts that have been previously paid to the Consultant under section 3 of the CSA. 3. ASSIGNMENT AND SUBCONTRACTING The Consultant shall not assign or subcontract this Agreement or any part thereof without the prior written consent of NSBI. The Consultant shall be liable to NSBI for any obligation to NSBI not met or any right of NSBI breached by any agent, consultant or subcontractor engaged by the Consultant as if that agent, consultant or subcontractor was the Consultant itself. With respect to any agents, consultants, or subcontractors engaged by the Consultant, the Consultant shall take such steps as are necessary to ensure the rights of NSBI are protected, and obligations owed by the Consultant to NSBI are met. Without limiting the foregoing, the Consultant shall bind by contract any agent, consultant or subcontractor which is assisting or performing work and services for the Consultant in relation to the Consultant Services to meet the obligations and preserve the rights of NSBI as if that agent, consultant or subcontractor were the Consultant and a party to this Agreement 4. BOOKS AND RECORDS The Consultant agrees to maintain proper and accurate accounts and records relating to this Agreement and the services provided. All contracts, correspondence, copies, books, records, accounts, working papers, and other information of the Consultant relating to NSBI and to expenses incurred by the Consultant in performing its services under this Agreement shall be made available for inspection by NSBI or by its designate(s) at reasonable times and upon reasonable notice. 5. NSBI’S OBLIGATIONS Weekly Meetings. NSBI shall use reasonable best efforts to attend meetings as contemplated in the contract documents.

Duty To Co-Operate: NSBI shall co-operate with and assist the Consultant by providing to the Consultant such reasonable information and access to NSBI’s personnel and other resources as are reasonably necessary to complete the work. All such information and access will be considered the NSBI’s deliverables.

Payment: Subject to the provisions of this Agreement, NSBI shall make payment to the Consultant for Consultant Services provided under this Agreement within 30 days following the date on which invoices and substantive documentation are received and approved. Payment may be withheld by NSBI in part or in full, or NSBI has a right of set-off if the Consultant Services described in Schedule "A" are not carried out in accordance with the terms of this Agreement, or if the Consultant has accounts outstanding with NSBI. 6. CONSULTANT’S OBLIGATIONS The Consultant shall use reasonable best efforts to attend meetings as contemplated in the contract documents. With respect to matters identified in Schedule "A" and any others agreed to in writing by the Parties, NSBI may require the Consultant to prepare a detailed work plan [and budget] for each stage or component of the work when known with sufficient clarity to reasonably permit this work to be done. The work plan [and budget] shall be submitted to NSBI for prior written approval and instructions prior to any work commencing. The Consultant shall meet the deadlines for the work established under Schedule “A” or that may arise from meetings with NSBI as agreed to by the Consultant and NSBI. Delays in the Consultant meeting its deadlines are excused and shall be deemed acceptable to NSBI for the purposes of this Agreement only to the extent that such delay is a reasonable consequence of NSBI’s failure to meet or provide its deliverables. The Consultant shall have the exclusive authority to make staffing decisions with respect to use of its personnel in the completion of its work and obligations. Notwithstanding the foregoing, NSBI may request the removal of any personnel that it reasonably determines are not satisfactorily performing the work and services (including matters relating to inter-personal skills) and the Consultant shall use all commercially reasonable efforts to comply with any such request. All services supplied by the Consultant shall be performed in such manner only as is usual and customary in skillful and proper supply of Consultant Services in Canada. 7. INDEPENDENT CONTRACTOR It is understood and agreed that this Agreement is a contract for the performance of services and that the Consultant is engaged as an independent contractor and that the Consultant or its employees, agents, consultants or any subcontractor are not, nor shall be deemed to be, an employee, servant or agent of NSBI. The Consultant has no authority under this Agreement to bind NSBI by contract or otherwise without the prior written approval of NSBI. 8. LIABILITY AND WARRANTY The Consultant agrees that NSBI shall not be liable for any injury including death to any person or for the loss of or damage to any property that is caused in any way by the Consultant's performance of its services under this Agreement, unless the injury, loss or damage is caused by the gross negligence of an officer or employee of NSBI while working within the scope of his or her employment. The Consultant agrees that it shall at all times indemnify and save harmless NSBI, its officers, employees and agents from and against all claims, demands, losses, costs, damages, actions, suits or other proceedings of any kind based upon injury, including death, to any person, or damage to or loss of property arising from any willful or negligent act, omission or delay on the part of the Consultant, its servants or agents in carrying out this Agreement.

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9. INTELLECTUAL PROPERTY OWNERSHIP Information and Documents: All research, reports, papers, material, audio-visual material and information forming part of or produced in the performance of this Agreement and all copyrights thereto, and all patents, trademarks and industrial designs arising therefrom, are the property of NSBI, and are hereby assigned by the Consultant to NSBI, provided that the intellectual property rights in pre-existing materials and information belonging to the Consultant shall remain with or vest in the Consultant. The Consultant shall not divulge, release or publish any such research, reports, papers, material, audio-visual material or information, or any part thereof, without first having obtained written permission from NSBI. Publication: NSBI reserves the right to publish or release in whole or in part, to publish an amended version and not to publish or release at all, or to use or not use as NSBI may deem fit, any research, reports, material, audio-visual materials, or information produced in the performance of this Agreement. Trade Marks: The Consultant may only use the NSBI trade marks with the prior written consent of NSBI, and in such case the use shall be limited for the purposes of performing its obligations under this Agreement and for no other purpose. NSBI Properties And Work Product: NSBI will at all times be and remain the sole and exclusive owner of the work created under the Agreement, and the Consultant hereby assigns and conveys its entire right, title and interest to any work product created under this Agreement, and all copyright and other proprietary rights therein, without further consideration, free from any claim or lien or retention of rights. Indemnity: If a claim or proceeding is brought against NSBI for an infringement of a proprietary right resulting from the Consultant Services of a third party enforceable in the United States or Canada, then the Consultant shall indemnify and defend such claim or proceeding at its expense and pay any costs or damages (including solicitor fees on a solicitor-client basis) that may be incurred or finally awarded against the NSBI. 10. CONFIDENTIALITY Consultant and its employees and agents shall treat as confidential, during and after the term of this Agreement, any information or materials of a confidential nature concerning the affairs of NSBI or any third party which the Consultant or any of its employees or agents acquire knowledge of or that comes into its or their possession by reason of its or their business with NSBI or any third parties under this Agreement. The Consultant and its employees and agents shall not make public or disclose, either directly or indirectly, any such confidential information or materials to anyone, including a person, Consultant or corporation, without first obtaining the prior written permission of NSBI. The Consultant will take commercially reasonable steps to ensure that it, its employees and its agents comply with this provision. Without limiting the foregoing, the Consultant shall provide a certificate to NSBI stating that all employees and agents have acknowledged and agreed to be bound by the terms of this provision. A new certificate will be given for new employees and agents hired after the date of any prior certificates and who may be reasonably expected to acquire knowledge of confidential information or materials of NSBI. The parties acknowledge and agree that all materials and information provided to NSBI shall be kept confidential, subject to the provisions of the Nova Scotia Freedom of Information and Protection of Privacy Act and the laws of Nova Scotia and Canada generally The Consultant hereby acknowledges and agrees that it is a “service provider” as defined in the Nova Scotia Personal Information International Disclosure Protection Act (PIIDPA) and is legally bound by the obligations imposed on it as a service provider under PIIDPA, including the obligation, notwithstanding the laws or the order of any court outside Canada, to immediately notify the Nova Scotia Minister of Justice in writing of the receipt of a known or suspected “foreign demand for disclosure” or that a suspected “unauthorized disclosure of personal information” has occurred in response to a “foreign demand for disclosure” as each of those terms is defined under PIIDPA. Delivery of such notice shall be made by rush courier to both NSBI and to the: Attorney General of Nova Scotia 1690 Hollis Street, PO. Box 7 Halifax, Nova Scotia B3J 2L6

11. INFORMATION The Consultant warrants that all information submitted to NSBI respecting this Agreement is true and accurate. Any misrepresentation or omission by the Consultant in this regard shall entitle NSBI to terminate this Agreement forthwith and shall entitle NSBI to exercise any of its rights under this Agreement or as may be available at law. 12. GENERAL CHOICE OF LAW AND FORUM: This Agreement shall be construed and interpreted in accordance with the laws of the Province of Nova Scotia, and shall be treated in all respects as a Nova Scotia contract. COMPLIANCE WITH LAWS: The Consultant shall comply with all laws, ordinances, rules and regulations applicable to the Consultant Services. SUCCESSORS: This Agreement shall enure to the benefit of each Party, its successors and assigns, provided however that the Consultant may not assign this Agreement except with the prior written consent of NSBI, which consent shall be at NSBI’s sole discretion. HEADINGS: The headings used in this Agreement are inserted for reference purposes only, and shall not affect the meaning or construction of any provision. AMENDMENT: This Agreement may only be altered by means of a written memorandum signed by both Parties. The said memorandum shall be supplemental to and shall be deemed to form part of this Agreement. This Agreement shall not be changed, modified or discharged orally. CONSENT TO BREACH AND WAIVER: No term or provision of this Agreement shall be deemed waived and no breach excused, unless the waiver or consent to the breach is in writing, signed by the Party making the waiver or giving the consent. Any consent by a Party or waiver of a breach by the other, whether expressed or implied, shall not constitute consent to, waiver of, or excuse for any different or subsequent breach or continuation of the same breach, unless expressly stated. SEVERABILITY: If any term or provision of this Agreement is found to be unenforceable or illegal, the rest of the Agreement remains in full force and effect, except that the offending term or provision is deemed to be removed from the Agreement. NOTICES: Except as otherwise stated in the Agreement, all notices to or upon the respective parties to this Agreement shall be in writing, and shall be deemed to have been fully given immediately when delivered by hand/fax or two business days after posting by prepaid registered post to the party to which such notice is required to be given under this Agreement, as defined in Section 4.1 of the CSA. Either party may by written notice designate a new address for notices given hereunder. Nothing herein shall preclude the delivery of notices pursuant hereto by means other than mailing, and if mailed delivery shall be deemed to be made five (5) business days following the date of mailing. FISCAL PERIOD: In the event this contract extends beyond the end of the fiscal period of NSBI then in such event any obligation of NSBI shall be subject to appropriation in the subsequent or later fiscal periods, as the case may be. TIME: Time shall be of the essence in this Agreement

Appendix ”B” Consultant Services

Personal Information Protection Terms & Conditions 1. DEFINITIONS: In Appendix B, “personal Information” has the same meaning as in the Freedom of

Information and Protection of Privacy Act (Nova Scotia), S.N.S. 1993, c.5,. 2. COLLECTION AND USE OF PERSONAL INFORMATION The Consultant acknowledges and agrees that in providing the Consultant Services to

NSBI under this Agreement it shall only collect and use such personal information that is necessary to fulfill its obligations under this Agreement.

3. PROTECTION OF PERSONAL INFORMATION: The Consultant acknowledges and agrees that in providing the Consultant Services to

NSBI under this Agreement it shall at all times make reasonable security arrangements to protect personal information it collects or uses by or on behalf of NSBI against such risks as unauthorized access, collection, use, disclosure or disposal.

4. ACCESS, STORAGE OF PERSONAL INFORMATION OUTSIDE CANADA: NSBI authorizes the Consultant, in providing the Consultant Services to NSBI under this

Agreement, to store personal information outside Canada and to access personal information from outside Canada.

5. TEMPORARY TRANSPORT OF PERSONAL INFORMATION OUTSIDE CANADA: NSBI authorizes the Consultant, in providing the Consultant Services to NSBI under this

Agreement, to temporarily transport personal information outside Canada in a computer, a cell phone or another mobile electronic device, where there is a reasonable expectation the personal information is necessary for the Consultant’s performance of duties under this Agreement while travelling outside Canada.

6. NOTICE: The Consultant shall promptly notify NSBI of any known or suspected unauthorized

access, collection, use, disclosure or disposal of personal information the Consultant collects and uses on behalf of NSBI.

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Schedule “A” Consultant’s Proposal, Dated _________________.

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APPENDIX B – SUBMISSION FORM

B.1 Proponent Information

Please fill out the following form, naming one person to be the proponent’s contact for the RFP process and for any clarifications or communication that might be necessary.

Full Legal Name of Proponent:

Any Other Relevant Name under which Proponent Carries on Business:

Street Address:

City, Province/State:

Postal Code / Zip Code:

Phone Number:

Fax Number:

Company Website (if any):

Proponent Contact Name and Title:

Proponent Contact Phone:

Proponent Contact Fax:

Proponent Contact Email:

Nova Scotia Registry of Joint Stock Number (Leave blank if NOT applicable):

HST / GST Registration Number (Leave blank if NOT applicable):

SIN # (only required if you do not have an HST/GST or NSRJST number):

B.2 Acknowledgment of Non-binding Procurement Process The proponent acknowledges that the RFP process will be governed by the terms and conditions of the RFP, and that, among other things, such terms and conditions confirm that this procurement process does not constitute a formal, legally binding bidding process (and for greater certainty, does not give rise to a Contract A bidding process contract), and that no legal relationship or obligation regarding the procurement of any good or service shall be created between NSBI and the proponent unless and until NSBI and the proponent execute a written agreement for the Deliverables.

B.3 Ability to Provide Deliverables The proponent has carefully examined the RFP documents and has a clear and comprehensive knowledge of the Deliverables. The proponent represents and warrants its ability to provide the Deliverables in accordance with the requirements of the RFP for the rates set out in the completed Pricing Form (Appendix C).

B.4 Mandatory Forms The Proponent encloses as part of the proposal the mandatory forms set out below:

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FORM INITIAL TO ACKNOWLEDGE

Appendix B - Submission Form

Appendix C - Submission Pricing Form

B.5 Non-binding Pricing The proponent has submitted its pricing in accordance with the instructions in the RFP and in the Pricing Form (Appendix C). The proponent confirms that the pricing information provided is accurate. The proponent acknowledges that any inaccurate, misleading or incomplete information, including withdrawn or altered pricing, could adversely impact the acceptance of its proposal or its eligibility for future work with NSBI.

B.6 Addenda The proponent is deemed to have read and taken into account all addenda issued by NSBI.

B.7 No Prohibited Conduct The proponent declares that it has not engaged in any conduct prohibited by this RFP.

B.8 Conflict of Interest For the purposes of this RFP, the term “Conflict of Interest” includes, but is not limited to, any situation or circumstance where:

(a) in relation to the RFP process, the proponent has an unfair advantage or engages in conduct,

directly or indirectly, that may give it an unfair advantage, including but not limited to (i) having, or having access to, confidential information of NSBI in the preparation of its proposal that is not available to other proponents, (ii) communicating with any person with a view to influencing preferred treatment in the RFP process (including but not limited to the lobbying of decision makers involved in the RFP process), or (iii) engaging in conduct that compromises, or could be seen to compromise, the integrity of the open and competitive RFP process or render that process non-competitive or unfair; or

(b) in relation to the performance of its contractual obligations under an agreement for the Deliverables, the proponent’s other commitments, relationships or financial interests (i) could, or could be seen to, exercise an improper influence over the objective, unbiased and impartial exercise of its independent judgement, or (ii) could, or could be seen to, compromise, impair or be incompatible with the effective performance of its contractual obligations.

Proponents should disclose the names and all pertinent details of all individuals (employees, advisers, or individuals acting in any other capacity) who participated in the preparation of the proposal; AND were employees of NSBI within twelve (12) months prior to the Submission Deadline. If the box below is left blank, the proponent will be deemed to declare that (a) there was no Conflict of Interest in preparing its proposal; and (b) there is no foreseeable Conflict of Interest in performing the contractual obligations contemplated in the RFP. Otherwise, if the statement below applies, check the box.

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☐ The proponent declares that there is an actual or potential Conflict of Interest relating to the preparation of its proposal, and/or the proponent foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the RFP.

If the proponent declares an actual or potential Conflict of Interest by marking the box above, the proponent must set out below details of the actual or potential Conflict of Interest:

B.9 Disclosure of Information The proponent hereby agrees that any information provided in this proposal, even if it is identified as being supplied in confidence, may be disclosed where required by law or by order of a court or tribunal. The proponent hereby consents to the disclosure, on a confidential basis, of this proposal by NSBI to the advisers retained by NSBI to advise or assist with the RFP process, including with respect to the evaluation of this proposal. _______________________________ ________________________________ Signature of Witness Signature of Proponent Representative _______________________________ ________________________________ Name of Witness Name of Proponent Representative

________________________________ Title of Proponent Representative

________________________________ Date

I have the authority to bind the proponent.

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APPENDIX C – SUBMISSION PRICING FORM

C.1 Instructions on How to Complete Submission Pricing Form

(a) Rates shall be provided in Canadian funds, inclusive of all applicable duties and taxes except for HST, which should be itemized separately.

(b) Rates quoted by the proponent shall be all-inclusive and shall include all labour and material costs, all travel costs, all insurance costs, and all other overhead, including any fees or other charges required by law.

(c) All quotes must include a detailed breakdown of costs.

C.2 Evaluation of Pricing

Pricing is worth 20 points of the total score. Pricing will be scored based on a relative pricing formula using the rates set out in the Pricing Form. Each proponent will receive a percentage of the total possible points allocated to price for the particular category it has bid on, which will be calculated by dividing that proponent’s price for that category into the lowest bid price in that category. For example, if a proponent bids $120.00 for a particular category and that is the lowest bid price in that category, that proponent receives 100% of the possible points for that category (120/120 = 100%). A proponent who bids $150.00 receives 80% of the possible points for that category (120/150 = 80%), and a proponent who bids $240.00 receives 50% of the possible points for that category (120/240 = 50%). Lowest rate ------------------- X Total available points = Score for second-lowest rate Second-lowest rate Lowest rate ------------------- X Total available points = Score for third-lowest rate Third-lowest rate And so on, for each proposal.

C.3 Pricing Form

C.3.1 Fixed Price per Deliverable

Prepare a fixed price per deliverable for your proposed services. Provide appropriate details to support these figures, including estimates of the work effort and a breakout of expected expenses.

Deliverable Fixed Price

Fixed Price for all Deliverables $

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Breakdown of Costs:

Deliverable Hrs/Days Price

Discovery and Creative Planning

Filming

Editing

Other:

Total:

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APPENDIX D – RFP PARTICULARS

D.1 THE DELIVERABLES

D.1.1 Project Overview

As a business development agency for the province of Nova Scotia, NSBI works to attract new international investment and help our businesses across the province to grow in a variety of innovative and export-driven sectors. NSBI is seeking a proponent with video production expertise to produce a virtual reality promotional video showcasing the impressive innovation undertaken in key industries across the province, such as ICT, Advanced Manufacturing, Clean technology, Oceans, Life Sciences and Agri-food. The video will be used to support investment attraction efforts, generating interest in the province and building credibility with an international audience. The video will speak to Nova Scotia’s value proposition and will relate to an international audience looking to locate or do business with Nova Scotia. Value proposition elements will include, but are not limited to, strategic location, educated workforce, research and development and ocean lifestyle. The video will be inclusive of all key industries that NSBI works within and used as a marketing tool for trade shows, presentations, and proposals with the overall aim of attracting global investment opportunities and building Nova Scotia brand equity. All work must be completed no later than May 25, 2020.

D.1.2 Key Objectives

The primary objectives of the project are to:

1. Establish a unique and compelling narrative around the value proposition of Nova Scotia,

enticing international companies to locate their business in the province;

2. Increase exposure of Nova Scotia as a jurisdiction where globally recognized, cutting edge opportunities exist for partnerships, technology transfer, R&D, and investment in Nova Scotia;

3. Produce a 360◦ video with audio industry best practices that can stand alone without explanation or be delivered in-person as part of a pitch, trade show or presentation. The video will be primarily used on an Oculus Go headset. Preference will go to proposals which increase viewer immersion, such as stereoscopic video and spatial audio; and

4. Develop the same video in a digital format to use on NSBI’s website and social media accounts.

D.1.3 Scope of Work

The responsibilities of the Proponent will be as follows: (a) Meet with NSBI Project Lead no later than one week after the project start date;

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(b) Complete a thorough review of NSBI's marketing objectives, current positioning and audience personas;

(c) Revise and finalize the detailed work plan, with milestones and timelines approved by NSBI project lead;

(d) Organize and facilitate any planning meetings involving contributors to the project; (e) Coordinate weekly updates to NSBI Project Lead, via phone, skype or in-person at NSBI’s offices; (f) Deliver a creative brief by March 27, 2020 that includes recommended themes, suggestions on

ideal video length and format(s) for VR headset/website/social media; (g) Create and deliver the final video files that can be utilized with and without a VR headset; and (h) Complete all work by May 25, 2020.

This list of deliverables is not exhaustive, proponents are expected to provide any additional appropriate recommendations to fulfill the objectives of this project.

NSBI will provide the proponent with all relevant existing research and documentation for review; and will provide feedback at various milestone steps of the project. Should any local companies be involved, NSBI will act as the liaison.

D.2 MATERIAL DISCLOSURES

D.2.1 This project will include some travel across Nova Scotia. Proponents should ensure this is built into their fee. D.2.2 Upon delivery, all materials are the sole ownership of NSBI.

D.3 MANDATORY TECHNICAL REQUIREMENTS

Mandatory Requirement Proponent Response (Yes/No)

Proponent has experience creating 360◦ videos for Virtual Reality.

D.4 RATED CRITERIA

D.4.1 Corporate Overview (5 points)

Each proponent should provide the following in its proposal:

(a) A brief description of the proponent including company location(s), number of employees, year established, etc.;

(b) A description of the goods and services the proponent has previously delivered and/or is currently delivering, with an emphasis on experience relevant to the Deliverables;

D.4.2 Skills and Expertise (50 points)

(a) Each proponent should clearly describe their experience with creating 360◦ videos for virtual reality. Provide examples, if possible.

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(b) Proponents must be able to demonstrate an understanding of how to market a Canadian jurisdiction and/or key industry (i.e. clean technology, agri-food, advanced manufacturing); and

(c) Proponents should identify the roles and responsibilities of everyone who will be involved in providing the Deliverables, together with the identity of those who will be performing those roles and their relevant respective expertise.

D.4.3 Project Management Approach (25 points)

Each proponent should demonstrate in its proposal:

(a) A solid understanding of the project requirements; (b) A detailed timeline with key milestones that clearly show how the Deliverables will be

completed by the May 25, 2020 deadline; (c) A clear and comprehensive project work plan that describes the approach/methodology that

will be used to provide the Deliverables; (d) A clear plan for management of communications with NSBI that includes a project lead who will

be NSBI’s main point of contact for the duration of the project; and (e) Identification of any potential challenges, with strategies to overcome these challenges.

D.4.4 References (20 points)

Each proponent is requested to provide three (3) references from clients who have obtained goods or services similar to those requested in this RFP from the proponent in the last three (3) years. Provide the name of each project reference, along with his/her phone number and email address. The project reference information provided should identify the size of the projects conducted, as well as demonstrate the extent of your previous experience, the clients’ overall satisfaction with your services and the results achieved, including your adherence to interim and final deadlines. NSBI will only evaluate three (3) references. If more than three (3) references are provided by the proponent only the first three (3) listed in the proposal will be evaluated.

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