Common use of TENDERING PROCESS Clause in Contracts

TENDERING PROCESS. 6.1 Subject to the terms and conditions of this Schedule, AEM will make its Best Efforts to award Contracts to Inuit Firms. If AEM cannot award Contracts to an Inuit Firm on acceptable commercial terms and conditions, AEM shall be entitled to award such Contracts to any other Person. 6.2 All Contracts shall be tendered to businesses that are on the Pre-qualification List and a copy of each tender package shall be delivered to the Business Opportunities Committee for information purposes only. If there are no pre-qualified Inuit Firms on the list, then, subject to section 6.14 of this Schedule, AEM may award the Contract to any other business. Tendering shall be carried out on the basis of AEM’s internal procurement policies and procedures applicable to the Whale Tail Project and subject to the terms of this Schedule, except when total value of any Contract is less than five hundred and twenty-five thousand dollars ($525,000.00), it being agreed that AEM will make Best Efforts to engage only Inuit Firms, subject to section 6.7 of this Schedule, to perform such Contracts and that AEM is entitled to award such Contracts to pre-qualified Inuit Firms solely in accordance with its internal procurement policies and procedures applicable to the Whale Tail Project. If AEM does not engage an Inuit Firm to perform a Contract of a total value less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall be entitled to solicit proposals from all other pre-qualified businesses as listed in the table provided to KIA and the Business Opportunities Committee pursuant to section 5.7(d) of this Schedule to perform such Contract. If there is more than one pre-qualified Inuit Firm for Contracts valued under five hundred and twenty-five thousand dollars ($525,000.00), then AEM shall tender such Contracts to pre- qualified Inuit Firms on the basis of this section 6. In the event where no Inuit Firms are pre- qualified for Contracts of a total value of less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall have the right to enter into a Contract with any other business and in any manner it so decides. 6.3 Ten (10) days prior to the issuance of each tender, AEM shall send a notice to KIA and the businesses on the Pre-qualification List, in English and Inuktitut, which states prominently that Inuit Firms shall be given preference in accordance with the Agreement and clearly indicates the manner in which a potential bidder must communicate to AEM its expression of interest in participating in the tendering process for such Contract and the deadline for doing so. 6.4 Contracts shall not be tendered until Inuit employment goals (Schedule C - Training and Employment section 6.1) have been established by the Employment and Culture Committee. 6.5 No later than July 15, 2017, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts for the upcoming Year, as known at that time, for the Construction Phase, together with: (a) the notice to be provided pursuant to section 6.7 of this Schedule concerning tailoring of Contracts; (b) an outline of the nature or scope of work for each Contract; and (c) if then known to AEM, the estimated timing and duration of the work and the anticipated terms and conditions of each Contract. The initial list and the information provided, including which of the planned Contracts result from or are not suitable for tailoring as well as the reasons, shall be updated by AEM on a quarterly basis throughout the Term and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts or a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.6 At least twelve (12) months prior to the expected date of commencement of the Operation Phase, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts, as known at that time, for the first twelve (12) months of the Operation Phase. Such list shall include the information set out in paragraphs (a) to (c) of section 6.5 of this Schedule. The initial list and the information provided shall be updated by AEM on a quarterly basis and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts and a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.7 Subject to the preference points provided for in section 6.9 of this Schedule, to the extent where it is feasible and that there be no additional material financial burden to AEM or material delay on any milestone date of the delivery schedule of the Whale Tail Project, AEM shall use its Best Efforts to tailor Contracts in order to facilitate the participation of Inuit Firms from the Affected Communities in priority, and then from other Kivalliq Region communities. Prior to tendering, AEM shall send a notice to KIA and the Business Opportunities Committee indicating which of the planned Contracts result from tailoring, and which Contracts AEM determines are not suitable for tailoring, together with the reasons for such determination, and the Business Opportunities Committee shall, within fifteen (15) days of the receipt thereof, make its recommendations to AEM. For the purposes of this section, “tailoring” means modifying a planned scope of work for a Contract which results in smaller feasible scopes of work, which would encourage Inuit Firms to successfully participate in the Tendering Process. 6.8 Except where a Contract is awarded to an Inuit Firm, AEM agrees that all Contracts to be performed subsequent to the delivery of goods at a destination point within the Kivalliq Region and all services contracts where the majority of the work is performed within the Kivalliq Region shall be subject to the Tendering Process, excluding contracts relating to technical support and warranty work provided to AEM by the initial supplier of goods or provider of services. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, a listing of the technical support and warranty work contracts related to the Whale Tail Project not subject to the Tendering Process, including a description of their scope and value. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, the list of contracts, including their scope and value, for which AEM has determined that the majority of the work is not performed within the Kivalliq Region and not subject to the Tendering Process. 6.9 All compliant tenders, as established by AEM, received by the tender closing date will be evaluated by AEM based on the criteria identified in sections 4.1(a) to (c) of this Schedule. AEM shall evaluate the past implementation of Inuit training programs referred to in section 4.1(c) of this Schedule on the basis of factors to be established in consultation with the Business Opportunities Committee and the Employment and Culture Committee, including, in the absence of past business history, by referring to the historical data of tenderer’s management team dedicated to the Contract and AEM shall report to the Business Opportunities Committee the results of such evaluation if AEM determines that a business does not demonstrate adequate past implementation. For the purposes of the evaluation of tenders, AEM will apply preference points only to compliant tenders from Inuit Firms. On the basis of one hundred (100) points, or equivalent if the point total is other than one hundred (100), fifteen (15) points for services contracts and eight (8) points for goods contracts, excluding fuel contracts mentioned in section 9 of this Schedule, will be allocated to Inuit Firms as set out in Appendix 6.9.1. As an example only and not for interpretation purposes, Appendix 6.9.2 demonstrates the way preference points are applied. For avoidance of doubt, any contract for services which includes purchase of goods, excluding fuel contracts mentioned in section 9 of this Schedule, shall be considered as a services contract to which fifteen (15) preference points are allocated as set out in Appendix 6.9.1. 6.10 Each tenderer which is an Inuit Firm shall submit, as part of its tender, an Officer’s certificate made by an officer of the tenderer certifying the percentage of net profits of the work to be completed by the tenderer that will be paid to Inuit Firms (the “Certificate”). The Certificate shall also contain an undertaking of the tenderer to disclose forthwith to AEM any material change in percentage of net profits distributed to Inuit Firms during the term of the Contract. Should AEM require, after consulting the Business Opportunities Committee, a tenderer to submit information to support any of the representations made in its Certificate, AEM may require the tenderer to submit that information to an independent third party agreed to by KIA and AEM. The independent third party shall advise the Inuit Firm, the Business Opportunities Committee, KIA and AEM of any inconsistency between the representation made in the Certificate and the information that the tenderer has submitted to support those representations. All information in the Certificate shall be treated as Confidential Information. For the purposes of the allocation of preference points, as set out in Appendix 6.9.1, the criteria NTI Inuit Firm Registry, Employment Base and Local Presence shall be determined by AEM, including subsequent changes, and AEM shall inform KIA and the Business Opportunities Committee thereof. 6.11 For avoidance of doubt, the eighty-five (85) other points in the case of services contracts, or the ninety-two (92) other points in the case of goods contracts, or equivalent if the point total is other than one hundred (100), shall, for the purposes of AEM’s evaluation of a tender, be allocated by AEM using its best judgment with respect to the criteria listed in sections 4.1(a) to (c) of this Schedule. 6.12 Within fifteen (15) days of the award of any tendered Contract, AEM shall transmit to the Business Opportunities Committee the list of the tenderers and the name of the selected firm. For illustration purposes only, an example of the application of the preference points in the evaluation of compliant tenders received from Inuit Firms is attached hereto in Appendix 6.9.1. 6.13 When any Contract is tendered, AEM will provide to the Business Opportunities Committee the evaluation grid it intends to use for analyzing tenders, including the weights applicable to the criteria on the grid, including the reasons for the weighting. At the request of the Business Opportunities Committee, AEM will provide to KIA and the Business Opportunities Committee written reasons referring to the criteria set out in section 4.1 of this Schedule to explain why any tender from an Inuit Firm was not selected, as well as the original completed evaluation grids used for the award of such Contracts, which shall contain identifiers confirming their date of creation. The evaluation grids submitted by AEM will be strictly for information purposes, on a confidential basis, and may be used solely for review of the evaluation process. 6.14 Notwithstanding any other provision of this section 6, AEM shall have the discretion to enter into a Contract without competitive tender in the following circumstances: (a) following Best Efforts by AEM to allow for tailoring, where the services and goods can be procured through only one pre-qualified business, whether or not an Inuit Firm, or if there are no pre-qualified Inuit Firms in a position to do so; or (b) where AEM could not have reasonably foreseen the need for the services or goods that are required and there is insufficient time to apply the Tendering Process, it being understood that AEM will use Best Efforts to retain a pre-qualified Inuit Firm; or (c) there is an emergency requirement resulting from an unexpected event which results in a loss of production or risk to the environment or the health and safety of persons. AEM shall report to KIA and the Business Opportunities Committee all instances where Contracts are awarded under this section 6.14 and accompanying reasons. 6.15 At the request of an unsuccessful Inuit Firm, AEM shall provide feedback to such Inuit Firm. 6.16 AEM shall transmit to KIA, before their application, a copy of any proposed material changes to its internal procurement policies and procedures applicable to the Whale Tail Project and shall not make any such changes that would be incompatible with the provisions of this Schedule, including the purpose, objectives and guidelines of this Schedule. In the event where any such changes would be incompatible with the provisions of this Schedule, at the request of KIA, AEM and KIA shall discuss, in good faith, such changes and determine any amendments required to ensure that such policies and procedures remain compatible with the terms of this Schedule. 6.17 AEM will include in its tender conditions a provision requiring that any subcontractor included in any tender made pursuant to this section shall be on the Pre-qualification List or pre-qualified by AEM. An Inuit Firm may ask AEM to pre-qualify a non-Inuit firm to which it proposes to subcontract work. AEM will submit such non-Inuit firm to its pre-qualification process and inform the Inuit Firm, KIA and the Business Opportunities Committee of its decision. The Inuit Firm is entitled to challenge AEM’s decision as provided for in section 5.8 of this Schedule. 6.18 For Contracts valued less than $500,000.00 awarded to an Inuit Firm, AEM agrees to waive the requirement for a bid bond and make its Best Efforts to accommodate Inuit Firms with limited financial capacity by implementing reasonable early payment measures.

TENDERING PROCESS. 6.1 Subject to the terms and conditions of this Schedule, AEM will make its Best Efforts to award Contracts to Inuit Firms. If AEM cannot award Contracts to an Inuit Firm on acceptable commercial terms and conditions, AEM shall be entitled to award such Contracts to any other Person. 6.2 All Contracts shall be tendered to businesses that are on the Pre-qualification List and a copy of each tender package shall be delivered to the Business Opportunities Committee for information purposes only. If there are no pre-qualified Inuit Firms on the list, then, subject to section 6.14 of this Schedule, AEM may award the Contract to any other business. Tendering shall be carried out on the basis of AEM’s internal procurement policies and procedures applicable to the Whale Tail Meliadine Project and subject to the terms of this Schedule, except when total value of any Contract is less than five hundred and twenty-five thousand dollars ($525,000.00), it being agreed that AEM will make Best Efforts to engage only Inuit Firms, subject to section 6.7 of this Schedule, to perform such Contracts and that AEM is entitled to award such Contracts to pre-qualified Inuit Firms solely in accordance with its internal procurement policies and procedures applicable to the Whale Tail Meliadine Project. If AEM does not engage an Inuit Firm to perform a Contract of a total value less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall be entitled to solicit proposals from all other pre-qualified businesses as listed in the table provided to KIA and the Business Opportunities Committee pursuant to section 5.7(d) of this Schedule to perform such Contract. If there is more than one pre-qualified Inuit Firm for Contracts valued under five hundred and twenty-five thousand dollars ($525,000.00), then AEM shall tender such Contracts to pre- pre-qualified Inuit Firms on the basis of this section 6. In the event where no Inuit Firms are pre- pre-qualified for Contracts of a total value of less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall have the right to enter into a Contract with any other business and in any manner it so decides. 6.3 Ten (10) days prior to the issuance of each tender, AEM shall send a notice to KIA and the businesses on the Pre-qualification List, in English and Inuktitut, which states prominently that Inuit Firms shall be given preference in accordance with the this Agreement and clearly indicates the manner in which a potential bidder must communicate to AEM its expression of interest in participating in the tendering process for such Contract and the deadline for doing so. 6.4 Contracts shall not be tendered until Inuit employment goals (Schedule C - Training and Employment section 6.1) have been established by the Employment and Culture Committee. 6.5 No later than July 15, 2017At least one hundred and twenty (120) days before the Construction Date, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts for the upcoming Year, as known at that time, for the Construction Phase, together with: (a) the notice to be provided pursuant to section 6.7 of this Schedule concerning tailoring of Contracts; (b) an outline of the nature or scope of work for each Contract; and (c) if then known to AEM, the estimated timing and duration of the work and the anticipated terms and conditions of each Contract. The initial list and the information provided, including which of the planned Contracts result from or are not suitable for tailoring as well as the reasons, shall be updated by AEM on a quarterly basis throughout the Term and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts or a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.6 At least twelve (12) months prior to the expected date of commencement of the Operation Phase, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts, as known at that time, for the first twelve (12) months of the Operation Phase. Such list shall include the information set out in paragraphs (a) to (c) of section 6.5 of this Schedule. The initial list and the information provided shall be updated by AEM on a quarterly basis and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts and a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.7 Subject to the preference points provided for in section 6.9 of this Schedule, to the extent where it is feasible and that there be no additional material financial burden to AEM or material delay on any milestone date of the delivery schedule of the Whale Tail Meliadine Project, AEM shall use its Best Efforts to tailor Contracts in order to facilitate the participation of Inuit Firms from the Affected Communities in priority, and then from other Kivalliq Region communities. Prior to tendering, AEM shall send a notice to KIA and the Business Opportunities Committee indicating which of the planned Contracts result from tailoring, and which Contracts AEM determines are not suitable for tailoring, together with the reasons for such determination, and the Business Opportunities Committee shall, within fifteen (15) days of the receipt thereof, make its recommendations to AEM. For the purposes of this section, “tailoring” means modifying a planned scope of work for a Contract which tailoring results in smaller feasible scopes of work, which would encourage Inuit Firms to successfully participate in the Tendering Process. 6.8 Except where a Contract is awarded to an Inuit Firm, AEM agrees that all Contracts to be performed subsequent to the delivery of goods at a destination point within the Kivalliq Region and all services contracts where the majority of the work is performed within the Kivalliq Region shall be subject to the Tendering Process, excluding contracts relating to technical support and warranty work provided to AEM by the initial supplier of goods or provider of services. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, a listing of the technical support and warranty work contracts related to the Whale Tail Meliadine Project not subject to the Tendering Process, including a description of their scope and value. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, the list of contracts, including their scope and value, for which AEM has determined that the majority of the work is not performed within the Kivalliq Region and not subject to the Tendering Process. 6.9 All compliant tenders, as established by AEM, received by the tender closing date will be evaluated by AEM based on the criteria identified in sections 4.1(a) to (c) of this Schedule. AEM shall evaluate the past implementation of Inuit training programs referred to in section 4.1(c) of this Schedule on the basis of factors to be established in consultation with the Business Opportunities Committee and the Employment and Culture Committee, including, in the absence of past business history, by referring to the historical data of tenderer’s management team dedicated to the Contract and AEM shall report to the Business Opportunities Committee the results of such evaluation if AEM determines that a business does not demonstrate adequate past implementation. For the purposes of the evaluation of tenders, AEM will apply preference points only to compliant tenders from Inuit Firms. On the basis of one hundred (100) points, or equivalent if the point total is other than one hundred (100), fifteen (15) points for services contracts and eight (8) points for goods contracts, excluding fuel contracts mentioned in section 9 of this Schedule, will be allocated to Inuit Firms as set out in Appendix 6.9.1. As an example only and not for interpretation purposes, Appendix 6.9.2 demonstrates the way preference points are applied. For avoidance of doubt, any contract for services which includes purchase of goods, excluding fuel contracts mentioned in section 9 of this Schedule, shall be considered as a services contract to which fifteen (15) preference points are allocated as set out in Appendix 6.9.1. 6.10 Each tenderer which is an Inuit Firm shall submit, as part of its tender, an Officer’s F certificate made by an officer of the tenderer certifying the percentage of net profits of the work to be completed by the tenderer that will be paid to Inuit Firms (the “Certificate”). Certificate The Certificate shall also contain an undertaking of the tenderer to disclose forthwith to AEM any material change in percentage of net profits distributed to Inuit Firms during the term of the Contract. Should AEM require, after consulting the Business Opportunities Committee, a tenderer to submit information to support any of the representations made in its Certificate, AEM may require the tenderer to submit that information to an independent third party agreed to by KIA and AEM. The independent third party shall advise the Inuit Firm, the Business Opportunities Committee, KIA and AEM of any inconsistency between the representation made in the Certificate and the information that the tenderer has submitted to support those representations. All information in the Certificate shall be treated as Confidential Information. For the purposes of the allocation of preference points, as set out in Appendix 6.9.1, the criteria NTI Inuit Firm Registry, Employment Base and Local Presence shall be determined by AEM, including subsequent changes, and AEM shall inform KIA and the Business Opportunities Committee thereof. 6.11 For avoidance of doubt, the eighty-five (85) other points in the case of services contracts, or the ninety-two (92) other points in the case of goods contracts, or equivalent if the point total is other than one hundred (100), shall, for the purposes of AEM’s evaluation of a tender, be allocated by AEM using its best judgment with respect to the criteria listed in sections 4.1(a) to (c) of this Schedule. 6.12 Within fifteen (15) days of the award of any tendered Contract, AEM shall transmit to the Business Opportunities Committee the list of the tenderers and the name of the selected firm. For illustration purposes only, an example of the application of the preference points in the evaluation of compliant tenders received from Inuit Firms is attached hereto in Appendix 6.9.1. 6.13 When any Contract is tendered, AEM will provide to the Business Opportunities Committee the evaluation grid it intends to use for analyzing tenders, including the weights applicable to the criteria on the grid, including the reasons for the weighting. At the request of the Business Opportunities Committee, AEM will provide to KIA and the Business Opportunities Committee written reasons referring to the criteria set out in section 4.1 of this Schedule to explain why any tender from an Inuit Firm was not selected, as well as the original completed evaluation grids used for the award of such Contracts, which shall contain identifiers confirming their date of creation. The evaluation grids submitted by AEM will be strictly for information purposes, on a confidential basis, and may be used solely for review of the evaluation process. 6.14 Notwithstanding any other provision of this section 6, AEM shall have the discretion to enter into a Contract without competitive tender in the following circumstances: (a) following Best Efforts by AEM to allow for tailoring, where the services and goods can be procured through only one pre-qualified business, whether or not an Inuit Firm, or if there are no pre-qualified Inuit Firms in a position to do so; or (b) where AEM could not have reasonably foreseen the need for the services or goods that are required and there is insufficient time to apply the Tendering Process, it being understood that AEM will use Best Efforts to retain a pre-qualified Inuit Firm; or (c) there is an emergency requirement resulting from an unexpected event which results in a loss of production or risk to the environment or the health and safety of persons. AEM shall report to KIA and the Business Opportunities Committee all instances where Contracts are awarded under this section 6.14 and accompanying reasons. 6.15 At the request of an unsuccessful Inuit Firm, AEM shall provide feedback to such Inuit Firm. 6.16 AEM shall transmit to KIA, before their application, a copy of any proposed material changes to its internal procurement policies and procedures applicable to the Whale Tail Meliadine Project and shall not make any such changes that would be incompatible with the provisions of this Schedule, including the purpose, objectives and guidelines of this Schedule. In the event where any such changes would be incompatible with the provisions of this Schedule, at the request of KIA, AEM and KIA shall discuss, in good faith, such changes and determine any amendments required to ensure that such policies and procedures remain compatible with the terms of this Schedule. 6.17 AEM will include in its tender conditions a provision requiring that any subcontractor included in any tender made pursuant to this section shall be on the Pre-qualification List or pre-qualified by AEM. An Inuit Firm may ask AEM to pre-qualify a non-Inuit firm to which it proposes to subcontract work. AEM will submit such non-Inuit firm to its pre-pre- qualification process and inform the Inuit Firm, KIA and the Business Opportunities Committee of its decision. The Inuit Firm is entitled to challenge AEM’s decision as provided for in section 5.8 of this Schedule. 6.18 For Contracts valued less than $500,000.00 awarded to an Inuit Firm, AEM agrees to waive the requirement for a bid bond and make its Best Efforts to accommodate Inuit Firms with limited financial capacity by implementing reasonable early payment measures.

TENDERING PROCESS. 6.1 Subject to the terms and conditions of this Schedule, AEM will make its Best Efforts to award Contracts to Inuit Firms. If AEM cannot award Contracts to an Inuit Firm on acceptable commercial terms and conditions, AEM shall be entitled to award such Contracts to any other Person. 6.2 All Contracts shall be tendered to businesses that are on the Pre-qualification List and a copy of each tender package shall be delivered to the Business Opportunities Committee for information purposes only. If there are no pre-qualified Inuit Firms on the list, then, subject to section 6.14 of this Schedule, AEM may award the Contract to any other business. Tendering shall be carried out on the basis of AEM’s internal procurement policies and procedures applicable to the Whale Tail Project and subject to the terms of this Schedule, except when total value of any Contract is less than five hundred and twenty-five thousand dollars ($525,000.00), it being agreed that AEM will make Best Efforts to engage only Inuit Firms, subject to section 6.7 of this Schedule, to perform such Contracts and that AEM is entitled to award such Contracts to pre-qualified Inuit Firms solely in accordance with its internal procurement policies and procedures applicable to the Whale Tail Project. If AEM does not engage an Inuit Firm to perform a Contract of a total value less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall be entitled to solicit proposals from all other pre-qualified businesses as listed in the table provided to KIA and the Business Opportunities Committee pursuant to section 5.7(d) of this Schedule to perform such Contract. If there is more than one pre-qualified Inuit Firm for Contracts valued under five hundred and twenty-five thousand dollars ($525,000.00), then AEM shall tender such Contracts to pre- pre-qualified Inuit Firms on the basis of this section 6. In the event where no Inuit Firms are pre- pre-qualified for Contracts of a total value of less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall have the right to enter into a Contract with any other business and in any manner it so decides. 6.3 Ten (10) days prior to the issuance of each tender, AEM shall send a notice to KIA and the businesses on the Pre-qualification List, in English and Inuktitut, which states prominently that Inuit Firms shall be given preference in accordance with the Agreement and clearly indicates the manner in which a potential bidder must communicate to AEM its expression of interest in participating in the tendering process for such Contract and the deadline for doing so. 6.4 Contracts shall not be tendered until Inuit employment goals (Schedule C - Training and Employment section 6.1) have been established by the Employment and Culture Committee. 6.5 No later than July 15, 2017, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts for the upcoming Year, as known at that time, for the Construction Phase, together with: (a) the notice to be provided pursuant to section 6.7 of this Schedule concerning tailoring of Contracts; (b) an outline of the nature or scope of work for each Contract; and (c) if then known to AEM, the estimated timing and duration of the work and the anticipated terms and conditions of each Contract. The initial list and the information provided, including which of the planned Contracts result from or are not suitable for tailoring as well as the reasons, shall be updated by AEM on a quarterly basis throughout the Term and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts or a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.6 At least twelve (12) months prior to the expected date of commencement of the Operation Phase, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts, as known at that time, for the first twelve (12) months of the Operation Phase. Such list shall include the information set out in paragraphs (a) to (c) of section 6.5 of this Schedule. The initial list and the information provided shall be updated by AEM on a quarterly basis and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts and a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.7 Subject to the preference points provided for in section 6.9 of this Schedule, to the extent where it is feasible and that there be no additional material financial burden to AEM or material delay on any milestone date of the delivery schedule of the Whale Tail Project, AEM shall use its Best Efforts to tailor Contracts in order to facilitate the participation of Inuit Firms from the Affected Communities in priority, and then from other Kivalliq Region communities. Prior to tendering, AEM shall send a notice to KIA and the Business Opportunities Committee indicating which of the planned Contracts result from tailoring, and which Contracts AEM determines are not suitable for tailoring, together with the reasons for such determination, and the Business Opportunities Committee shall, within fifteen (15) days of the receipt thereof, make its recommendations to AEM. For the purposes of this section, “tailoring” means modifying a planned scope of work for a Contract which results in smaller feasible scopes of work, which would encourage Inuit Firms to successfully participate in the Tendering Process. 6.8 Except where a Contract is awarded to an Inuit Firm, AEM agrees that all Contracts to be performed subsequent to the delivery of goods at a destination point within the Kivalliq Region and all services contracts where the majority of the work is performed within the Kivalliq Region shall be subject to the Tendering Process, excluding contracts relating to technical support and warranty work provided to AEM by the initial supplier of goods or provider of services. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, a listing of the technical support and warranty work contracts related to the Whale Tail Project not subject to the Tendering Process, including a description of their scope and value. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, the list of contracts, including their scope and value, for which AEM has determined that the majority of the work is not performed within the Kivalliq Region and not subject to the Tendering Process. 6.9 All compliant tenders, as established by AEM, received by the tender closing date will be evaluated by AEM based on the criteria identified in sections 4.1(a) to (c) of this Schedule. AEM shall evaluate the past implementation of Inuit training programs referred to in section 4.1(c) of this Schedule on the basis of factors to be established in consultation with the Business Opportunities Committee and the Employment and Culture Committee, including, in the absence of past business history, by referring to the historical data of tenderer’s management team dedicated to the Contract and AEM shall report to the Business Opportunities Committee the results of such evaluation if AEM determines that a business does not demonstrate adequate past implementation. For the purposes of the evaluation of tenders, AEM will apply preference points only to compliant tenders from Inuit Firms. On the basis of one hundred (100) points, or equivalent if the point total is other than one hundred (100), fifteen (15) points for services contracts and eight (8) points for goods contracts, excluding fuel contracts mentioned in section 9 of this Schedule, will be allocated to Inuit Firms as set out in Appendix 6.9.1. As an example only and not for interpretation purposes, Appendix 6.9.2 demonstrates the way preference points are applied. For avoidance of doubt, any contract for services which includes purchase of goods, excluding fuel contracts mentioned in section 9 of this Schedule, shall be considered as a services contract to which fifteen (15) preference points are allocated as set out in Appendix 6.9.1. 6.10 Each tenderer which is an Inuit Firm shall submit, as part of its tender, an Officer’s certificate made by an officer of the tenderer certifying the percentage of net profits of the work to be completed by the tenderer that will be paid to Inuit Firms (the “Certificate”). The Certificate shall also contain an undertaking of the tenderer to disclose forthwith to AEM any material change in percentage of net profits distributed to Inuit Firms during the term of the Contract. Should AEM require, after consulting the Business Opportunities Committee, a tenderer to submit information to support any of the representations made in its Certificate, AEM may require the tenderer to submit that information to an independent third party agreed to by KIA and AEM. The independent third party shall advise the Inuit Firm, the Business Opportunities Committee, KIA and AEM of any inconsistency between the representation made in the Certificate and the information that the tenderer has submitted to support those representations. All information in the Certificate shall be treated as Confidential Information. For the purposes of the allocation of preference points, as set out in Appendix 6.9.1, the criteria NTI Inuit Firm Registry, Employment Base and Local Presence shall be determined by AEM, including subsequent changes, and AEM shall inform KIA and the Business Opportunities Committee thereof. 6.11 For avoidance of doubt, the eighty-five (85) other points in the case of services contracts, or the ninety-two (92) other points in the case of goods contracts, or equivalent if the point total is other than one hundred (100), shall, for the purposes of AEM’s evaluation of a tender, be allocated by AEM using its best judgment with respect to the criteria listed in sections 4.1(a) to (c) of this Schedule. 6.12 Within fifteen (15) days of the award of any tendered Contract, AEM shall transmit to the Business Opportunities Committee the list of the tenderers and the name of the selected firm. For illustration purposes only, an example of the application of the preference points in the evaluation of compliant tenders received from Inuit Firms is attached hereto in Appendix 6.9.1. 6.13 When any Contract is tendered, AEM will provide to the Business Opportunities Committee the evaluation grid it intends to use for analyzing tenders, including the weights applicable to the criteria on the grid, including the reasons for the weighting. At the request of the Business Opportunities Committee, AEM will provide to KIA and the Business Opportunities Committee written reasons referring to the criteria set out in section 4.1 of this Schedule to explain why any tender from an Inuit Firm was not selected, as well as the original completed evaluation grids used for the award of such Contracts, which shall contain identifiers confirming their date of creation. The evaluation grids submitted by AEM will be strictly for information purposes, on a confidential basis, and may be used solely for review of the evaluation process. 6.14 Notwithstanding any other provision of this section 6, AEM shall have the discretion to enter into a Contract without competitive tender in the following circumstances: (a) following Best Efforts by AEM to allow for tailoring, where the services and goods can be procured through only one pre-qualified business, whether or not an Inuit Firm, or if there are no pre-qualified Inuit Firms in a position to do so; or (b) where AEM could not have reasonably foreseen the need for the services or goods that are required and there is insufficient time to apply the Tendering Process, it being understood that AEM will use Best Efforts to retain a pre-qualified Inuit Firm; or (c) there is an emergency requirement resulting from an unexpected event which results in a loss of production or risk to the environment or the health and safety of persons. AEM shall report to KIA and the Business Opportunities Committee all instances where Contracts are awarded under this section 6.14 and accompanying reasons. 6.15 At the request of an unsuccessful Inuit Firm, AEM shall provide feedback to such Inuit Firm. 6.16 AEM shall transmit to KIA, before their application, a copy of any proposed material changes to its internal procurement policies and procedures applicable to the Whale Tail Project and shall not make any such changes that would be incompatible with the provisions of this Schedule, including the purpose, objectives and guidelines of this Schedule. In the event where any such changes would be incompatible with the provisions of this Schedule, at the request of KIA, AEM and KIA shall discuss, in good faith, such changes and determine any amendments required to ensure that such policies and procedures remain compatible with the terms of this Schedule. 6.17 AEM will include in its tender conditions a provision requiring that any subcontractor included in any tender made pursuant to this section shall be on the Pre-qualification List or pre-qualified by AEM. An Inuit Firm may ask AEM to pre-qualify a non-Inuit firm to which it proposes to subcontract work. AEM will submit such non-Inuit firm to its pre-pre- qualification process and inform the Inuit Firm, KIA and the Business Opportunities Committee of its decision. The Inuit Firm is entitled to challenge AEM’s decision as provided for in section 5.8 of this Schedule. 6.18 For Contracts valued less than $500,000.00 awarded to an Inuit Firm, AEM agrees to waive the requirement for a bid bond and make its Best Efforts to accommodate Inuit Firms with limited financial capacity by implementing reasonable early payment measures.

TENDERING PROCESS. 6.1 Subject to the terms and conditions of this Schedule, AEM will make its Best Efforts to award Contracts to Inuit Firms. If AEM cannot award Contracts to an Inuit Firm on acceptable commercial terms and conditions, AEM shall be entitled to award such Contracts to any other Person. 6.2 All Contracts shall be tendered to businesses that are on the Pre-qualification List and a copy of each tender package shall be delivered to the Business Opportunities Committee for information purposes onlysolely. If there are no pre-qualified Inuit Firms on the list, then, subject to section 6.14 6.13 of this Schedule, AEM may award the Contract to any other business. Tendering shall be carried out on the basis of AEM’s internal procurement policies and procedures applicable to the Whale Tail Meadowbank Project and subject to the terms of this Schedule, except when total value of any Contract is less than five hundred and twenty-twenty- five thousand dollars ($525,000.00), it being agreed that AEM will make Best Efforts to engage only Inuit Firms, subject to section 6.7 6.13 of this Schedule, to perform such Contracts and that AEM is entitled to award such Contracts to pre-qualified Inuit Firms solely in accordance with its internal procurement policies and procedures applicable to the Whale Tail Meadowbank Project. If AEM does not engage an Inuit Firm to perform a Contract of a total value less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall be entitled to solicit proposals from all other pre-qualified businesses as listed in the table provided to KIA and the Business Opportunities Committee pursuant to section 5.7(d) of this Schedule to perform such Contract. If there is more than one pre-qualified Inuit Firm for Contracts valued under five hundred and twenty-five thousand dollars ($525,000.00), then AEM shall tender such Contracts to pre- pre-qualified Inuit Firms on the basis of this section 6. In the event where no Inuit Firms are pre- pre-qualified for Contracts of a total value of less than five hundred and twenty-five thousand dollars ($525,000.00), AEM shall have the right to enter into a Contract with any other business and in any manner it so decides. 6.3 Ten (10) days prior to the issuance of each tender, AEM shall send a notice to KIA and the businesses on the Pre-qualification List, in English and Inuktitut, which states prominently that Inuit Firms shall be given preference in accordance with the this Agreement and clearly indicates the manner in which a potential bidder must communicate to AEM its expression of interest in participating in the tendering process for such Contract and the deadline for doing so. 6.4 Contracts shall not be tendered until Inuit employment goals (Schedule C - Training and Employment section 6.1) have been established by the Employment and Culture Committee. 6.5 No later than July 15AEM shall, 2017on the Effective Date, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts for the upcoming Year, as known at that time, for the Construction PhaseMeadowbank Project, together with: (a) the notice to be provided pursuant to section 6.7 6.6 of this Schedule concerning tailoring of Contracts; (b) an outline of the nature or scope of work for each Contract; and (c) if then known to AEM, the estimated timing and duration of the work and the anticipated terms and conditions of each Contract. The initial list and the information provided, including which of the planned Contracts result from or are not suitable for tailoring as well as the reasons, shall be updated by AEM on a quarterly basis throughout the Term and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts or a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.6 At least twelve (12) months prior to the expected date of commencement of the Operation Phase, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts, as known at that time, for the first twelve (12) months of the Operation Phase. Such list shall include the information set out in paragraphs (a) to (c) of section 6.5 of this Schedule. The initial list and the information provided shall be updated by AEM on a quarterly basis and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts and a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.7 Subject to the preference points provided for in section 6.9 6.8 of this Schedule, to the extent where it is feasible and that there be no additional material financial burden to AEM or material delay on any milestone date of the delivery schedule of the Whale Tail Meadowbank Project, AEM shall use its Best Efforts to tailor Contracts in order to facilitate the participation of Inuit Firms from the Affected Communities in priority, and then from other Kivalliq Region communities. Prior With respect to planned Contracts on the Effective Date and, with respect to any other Contracts prior to tendering, AEM shall send a notice to KIA and the Business Opportunities Committee indicating which of the planned Contracts result from tailoring, and which Contracts AEM determines are not suitable for tailoring, together with the reasons for such determination, and the Business Opportunities Committee shall, within fifteen (15) days of the receipt thereof, make its recommendations to AEM. For the purposes of this section, “tailoring” means modifying a planned scope of work for a Contract which results in smaller feasible scopes of work, which would encourage Inuit Firms to successfully participate in the Tendering Process. 6.8 6.7 Except where a Contract is awarded to an Inuit Firm, AEM agrees that all Contracts to be performed subsequent to the delivery of goods at a destination point within the Kivalliq Region Region, and all services contracts where the majority of the work is performed within the Kivalliq Region Region, shall be subject to the Tendering Process, excluding contracts relating to technical support and warranty work provided to AEM by the initial supplier of goods or provider of services. AEM shall provide KIA and the Business Opportunities Committee, within fifteen thirty (1530) days after each Year, a listing of the technical support and warranty work contracts related to the Whale Tail Meadowbank Project not subject to the Tendering Process, including a description of their scope and value. AEM shall provide KIA and the Business Opportunities Committee, within fifteen thirty (1530) days after each Year, the list of contracts, including their scope and value, for which AEM has determined that the majority of the work is not performed within the Kivalliq Region and not subject to the Tendering Process. 6.9 6.8 All compliant tenders, as established by AEM, received by the tender closing date will be evaluated by AEM based on the criteria identified in sections 4.1(a) to (c) of this Schedule. AEM shall evaluate the past implementation of Inuit training programs referred to in section 4.1(c) of this Schedule on the basis of factors to be established in consultation with the Business Opportunities Committee and the Employment and Culture Committee, including, in the absence of past business history, by referring to the historical data of tenderer’s management team dedicated to the Contract and AEM shall report to the Business Opportunities Committee the results of such evaluation if AEM determines that a business does not demonstrate adequate past implementation. For the purposes of the evaluation of tenders, AEM will apply preference points only to compliant tenders from Inuit Firms. On the basis of one hundred (100) points, or equivalent if the point total is other than one hundred (100), fifteen (15) points for services contracts and eight (8) points for goods contracts, contracts (excluding fuel contracts mentioned in section 9 of this Schedule, ) will be allocated to Inuit Firms as set out in Appendix 6.9.16.8. 1. As an example only and not for interpretation purposes, Appendix 6.9.2 6.8.2 demonstrates the way preference points are applied. For avoidance of doubt, any contract for services which includes purchase of goods, goods (excluding fuel contracts mentioned in section 9 of this Schedule, ) shall be considered as a services contract to which fifteen (15) preference points are allocated as set out in Appendix 6.9.16.8.1. 6.10 6.9 Each tenderer which is an Inuit Firm shall submit, as part of its tender, an Officer’s certificate made by an officer of the tenderer certifying the percentage of net profits of the work to be completed by the tenderer that will be paid to Inuit Firms (the “Certificate”). The Certificate shall also contain an undertaking of the tenderer to disclose forthwith to AEM any material change in percentage of net profits distributed to Inuit Firms during the term of the Contract. Should AEM require, after consulting the Business Opportunities Committee, a tenderer to submit information to support any of the representations made in its Certificate, AEM may require the tenderer to submit that information to an independent third party agreed to by KIA and AEM. The independent third party shall advise the Inuit Firm, the Business Opportunities Committee, KIA and AEM of any inconsistency between the representation made in the Certificate and the information that the tenderer has submitted to support those representations. All information in the Certificate shall be treated as Confidential Information. For the purposes of the allocation of preference points, as set out in Appendix 6.9.16.8.1, the criteria NTI Inuit Firm Registry, Employment Base and Local Presence shall be determined by AEM, including subsequent changes, and AEM shall inform KIA and the Business Opportunities Committee thereof. 6.11 6.10 For avoidance of doubt, the eighty-five (85) other points in the case of services contracts, or the ninety-two (92) other points in the case of goods contracts, or equivalent if the point total is other than one hundred (100), shall, for the purposes of AEM’s evaluation of a tender, be allocated by AEM using its best judgment with respect to the criteria listed in sections 4.1(a) to (c) of this Schedule. 6.12 6.11 Within fifteen (15) days of the award of any tendered Contract, AEM shall transmit to the Business Opportunities Committee the list of the tenderers and the name of the selected firm. For illustration purposes only, an example of the application of the preference points in the evaluation of compliant tenders received from Inuit Firms is attached hereto in Appendix 6.9.16.8.2. 6.13 6.12 When any Contract is tendered, AEM will provide to the Business Opportunities Committee the evaluation grid it intends to use for analyzing tenders, including the weights applicable to the criteria on the grid, including the reasons for the weighting. At the request of the Business Opportunities Committee, AEM will provide to KIA and the Business Opportunities Committee written reasons referring to the criteria set out in section 4.1 of this Schedule to explain why any tender from an Inuit Firm was not selected, as well as the original completed evaluation grids used for the award of such Contracts, which shall contain identifiers confirming their date of creation. The evaluation grids submitted by AEM will be strictly for information purposes, on a confidential basis, and may be used solely for review of the evaluation process. 6.14 6.13 Notwithstanding any other provision of this section 6, AEM shall have the discretion to enter into a Contract without competitive tender in the following circumstances: (a) following Best Efforts by AEM to allow for tailoring, where the services and goods can be procured through only one pre-qualified business, whether or not an Inuit Firm, or if there are no pre-qualified Inuit Firms in a position to do so; or (b) where AEM could not have reasonably foreseen the need for the services or goods that are required and there is insufficient time to apply the Tendering Process, it being understood that AEM will use Best Efforts to retain a pre-qualified Inuit Firm; or (c) there is an emergency requirement resulting from an unexpected event which results in a loss of production or risk to the environment or the health and safety of persons. AEM shall report to KIA and the Business Opportunities Committee all instances where Contracts are awarded under this section 6.14 6.13 and accompanying reasons. 6.15 6.14 At the request of an unsuccessful Inuit Firm, AEM shall provide feedback to such Inuit Firm. 6.16 6.15 AEM shall transmit to KIA, before their application, a copy of any proposed material changes to its internal procurement policies and procedures applicable to the Whale Tail Meadowbank Project and shall not make any such changes that would be incompatible with the provisions of this Schedule, including the purpose, objectives and guidelines of this Schedule. In the event where any such changes would be incompatible with the provisions of this Schedule, at the request of KIA, AEM and KIA shall discuss, in good faith, such changes and determine any amendments required to ensure that such policies and procedures remain compatible with the terms of this Schedule. 6.17 6.16 AEM will include in its tender conditions a provision requiring that any subcontractor included in any tender made pursuant to this section shall be on the Pre-qualification List or pre-qualified by AEM. An Inuit Firm may ask AEM to pre-qualify a non-Inuit firm to which it proposes to subcontract work. AEM will submit such non-Inuit firm to its pre-pre- qualification process and inform the Inuit Firm, KIA and the Business Opportunities Committee of its decision. The Inuit Firm is entitled to challenge AEM’s decision as provided for in section 5.8 of this Schedule. 6.18 6.17 For Contracts valued less than five hundred and twenty-five thousand ($500,000.00 525,000.00) awarded to an Inuit Firm, AEM agrees to waive the requirement for a bid bond and make its Best Efforts to accommodate Inuit Firms with limited financial capacity by implementing reasonable early payment measures.

TENDERING PROCESS. 6.1 Subject to the terms and conditions of this Schedule, AEM will make its Best Efforts to award Contracts to Inuit Firms. If AEM cannot award Contracts to an Inuit Firm on acceptable commercial terms and conditions, AEM shall be entitled to award such Contracts to any other Person. 6.2 All Contracts shall be tendered to businesses that are on the Pre-qualification List and a copy of each tender package shall be delivered to the Business Opportunities Committee for information purposes onlyList. If there are no pre-qualified Inuit Firms on the list, then, subject to section 6.14 of this Schedule, AEM may award the Contract to any other business. Tendering shall be carried out on the basis of AEM’s internal procurement policies and procedures applicable to the Whale Tail Meliadine Project and subject to the terms of this Schedule, except when total value of any Contract is less than five hundred and twenty-five thousand dollars ($525,000.00500,000.00), it being agreed that AEM will make Best Efforts to engage only Inuit Firms, subject to section 6.7 of this Schedule, to perform such Contracts and that AEM is entitled to award such Contracts to pre-qualified Inuit Firms solely in accordance with its internal procurement policies and procedures applicable to the Whale Tail Meliadine Project. If AEM does not engage an Inuit Firm to perform a Contract of a total value less than five hundred and twenty-five thousand dollars ($525,000.00500,000.00), AEM shall be entitled to solicit proposals from all other pre-qualified businesses as listed in the table provided to KIA and the Business Opportunities Committee pursuant to section 5.7(d) of this Schedule to perform such Contract. If there is more than one pre-qualified Inuit Firm for Contracts valued under five hundred and twenty-five thousand dollars ($525,000.00500,000.00), then AEM shall tender such Contracts to pre- qualified Inuit Firms on the basis of this section 6. In the event where no Inuit Firms are pre- qualified for Contracts of a total value of less than five hundred and twenty-five thousand dollars ($525,000.00500,000.00), AEM shall have the right to enter into a Contract with any other business and in any manner it so decides. 6.3 Ten (10) days prior Prior to the issuance of each tender, AEM shall send a notice requesting an expression of interest to KIA and the businesses on the Pre-qualification Initial Contractor List, in English and Inuktitut, which states prominently that Inuit Firms shall be given preference in accordance with the Agreement and clearly indicates the manner in which a potential bidder must communicate to AEM its expression of interest in participating in the tendering process for such Contract and the deadline for doing so. 6.4 Contracts shall not be tendered until Inuit employment goals (Schedule C - Training and Employment section 6.1) have been established by the Employment and Culture Committee. 6.5 No later than July 15, 2017At least one hundred and twenty (120) days before the Construction Date, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts for the upcoming YearContracts, as known at that time, for the Construction Phase, together with: (a) the notice to be provided pursuant to section 6.7 of this Schedule concerning tailoring of Contracts; (b) an outline of the nature or scope of work for each Contract; and (c) if then known to AEM, the estimated timing and duration of the work and the anticipated terms and conditions of each Contract. The initial list and the information provided, including which of the planned Contracts result from or are not suitable for tailoring as well as the reasons, provided shall be updated by AEM on a quarterly basis throughout the Term and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts or a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.6 At least twelve (12) months prior to the expected date of commencement of the Operation Phase, AEM shall develop and transmit to KIA, the Business Opportunities Committee and the Employment and Culture Committee an initial list of planned Contracts, as known at that time, for the first twelve (12) months of the Operation Phase. Such list shall include the information set out in paragraphs (a) to (c) of section 6.5 of this Schedule. The initial list and the information provided shall be updated by AEM on a quarterly basis and a copy shall be provided to KIA, the Business Opportunities Committee and the Employment and Culture Committee. A listing of Contracts not included on the initial list of planned Contracts and a quarterly update and accompanying reasons for exclusion shall be provided by AEM to KIA and the Business Opportunities Committee. 6.7 Subject to the preference points provided for in section 6.9 of this Schedule, to the extent where it is feasible and that there be no additional material financial burden to AEM or material delay on any milestone date of the delivery schedule of the Whale Tail Meliadine Project, AEM shall use its Best Efforts to tailor Contracts in order to facilitate the participation of Inuit Firms from the Affected Communities in priority, and then from other Kivalliq Region communities. Prior to tendering, AEM shall send a notice to KIA and the Business Opportunities Committee indicating which of the planned Contracts result from tailoring, and which Contracts AEM determines are not suitable for tailoring, together with the reasons for such determination, and the Business Opportunities Committee shall, within fifteen (15) days of the receipt thereof, make its recommendations to AEM. For the purposes of this section, “tailoring” means modifying a planned scope of work for a Contract which results in smaller feasible scopes of work, which would encourage Inuit Firms to successfully participate in the Tendering Process. 6.8 Except where a Contract is awarded to an Inuit Firm, AEM agrees that all Contracts to be performed subsequent to the delivery of goods at a destination point within the Kivalliq Region and all services contracts where the majority of the work is performed within the Kivalliq Region shall be subject to the Tendering Process, excluding contracts relating to technical support and warranty work provided to AEM by the initial supplier of goods or provider of services. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, a listing of the technical support and warranty work contracts related to the Whale Tail Meliadine Project not subject to the Tendering Process, including a description of their scope and value. AEM shall provide KIA and the Business Opportunities Committee, within fifteen (15) days after each Year, the list of contracts, including their scope and value, for which AEM has determined that the majority of the work is not performed within the Kivalliq Region and not subject to the Tendering Process. 6.9 All compliant tenders, as established by AEM, received by the tender closing date will be evaluated by AEM based on the criteria identified in sections 4.1(a) to (c) of this Schedule. AEM shall evaluate the past implementation of Inuit training programs referred to in section 4.1(c) of this Schedule on the basis of factors to be established in consultation with the Business Opportunities Committee and the Employment and Culture Committee, including, in the absence of past business history, by referring to the historical data of tenderer’s management team dedicated to the Contract and AEM shall report to the Business Opportunities Committee the results of such evaluation if AEM determines that a business does not demonstrate adequate past implementation. For the purposes of the evaluation of tenders, AEM will apply preference points only to compliant tenders from Inuit Firms. On the basis of one hundred (100) points, or equivalent if the point total is other than one hundred (100), fifteen (15) points for services contracts and eight (8) points for goods contracts, including for Specialized Goods Contracts (excluding fuel contracts mentioned in section 9 of this Schedule), will be allocated to Inuit Firms as set out in Appendix 6.9.1. As an example only and not for interpretation purposes, Appendix 6.9.2 demonstrates the way preference points are applied. For avoidance of doubt, any contract for services which includes purchase of goods, including Specialized Goods Contracts (excluding fuel contracts mentioned in section 9 of this Schedule), shall be considered as a services contract to which fifteen (15) preference points are allocated as set out in Appendix 6.9.1. 6.10 Each tenderer which is an Inuit Firm shall submit, as part of its tender, an Officer’s certificate made by an officer of the tenderer certifying the percentage of net profits of the work to be completed by the tenderer that will be paid to Inuit Firms (the “Certificate”). The Certificate shall also contain an undertaking of the tenderer to disclose forthwith to AEM any material change in percentage of net profits distributed to Inuit Firms during the term of the Contract. Should AEM require, after consulting the Business Opportunities Committee, a tenderer to submit information to support any of the representations made in its Certificate, AEM may require the tenderer to submit that information to an independent third party agreed to by KIA and AEM. The independent third party shall advise the Inuit Firm, the Business Opportunities Committee, KIA and AEM of any inconsistency between the representation made in the Certificate and the information that the tenderer has submitted to support those representations. All information in the Certificate shall be treated as Confidential Information. For the purposes of the allocation of preference points, as set out in Appendix 6.9.1, the criteria NTI Inuit Firm Registry, Employment Base and Local Presence shall be determined by AEM, including subsequent changes, and AEM shall inform KIA and the Business Opportunities Committee thereof. 6.11 For avoidance of doubt, the eighty-five (85) other points in the case of services contracts, or the ninety-two (92) other points in the case of goods contracts, or equivalent if the point total is other than one hundred (100), shall, for the purposes of AEM’s evaluation of a tender, be allocated by AEM using its best judgment with respect to the criteria listed in sections 4.1(a) to (c) of this Schedule. 6.12 Within fifteen (15) days of the award of any tendered Contract, AEM shall transmit to the Business Opportunities Committee the list of the tenderers and the name of the selected firm. For illustration purposes only, an example of the application of the preference points in the evaluation of compliant tenders received from Inuit Firms is attached hereto in Appendix 6.9.1. 6.13 When any Contract is tendered, AEM will provide to the Business Opportunities Committee the evaluation grid it intends to use for analyzing tenders, including the weights applicable to the criteria on the grid, including the reasons for the weighting. At the request of the Business Opportunities Committee, AEM will provide to KIA and the Business Opportunities Committee written reasons referring to the criteria set out in section 4.1 of this Schedule to explain why any tender from an Inuit Firm was not selected, as well as the original completed evaluation grids used for the award of such Contracts, which shall contain identifiers confirming their date of creation. The evaluation grids submitted by AEM will be strictly for information purposes, on a confidential basis, and may be used solely for review of the evaluation process. 6.14 Notwithstanding any other provision of this section 6, AEM shall have the discretion to enter into a Contract without competitive tender in the following circumstances: (a) following Best Efforts by AEM to allow for tailoring, where the services and goods can be procured through only one pre-qualified business, whether or not an Inuit Firm, or if there are no pre-qualified Inuit Firms in a position to do so; or (b) where AEM could not have reasonably foreseen the need for the services or goods that are required and there is insufficient time to apply the Tendering Process, it being understood that AEM will use Best Efforts to retain a pre-qualified Inuit Firm; or (c) there is an emergency requirement resulting from an unexpected event which results in a loss of production or risk to the environment or the health and safety of personsrequirement. AEM shall report to KIA and the Business Opportunities Committee all instances where Contracts are awarded under this section 6.14 of this Schedule and accompanying reasons. 6.15 At the request of an unsuccessful Inuit Firm, AEM shall provide feedback to such Inuit Firm. 6.16 AEM shall transmit to KIA, before their application, a copy of any proposed material changes to its internal procurement policies and procedures applicable to the Whale Tail Meliadine Project and shall not make any such changes that would be incompatible with the provisions of this Schedule, including the purpose, objectives and guidelines of this Schedule. In the event where any such changes would be incompatible with the provisions of this Schedule, at the request of KIA, AEM and KIA shall discuss, in good faith, such changes and determine any amendments required to ensure that such policies and procedures remain compatible with the terms of this Schedule. 6.17 AEM will include in its tender conditions a provision requiring that any subcontractor included in any tender made pursuant to this section shall be on the Pre-qualification List or pre-qualified by AEM. An Inuit Firm may ask AEM to pre-qualify a non-Inuit firm to which it proposes to subcontract work. AEM will submit such non-Inuit firm to its pre-pre- qualification process and inform the Inuit Firm, KIA and the Business Opportunities Committee of its decision. The Inuit Firm is entitled to challenge AEM’s decision as provided for in section 5.8 of this Schedule. 6.18 For Contracts valued less than $500,000.00 awarded to an Inuit Firm, AEM agrees to waive the requirement for a bid bond and make its Best Efforts to accommodate Inuit Firms with limited financial capacity by implementing reasonable early payment measures.