INSTRUCTIONS TO BIDDERS

1. INTRODUCTION

1.1. CB&I LLC (hereinafter referred to as "Purchaser"), would be pleased to receive your proposal to
furnish and deliver Structural Steel & Misc. Metals for the Entergy Louisiana, LLC. Lake Charles
Power Station near Westlake, Louisiana, Calcasieu Parish County.

1.2. These Instructions to Bidders are provided to assist Bidders in the preparation and submission
of quotations.

1.3. WE RESERVE THE RIGHT TO REJECT ANY BID WHICH IS NOT IN ACCORDANCE WITH
THE INSTRUCTIONS OF THIS REQUEST. PLEASE READ THESE INSTRUCTIONS
CAREFULLY.

1.4. Proposals shall be submitted in strict accordance with this Request for Quotation (RFQ). All
technical and commercial documentation (hereinafter referred to as "RFQ Documents") relative
to this RFQ have been sent to you electronically through our Materialink System. It is the
Bidder’s responsibility to carefully examine all the RFQ Documents. Any discrepancies or
omissions in the RFQ must be immediately notified to Purchaser for resolution.

1.5. RFQ Documents

Proposals shall be submitted in accordance with the following attached documents:

Exhibit A General Terms and Condition of Purchase, Rev. 0, dated 28-Aug-2015

Exhibit B Supplemental Terms, Rev. 0, dated 17-Feb-2016

Exhibit C Option Pricing

Exhibit D Partial Release of Liens and Waiver, Rev. 0, dated 29-Feb-2016

Exhibit E Final Waiver of Liens, Rev. 0, dated 29-Feb-2016

Exhibit F Proposed Milestone Payment Schedule

Exhibit G PO Technical and Data Submittal Instructions

Exhibit H Shipping Instruction

Exhibit I Technical Field Advisor NOT USED

Exhibit J Shipped Loose Materials

Exhibit K Standby Letter of Credit (or 10% Retention)

Exhibit L Document No. CMS-760-05-FM-10013, dated 04-Feb-2016, titled Export Packing,

Marking, Preservation and Documentation Guidelines

Exhibit M Document No. CMS-760-05-FM-10012, dated 06-Oct-2008, titled Domestic Packing

Guidelines

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 INSTRUCTIONS TO BIDDERS

1.6. It is imperative that the Bidder acknowledges receipt of the RFQ within 48 hours of receipt and
confirms intention to bid or decline to bid, using the electronic acknowledgement of bid within
the Materialink System.

1.7. If Bidder declines an invitation to bid, Bidder shall include his reasons for declining to bid, and
delete all electronic copies of documents.

1.8. The information and documents supplied in the RFQ are strictly confidential and proprietary.
Bidders shall only divulge such information to personnel directly involved with the preparation of
a bid who have a need to know.

1.9. Both CB&I LLC and its Client place great emphasis on environmental, health and safety
matters and are committed to work together towards the following goals and require that all
companies involved in the project support these objectives:

 Safety is paramount and will not be compromised for any other business objective.
 Zero lost time incidents is our most important project goal.
 The project will respect the environment and minimize its impact upon it.

For a Bidder to be involved in the project he must ensure that:

 This policy is communicated to everyone involved.
 Safety, Health, Environment, & Security (SHES) risks are understood and managed
effectively.
 People are competent to carry out their designated work.

2. PREPARATION & SUBMISSION OF BID

2.1. In order to expedite the evaluation process and to avoid the possibility of inputting errors, you
are receiving this RFQ in an Electronic Format through our Materialink System (herein after
referred to as "Online Bidding Platform"). Purchaser will not accept bids in response to this RFQ
that are submitted outside the Online Bidding Platform. Only Bidders who supported this RFQ
by submitting a proposal via the Online Bidding Platform will be considered for potential award.

2.2. Returning the Data

The provision of electronic data will only benefit our evaluation process if you follow this
procedure. The data is transferred electronically and ANY DEVIATION will mean that we
cannot use it. Your co-operation is therefore much appreciated.

For further information, please refer to the “Instruction Manual – Seller” contained in the
Materialink home page.

2.3. Where a QA manual is requested, only one copy is required.

2.4. All bids are “SEALED BID’S”.

2.5. It is the sole responsibility of the Bidder to ensure that the proposal is submitted to Purchaser
by no later than 12:00 noon EST on 12-JAN-2018. Failure to submit a bid by the closing date
will preclude acceptance of any bid. BIDS WILL NOT BE ACCEPTED AFTER THE BID
CLOSING DATE.

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 INSTRUCTIONS TO BIDDERS

2.6. Bidder shall reference the Purchaser’s RFQ number and dates of subsequent Amendments
thereto, if any, to which the Bidder’s proposal is addressed.

2.7. Bidder’s attention is drawn to the documents which must be attached to the quotation as
specified on the Supplier Data Requirements (SDR).

2.7.1. It is a prerequisite that a copy of the SDR enclosed with the RFQ is returned with the Bid
incorporating all comments, exclusions and deviations.

The returned SDR must clearly state:

i) Any documents which are considered not applicable.

ii) Any document which will be submitted as part of another document.
iii) Agreement of post order submittal times.

The required quantities of documentation are specified in the SDR. Bidder’s quotation
should include cost to meet this requirement.

2.8. Bidder shall complete all sections of the fill-in data required by the Online Bidding Platform.
That means actually filling in the requested information, not inserting “see proposal”, “TBD”,
“later”, etc. Failure to do so may result in the rejection of your proposal.

2.9. Unless stated otherwise in the RFQ, delivery point is CBI, Inc., Lake Charles Power Station,
3140 Houston River Road, Westlake, LA 70669.

CB&I LLC recognizes the following freight or delivery terms for domestic and international
shipments (INCOTERMS, 2010 Edition): Free Carrier (FCA) Jobsite, Free Carrier (FCA)
Named Point of Manufacture, Delivered at Terminal (DAT) Jobsite and Free On Board (FOB)
Named Port of Export.

Bidder shall provide freight price breakout on a destination basis, per the following:

I. Domestic shipments will be F.C.A. Jobsite (CB&I LLC, Lake Charles Power Station,
3140 Houston River Road, Westlake, LA 70669, Attention: TBD), with Seller bearing all
risks and costs associated with completing full delivery.
II. International shipments will be D.A.T. Jobsite (CB&I LLC, Lake Charles Power Station,
3140 Houston River Road, Westlake, LA 70669, Attention: TBD), with Seller bearing all
risks and costs associated with completing full delivery.
As an option, please provide freight price breakout with stated validity on an origin basis, per
the following:

I. Domestic shipments will be F.C.A. Named Point of Manufacture (street address, city,
state and zip code)

II. International shipments will be F.O.B. Named Port of Export (specified port name, city
and country)

In addition, Bidder shall submit the following details:

 Manufacture Location

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 INSTRUCTIONS TO BIDDERS

 Assembly Location
 Inspection Location
 Total Estimated Gross Weight
 Total Estimated Volume
 Total Estimated Weight of Largest Single Component
 Total Estimated Dimensions (LxWxH) of Largest Single Component

2.10. The Goods covered by this RFQ will be required at the site by 02-MAY-2018. The Purchaser
will not accept delivery prior to the required date unless agreed to in writing.

2.11. Prices must be valid for acceptance for 90 days from quotation date and must be held firm
through quoted delivery.

2.12. Prices shall include:

i) All costs associated with design reviews (where applicable) including attendance at
meetings at our offices.

ii) The provision of full manufacturing programs and schedules, which are to be
updated and submitted throughout the life of the Purchase Order.

iii) All packing, import duties, taxes, insurance and delivery to the jobsite (quoted as
separate line items in your proposal).

iv) Any special tools that are required to install, commission, test or maintain the
equipment (quoted as separate line items in your proposal). Prices shall be broken
down by set and/or item. The cost associated with such special tools and
equipment, if not itemized separately, shall be construed to be included in base
pricing or shall be to the Bidder’s account.

v) Full witnessed works testing by the Purchaser and Owner. If bidder does not have
adequate facilities for the required testing, it shall be so stated in the bid. Where
testing at site is specified, bidder shall include the supply of all special test
equipment and indicate an estimate of the man-hours required for site testing.

vi) Spare parts that are required for the installation and commissioning (quoted as
separate line items in your proposal).

Bidder to advise how they intend to provide ongoing support to Owner for the supply of
spare parts and repair services after the expiration of the Warranty Period.

2.13. Where specified in the requisition, Bidder is to advise fully inclusive daily rates for the provision
of suitably qualified personnel to supervise the installation, testing and commissioning of the
equipment and estimate the resources required.

Bidder shall complete Section C Option Pricing daily rate for qualified field advisory services
section of the Online Bidding Platform. In addition, Bidder shall complete the pricing sections of
the attached Exhibit I - Technical Field Advisor and upload to "Supplier Attachments". All pricing
shall be firm and fixed for the duration of the resultant Purchase Order and all-inclusive
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 INSTRUCTIONS TO BIDDERS

(including preparation time, report writing time, travel costs, accommodations, daily allowances
for meals, local transportation and all necessary materials).

2.14. Payment

Terms of payment to be the basis of Bidder’s Base Proposal shall be cash terms in
accordance with the following:

For and in consideration of Seller's true and faithful performance of each requirement set
forth in the Purchase Order Requirements, Purchaser shall pay the Seller NET sixty (60)
days from receipt of material / service and a correct invoice subject to a ten (10%) percent
retention which shall be withheld from each invoice. Such retention shall be released upon
compliance with the following:

Purchaser shall be entitled to withhold final payment (or other appropriate amount
related to Seller’s deficiency) to Seller until Seller: a) has delivered to Purchaser all
of the Goods, including all drawings, reports, lien waivers and other documentation
specified in this Purchase Order; and b) has complied with all requirements of and
performed all items required by this Purchase Order. All amounts otherwise payable
under this Purchase Order may be withheld pending acceptance of the Goods by
Purchaser and resolution of any Purchase Order defaults, claims, or backcharges
filed against Purchaser or of any offsets, credits, charges or amounts due to
Purchaser under this Purchase Order or any other purchase orders, contracts or
agreements. Final payment to Seller shall not relieve Seller of its continuing
obligations under this Purchase Order, including but not limited to warranty,
indemnity, and confidentiality.

Alternate progress payments proposed, if authorized, may be either specifically described

events or some measurable criterion of performance. Each event or performance criterion
that will trigger a payment shall be an integral and necessary part of scope performance and
identified in the Purchase Order, along with a description of what constitutes successful
performance of the event or attainment of the performance criterion. The signing of a
Purchase Order, the exercise of options, the passage of time, or other such occurrences do
not represent meaningful efforts or actions and shall not be considered as events or criteria
for milestone payments. An event need not be a critical event in order to trigger a payment,
but the Purchaser must be able to readily verify successful performance of each such event
or performance criterion.

Bidder is to fill in Exhibit F - Proposed Milestone Schedule. Each payment request must be
accompanied by a completed Lien Waiver. For the purposes of milestone payments, cost
increases and/or decreases in effect after Purchase Order issue shall be invoiced with the
Milestone for receipt of the Goods or upon Seller’s final invoice for payment.

2.15. The place of manufacture must be clearly stated in the bid. Location of all major
tests/inspections must also be stated.

2.16. The Bidder must state name of manufacturer and location for all major materials.

2.17. Bidder shall provide a listing with expiration date(s) of any shop and labor agreement(s) to
which Bidder is a signatory and which are applicable to, or may impact performance of the
work.

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 INSTRUCTIONS TO BIDDERS

2.18. Any order resulting from this RFQ will be executed strictly in accordance with Exhibit A Terms
and Conditions of Purchase as modified by Exhibit B Supplemental Terms and Conditions.

2.19. Bidder agrees that all information provided to Purchaser from Bidder in relation to any possible
Order shall be the property of Purchaser, and Purchaser shall have the free and unrestricted
right to use, copy or disseminate any such information in relation to, or by use with regards to,
the project or work for which the information was provided.

2.20. Each proposal must be signed by an employee or officer of the Bidder’s organization who has
adequate authority to make binding commitments on behalf of the Bidder’s organization.

2.21. For the basis of determining warranty obligations the Substantial Completion date is
01-May-2020.

2.22. The successful Bidder shall provide a Mechanical Ship Loose Item for all Seller and Sub-
Supplier Goods (including equipment, skids, materials or other loose components, parts, and
any and all other sub-components or ship loose items) provided under this Purchase Order.
The Mechanical Ship Loose Items will be used by the Purchaser to facilitate and monitor
shipment and receipt of Purchase Order Goods and provide information to facilitate site
receiving processes.

The Mechanical Ship Loose Item is not to be confused with an engineering bill of material which
may be required to appear on detail drawings, but rather it is an additional compilation of all
sub-components, pieces and parts (including spare parts) that will ship disassembled for field
installation. This Mechanical Ship Loose Item submittal is required upon completion of the
Seller’s design phase, but in no event, later than sixty (60) days prior to the first scheduled
shipment of any Goods.

The Mechanical Ship Loose Item is to be provided in an electronic Microsoft Excel format, in
strict accordance with E&C-780-05-SP-00001, titled Mechanical Ship Loose Item Specification.
The Mechanical Ship Loose Item will be used by Purchaser to facilitate material receipt and to
provide further verification the Purchase Order may be considered complete.

In addition, an Electronic Packing List (EPL), in electronic Microsoft Excel format, shall be
furnished to the Purchaser for all Goods including equipment, skids, materials or other loose
components, parts, and any and all other sub-components or ship loose items engineered
equipment / systems / materials that are shipped under the Purchase Order. The EPL shall be
provided to the Purchaser at least ten (10) business days prior to actual shipment of the Goods,
and will be used by the Purchaser as advance shipment notification and to facilitate receipt of
the Goods.

2.23. The successful Bidder shall be required to submit a Supplier Document List (SDL), updated as
required by Purchaser, listing all drawings and other documentation to be submitted for review
or information during the execution of the Work, including the forecast submittal date of each,
not later than two (2) weeks after the effective date of the Purchase Order.

The SDL shall include, at a minimum, the following information:

• Vendor drawing or document number and sheet number

• Corresponding Purchaser Document Number

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 INSTRUCTIONS TO BIDDERS

• Revision Number
• Targeted Submittal Date
• Actual Submittal Date
• Review Status

3. SHOP ASSEMBLY AND/OR MODULARIZATION:

In an effort to reduce field installation man-hours, Bidders are encouraged to submit a proposal to
maximize shop assembly and/or modularization. The proposal must clearly differentiate between
Bidder’s standard offering and the proposal to maximize shop assembly and/or consolidation of
components in modules for shipment to the jobsite. In order to fully evaluate the
impacts of the proposal, Bidders shall address the following:

3.1 Does the Bidder’s proposal include shop assembly and/or

modularization to the maximum extent practicable?
3.2 If “Yes”, please provide a written description of shop assembly
and/or modularization on a separate page and include this with
your proposal.
3.3 If “Yes”, please provide the value that the shop assembly
and/or modularization modified Bidder’s standard offering: $
3.4 Estimated field man-hours to complete field installation of
Bidder’s equipment and/or materials without shop assembly
and/or modularization:
3.5 Estimated field man-hours to complete field installation of
Bidder’s equipment and/or materials with shop assembly
and/or modularization:
3.6 Does proposed shop assembly and/or modularization increase
Bidder’s delivery lead-time? If so, please provide details.
3.7 Provide name of past project(s) where proposed shop
assembly and/or modularization was successful.

4. EXCLUSIONS, DEVIATIONS AND ALTERNATIVES

4.1. Bidder's proposal shall be based on the Purchaser's RFQ documents. If Bidder takes any
exception(s) of either a technical or commercial nature, it is mandatory that:

 Each exception be itemized and explained.

 All exceptions are identified in a separate portion of the proposal entitled either "Commercial
Exceptions" or "Technical Exceptions", as applicable.

Failure to conform to the aforementioned procedure may be cause for rejection of Bidder's
proposal. In any instance where the Bidder fails to take specific exceptions and provides a
proposal with its own formal terms, such terms and conditions shall in no event be binding and
any purchase order resulting this RFQ will be governed by Purchaser's terms and conditions.

4.2. Purchaser may consider alternatives to the requirements detailed in the Scope of Supply if
these can be justified on practical, technical, commercial, financial or contractual grounds.
However, Purchaser reserves the right to reject any such alternative.

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 INSTRUCTIONS TO BIDDERS

5. MODIFICATIONS TO RFQ PACKAGE

Purchaser reserves the right to modify or amend any part of such RFQ Package prior to the closing
date. Such modification or amendment will be transmitted simultaneously to all Bidders who shall
be given the opportunity to modify or amend their bids as appropriate. Its receipt must be
acknowledged within the Bidder’s proposal.

6. EXPLANATIONS TO BIDDERS

All questions regarding the content of this RFQ are to be posted on the Online Bidding Platform.
Any information given to a prospective Bidder concerning the RFQ will be furnished to all Bidders
as an Amendment to the RFQ, if such information is necessary to Bidders in submitting proposals
or lack of such information would be prejudicial to uninformed Bidders.

Should direct contact be required, the below contact information is provided:

CB&I LLC
500 E Morehead Street
Charlotte, NC 28202

Attention: Adam Brady, Buyer

Telephone No.: 704-378-5077
Email: adam.brady@cbi.com

7. COMMUNICATIONS AFTER BID SUBMISSION

Bidders are expressly instructed not to communicate with Purchaser during the bid evaluation
period unless in response to questions from Purchaser. Purchaser will not provide Bidders with
any information with regard to progress of evaluation or other related matters.

8. BID EXPENSE

Bidders will not be reimbursed for any expenses incurred in the preparation or submission of bids.

9. LANGUAGE & MEASUREMENT

All correspondence and documentation associated with this project must be submitted in the
English language. All dimensions and quantities shall be expressed in the same measurements as
those used in the bid items.

10. BINDING AGREEMENT

No binding agreement exists unless and until the terms and conditions of such agreement have
been reduced in writing into a formal Purchase Order. Purchaser reserves the right to order all or
part of any offer made, and is under no obligation to award to the lowest Bidder and may reject all
or any bids.

Any Purchase Order resulting from this RFQ will be made in the name of:

CB&I LLC

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 INSTRUCTIONS TO BIDDERS

and will be subject to the Purchaser's Terms and Conditions of Purchase as set forth in the RFQ
documents.

The successful Bidder will be required to execute the acceptance copy of a Purchase Order
prepared by the Purchaser within five (5) days from receipt.

11. SUPPLIER CONFIDENTIALITY AGREEMENT

Please find Supplier Confidentiality Agreement within your inquiry package to sign and return to the
aforementioned purchaser and expeditor.

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