Oferta Tecnica Drives Mt - Copy (2)

Mexico City Sales Office Ave. Santa Fe No. 481 P3 Mexico, . (55) 52463662 Fax (55) 52463662 [email protected]

February 13, 2015

GRUPO AVANZIA Referencia: Drives de 300hp /400hp sopladores VDF ME-1001/1002 Duba Cadereyta

Re Proposal JMM150204 In Response to RFQ # PXR-OP-SCC-SPR-GPA-L-71-13 Especificacion: CA-D-3-L-ESP-0035 Hoja de datos: CA D-3-L-HD-0034 Diagrama Unifilar:CAD.-2-L-PL-0005 HOJA 1 Y 2 Oferta Tecnica

Dear .:Ing. Perla Solano

Thank you for the opportunity to propose Allen-Bradley products and services for your project.

Our proposal is enclosed. It describes control and automation solutions we feel will contribute to the success of your project.

If you have questions, please contact me at the Mexico City office. I look forward to working with you.

Sincerely,

Jesus Mario Monsivais Power Control Area Manager

Enclosure

cc: Erick Martinez/ Vicente Alvarez

Please refer to this Proposal Number for all related correspondence: JMM150204 Rev A This Proposal is valid for 30 days.

This Proposal has been created for:

Referencia: Drives de 300hp /400hp sopladores VDF ME-1001/1002

Printed On February 11, 2015 Last Modified February 11, 2015

Quote Expires in 30 days.

Project Name: SOPLADORES

Reference/RFQ#: PXR-OP-SCC-SPR-GPA-L-71-13

Spec No: CA-D-3-L-ESP-0035-REVB Quotation No: JMM150204 Revision: A

Prepared by: Jesus Mario Monsivais Mexico City Sales Office

Table of Contents

Section Page Drawings and User Manuals Summary ............................................................................................ 4 Line Item 1 MV Variable Frequency Drive Specifications ................................................................ 6 Line Item 1 Unit Summary for Drive de 300 HP ............................................................................. 7 Layout Item: 1 Drive de 300 HP ................................................................................................. 9 Line Item 2 MV Variable Frequency Drive Specifications .............................................................. 11 Line Item 2 Unit Summary for Drive de 400 HP ........................................................................... 12 Layout Item: 2 Drive de 400 HP ............................................................................................... 14 Line Item 4 Miscellaneous Item Details for Witness Test ............................................................ 16 Line Item 7 Critical Spare Parts Kit for PFA's ........................................................................... 17 Line Item 8 Miscellaneous Item Details for Overland Freight Packaging .................................... 18 Line Item 9 Miscellaneous Item Details for Shipping and Handling ............................................. 19 System Sale Agreement ................................................................................................................. 20 Commercial Clarifications and Comments ..................................................................................... 28 Technical Clarifications, Notes and Exceptions ............................................................................. 28 Commercial Clarifications and Comments ..................................................................................... 30 Technical Clarifications, Notes and Exceptions ............................................................................. 30 General Product Descriptions ......................................................................................................... 31 Summary Statement ....................................................................................................................... 32

This proposal was generated with Version 1.50.26 of PowerONE.

Information contained in this proposal consists of technical, commercial and/or financial information, which is confidential and proprietary to Rockwell Automation Canada Control Systems ("Rockwell Automation"). This information is furnished to recipient in confidence on the condition that it may not be disclosed to third parties or reproduced or used, in whole or in part, for any purpose other than the evaluation of this proposal. The recipient agrees to return the proposal to Rockwell Automation promptly upon request. Printed 2/13/2015 12:24

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Drawings and User Manuals Summary

Approval Drawings:

If requested at the time of order entry, approval drawings are created for Pre-Engineered type 2 (PE2) and Engineered (ENG) orders. These drawings are provided at no extra charge.

The approval submittal will include (3) bond paper prints of the dimension and electrical drawings supplied. Approval drawings can be sent electronically via the Internet, as an alternative to sending by mail.

Unless otherwise specified, Rockwell Automation has allowed the customer 2 weeks to review the drawings. This period starts on the date that the drawings are shipped to customer and ends on the date that the drawings must be back to Rockwell Automation Canada. Additional re-submittal of approval drawings, due to customer changes, will further extend the time for order shipment and will be subject to next available factory time slot.

Upon final approval of drawings, information drawings (see below) will be sent when engineering is complete.

Approval Drawings are not typically provided for Stocked Component (SC) and Pre-Engineered (PE) orders. If requested, the SC or PE order will be treated as an ENG order with appropriate delivery times. If the product configuration still meets the quick delivery program requirements after the drawings have been returned, the order will be rescheduled to reflect the appropriate delivery program.

Information Drawings:

As a standard, all Pre-Engineered type 2 (PE2) and Engineered (ENG) orders include a submittal of three (3) bond paper prints of the dimension and electrical drawings (2 for customer and 1 for district office), submitted at the time engineering is finalized. These drawings are suitable for photocopying. Information drawings are not intended for use as re-approval of drawings and/or equipment scope. If changes are submitted, the order will then be subject to revision charges and possible delays in shipment. Refer to the Rockwell Automation charge breakdown in Addendums, Clarifications and Exceptions section.

For Stocked Component (SC) and Pre-Engineered (PE) orders, information drawings are not provided. Customer will only receive Final Drawings and Manuals as requested.

Final Drawings:

Unless otherwise specified, certified drawings will typically be sent within 30 days of final product shipment.

Service Manuals

Rockwell Automation, as standard, supplies three (3) service manuals using CD (compact disc) media for each order. The service manuals will include product user manuals, spare parts list, as shipped elementary and dimension drawings, as well as any applicable documentation associated with third-party equipment/components.


5

Rockwell Automation will include a paper copy of the as shipped elementary and dimension drawings, and the installation instructions, inside each shipped item.

Any requests pertaining to custom document formats, additional documentation not provided as standard, etc must be referred to Rockwell Automation for review and comment.

Applicable Charges for Changes

Project Stage Type of Change Approval Process Engineering Material on Order Manufacturing Drawing(s) Only No Charge Engineering Charge Engineering Charge Engineering Charge

Additional labour & material charges based/required by control wiring change.

Product Option(s) / Offering and Drawing(s)

(Addition / deletion of equipment offering/options)

Additions at 100% order pricing levels

Deletions at 100% of order pricing levels

Engineering Charge Additions at 100%

order pricing levels Deletions at 75% of

order pricing levels

Engineering Charge Additions at 150% of


order pricing levels Third party supplier

cancellation / restocking fees.

Engineering Charge Additions at 175% of


order pricing levels Additional labor &

material charges based/required by options/offering change.

Note: All mentioned charges are subject to change and negotiation. Engineering Charge calculated at the following; 1. Minimum $500.00 NET charge (includes drawing revision for one drawing). 2. Each additional drawing revision at $125.00 NET.


6

Line Item 1 MV Variable Frequency Drive Specifications Item Description Drive de 300 HP

General Application: Blower, Centrifugal, Damper Open VFD Duty Rating: 150% overload for one (1) Minute, once

every 10 Minutes Overall Width: 148in (3772mm)

VFD Output Voltage: 4000 Volts Overall Depth: 39in (1000mm) VFD Cooling Method: Air Cooled PWM Overall Height: 110in (2784mm) Ambient Temp. Rating: 40.0C Overall Weight: 8800lb (3995kg) Input Impedance Type and Location:

Line Reactor Heat Loss: Refer To Technical Specifications

No. of Motors: 1 No. of Contiguous Sections: 4 Motor Temperature Code: Insulation class F = 140 Degree C Motor Site Classification Non-Hazardous Bypass Configuration: None No. of Remote Mounted

Components 0

Input Device and Location: Input Contactor Supplied by A-B Altitude Rating: 1000M VFD Noise: Under 85 dBA

Incoming Power Line Voltage (VAC): 4160 Volts Line Frequency (Hz): 60 Hertz Cables per Phase: NF Cable Entry Direction: Bottom Lugs and Cable Type: NF Size of Cable(s): NF Method of Connection: Main Load Break Switch

Main Power Bus Details (no power bus in VFD section) Copper Bus Rating: 2000 Amps Bus Plating: Copper / Silver Plated Ground Bus Plating: tin plated bus bar. Bus Insulation: Insulated Ground Bus Size: 1/4" x 2" (6.4 x 51 mm) Bus Bracing: 60 kA (RMS symmetrical) Ground Lug: #6 AWG - 250 mcm (2 supplied as Standard)

Enclosure Details Enclosure Type VFD: Type 1 - w/Gasketing & Vents (IEC

IP21) Low Voltage Wireway: -Where applicable, a six inch by

six inch low voltage wireway across the top of the Structure. (PE2)

Paint Finish VFD: Verde reseda RAL 6011 Back-to-Back Setup: No Enclosure Type Other: Type 1 -General Purpose with Door

Gasketing Paint Finish Other: Verde reseda RAL 6011

Common Unit Details Control Type: With Control Power Transformers 1ph Control Voltage: 120 Volts Control Wiring: Standard - #14 AWG Cu (Tinned), Type

TEW (MTW) 3ph Control Voltage: NA

Load Cable Exit Direction: Bottom

Master Nameplate Details

Phenolic Lamacoid: Black w/ White Letters Mounted to Section #: 1 Number of Lines: 6 Character Size: 1/2" (13mm)

Unit Nameplate Details Phenolic Lamacoid: Black w/ White Letters Number of Lines: 3 Character Size: 3/16" (5mm) All external surfaces shall be painted the specified colour, where possible, EXCEPT the following items which are painted SANDTEX BLACK: - The Low Voltage Control Door (houses the Operator Interface Panel) - The Horizontal Wireway Covers(mounted horizontally across the top/front of the VFD enclosure) - The Sill Channels (mounted horizontally across the bottom of the VFD enclosure) Contact Factory to ensure that the Customer Specified Colour is available. Pricing is subject to change, depending on availability.


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Line Item 1 Unit Summary for Drive de 300 HP

ID Load Details Controller Details Rating Est.

FLA (A)

Bulletin Maximum Rating

(A) Lugs

Sz-Qty/ph Unit Options Dwg

Loc Del Sch

1 350 hp 46 PWM Rectifier

46A No Lugs -RPDTD-1EDSTP-1STR-1STP-3LL-13COMME-13COMMH-14PVKLC-14TS1-17-84LP-760A-804-860S-4010-5010E-5035D-CMOD1

3A ENG

2 1592MB 600 A No Lugs -6I-82B-750T-5010C 1A PE2

Legend PWM Rectifier - Variable Frequency Drive 1592MB - Fused Load Break Switch,

Main

Table 1 - Unit Option Descriptions

Option Number

Option Description (Note: Options listed below only apply if it appears in Unit Options above.)

Del Sch

13COMME Ethernet to DPI communication adapter PE1 13COMMH RS-485 HVAC (Modbus RTU/Metasys N2 / Siemens P1) to DPI adapter PE1 14PVKLC Locally Mounted HMI / Ethernet switch in VFD c/w external cable port ENG 14TS1 Speed reference input (4-20mA input signal) PE2 17 Low voltage surge suppressor across each coil in the control circuit, where possible SC 1EDSTP EMERGENCY STOP (Push-Pull) Pushbutton Located on the LV compartment door-Red

- Includes safety relay PE2

1STP STOP Push Button SC 1STR START Push Button SC 3LL LOCAL-REMOTE Selector Switch PE1 4010 MV contactor control circuit with IntelliVAC module. PE1 5010C Cabinet space heater and thermostat supplied in each section of the unit. Power supplied

from the internal C.P.T. The wattage depends on AC voltage, i.e. 85W @110V, 100W @ 120V, 330W @ 220V.

SC

5010E Cabinet space heater and thermostat supplied in each section of the unit. Power supplied from an external power source. (150W @ 120V/240V)

SC

5035D Motor space heater circuit (


8

The drive size is based upon assumed Motor Full Load Current using 'average values' for '4' pole horsepower rated motors. The rated full load current, shown on the motor nameplate, may vary considerably from the list value depending on the specific motor .If the actual Motor Full Load Current exceeds the drive current rating, a higher rated drive will be required. If this is the case, please request a re-quote and provide the actual Motor Full Load Current.


9

Layout Item: 1 Drive de 300 HP

.

.

.

.

MV

.

.

.

.

LV

MV

1A 2 - 1592MB

SS

MV LV MV

. . .

. . .

. . .

MV

LV

3A 1 - 46A, 350 hp 7000A


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Section Number Structure Code Width Depth Height Weight 1 25.16 54in (1372mm) 36in (914mm) 97in (2463mm)* 2300lb (1044kg) 3 71.9B 94in (2400mm) 39in (1000mm) 116in (2936mm)* 6500lb (2951kg) Total 148in (3772mm) 8800lb (3995kg) Maximum 39in (1000mm) 116in (2936mm)* Incoming Cable Location Section(s): 1 * Low Voltage Wireway Height has been added to the Height of the Section due to DeviceNet cabling.

Notes: Layout and Dimensional information is shown as a reference only. This data is not to be used for construction purposes. Assumes structures are flush at the front.

The customer is responsible for the interconnection of the individual shipping splits.


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Line Item 2 MV Variable Frequency Drive Specifications Item Description Drive de 400 HP

General Application: Blower, Centrifugal, Damper Open VFD Duty Rating: 150% overload for one (1) Minute, once

every 10 Minutes Overall Width: 148in (3772mm)

VFD Output Voltage: 4000 Volts Overall Depth: 39in (1000mm) VFD Cooling Method: Air Cooled PWM Overall Height: 110in (2784mm) Ambient Temp. Rating: 40.0C Overall Weight: 8800lb (3995kg) Input Impedance Type and Location:

Line Reactor Heat Loss: Refer To Technical Specifications

No. of Motors: 1 No. of Contiguous Sections: 4 Motor Temperature Code: Insulation class F = 140 Degree C Motor Site Classification Non-Hazardous Bypass Configuration: None No. of Remote Mounted

Components 0

Input Device and Location: Input Contactor Supplied by A-B Altitude Rating: 1000M VFD Noise: Under 85 dBA

Incoming Power Line Voltage (VAC): 4160 Volts Line Frequency (Hz): 60 Hertz Cables per Phase: NF Cable Entry Direction: Bottom Lugs and Cable Type: NF Size of Cable(s): NF Method of Connection: Main Load Break Switch

Main Power Bus Details (no power bus in VFD section) Copper Bus Rating: 2000 Amps Bus Plating: Copper / Silver Plated Ground Bus Plating: tin plated bus bar. Bus Insulation: Insulated Ground Bus Size: 1/4" x 2" (6.4 x 51 mm) Bus Bracing: 60 kA (RMS symmetrical) Ground Lug: #6 AWG - 250 mcm (2 supplied as Standard)

Enclosure Details Enclosure Type VFD: Type 1 - w/Gasketing & Vents (IEC

IP21) Low Voltage Wireway: -Where applicable, a six inch by

six inch low voltage wireway across the top of the Structure. (PE2)

Paint Finish VFD: Verde reseda RAL 6011 Back-to-Back Setup: No Enclosure Type Other: Type 1 -General Purpose with Door

Gasketing Paint Finish Other: Verde reseda RAL 6011

Common Unit Details Control Type: With Control Power Transformers 1ph Control Voltage: 120 Volts Control Wiring: Standard - #14 AWG Cu (Tinned), Type

TEW (MTW) 3ph Control Voltage: NA

Load Cable Exit Direction: Bottom

Master Nameplate Details

Phenolic Lamacoid: Black w/ White Letters Mounted to Section #: 1 Number of Lines: 6 Character Size: 1/2" (13mm)

Unit Nameplate Details Phenolic Lamacoid: Black w/ White Letters Number of Lines: 3 Character Size: 3/16" (5mm) All external surfaces shall be painted the specified colour, where possible, EXCEPT the following items which are painted SANDTEX BLACK: - The Low Voltage Control Door (houses the Operator Interface Panel) - The Horizontal Wireway Covers(mounted horizontally across the top/front of the VFD enclosure) - The Sill Channels (mounted horizontally across the bottom of the VFD enclosure) Contact Factory to ensure that the Customer Specified Colour is available. Pricing is subject to change, depending on availability.


12

Line Item 2 Unit Summary for Drive de 400 HP

ID Load Details Controller Details Rating Est.

FLA (A)

Bulletin Maximum Rating

(A) Lugs

Sz-Qty/ph Unit Options Dwg

Loc Del Sch

1 400 hp 52 PWM Rectifier

53A No Lugs -RPDTD-1EDSTP-1STR-1STP-3LL-13COMME-13COMMH-14PVKLC-14TS1-17-84LP-760A-804-860S-4010-5010E-5035D-CMOD1

3A ENG

2 1592MB 600 A No Lugs -6I-82B-750T-5010C 1A PE2

Legend PWM Rectifier - Variable Frequency Drive 1592MB - Fused Load Break Switch,

Main

Table 2 - Unit Option Descriptions

Option Number

Option Description (Note: Options listed below only apply if it appears in Unit Options above.)

Del Sch

13COMME Ethernet to DPI communication adapter PE1 13COMMH RS-485 HVAC (Modbus RTU/Metasys N2 / Siemens P1) to DPI adapter PE1 14PVKLC Locally Mounted HMI / Ethernet switch in VFD c/w external cable port ENG 14TS1 Speed reference input (4-20mA input signal) PE2 17 Low voltage surge suppressor across each coil in the control circuit, where possible SC 1EDSTP EMERGENCY STOP (Push-Pull) Pushbutton Located on the LV compartment door-Red

- Includes safety relay PE2

1STP STOP Push Button SC 1STR START Push Button SC 3LL LOCAL-REMOTE Selector Switch PE1 4010 MV contactor control circuit with IntelliVAC module. PE1 5010C Cabinet space heater and thermostat supplied in each section of the unit. Power supplied

from the internal C.P.T. The wattage depends on AC voltage, i.e. 85W @110V, 100W @ 120V, 330W @ 220V.

SC

5010E Cabinet space heater and thermostat supplied in each section of the unit. Power supplied from an external power source. (150W @ 120V/240V)

SC

5035D Motor space heater circuit (


13

The drive size is based upon assumed Motor Full Load Current using 'average values' for '4' pole horsepower rated motors. The rated full load current, shown on the motor nameplate, may vary considerably from the list value depending on the specific motor .If the actual Motor Full Load Current exceeds the drive current rating, a higher rated drive will be required. If this is the case, please request a re-quote and provide the actual Motor Full Load Current.


14

Layout Item: 2 Drive de 400 HP

.

.

.

.

MV

.

.

.

.

LV

MV

1A 2 - 1592MB

SS

MV LV MV

. . .

. . .

. . .

MV

LV

3A 1 - 53A, 400 hp 7000A


15

Section Number Structure Code Width Depth Height Weight 1 25.16 54in (1372mm) 36in (914mm) 97in (2463mm)* 2300lb (1044kg) 3 71.9B 94in (2400mm) 39in (1000mm) 116in (2936mm)* 6500lb (2951kg) Total 148in (3772mm) 8800lb (3995kg) Maximum 39in (1000mm) 116in (2936mm)* Incoming Cable Location Section(s): 1 * Low Voltage Wireway Height has been added to the Height of the Section due to DeviceNet cabling.

Notes: Layout and Dimensional information is shown as a reference only. This data is not to be used for construction purposes. Assumes structures are flush at the front.

The customer is responsible for the interconnection of the individual shipping splits.


16

Line Item 4 Miscellaneous Item Details for Witness Test

Item Type: 7000WT

Catalog Number: 7000-WTEST

Item Description

A Per Diem charge to review the electrical and mechanical drawings for the purchased equipment will be done with the Application Engineer or Project Manager prior to commencing the tests. Any questions or clarifications prior to commencing the test will be addressed at this time. The Applications Engineer will then host the customer for the duration of the actual testing. At the conclusion of testing, the customer will reconvene with the Application Engineer or Project Manager to discuss any concerns or issues that arose during the test. Any modifications or changes requested by the customer will be documented and discussed at this meeting. The Project Manager or Application Engineer will advise the customer, at the earliest possible time, of the financial and/or schedule impact of the changes.

The Drive System Run Testing consists of operating the variable frequency drive at the designated manufacturing facility connected to a dynamometer. During the testing of the drive, a demonstration of the operator interface and functionality will be provided as well as demonstration of the operation of the drive.

The drive will be tested up to rated power or to the maximum capability of designated test facility The drive will be also tested for verification of service factor, if within the limits of the dynamometer. The drive will be tested with the facility isolation transformer, facility input contactor and facility DC link. For liquid cooled drives, the test facility heat exchanger will be utilized.

The following equipment if purchased will be tested at additional cost above the base cost of the standard tests:

1) Isolation devices 2) Contactors 3) Harmonic filters 4) Bypass starters 5) Synchronous transfer 6) Remote Communications Options

Any further requirements for test instrumentation must be addressed and priced at the proposal stage.

Rockwell Automation will provide the material, equipment and personnel necessary to carry out the test at our facility. The test will typically take 4 to 6 hours. Any changes requested as a result of the testing may be subject to additional charges and schedule delays.


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Line Item 7 Critical Spare Parts Kit for PFA's

Description Act. Qty Level [1] Optical Interface Base Board 1 C 400A SGCT Matched Set of 2 1 C Fibre Optical Cable Duplex, 5.0m 1 C Voltage Sensing Board Ass'y 1 C 1000W 1PH AC/DC Power Supply C 1 C Drive Processor Module 1 C Analog Control Board 1 C SGCT Gate Driver Power Suply PCB 1 C Control Potential Tx Primary Fuse, 5kV, 2E 2 C Control Potential Tx Primary Fuse, 5kV, 0.5E 2 C Main Power Fuse, (2R) 3 C

Notes: [1] C represents a Critical Spare Part. M represents a Maintenance Spare Part. represents a Modified Spare Part.

As an alternative to purchasing spare parts, Rockwell Automation can offer a customized On-Site Inventory Agreement that provides a cost-effective way to control cost. It allows you to budget your dollars for the Rockwell Automation MV Drive and maintain the spares level required without the added expense of increasing your assets. This service is designed to support remote Customer locations or critical process applications. Rockwell Automation inventory can be located at your site. This inventory will be owned, managed and controlled by Rockwell Automation. Customer will have a controlled/immediate access to this inventory 365 days a year. Contact your local Rockwell Automation office for pricing.

Please note this spare parts list is for quotation purposes only. This list may change after order entry.

This spare parts quotation is valid only until time of shipment of your Medium Voltage Product and becomes null and void as such time. Any requests for spare parts associated with your Medium Voltage equipment will be processed at regular published list pricing and multipliers.


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Line Item 8 Miscellaneous Item Details for Overland Freight Packaging

Item Type: OVRLNDFRT

Catalog Number: OVERLANDCRATING

Item Description

Rockwell Automation provides Overland Freight packaging that protects the product and helps to ensure safe delivery. The packaging will include the following as required.

- Cabinets supplied on skids and the following as required. IT5-2 Plastic and any other specified packaging materials. TP1Crate Superstructure

This price is for Rockwell Automation manufactured product only, and it does not include the crating price for any remote transformers, motors, breakers, or any other third party equipment. If required, a separate quote can be provided for the crating of non-Rockwell manufactured equipment.


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Line Item 9 Miscellaneous Item Details for Shipping and Handling

Item Type: SHIPHNDL

Catalog Number: SHIPPINGHANDLING

Item Description

This price is for Rockwell Automation manufactured product only, and it does not include the freight price for any remote transformers, motors, breakers, or any other third party equipment. If required, a separate quote can be provided for the freight of non-Rockwell manufactured equipment.

Propuesta Jmm150204 - Tecnica CONFIDENTIAL 20

System Sale Agreement

THIS AGREEMENT, effective (the Effective Date), by and between Rockwell Automation, a corporation with offices at (Rockwell Automation) and , a(n) corporation with offices at (Buyer).

This Agreement covers the sale by Rockwell Automation to Buyer of the hardware, software, and/or services (individually a Product and collectively Products) described in the Statement of Work (or the Scope of Work, Schedule of Services, or other similar documentary specification of deliverables contained in the Rockwell Automation proposal), which are integrated as provided in the Statement of Work or other similar document specifying deliverables and attached as Exhibit B (collectively, the Work). This Agreement consists of:

I. Terms and conditions attached as Exhibit A; and

II. Statement of Work or other document specifying deliverables, attached as Exhibit B.

In the event of any conflict between the terms of any one of these documents with another, the provisions of the document first listed above shall prevail.

IN WITNESS WHEREOF, Rockwell Automation and Buyer have caused this Agreement to be executed by their duly authorized respective officers as of the date first written above.

ROCKWELL AUTOMATION,

By: By:

Title: Title:

Date: Date:


Exhibit A Terms and Conditions of Purchase and Sale

1. GENERAL. This Agreement is the entire agreement of the parties, superseding any previous agreements and understandings, whether oral or written. It exclusively will govern the sale and/or licensing by Rockwell Automation of the Work and any other Products furnished under this Agreement. No addition or modification to this Agreement will be binding unless mutually agreed to in writing. Each party rejects any other terms and conditions that are in addition to or not consistent with this Agreement that may be proposed by the other party or that appear or are referenced in Buyers purchase order or other requisition or in Rockwell Automations invoice.

2. PRICE. As provided in the Statement of Work, exclusive of applicable taxes and duties unless otherwise specified.

3. PAYMENT. Net 10 days from date of invoice issued in accordance with the Pricing and Payment Schedule that is part of the Statement of Work unless otherwise set forth in the Statement of Work.

4. DELIVERY. Ex Works Rockwell Automations plant or warehouse (per current Incoterms) or as otherwise specified in the Statement of Work (Delivery). In all cases, title transfers to Buyer upon the earlier of Rockwell Automations delivery to Buyer or receipt by the first carrier for transport to Buyer, except that title to all intellectual property rights associated with the Work remains with Rockwell Automation or its suppliers and licensors.

5. ACCEPTANCE. (a) Acceptance occurs (i) on the date the Work conforms to acceptance criteria in the Statement of Work or is otherwise beneficially used by Buyer, but in no event later than 120 days following Delivery; or (ii) if otherwise unspecified, upon Delivery.

(b) Interim Approvals. Any Rockwell Automation submittal or deliverable requiring Customer approval pursuant to the Scope of Work will be deemed accepted if formal Customer approval, written or as otherwise required is not received by Rockwell Automation within two calendar weeks after the date submitted.

6. CHANGES. Any change resulting from any of the following circumstances is subject to equitable adjustments to price, scheduling, and other affected terms and conditions:

(a) Buyer requested order changes, including those affecting the identity, scope, and delivery of the Work or Products;

(b) Concealed or otherwise unknown physical conditions differing materially from those indicated or anticipated in the Statement of Work or that otherwise differ materially from those ordinarily found under similar circumstances;

(c) Any delays caused by Buyer, its employees, affiliates, other contractors to Buyer, or any other party within Buyers reasonable control;

(d) Any emergency endangering persons or property. In such circumstances, Rockwell Automation may act at its discretion to prevent damage, injury, or loss.

All changes, except actions necessitated by emergencies as provided in (d) above, must be executed by a written change order signed by both parties or otherwise definitively authorized by both parties., Rockwell Automation will not begin work on a change until such change order is properly authorized. All claims relating to a change must be made within a reasonable time after the occurrence giving rise to the claim. If the parties cannot agree on a change in pricing or schedule, it will be resolved pursuant to Section 26, Disputes.

Rockwell Automation reserves the right to substitute using the latest superseding revision or series or equivalent Product having comparable form, fit, and function, and such substitutions shall not be considered changes subject to the other terms of this section.

7. RETURNS. All returns of Products will be pursuant to Rockwell Automations instructions.

8. DEFAULT, DELAYS, AND TERMINATION.

(a) Default by Rockwell Automation. If Rockwell Automation is in material default of its obligations in the Agreement, Buyer shall give Rockwell Automation written notice, and Rockwell Automation shall have 5 business days to begin action and 90 days (or longer if agreed to in writing) to cure the default. If Rockwell Automation fails to cure the default, Buyer may terminate this Agreement to the extent that Rockwell Automation is in default. Rockwell Automations liability shall be limited to (a) the proportionate Contract price of the terminated portion of the Work and (b) any documented direct excess reprocurement costs incurred by Buyer to complete the Work to a capability not exceeding that provided in the Statement of Work, but Rockwell Automations liability for documented direct excess reprocurement costs shall be limited to 110% of any amounts paid for the terminated portion of the Work.

(b) Convenience of Buyer. Except as set forth in the Statement of Work, Buyer may terminate this Agreement for convenience prior to shipment by giving written notice to Rockwell Automation. Buyer shall pay for any Work performed before receipt of notice and any additional costs of termination (including third-party commitments, reasonable profit, and overhead as may be more specifically provided in the Statement of Work) upon submission of Rockwell Automation's invoices.

(c) Delays or Default by Buyer. If Buyer, its employees, affiliates, other contractors to Buyer, or any other party within Buyers reasonable control causes the delivery, installation, or acceptance of the Work to be delayed beyond the time period set forth in the Statement of Work, or if Buyer materially fails to fulfill any condition of the terms of this Agreement, Rockwell Automation may elect to (a) withhold deliveries and suspend performance, or (b) place the Products in storage at Buyer's risk and cost. If such delay or other non-fulfillment is not rectified by Buyer within a reasonable time upon notice, Rockwell Automation may terminate this Agreement, and Buyer shall pay all costs of termination (including third-party commitments, reasonable profit, and overhead) upon submission of Rockwell Automation's invoices.

(d) Temporary Suspension of Work by Buyer. Except as set forth in the Statement of Work, Buyer may, by providing prior written notice, request that Rockwell Automation temporarily suspend performance and delivery of the Work, in whole or in part. The notice shall specify the portion of the work to be suspended, the effective date of suspension, Buyers anticipated duration of suspension, and the reasons for the suspension. Rockwell Automation shall suspend performance as requested, except as necessary for the care or preservation of Work previously executed. On or before the date the suspension begins, Buyer must pay Rockwell Automation the unpaid balance of the portion of the Work previously executed plus any additional costs incurred by Rockwell Automation as a result of the suspension. Rockwell Automation shall resume the suspended Work after a change order is executed covering adjustments to the contract price, schedule, and any other affected terms or conditions resulting from the suspension. Unless otherwise agreed, the maximum cumulative period for suspension is 60 days. Upon expiration of this or any shorter period agreed upon as provided above, Rockwell Automation may terminate this Agreement, and Buyer shall pay all costs of cancellation (including third-party commitments, reasonable profit, and overhead) upon submission of Rockwell Automation's invoices.

9. FORCE MAJEURE. Neither party will be liable for any loss, damage or delay arising out of its failure (or that of its subcontractors) to perform due to causes beyond its reasonable control, including without limitation, acts of God, acts of civil or military authority, fires, strikes, floods, epidemics, quarantine restrictions, war, riots, acts of terrorism, delays in transportation, or transportation embargoes. In the event of such delay, performance date(s) will be extended as reasonably necessary to compensate for the delay.


10. SOFTWARE LICENSESAND OWNERSHIP.

(a) Standard Software. Software comprised of firmware or standard software (including, but not limited to packaged software, Rockwell Automations preexisting templates and library files, and commercially available software) (collectively Standard Software) is subject to Buyers acceptance of additional terms and conditions set forth in separate Rockwell Automation or third-party click-wrap license agreements provided with such Standard Software. Such terms and conditions shall be the exclusive terms and conditions applicable to such Standard Software, excluding Buyers obligation to pay any license fee which shall be identified in the Statement of Work.

(b) Documentation and Application Software. Rockwell Automation hereby grants to Buyer a non-exclusive, non-transferable license to modify and use solely in conjunction with the Work all documentation and any Application Software created by Rockwell Automation as specified in the Statement of Work. Application Software shall comprise application project files for control programming, design and configuration, and visualization created by Rockwell Automation under the Agreement for operational use with Rockwell Automations Standard Software or the Buyers system as specified in the Statement of Work. Buyer is solely responsible for its modifications to documentation and Application Software. Except for any Buyer or third-party confidential information, Rockwell Automation retains all right, title, and interest to documentation and Application Software developed by Rockwell Automation. Buyer shall not sublicense or assign the documentation or the software except to a customer who purchases the Work from Buyer. Buyer may make an additional archival copy of such documentation and Application Software for backup.

(c) In the absence of a separate Rockwell Automation license agreement for software provided by Rockwell Automation under a Statement of Work, Rockwell Automation hereby grants Buyer a non-exclusive, non-transferable license to use such software solely in conjunction with the Work for the project identified in the Statement of Work without the right to sublicense, disclose, disassemble, decompile, reverse engineer, or otherwise modify the software (except for modifications of Application Software as set forth above). Ownership of the respective Rockwell Automation or third-party software shall remain with Rockwell Automation or the third party.

(d) Information Solution and Process Software. Configured software solutions (including, but not limited to Advance Process Control software and Production Management software) (collectively ISP Software) is subject to Buyers acceptance of additional terms and conditions set forth in a separate Master License and Support Agreement (MLSA). When applicable, the MLSA shall be executed as a separate agreement appended to this Agreement as an additional Exhibit. In the event of a conflict between the terms of the MLSA and this Agreement the MLSA shall prevail in regards to the ISP Software.

(e) Ownership of Pre-existing Intellectual Property. Each party shall own all right, title, and interest in all patents, trademarks, copyrights, confidential information, trade secrets, mask rights, and other intellectual property rights as it owned on the date of this Agreement.

(f) No Other Licenses. Except as expressly set forth in this Agreement, no license under any patents, trademarks, copyrights, confidential information, trade secrets, mask rights, or other intellectual property rights is granted or implied by either party.

11. WARRANTY.

(a) Warranty: Rockwell Automation warrants to Buyer for the lesser period of 18 months from delivery or 12 months from startup, that the Work (excluding ISP Software) will perform as stated in the Statement of Work and the Products will be free of defects in material, fabrication, and workmanship provided that: (1) the operating conditions and use of the Work are in accordance with any standards set forth in the Statement of Work, Rockwell Automation's published specifications, and applicable recommendations of Rockwell Automation; and (2) the installation, adjustment, tuning, and start-up of the Work have been properly performed in accordance with Rockwell Automations published specifications and any applicable recommendations of Rockwell Automation. Repaired or replacement Products provided pursuant to subparagraph (c) below are similarly warranted for the longer period of six months from date of shipment or the

remainder of the original warranty term. When applicable, ISP Software shall be warranted pursuant to the terms set forth in the relevant MLS A.

(b) Products Warranty: Rockwell Automation warrants to Buyer for the period of 18 months from shipment, that the Products will be free of defects in material, fabrication, and workmanship provided that: (1) the operating conditions and use of the Work are in accordance with any standards set forth in the Statement of Work, Rockwell Automation's published specifications, and applicable recommendations of Rockwell Automation; and (2) the installation, adjustment, tuning, and start-up of the Work have been properly performed in accordance with Rockwell Automations published specifications and any applicable recommendations of Rockwell Automation. Repaired or replacement Products provided pursuant to subparagraph (c) below are similarly warranted for the longer period of six months from date of shipment or the remainder of the original warranty term. When applicable, ISP Software shall be warranted pursuant to the terms set forth in the relevant MLS A.

(c) Remedies: Remedies under this warranty will be limited to, at Rockwell Automations discretion, replacement, repair, re-performance, modification, or issuance of a credit for the purchase price of the Products involved, but only after the return of such Products pursuant to Rockwell Automations instructions. Replacement Products, at Rockwell Automations discretion, may be new, remanufactured, refurbished, or reconditioned. If the repair, re-performance, or replacement does not cure the defective performance, Buyer may request emergency on-site service, which will be at Rockwell Automations expense (consisting of time, travel, and expenses incurred by Rockwell Automation related to such services). If the defective performance is not due to warranted defects in the Work or Products, the on-site service will be at Buyers expense. On-site warranty services performed at Rockwell Automation expense shall not include removal or reinstallation costs related to large-scale assemblies such as motors or transformers. The foregoing will be the exclusive remedies for any breach of warranty or breach of contract arising from warranted defects.

(d) General: Warranty satisfaction is available only if (a) Rockwell Automation is provided prompt written notice of the warranty claim, and (b) Rockwell Automations examination discloses that any alleged defect has not been caused by misuse, neglect, improper installation, operation, maintenance, repair, alteration, or modification by other than Rockwell Automation, accident, or unusual deterioration or degradation of the Products or parts thereof due to physical environment or electrical or electromagnetic noise environment.

(e) Services: Rockwell Automation warrants that service (including, but not limited to, training, installation, modifications, additions, software programming, engineering, startup, or repairs) shall be performed in a workmanlike manner conforming to standard industry practice. Rockwell Automation must receive written notification of non-conforming services within 30 days after the services are provided. If such services are confirmed to be non-conforming, Rockwell Automation will, at its option, re-perform the service or provide a refund or credit to Buyer in the amount paid for the service. The foregoing will be the exclusive remedies for any breach of warranty or breach of contract arising from warranted non-conforming services.

(f) THE ABOVE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESSED; IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE.

12. INTELLECTUAL PROPERTY INDEMNITY. Rockwell Automation will pay costs and damages finally awarded in any suit against Buyer to the extent based on a finding that the design or construction of any Work or Products as furnished, infringe any patent, utility model, copyright, or trademark granted or registered in the country of Rockwell Automations shipping destination, provided that, Buyer: (i) promptly informs Rockwell Automation of the alleged infringement in writing; (ii) provides Rockwell Automation the exclusive right to defend and settle the suit, at Rockwell Automations expense; and, (iii) provides all reasonable information and assistance requested for the defense. Rockwell Automation shall have no liability for any infringement that is based upon or arises out of: (a) compliance with Buyers instructions, specifications or designs; (b) use of Work or Products in a Buyer or third-party process; or, (c) combinations with other equipment, software or materials not


supplied by Rockwell Automation. The foregoing states the sole and exclusive obligations of Rockwell Automation for intellectual property infringement.

13. GENERAL INDEMNITY. Rockwell Automation agrees to indemnify the Buyer from any suit or proceeding by third parties (which are not Rockwell Automation employees) for damage to third-party tangible property and for bodily injury to the percentage extent directly caused by Rockwell Automations negligence in the performance of this Agreement. This indemnity is contingent upon Buyer giving Rockwell Automation prompt notice of any such suit or proceeding and all necessary information and assistance so that Rockwell Automation may defend or settle such claim and provided Buyer does not take any adverse position in connection with such claim. If any such damage or injury is caused by the joint or concurrent negligence of Rockwell Automation and Buyer, or any agent, subcontractor, or supplier to Buyer, each party shall pay for its own defense, and the liability of each party shall be borne in proportion to the partys negligence.

14. DISCLAIMER AND LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY BUSINESS INTERRUPTION OR LOSS OF PROFIT, REVENUE, MATERIALS, ANTICIPATED SAVINGS, DATA, CONTRACT, GOODWILL, OR THE LIKE (WHETHER DIRECT OR INDIRECT IN NATURE) OR FOR ANY OTHER FORM OF INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND. EACH PARTYS MAXIMUM CUMULATIVE LIABILITY RELATIVE TO ALL OTHER CLAIMS AND LIABILITIES, INCLUDING OBLIGATIONS UNDER ANY INDEMNITY, WHETHER OR NOT INSURED, WILL NOT EXCEED THE LESSER OF $1,000,000 OR THE COST OF THE WORK. ROCKWELL AUTOMATION DISCLAIMS ALL LIABILITY RELATIVE TO GRATUITOUS INFORMATION OR ASSISTANCE PROVIDED BY BUT NOT REQUIRED OF ROCKWELL AUTOMATION BY THE STATEMENT OF WORK. ANY ACTION BY EITHER PARTY MUST BE BROUGHT WITHIN 18 MONTHS AFTER THE CAUSE OF ACTION ACCRUES. THESE DISCLAIMERS AND LIMITATIONS OF LIABILITY WILL APPLY REGARDLESS OF ANY OTHER CONTRARY PROVISION AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTY OR CONDITION OR EXCLUSION OF DAMAGES IS SEVERABLE AND INDEPENDENT OF ANY OTHER PROVISION. THIS PROVISION EXTENDS TO THE BENEFIT OF ROCKWELL AUTOMATIONS PARENT, SUBSIDIARIES, AFFILIATES, VENDORS, APPOINTED DISTRIBUTORS, AND OTHER AUTHORIZED RESELLERS AS THIRD-PARTY BENEFICIARIES.

15. BUYER SPECIFICATION. Unless otherwise specified in the Statement of Work, Rockwell Automation does not warrant or indemnify and will not otherwise be liable for (i) design, materials, or construction criteria furnished or specified by Buyer and incorporated into the Work or Products, (ii) products made by or sourced from other manufacturers or vendors specified by Buyer; or (iii) commercially available computer software, hardware, and electrical components. (Such Buyer-specified products shall include but not be limited to any identified in the Statement of Work.) Any warranty or indemnity applicable to such Buyer-specified products will be limited solely to the warranty or indemnity, if any, extended by the original manufacturer or vendor other than Rockwell Automation to the extent permissible thereunder.

16. INSURANCE. During the term of this Agreement, Rockwell Automation shall maintain, at its sole expense, the following minimum insurance coverages:

(a) Workers Compensation: statutory in accordance with applicable law;

(b) Employers Liability: $1,000,000 per accident, per employee, per disease;

(c) Commercial General Liability: $2,000,000 per occurrence single limit of liability, $2,000,000 general aggregate that shall include but not be limited to contractual liability, premises liability, advertising liability, and product liability; and

(d) Commercial Automobile Liability: $2,000,000 per occurrence combined single limit of liability, covering all owned, leased, and non-owned vehicles.

17. BUYER INFORMATION. Buyer represents and warrants that it has the rights to the information provided or made available by Buyer to Rockwell Automation, including but not limited to technical specifications, drawings, source code, application code, communication interfaces, protocols, and all other documentation (collectively Buyer Information), for Rockwell Automation to perform its obligations under this Agreement and that such access to and use of Buyer Information under this Agreement will not infringe or violate any agreement, confidentiality obligations, copyrights, or other intellectual property rights of the original vendor or any other third party. Buyer agrees to indemnify Rockwell Automation from any claims arising out of Rockwell Automations use of Buyer Information pursuant to the Statement of Work.

18. SAFETY AND STANDARDS.

(a) Rockwell Automation is responsible for compliance of the Work with laws, regulations, and standards, including safety regulations and standards, of the country where the Work will be located that are applicable to the Work at the effective date of this Agreement,.

(b) Buyer must inform Rockwell Automation of any other laws, regulations, or standards that may apply to the Work. Rockwell Automation will be responsible for compliance with such other safety or other standards only if documented in the Statement of Work.

(c) Rockwell Automation is not responsible for laws, regulations, or standards that apply to Buyers (or end users, if different from Buyer) facility, equipment, process, information system, or data.

19. SITE RULES, LICENSES, PERMITS, SITE PREPARATION.

(a) Rockwell Automation agrees to comply with all applicable posted site rules of Buyer (unless inconsistent with the obligations set forth in the Statement of Work) and any additional Buyers site rules that have been incorporated into the Statement of Work.

(b) Buyer is responsible for:

(1) all licenses, permits, clearances, and site access rights;

(2) all sites being ready and equipped with all necessary Buyer furnished equipment and facilities;

(3) the sites, including any required Buyer fixtures or facilities being safe, hazard free, structurally sound, and sufficient;

(4) reasonable access to the worksite;

(5) properly using, calibrating operating, monitoring and maintaining the Work consistent with all Rockwell Automation or third-party provided instructions, warnings, recommendations and documentation; and

(6) all other factors affecting the Work that are outside of the direct control of Rockwell Automation.

(7) indemnifying Rockwell Automation for any claims to the percentage extent directly caused by Buyers breach of the obligations listed in section 19(b) above.

20. QUALITY, INSPECTIONS AND TESTING.

(a) Rockwell Automation maintains ISO 9001-2000 certified quality systems globally at its major production facilities.

(b) Unless otherwise agreed in the Statement of Work, customer inspection and testing prior to delivery will be limited to witnessing Rockwell Automations standard factory tests of the Work or Products on the date scheduled by Rockwell Automation. All such tests will be subject to reasonable advance notice and may be subject to additional charges.


21. GOVERNMENT CLAUSES AND CONTRACTS. No government contract clauses, specification, or regulations apply to the Work, Products, or otherwise to this Agreement except to the extent agreed in writing by Rockwell Automation.

22. EXPORT CONTROL. Products and associated materials supplied or licensed hereunder may be subject to various export laws and regulations. It is the responsibility of the exporter to comply with all such laws and regulations Notwithstanding any other provision to the contrary, if U.S. or local law requires export authorization for the export or re-export of any Product or associated technology, no delivery can be made until such export authorization is obtained, regardless of any otherwise promised delivery date, and Rockwell Automation will be relieved of any obligation relative to the delivery of the Product(s) or Work subject to such delayed authorization without liability of any kind to Buyer or any other party. Further, if any required export authorization is denied, Rockwell Automation will be relieved of any further obligation relative to the sale and/or license and delivery of the Product(s) or Work subject to such denial without liability of any kind to Buyer or any other party. Rockwell Automation will not comply with boycott related requests except to the extent permitted by U.S. law and then only at Rockwell Automations discretion.

23. ASSIGNMENT. This Agreement may not be assigned in whole or in part by either party without the written consent of the other. However, consent will not be required for internal transfers and assignments between party and its parent company, subsidiaries, or affiliates as part of a consolidation, merger, or any other form of corporate reorganization.

24. EMPLOYEE SOLICITATION. During the term of this Agreement and for 12 months following its termination, Buyer agrees that if it hires any employee of Rockwell Automation with whom the Buyer has had contact as a result of this Agreement, it will pay Rockwell Automation 50% of the hired Rockwell Automation employees annual salary.

25. INDEPENDENT CONTRACTORS. The parties at all times will be independent. Neither party is an employee, joint venturer, agent or partner of the other; neither party is authorized to assume or create any obligations or liabilities, express or implied, on behalf of, or in the name of the other. The employees, methods, facilities, and equipment of each party at all times will be under the exclusive direction and control of that party. 26. DISPUTES. The parties will attempt in good faith to promptly resolve any dispute by negotiations between representatives who have authority to settle the dispute.. Any dispute not resolved by negotiation may then be submitted to a court of competent jurisdiction in accordance with the terms provided in this Agreement. These procedures are the exclusive procedures for the resolution of disputes between the parties.

27. GOVERNING LAW AND FORUM. This Agreement and all disputes arising under it will be governed by and interpreted in accordance with the internal laws and will be subject to the exclusive jurisdiction of the courts of the state, province, or other governmental jurisdiction in which Rockwell Automations principal place of business resides but specifically excluding the provisions of the 1980 UN Convention on Contracts for the International Sales of Goods.

28. CONFIDENTIALITY.

(a) During the term of this Agreement and for a period of three years thereafter, each party will maintain in strict confidence all technical and business data and information disclosed by one party to the other that is marked "Confidential and will not use or reveal such information without the prior written authorization of the other.

(b) Recipient and Discloser shall refer to Buyer and Rockwell Automation in their respective roles as both recipient and discloser of Confidential Information under this Agreement.

(c) The obligations of confidentiality and non-use will not apply to information (i) that is published or becomes part of the public domain other than by means of a breach of this Agreement; (ii) that the Recipient can prove by

written documentation was known to it prior to disclosure by the Discloser; (iii) that the Recipient subsequently rightfully receives from a third party without an obligation of confidentiality; (iv) that the Discloser discloses to a third party on a non-confidential basis; or (v) that was independently developed by the Recipient.

(d) The Recipient shall not use or disclose any Confidential information, except as expressly authorized by this Agreement, and shall protect all such Confidential information using the same degree of care which Recipient uses with respect to its own similar proprietary information, but in no event with safeguards less than a reasonably prudent business would exercise under similar circumstances. Recipient shall take prompt and appropriate action to prevent unauthorized use or disclosure of the Confidential Information.

(e) If any Confidential information must be disclosed to any third party by reason of legal, accounting or regulatory requirements beyond the reasonable control of the Recipient, the Recipient shall promptly notify the Discloser of the order or request and permit the Discloser (at its own expense) to seek an appropriate protective order.

29. SEVERABILITY. If a provision of this Agreement is found unenforceable by law, the remainder of this Agreement shall continue in full force and effect. A delay or failure in enforcing any right or remedy under this Agreement shall not prejudice or operate to waive that right or remedy.

30. COUNTERPARTS. This Agreement may be executed in multiple counterparts.

31. NOTICE. Written notice will be deemed to have been given when the notifying party delivers such notice to the other party or has sent such notice to the other party by certified or registered mail or facsimile (with confirming letter to follow), directed as follows (unless written notice of a change of address has been given in accordance with this paragraph):

To Rockwell Automation:

Attn:

Facsimile:

To Buyer:

Attn:

Facsimile:

32. PUBLICITY. Buyer agrees that Rockwell Automation may disclose in the ordinary course of business Buyers name and logo on the Rockwell Automations customer list and Web site. For the Work performed pursuant to this Agreement, Rockwell Automation may wish to publicize the award of this Agreement by issuing a brief news release, and only on a one-time basis. In such event, Rockwell Automation will provide Buyer with a written request approving such news release. Buyer agrees to approve or deny such requests within 30 days from receipt of request. In addition, Buyer agrees that Rockwell Automation may disclose in the ordinary course of business Buyers name and logo on the Rockwell Automations internal Web site. For the Work performed pursuant to this Agreement, Rockwell Automation may wish to publicize the award of this Agreement by creating a brief success story identifying the type of Work performed, and the Rockwell Automation Products and services used. Internal stories are identified as For Internal Use Only. Do Not Distribute. Proprietary Buyer information will not be included. 33. LANGUAGE. The parties acknowledge that they have required that the agreement evidenced hereby be drawn up in English. Les parties reconnaissent avoir exig la rdaction en anglais du Contrat. In the event of a conflict between the English and other language versions, the English version will prevail.


Exhibit B Statement of Work

Project Name:

Description of Services:

Statement of Understanding & Assumptions

Acceptance Test Criteria:

Interim Approvals: Any Rockwell Automation submittal or deliverable requiring Buyer approval pursuant to this Statement of Work will be deemed accepted if formal Buyer approval, written or as otherwise required is not received by Rockwell Automation within two calendar weeks after the date submitted.

Description of Licensed Commercial Software: Services to be provided by Rockwell Automation are based on purchase by Buyer of licenses for the following software:

Use of Licensed Software is also subject to applicable Rockwell Automation or third-party licenses that accompany the Software.

Description of Deliverables and Milestone Schedule for Deliverables:

Fees:

Products and services: $ Licenses: $ Other: $

Prices do not include sales, use or other taxes.


Temporary Suspension of Work by Buyer: Buyer, by providing prior written notice, may request Rockwell Automation to temporarily suspend performance and delivery of the Work, in whole or in part. The notice shall specify the portion of the work to be suspended, the effective date of suspension, Buyers anticipated duration of suspension, and the reasons for the suspension. Rockwell Automation shall suspend performance as requested, except as necessary for the care or preservation of Work previously executed. On or before the date the suspension begins, Buyer must pay Rockwell Automation the unpaid balance of the portion of the Work previously executed plus any additional costs incurred by Rockwell Automation as a result of the suspension. Rockwell Automation shall resume the suspended Work after a change order is executed covering adjustments to the contract price, schedule, and any other affected terms or conditions resulting from the suspension. Unless otherwise agreed, the maximum cumulative period for suspension is 60 days. Upon expiration of this or any shorter period agreed upon as provided above, Rockwell Automation may terminate this Agreement, and Buyer shall pay all costs of cancellation (including third-party commitments, reasonable overhead, and profit) upon submission of Rockwell Automation's invoices.

Software Maintenance: (check as applicable)

Per Separate Maintenance Agreement Not Applicable

Billing Schedule:

Stated fees do not include:

Travel and subsistence costs are not included in the stated fees and will be separately billed to customer.

Buyer Responsibilities: Except as specifically agreed in writing as part of a maintenance or support contract, Buyer is responsible for:

properly using, calibrating, operating, monitoring and maintaining the Products and WORK consistent with all Rockwell Automation or third-party provided instructions, warnings, recommendations and documentation;

ensuring that only properly trained personnel use, operate and maintain the Products and WORK at all times;

staying informed of Product updates and alerts and implementing all updates and fixes; and all other factors affecting the Products or WORK that are outside of the direct control of Rockwell

Automation; providing Rockwell Automation access to, and use of, all information, data, documentation, facilities,

working space and office services reasonably necessary; appointing a representative who will provide a professional and prompt liaison with Rockwell Automation; ensuring that the appointed representative is available at all times when Rockwell Automations personnel

are at the project site (or designate an alternate with the same level of authority); and conferring with the Rockwell Automation representative at regular intervals to review progress and resolve

any issues relating to the Work. Buyer will be responsible for the performance of its employees and agents and for the accuracy and completeness of all data and information provided to Rockwell Automation.


27


28

Commercial Clarifications and Comments

For the scope of equipment outlined in this proposal, prices noted are in USD funds. Prices exclude freight, duty and taxes unless otherwise specified.

This quotation is valid for 30 days after proposal generation date. Scope of supply will be built as defined by this proposal. Should errors and omissions be identified they will be quoted as price adders.

Products and associated materials supplied or licensed hereunder may be subject to various export laws and regulations. It is the responsibility of the exporter to comply with all such laws and regulations. Notwithstanding any other provision herein to the contrary, in the event that U.S. or local law requires export authorization for the export or re-export of any Product or associated technology, no delivery can be made until such export authorization is obtained, regardless of any otherwise promised delivery date. In the event that any required export authorization is denied, Seller will be relieved of any further obligation relative to the sale and/or license and delivery of the Product(s) subject to such denial without liability of any kind relative to Buyer or any other party. Seller will not comply with boycott related requests except to the extent permitted by U.S. law and then only at Seller's discretion.

Notwithstanding any comments and exceptions or redlines provided to customers terms, Rockwell Automation terms attached with the proposal will apply to this proposal, pending a mutually agreed written agreement between the purchaser and Rockwell Automation.

Rockwell Automations comments, exceptions and clarifications to clients RFQ shall form part of any ensuing contract.

Technical Clarifications, Notes and Exceptions

No Customer Specifications / Build per PowerONE Specification Number: None

Rockwell Automation standard design, manufacturing and test practices are applicable to the scope of supply proposed herein.

When motors are connected to variable frequency drives, self excitation may cause voltage to exist at the drive output terminals if the motor is driven by the load. During a shutdown condition, a higher voltage may be fed back to the drive with prolonged motor rotation at higher speeds. Precaution should be taken to eliminate this voltage for drive protection and before any service is attempted.


29


30

Commercial Clarifications and Comments

For the scope of equipment outlined in this proposal, prices noted are in Funds funds. Prices exclude freight, duty and taxes unless otherwise specified.

This quotation is valid for 30 days after proposal generation date. Scope of supply will be built as defined by this proposal. Should errors and omissions be identified they will be quoted as price adders.

Products and associated materials supplied or licensed hereunder may be subject to various export laws and regulations. It is the responsibility of the exporter to comply with all such laws and regulations. Notwithstanding any other provision herein to the contrary, in the event that U.S. or local law requires export authorization for the export or re-export of any Product or associated technology, no delivery can be made until such export authorization is obtained, regardless of any otherwise promised delivery date. In the event that any required export authorization is denied, Seller will be relieved of any further obligation relative to the sale and/or license and delivery of the Product(s) subject to such denial without liability of any kind relative to Buyer or any other party. Seller will not comply with boycott related requests except to the extent permitted by U.S. law and then only at Seller's discretion.

Notwithstanding any comments and exceptions or redlines provided to customers terms, Rockwell Automation terms attached with the proposal will apply to this proposal, pending a mutually agreed written agreement between the purchaser and Rockwell Automation.

Rockwell Automations comments, exceptions and clarifications to clients RFQ shall form part of any ensuing contract.

Technical Clarifications, Notes and Exceptions

No Customer Specifications / Build per PowerONE Specification Number: CA-D-3-L-ESP-0035-REVB

Rockwell Automation standard design, manufacturing and test practices are applicable to the scope of supply proposed herein.

When motors are connected to variable frequency drives, self excitation may cause voltage to exist at the drive output terminals if the motor is driven by the load. During a shutdown condition, a higher voltage may be fed back to the drive with prolonged motor rotation at higher speeds. Precaution should be taken to eliminate this voltage for drive protection and before any service is attempted.


31

General Product Descriptions Bulletin Product Details 7000A

Common Features - Applicable to all PowerFlex MV Drives - 6500-Volt Symmetrical Gate Commutated Thyristor (SGCT) power semiconductor switches for low

component count and high reliability. - PowerCage inverter and rectifier modules for easy access to main power components and quick replacement

time - Operator interface mounted on the low voltage door, complete with 16 line 40 character LCD display and

setup wizard - Standard operator device cluster including provisions for start, stop, and emergency stop pushbuttons, local /

remote selector switch, and speed pot. - Bar type digital metering for output amps, volts, speed and load displayed on operator interface - Integral DC link reactor with iron core eliminates semiconductor fuses and eliminates nuisance trips - Fiber optic isolation for firing and feedback of rectifier and inverter devices - Fully digital control with digital signal processors (DSP) and field programmable gate arrays (FPGA) - Trend buffers for 8 variables, (one shot or multi-shot), stored in battery backed NVRAM after reset. - Sixteen (16) configurable digital inputs and sixteen (16) configurable digital outputs on external I/O board - Sensorless vector control. Full vector control with tachometer feedback is optional - Signal conditioning boards for analog signal filtering, common mode noise rejection, voltage/current

feedback, tach feedback, & test points. - Four (4) test modes including low voltage gating check. - Near sinusoidal current and voltage waveforms to motor. - Electronic drive overload protection. - Electronic motor overload protection. - Inherent regenerative motor braking without additional hardware.

7000A

Additional Features - Applicable to PowerFlex 7000A MV Drive - Common Features - Applicable to all PowerFlex MV Drives included - Key Interlock. - 5 cycle ride-through . - Suitable for Standard Motors (New or Existing)

1592MB

Features Applicable to all Load Break Switches for Main, Feeder or Tie FLBS, NFLBS, TLBS - Three-pole, gang-operated load break switch with an external operating handle. - The operating handle is fully interlocked with the power cell door. - Provisions on the operating handle for key interlocking. - Power cell door with a viewing window to examine the position of the switch. - Protective guard over the line terminals, inside the power cell, to barrier off medium voltage when the power

door is open. - Three (3) E-rated current limiting power fuses for fused main or fused feeder type units. Fuses not

applicable for Non-fused and Tie switch Load Break units.


32

Summary Statement

Rockwell Automation appreciates the opportunity to propose our products and services for your project. Please contact me if you have any questions,

Sincerely,

If we are favoured with an order, you may forward the purchase order to:

Mexico City Ave. Santa Fe No. 481 P3 Mexico ., Mexico 05349

Attention: Jesus Mario Monsivais

Documents

Oferta Tecnica Drives Mt - Copy (2)