Experion Off Process Migration and Software Upgrade Proposal R1...

Honeywell Process Solutions Proposal
Experion Migration to R51X.x

Budgetary Proposal #961783.R1
For
KEPCO SPC Power Corp
Submitted by:
Honeywell Pte Ltd

Benjie P. Villacorte
Business Development Manager
Benjie.Villacorte@Honeywell.com
Issue Date: March 11, 2020
Notice
Honeywell Confidential1
©2020 Honeywell. All rights reserved.
Our proposed pricing is budgetary, for your planning purposes, and subject to revision. This proposal is non-
binding, is not an offer to contract, and is dependent in part on the accuracy and completeness of information
received from you. We have prepared this proposal assuming application of Honeywell Standard Terms and
Conditions. We look forward to providing a firm proposal, including all technical and commercial assumptions,
as these become more firmly defined.
Revision History
This document was prepared by: Sarath K / MQ
This document was reviewed for submittal by: Benjie P. Villacorte
Revision Log
Rev. Date By Description
0 25-June-2019 MQ Initial Budgetary Proposal
2 11-Mar-2020 SK Revised Budgetary Proposal
1
This proposal contains valuable proprietary and confidential information of Honeywell and must not be
disclosed to any third party without explicit agreement, given in writing, by Honeywell. The information contained
within this proposal is subject to any applicable confidentiality or non-disclosure agreements between
Honeywell and the party to whom this proposal is addressed (“Recipient”). By accepting receipt of this proposal,
Recipient acknowledges that this proposal is the confidential information of Honeywell, with the exception of
information contained within the proposal that was previously provided by Recipient. Recipient must hold this
proposal confidential to the same standards that it holds its own information confidential. Honeywell has relied
on information provided by Recipient in the development of this proposal. Honeywell disclaims liability for all
loss or damage resulting from inaccuracy in Recipient-provided information. If a contract is awarded based on
this proposal, any adjustments to the scope of such contract required as a result of incorrect or incomplete
Recipient-provided information may result in adjustments to the contract schedule or price.
Table of Contents
1. Executive Summary........................................................................................................................ 1-3

1.1 Basis of Proposal .................................................................................................................. 1-3
2. OFF - PROCESS MIGRATION......................................................................................................... 2-1

2.1 Introduction .......................................................................................................................... 2-1
3. Scope Description .......................................................................................................................... 3-2

3.1 Experion® PKS R511 Release ............................................................................................. 3-2
3.2 Migration Approval and Scheduling ....................................................................................... 3-3
3.3 Scope of Work ...................................................................................................................... 3-4
3.3.1 Pre-Migration Audit.............................................................................................. 3-4
3.3.2 Kickoff / Migration Planning Meeting .................................................................... 3-5
3.3.3 Graphics Requirements Review .......................................................................... 3-5
3.3.4 Site Preparation .................................................................................................. 3-6
3.4 Off-Process Migration of the Experion System ...................................................................... 3-6
3.4.1 System Checkout and Approvals ......................................................................... 3-7
3.5 Assumptions ......................................................................................................................... 3-8
3.6 Exclusions .......................................................................................................................... 3-10
3.7 Clarifications ....................................................................................................................... 3-11
4. System Hardware / Software Summary ......................................................................................... 4-1

4.1 Phase 1: Experion Upgrade for Unit #2 ................................................................................. 4-1
4.2 Phase 2: Experion Upgrade for Unit #1 and Common Unit .................................................... 4-2
4.3 Optional Scope - Experion Backup Restore .......................................................................... 4-4
5. Pricing Summary ............................................................................................................................ 5-5

5.1 Base Offer ............................................................................................................................ 5-5
5.2 Optional Offer ....................................................................................................................... 5-5
6. Commercial Terms and Condition ................................................................................................. 6-6

6.1 Terms and Conditions ........................................................................................................... 6-6
6.2 Hardware Warranty............................................................................................................... 6-6
6.3 Software Warranty ................................................................................................................ 6-6
6.4 Milestone Payment Schedule................................................................................................ 6-6
6.5 Time & Material Payments .................................................................................................... 6-6
6.6 Payment Terms .................................................................................................................... 6-6
6.7 Taxes ................................................................................................................................... 6-7
6.8 Third-Party OPC Interfaces ................................................................................................... 6-7
6.9 Proposed Project Schedule................................................................................................... 6-7
6.10 Proposal Validity ................................................................................................................... 6-7
6.11 Travel and Living Expenses .................................................................................................. 6-7
6.12 Delivery Terms ..................................................................................................................... 6-8
KEPCO SPC Power Corp Proprietary and Confidential

Experion Migration to R51X.x Proposal No. #961783.R1
Budgetary Proposal 1-1 March 11, 2020
6.13 Site Service .......................................................................................................................... 6-8
6.14 Foreign Exchange ................................................................................................................ 6-8
6.15 Escalation............................................................................................................................. 6-8
7. Honeywell Standard T&C’s ............................................................................................................ 7-1

1. Executive Summary
Honeywell is pleased to submit this Budgetary Proposal for Experion Migration to R51X.x Project at
KEPCO SPC Power Corp.
We have reviewed the project requirements as discussed with KEPCO and developed a technical
solution. Based on our broad experience in automation solutions and our strong knowledge of the
industry trends; we are confident that we are proposing the optimum solution for the project.
Honeywell’s proposed solution is structured around a first-rate technical solution utilizing the latest
state of the art technology. We usually work on a well-planned project execution model to ensure that
the overall project execution schedule is kept in mind and there are no delays in meeting deadlines
or achieving set milestones.
Honeywell is eager to “roll up our sleeves” and work with KEPCO for successful and timely completion
of this project.
We are confident that with this upgrade project, KEPCO will have the system that meets and exceeds
the operational and functional requirements.
1.1 Basis of Proposal
We have estimated the works to be delivered by Honeywell based upon discussions with the KEPCO
representatives and the information included in this proposal.
Please refer to the assumptions and exclusions below.

2. OFF - PROCESS MIGRATION
2.1 Introduction
In order to address the Windows OS obsolescence issue, Honeywell has proposed the services and
software/hardware to upgrade the existing Experion PKS System from Experion PKS R31x.x to
Experion PKS R51x.x for MSID M14453-EX01 and M14453-EX02 in two Phases as described below.
Phase 1 - Unit #2 Upgrade during Unit #2 TA
• Experion PKS software offline upgrade from R31x.x to R501.2 (due to DSA compatibility)
• Hardware refresh for 2 x Rack mounted Experion PKS Server, 5 x Tower type Station
• Backbone and L2 FTE Switches upgrade (L1 switch to be decommissioned)
• 8 x C200 to C300 offline upgrade with retaining PMIO
• One (1) lot of project management service, in-house engineering services for project
implementation and documentation, EPKS software installation, database & graphics
verification, FAT at Honeywell Singapore Staging
• One (1) lot of site engineering services for site installation and Site Acceptance Test (SAT)
Phase 2 - Unit #1 and Common Unit Upgrade during Unit #1 and Unit #2 TA
• Experion PKS software offline upgrade for unit #1 from R31x.x to R51x.x, offline migration for
unit #2 from R501 to R51x
Note: If no common TA or too short, On-Process migration is required for Unit #2
• Hardware refresh for 2 x Rack mounted Experion PKS server, 5 x Tower type Station
• L2 FTE Switches upgrade (L1 switch to be decommissioned)
• 9 x C200 to C300 offline upgrade with retaining PMIO
• One (1) lot of project management service, in-house engineering services for project
implementation and documentation, EPKS software installation, database & graphics
verification, FAT at Honeywell Singapore Staging
• One (1) lot of site engineering services for site installation and Site Acceptance Test (SAT)
Optional Scope
• EBR Upgrade for Unit 1 and Unit 2

3. Scope Description
Honeywell under its continuous evolution philosophy has continues to develop migration approaches
that will minimize impact and allow for a seamless migration.
3.1 Experion® PKS R511 Release
The Experion Process Knowledge System provides a single, integrated platform encompassing
continuous and batch control, safety, security, electrical, SCADA, and asset management. With
R511, Experion introduces new features and enhancements that improve security, reliability, and
performance.
Following are some of the new features and enhancements:
• Windows Platform Updates, Experion R511 is based on Microsoft Server 2016 and Win-10
operating System.
• Experion-TPS Integration, (ELCN) to support migration of legacy coaxial cable system based
Local Control Network (LCN) nodes to Fault Tolerant Ethernet (FTE) based Experion LCN
nodes.
• Alarm and Event Management (such as, enhancement to the toolbar, summary value format,
console and system alarms, and audible alarm for Critical alarms and Alarm Help tab are
added)
• Backup Control Center (BCC), In Experion PKS R511 release, Backup Control Center (BCC)
is enhanced to support integration of EMDB, RDM, and Automatic Server Location Failover
configuration in BCC topologies.
• Integration of MeterSuite, all the required calculations for Liquid/Gas flow measurement are
incorporated in R511 so separate MeterSuite installations are not required
• HART Point Parameter Access will provide system wide read-only access to HART devices
for various Experion applications, such as Station Applications /Operator displays, HART 5, 6
and 7 versions of HART devices, HART Universal and Common Practice Command
parameters, Series-C AI, AO, and Universal IO Modules
• ControlEdge RTU Supports Foundation Fieldbus, Beginning with Experion R511, Series C
FIM4 can be used as the Foundation Fieldbus Interface Module for the ControlEdge RTU. As
part of this enhancement, Series C FIM4 supports a Modbus TCP interface to connect with
ControlEdge RTU (non-redundant and redundant controllers).

• Automated Device Commissioning, it is the ability to rename a device and to link to its channel.
Any inconsistency in device name can be fixed using this Rename Device feature
• ControlEdge PLC Peer to Peer with C300, Experion R511 supports Peer to Peer
communication between C300 and the ControlEdge PLC. This reduces time, complexity, and
potential to make errors compared to Modbus TCP as there is no protocol addressing scheme
to maintain or worry about.
• Distributed System Architecture Enhancements, there are improved monitoring and
diagnostic capabilities for Distributed System Architecture (DSA) connections in Experion
R511.
3.2 Migration Approval and Scheduling
The Migration Review and Approval process must be initiated by assigning a Service Request (one
SR for each system being migrated) to the HPS Migration Center of Excellence (COE - a specialized
engineering team) at least 6 weeks prior to the commencement of the migration.
The Migration COE will review system data collected from the site within 2 weeks and will target to
provide a Work Package 2 weeks prior to the planned migration date that lists the actions in the
following major areas:
• The migration path, including potential intermediate releases for Servers, Clients and
Controllers that must be followed from the source to the destination release
• Application compatibility details to ensure that listed systems and applications continue to
interoperate after the migration
• Mandatory pre-migration solutions and workarounds that must be implemented to ensure a
successful migration
The following steps will be required once the Work Package is received:
• Kick-Off/Migration Planning Meeting with the Customer
• Graphics Requirements Review
Note: Non-Standard Graphics are not included in the pricing for this proposal but can be added after
the graphics review during the Kick-Off Meeting is complete
• Site Preparation
• Migration of the Experion System
• System checkout and approvals.

3.3 Scope of Work
3.3.1 Pre-Migration Audit
It is strongly recommended that the required Pre-Migration Audit be scheduled 4 to 6 weeks prior to
the actual migration date.
Pre-Migration evaluation work requires that Honeywell visit the site to run the audit tools and collect
the audit data.
During the site visit, the Honeywell engineer or technician may perform the following audit tasks.
a) Completely fill out the migration checklist [provided when the (Service Request) SR# is
assigned – see Clarifications below] with details required for migration approval.
b) Run the MRT (Migration Readiness Tool) – a tool to determine if the servers and controllers
are capable and ready for migration.
c) Run the Erdbchecker tool – a tool to check the ERDB database for problems and possible
migration issues that may need correction before the migration can be performed.
NOTE: Based on the individual system details, some circumstances may disqualify a system
for OPM.
d) Run the BootPchecker tool – a tool that checks the system to determine if more than one
BootP server is attached to the network. Only one BootP server is allowed on the network for
an Experion PKS system.
e) Run RTOOLS – a tool that collects log information from the servers to be used during the
evaluation.
f) Create Screen captures of the NTOOLS view(s) of the controllers and I/O cards (all racks) to
be used in the evaluation.
g) Document the system architecture and network for evaluation purposes.
h) Document any unusual or custom configuration issues that might impact the migration.
Following the site visit, the audit data will be reviewed and a report will be generated outlining any
problems that need to be corrected prior to migration approval.
This report will be transmitted to the customer. The report will identify any problems that need to be
corrected prior to migration approval. Honeywell will also provide a price estimate to correct the
problem(s) that includes re-running the audit tools.
If no problems are identified during the audit, the system will be evaluated by the appropriate parties
for approval.
3.3.2 Kickoff / Migration Planning Meeting
One (1) project Kick-Off/Migration Planning meeting will be held via teleconference or at the customer
facility. The meeting will be scheduled to take place a short time after acceptance of the purchase
order. This will be the first formal meeting held between Honeywell and customer project teams.
Honeywell will facilitate the meeting to cover the following topics.
• Formal introduction of both Honeywell / customer project team members/points of contact.

• Establish the communication channels for commercial and technical subjects.
• Review commercial terms and conditions such as method of shipment, system title
transfer, system warranty, progress payment milestones, shipping information, vendor
data requirements, etc.
• Detailed review and agreement of project scope, system design and technical issues.
• Review of project schedule.
• Identify a mutually agreeable procedure for documenting notes and verbal conversations.
• Ensure that everyone has the appropriate documents and latest revisions.
• Review of the deliverable products and services.
• Create a responsibility action item work list if necessary.
• Discuss safety / training requirements and scheduling.
• Summarize and record the details of the meeting.
• Issue meeting notes as soon as practical, with a target of five working days after the
meeting.
• Server and station backups and database capture
• Removal of non-qualified hardware and software prior to migration
• Domain Controller issues
• Custom configuration that may impede the migration
• Off-Process replacement of servers, stations, and controllers
• Checkout and Acceptance criteria
3.3.3 Graphics Requirements Review

Honeywell is including one day to review graphics requirements associated with this migration with
customer. Migration to the current release can cause some components of the graphics to have
issues. Graphic issues that could be caused by the following:
• Scripting.
• Active X
• Modifications of HMIWeb Solution Pack graphics
• Custom dynamic displays
• Custom ‘system’ displays such as faceplates, alarm summary page, etc.
Honeywell have including graphics verification in the scope of this proposal to identify any graphics
issue and resolved it after migration.
Honeywell is not including graphics rework in the scope of this proposal. If KEPCO SPC Power Corp
desires, Honeywell can provide an estimate for modifying affected graphics on a Time & Materials
basis.
Note: All custom graphics and faceplates located in the Rx00 directory should be identified and saved
off the system prior to beginning the migration. Any custom graphics and faceplates in the Rx00
directory will be overwritten during the migration.
3.3.4 Site Preparation

As part of the migration preparation, Honeywell will capture images of the existing system
configuration for servers and stations. This is to document the system “As Is” and provide a fallback
point.
Prior to collection of the pre-migration data for the Migration COE, Honeywell and the Customer will
agree to a “Freeze Date” where no engineering changes will be permitted to be made to the system.
Changes to the system will not be allowed during migration.
The Customer is responsible for gathering any software and appropriate licenses (OS Software, 3rd
Party Software, RSLinx, etc.) prior to the start of the migration.
3.4 Off-Process Migration of the Experion System
Honeywell will migrate the Experion system to R51x.x as an Off-Process Migration. During the
Migration the databases (EMDB & ERDB) will be locked and no further changes will be allowed during
the migration. The B (Secondary) server will be taken off line and migrated. The B Server will be
promoted to Primary status (Dual Primary Servers). At least one ES-C will be migrated and connected
to the B server. The functionality of the ES-C’s and the B server will be checked out with KEPCO
SPC Power Corp and approved. SCADA channels will be turned off on the A server and connected
to the B server and validated. NOTE: There may be a temporary loss of SCADA communication.
The remainder of the stations will be migrated and checked out. After all the stations have been
migrated the A server will be taken off line and migrated. Once the complete system is migrated it will

be checked out with KEPCO SPC Power Corp.
3.4.1 System Checkout and Approvals

During the Checkout phase Honeywell will demonstrate that the system is functioning according to
the acceptance criteria as defined during migration planning with KEPCO SPC Power Corp. Once
each item has been demonstrated as functioning, KEPCO SPC Power Corp will approve the item(s).
Migration of the secondary server and the remainder of the stations will not begin until the primary
server and initial station(s) have been approved .

3.5 Assumptions
The following major assumption will apply:
1. Items quoted under optional items are not part of the main pricing
2. Any modification required for this proposal due to requirement may incur additional cost
3. 12 months warranty for Honeywell products after delivery
4. No integration with 3rd party devices has been considered
5. Existing cabinets, console furniture, KVM switch and IKB/OEP keyboard (if any) will be reuse
6. All migration work shall be performed offline
7. The price quoted is based on Kits & Enhancements program, where owners of migrated old
hardware belongs to Honeywell.
8. All location is considered in safe area. All cabinets and equipment’s are located in air-conditioned
building.
9. Based on the project overall requirements, Honeywell have estimated the project schedule. The
estimated project duration is with the assumptions that there is no further delay due to any
conditions or circumstances outside the control of Honeywell, and all plant facilities are ready
prior to site installations
10. The actual baseline could be changed and agreed upon during the Kick-off Meeting. Honeywell
reserves the rights to review the proposed price if there is any change in the proposed project
schedule
11. If the Honeywell products identified in this proposal are connected to any third-party OPC interface
(e.g., OPC clients, OPC servers, etc.) not provided by Honeywell, this proposal assumes that
each such third-party OPC interface:
a) will be fully compatible with the OPC standards that the Honeywell products conform to
and
b) contains no defects in design or workmanship affecting the performance of the Honeywell
products
12. If Honeywell is required to investigate, diagnose, or resolve purported problems with Honeywell
products, or with the connection to such third-party OPC interface, and it is later determined that
the problem was the result of the incompatibility of, or defect in, the third-party OPC interface,
customer agrees to pay Honeywell for all such effort at Honeywell’s then applicable standard rates
and to reimburse Honeywell for all other costs (such as, but not limited to, travel and living
expenses) incurred by Honeywell in responding to such problem.
13. Existing SFP for the switches will be reused

14. Graphics will remain as-is
15. Assume no firmware upgrade required for controllers and IOM
16. Assume no compatibility issue of existing IOM and C300 controllers
17. No change on PMIO and FTA, all existing to be utilized
18. The actual baseline could be changed and agreed upon during the Kick-off Meeting. Honeywell
reserves the rights to review the proposed price if there is any change in the proposed project
schedule.
19. Travel & Living expenses at site associated with per diem work will be charged at cost plus 10%.
20. Assume unit 302 controller not in scope

3.6 Exclusions
The following major exclusions will apply:
1. The following are explicitly excluded from Honeywell scope of supply:

a) Installation of field cables
b) Any cabling outside of Honeywell cabinets
c) Materials and installation work outside Honeywell cabinet.
d) Civil works
e) Surveillance and housing, day and night, of all equipment and materials to be supplied
f) Movement of equipment within the plant (warehouse - place of installation)
g) Collection and disposal of waste post activities
h) Anything not expressly stated in this offer
2. Supply of Cabinets, consoles, table, furniture’s, printers
3. Supply and installation of fiber optic cable and accessories
4. All third-party scope for integration testing with EPKS system is not Honeywell responsibility and
is excluded from this proposal.
5. Antivirus and MS office software
6. Monitor hardware refresh, KVM, terminal servers
7. Work permit application
8. Lifting work for cabinets at site
9. Unload, transport and installation of new cabinet will be under Customer’s scope
10. Onsite Delays outside of Honeywell control

3.7 Clarifications
1. Any changes to the system configuration made following the site audit will require that the audit
process be repeated to ensure migration readiness. System modifications implemented after the
freeze date have not been considered as part of this scope of work.
2. Customer must schedule the migration dates in conjunction with the Honeywell MHD and receive
an assigned SR (Service Request) number prior to the migration.
3. Customer must provide Honeywell access to the servers and stations and other equipment
integrated with the servers and stations during the migration. Denied or delayed access will delay
the migration process and may result in a change order.
4. Customer is responsible for the correction of any problems identified by the audit before the
migration can be approved.
5. This proposal is based on a specific duration. Any delays due to no fault of Honeywell that
increases the schedule duration may cause an increase in cost. Any delays caused by the
customer that extends activities from one calendar year to the next will be subject to the standard
rate increases in the calendar year the work or procurement will be performed.
6. Minimum call out time will be 4 hours, travel time and expenses will be billed Portal to Portal and
follow the standard Honeywell rate sheets for the calendar year the work is performed.
7. The customer will be responsible for re-installation of any third party software following the
migration of the servers and stations. If the system includes any Honeywell applications other
than the Experion Base software, they will not be reloaded unless identified in this proposal. Re-
installation of certain Honeywell applications may result in a change in this work scope unless
documented in this proposal.
8. The customer is responsible for providing the necessary drivers for re-installation of any system
printers that are configured on the servers and stations.
9. Anything that is not specifically addressed within Honeywell’s proposal document is not included
and considered not a part of this scope.
10. All patches for the existing release must be installed before the start of the migration.
11. Honeywell personnel performing the migration must have Local Administrator account access on
all Experion nodes

4. System Hardware / Software Summary
4.1 Phase 1: Experion Upgrade for Unit #2
MODEL DESCRIPTION QTY
A. Software
EP-UPANRX EXPERION PKS UPGRADE UNIT - RELEASE MINUS X 1735
EP-PKS511 Experion PKS R511 Media Kit 1
EP-IRSL25 ALLEN BRADLEY RSLINX SOFTWARE, VER. 2.5 2
EP-DONENB EXPERION SOFTWARE PROTECTION DONGLE ENAB 1
EP-DONUSB EXP/VISTA USB SOFT. DONGLE 2
B. Hardware Upgrade Kits
UPG, EPKS SERVER, PERFORMANCE DELL R340XL
Server platform upgrade providing the Performance level Dell

TP-ZDSRA1 R340XL RAID5 rack ready server. The server will come with 2
16GB of memory installed. Includes the Windows Server 2016
COA.
MZ-PCEH15 300GB HDD EXP FOR DELL R340XL 2
UPG, EPKS STATION, DELL T5820XL

Workstation platform upgrade providing the DELL T5820XL
TP-ZESCD3 5
RAID1. The platform will come with 8GB of memory installed.
Includes dual port NIC for FTE. Includes the Windows 10 COA.
Dell Std. Dell Adapter - Mini DisplayPort to VGA 5
C. C200 to C300 Upgrade using UHIO
TC-CSUG50 C200 TO C300 CONTROL SOLVER UPG, 50MS 8
CC-ZHR041 UHIO CB/EC/C200/HPM W/RED C300/CF9 8
CC-ZHMT10 C300 Horizontal Mntng Kit in PM Cabinet 8
Cable, 100-Base-T, Short, YEL BOOTS 36IN (C300 to CF9 FTE

51305980-136 16
Cables (Yellow))
CABLE 100-BASE-T SHORT GRN BOOTS 36IN (C300 to CF9

51305980-236 16
FTE Cables (Green))
51454475-100 RAM CHARGER MODULE 8
51202329-722 I/O Link Cable Pair, Extension 36 inch, 8

51202329-302 I/O LINK CABLE PAIR DROP FOR CHNL IOL1 8
51202329-312 CBL PR IOTA CH IOL2 CHANNEL-DRP VIO 8
STP CAT5 CABLE W/RJ-45 CONN - 20M (YELLOW) (FTE

51305482-120 8
Cables from CF9 to L2 Switch)
STP CAT5 CABLE W/RJ-45 CONN - 20M (GREEN) (FTE

51305482-220 8
CC-HCMB02 Battery Backup mounting kit 8
CU-PWPR20 Phoenix Contact Redundant 20A 8
D. Miscellaneous
Miscellaneous Accessories - Tagging, labelling, wires etc 1
SI-296XN8 WS-C2960X-48TS-L 2
51305786-502 STP CAT5 CROSSOVER CABLE - 2 MT 2
51199562-200 FTE SWITCH POWER CABLE, USA 4
SWITCH, CISCOWS-C3850-12S-S, NON-ROUTABLE,

SI-3850N2 2
12PORT (Backbone)
SWITCH, CISCOWS-C3850-24T-E, ROUTABLE, 24PORT

SI-3850R4 1
(Router)
4.2 Phase 2: Experion Upgrade for Unit #1 and Common Unit
A. Software
EP-UPANRX EXPERION PKS UPGRADE UNIT - RELEASE MINUS X 1735
EP-PKS511 Experion PKS R511 Media Kit 1
EP-IRSL25 ALLEN BRADLEY RSLINX SOFTWARE, VER. 2.5 2
EP-DONENB EXPERION SOFTWARE PROTECTION DONGLE ENAB 1
EP-DONUSB EXP/VISTA USB SOFT. DONGLE 2
B. Hardware Upgrade Kits
UPG, EPKS SERVER, PERFORMANCE DELL R340XL

TP-ZDSRA1 Server platform upgrade providing the Performance level Dell 2
R340XL RAID5 rack ready server. The server will come with

16GB of memory installed. Includes the Windows Server 2016
COA.
UPG, EPKS STATION, DELL T5820XL
Workstation platform upgrade providing the DELL T5820XL

TP-ZESCD3 5
RAID1. The platform will come with 8GB of memory installed.
Includes dual port NIC for FTE. Includes the Windows 10 COA.
Dell Std. Dell Adapter - Mini DisplayPort to VGA 5
C. C200 to C300 Upgrade using UHIO
TC-CSUG50 C200 TO C300 CONTROL SOLVER UPG, 50MS 9
CC-ZHR041 UHIO CB/EC/C200/HPM W/RED C300/CF9 9
CC-ZHMT10 C300 Horizontal Mntng Kit in PM Cabinet 9
Cable, 100-Base-T, Short, YEL BOOTS 36IN (C300 to CF9 FTE

51305980-136 18
Cables (Yellow))
CABLE 100-BASE-T SHORT GRN BOOTS 36IN (C300 to CF9

51305980-236 18
FTE Cables (Green))
51454475-100 RAM CHARGER MODULE 9
51202329-722 I/O Link Cable Pair, Extension 36 inch, 9
51202329-302 I/O LINK CABLE PAIR DROP FOR CHNL IOL1 9
51202329-312 CBL PR IOTA CH IOL2 CHANNEL-DRP VIO 9
STP CAT5 CABLE W/RJ-45 CONN - 20M (YELLOW) (FTE

51305482-120 9
STP CAT5 CABLE W/RJ-45 CONN - 20M (GREEN) (FTE

51305482-220 9
CC-HCMB02 Battery Backup mounting kit 9
CU-PWPR20 Phoenix Contact Redundant 20A 9
D. Miscellaneous
Miscellaneous Accessories - Tagging, labelling, wires etc 1
SI-296XN8 WS-C2960X-48TS-L 2
51305786-502 STP CAT5 CROSSOVER CABLE - 2 MT 2
51199562-200 FTE SWITCH POWER CABLE, USA 4

4.3 Optional Scope - Experion Backup Restore
M14453-EX01 (System 32651)
MZ-PCSV67 SERVER HW DELL R340XL PERF RAID5 RACK 1
MZ-SQLCL4 Microsoft SQL Client Access License 1
EP-COAS16 Windows Server 2016 COA 1
EP-BRSE05 EBR R501 Server Node License 2
EP-BRWE05 EBR R501 Workstation Node License 5
EP-BRM501 Experion Backup-Restore Media Kit, R501 1
Site Work 5 Man-day
M14453-EX02 (System 32653)
MZ-PCSV67 SERVER HW DELL R340XL PERF RAID5 RACK 1
MZ-SQLCL4 Microsoft SQL Client Access License 1
EP-COAS16 Windows Server 2016 COA 1
EP-BRSE05 EBR R501 Server Node License 2
EP-BRWE05 EBR R501 Workstation Node License 5
EP-BRM501 Experion Backup-Restore Media Kit, R501 1
Site Work 5 Man-day

5. Pricing Summary
Prices are quoted in USD and are exclusive of any applicable taxes, commissions, duties or other
such similar taxes or fees.
Our proposed pricing is budgetary, for your planning purposes, and subject to revision. This proposal
is non-binding, is not an offer to contract, and is dependent in part on the accuracy and
completeness of information received from you. We have prepared this proposal assuming
application of Honeywell Standard Terms and Conditions. We look forward to providing a firm
proposal, including all technical and commercial assumptions, as these become more firmly defined.
5.1 Base Offer

Products Net Price
Phase 1: Experion Upgrade for Unit #2
Hardware/Software
(Please refer to the Bill of Materials)
807,346
Project Engineering and Management Services up to SAT
Phase 2: Experion Upgrade for Unit #1 and Common Unit

Hardware/Software
922,317
Project Engineering and Management Services up to SAT
PROJECT GRAND TOTAL (USD) 1,729,663

*Subject to change with change in hardware
5.2 Optional Offer

Products Net Price (USD)
Experion Backup Restore
45,470.00

6. Commercial Terms and Condition
6.1 Terms and Conditions
This pricing is based exclusively on our Honeywell Standard Terms and Conditions. Any other Terms
or Conditions of Sale will require evaluation and may affect our pricing.
6.2 Hardware Warranty
Per Honeywell’s General Terms and Conditions the warranty for hardware contained in this proposal
is 12 months duration from date of shipment from Honeywell’s facility.
6.3 Software Warranty
Warranty support for all application software is for 90 days from date of system startup and a support
contract must be purchased to receive additional support.
6.4 Milestone Payment Schedule
Honeywell’s invoicing for a project will be by Progress Billing, tied to the Scheduled Milestones in the
table below.
Milestones Payment Percent

Order acceptance 30% of Order Value
Hardware Order to Factory 20% of Order Value
Hardware Delivery 30% of Order Value
Upon SAT 15% of Order Value
As Built documents 5% of Order Value
6.5 Time & Material Payments
In addition, for those portions of the project offered on a Time and Materials basis, KEPCO SPC
Power Corp agrees to pay incurred charges on a monthly basis.
6.6 Payment Terms
Net 30 days from date of invoice issue date.

6.7 Taxes
Our price includes neither sales nor use tax, nor any other taxes of any nature whatsoever. NOTE: If
applicable, the actual taxes can be billed in addition to the Order price. If this project is not subject
to sales or use tax, please furnish within the body of or attached to any future Purchase Order,
sufficient documentation to verify tax exemption.
6.8 Third-Party OPC Interfaces
If the Honeywell products identified in this proposal are connected to any third-party OPC interface
(e.g., OPC clients, OPC servers, etc.) not provided by Honeywell, Customer understands that each
such third-party OPC interface: a) must be fully compatible with the OPC standards that Honeywell
products conform to and b) must contain no defects in design or workmanship affecting the
performance of the Honeywell products. If Honeywell is required to investigate, diagnose, or resolve
purported problems with Honeywell products, or with the connection to such third-party OPC
interface, and it is later determined that the problem was the result of the incompatibility of, or defect
in, the third-party OPC interface, Customer agrees to pay Honeywell for such effort at Honeywell’s
then applicable standard rates and to reimburse Honeywell for all other costs (such as, but not limited
to, travel and living expenses) incurred by Honeywell in responding to such problem.
6.9 Proposed Project Schedule
This pricing is based on a continuous project execution. Honeywell will generate a formal project
schedule to be reviewed during the Kick Off meeting and approved. Changes or delays to the
schedule will be discussed with the Honeywell Project Manager and processed using proper Change
Order Management.
6.10 Proposal Validity
Proposed price in this proposal will expire 60 days from the issue date of this proposal.
6.11 Travel and Living Expenses
Any travel expenses, if not specified in this proposal, are excluded from this offer. The additional
travel time and living expenses incurred on this project can be invoiced on a reimbursable basis, at
actual cost plus a 10% processing fee.

6.12 Delivery Terms
Per our Honeywell Standard Terms and Conditions and in accordance with Incoterms 2010, delivery
is priced as Ex-works Singapore site basis.
6.13 Site Service
Per Diem rates for site activities excluding Travel and Living expenses are as follow:
No Item rate per man-day (USD)

1 Senior Engineer rate 1,432.00
2. Engineer rate 1,296.00
The proposed rates above are base rates for 8 hours working time between 9:00 AM and 6:00 PM,
Monday through Friday. Overtime rates are applied for hours over normal working hours:
• Monday to Friday : from 0900 to 1800 hours 1.0 x base rate

: from 1800 to 2400 hours 1.5 x base rate
• Monday to Saturday : from 0000 to 0900 hours 2.0 x base rate
• Saturday : from 0000 to 2400 hours 1.5 x base rate
• Sunday & Public Holiday : from 0000 to 2400 hours 2.0 x base rate
6.14 Foreign Exchange
Honeywell reserves the right to recalculate pricing based upon USD/SGD foreign exchange rate
variances of +/- 5% from the date of the proposal until the conclusion of the project. Until the end of
the project, if the USD/ SGD foreign exchange rate varies over +/- 5% from the rate of the date of the
proposal, Honeywell reserves the right to accurately adjust the value of the contract, which will be
paid by the Buyer, to reflect such variance.
6.15 Escalation
The Pricing Summary in this proposal assumes that an order will be placed within the validity period
and that the project will proceed according to the proposed schedule. Any delays or extensions to the
schedule incurred by reasons outside the control of Honeywell may result in escalation of fees for
that portion of the work outside the original schedule.

7. Honeywell Standard T&C’s

Honeywell Process Solutions
Sales Terms and Conditions
(Singapore – English)
1. GENERAL DEFINITIONS limited to reasonable attorneys´ fees, and (e) combine any of the above
1.1. Affiliate” means any entity that controls, is controlled by, or is under rights and remedies as may be permitted by applicable law.
common control with, another entity. An entity is deemed to “control”
another if it owns directly or indirectly a sufficient voting interest to 3.6 If Buyer does not dispute an invoice within 15 days after invoice date,
elect a majority of the directors or managing authority or to otherwise Buyer has waived the right to do so. Honeywell reserves a right to
direct the affairs or management of the other entity. The term Affiliate correct any inaccurate invoices.
includes, among other entities, subsidiaries.
1.2. “Agreement” means the written agreement, including these Sales 3.7 Buyer may pay by following credit cards: Visa, MasterCard or American
Terms and Conditions and any addendum to them (“Addendum”) Express. Honeywell accepts credit card payment only if the credit card
together with relevant Orders, made between Buyer and Honeywell for is charged on the same day Honeywell invoices Buyer or before the date
the Deliverables. of the Honeywell invoice.
1.3. “Buyer” means the entity issuing an Order.
1.4. “Buyer Personal Data” means Personal Data received by Honeywell 3.8 Buyer may not set off invoiced amounts against sums that are due from
from or on behalf of Buyer in connection with Honeywell’s Honeywell. Honeywell extends credit only if Buyer maintains acceptable
performance of its obligations under the Order as more particularly credit standing.
described in this Agreement.
1.5. “Deliverables” means equipment and parts (collectively “Products”), 4. TAXES
services (“Services”) and Software, each supplied or licensed by Honeywell invoices for taxes, duties and charges, which are Buyer’s
Honeywell to Buyer under an Order. responsibility, unless Buyer provides acceptable exemption verification.
1.6. “Honeywell” means Honeywell Pte Ltd or its Affiliate that accepts the
Order. 5. FORCE MAJEURE AND DELAY
1.7. “Order” means a Buyer purchase order accepted by Honeywell. Except payment obligations, neither Party is liable for failure to meet its
1.8. “Party” means Honeywell or Buyer and “Parties” means both. obligations affected by a force majeure event. If performance is so
1.9. “Personal Data” means the definition in the EU General Data delayed longer than 90 days, either Party can terminate the Order with
Protection Legislation (GDPR) (Regulation (EU) 2016/679) regardless notice. If Buyer causes delay, Honeywell is entitled to adjust price,
of the applicable privacy laws. schedule and other affected terms.
1.10. “Software” means software (in any form, including as a service)
and firmware provided by Honeywell, and all related documentation, 6. WARRANTIES
data files, modules, libraries, and elements. Software includes any 6.1. Honeywell warrants Honeywell Products comply with applicable
updates, upgrades, error corrections, changes or revisions delivered by Honeywell specifications and are free from material defects in
Honeywell to Buyer under the Agreement or a separate agreement. workmanship and material for 12 months after date of delivery, and
Services materially comply with defined requirements for 30 days from
2. DELIVERY AND ACCEPTANCE the date services are performed. Third party warranties, if any, are
2.1 Delivery terms are EX-Works (INCOTERMS 2010) Honeywell’s facility. transferred to Buyer to the extent Honeywell has the right to transfer.
Title to Products passes to Buyer when Honeywell places Products at Honeywell will, at its option, repair or replace defective Products, if
Buyer’s disposal at Honeywell’s facility. Buyer grants Honeywell a returned to Honeywell within the warranty period, and re-perform
security interest in Products until paid in full, subject to applicable law. defective Services if notified to Honeywell during the warranty period.
Deliverables are deemed accepted unless Buyer sends written notice Products repaired or replaced and Services re-performed are warranted
specifying reasonable basis for rejection within 30 days after delivery. for the remainder of the original warranty period or 90 days (for
Honeywell will, at its option, repair, replace, or re-perform rejected Products) whichever is longer.
Deliverables.
6.2. Honeywell is not, and will not be, liable for defects attributable to: (a)
2.2 If a delivery hereunder is delayed due to Buyer´s actions or inaction, non compliance with Honeywell’s instructions, (b) unauthorized
Honeywell may extend delivery time equal to the length of such delay alterations or repairs, (c) accident, contamination, abuse, or negligence,
and shall be entitled to receive compensation for reasonable costs or (d) damage caused by failure of any item or service not supplied by
incurred by Honeywell resulting from such delay. Honeywell.
2.3 Honeywell will invoice handling costs, including for additional storage 6.3. WARRANTIES IN THIS SECTION ARE EXCLUSIVE AND IN LIEU OF ALL
and logistics, if Buyer does not take delivery for within 30 days after OTHER WARRANTIES, WHETHER WRITTEN, EXPRESS, IMPLIED,
Honeywell sends written notice to Buyer that the Deliverables are STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION,
available for delivery. IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT,
AND FITNESS FOR PARTICULAR PURPOSE. THE REMEDIES IN THIS
3. PAYMENT SECTION ARE BUYER’S ONLY REMEDIES FOR BREACH OF WARRANTY.
3.1 Buyer will pay invoices within 30 days from the date of invoice to the
account specified by Honeywell with immediately available funds 7. LIMITATION OF LIABILITY
through electronic transfer. Honeywell may submit invoices IN NO EVENT WILL HONEYWELL BE LIABLE FOR ANY INCIDENTAL,
electronically. Payment must be made in U.S. currency unless agreed CONSEQUENTIAL, SPECIAL, PUNITIVE, STATUTORY OR INDIRECT
otherwise in the Order. DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS,
REVENUES OR USE, OR THE LOSS OR CORRUPTION OF DATA, EVEN IF
3.2 Buyer must provide the following remittance information when making INFORMED OF THE POSSIBILITY OF THESE DAMAGES. THE AGGREGATE
a payment: (a) invoice number, (b) amount paid. LIABILITY OF HONEYWELL RELATED TO THE ORDER WILL IN NO CASE
Payment must be in accordance with the “Remit To” field on each EXCEED THE LESSER OF THE INITIAL ORDER PRICE OR US $1,000,000. TO
invoice. If remittance information is missing, Honeywell will invoice THE EXTENT PERMITTED BY APPLICABLE LAW, THESE LIMITATIONS AND
service fee of $ 500 for each such occurrence. EXCLUSIONS APPLY IF LIABILITY ARISES FROM BREACH OF CONTRACT,
INDEMNITY, WARRANTY, TORT (INCLUDING NEGLIGENCE), OPERATION
3.3 Honeywell may make partial deliveries that will be invoiced as they are OF LAW, OR OTHERWISE.
delivered.
8. PATENT AND COPYRIGHT INDEMNITY
3.4 Honeywell may also increase price and recover associated costs, for 8.1. Honeywell will defend any suit against Buyer claiming that a Deliverable
the following that occur between the date of the Order and delivery: infringes a valid United States or Singapore patent or copyright existing
(a) foreign exchange variation, (b) increased cost of third party content as of the Agreement effective date and will indemnify Buyer for any final
and materials, (c) periodic price increase of Products and Services, (d) judgment against Buyer resulting from the suit provided Buyer: (a) gives
impact of government tariffs, and (e) increases in costs of industrial Honeywell prompt notice when Buyer becomes aware of a third-party
metals as published by the London Metal Exchange claim, (b) gives complete authority and assistance (at Honeywell
(https://www.lme.com/ expense) for disposition of the claim, and (c) makes no prejudicial
admission about the claim.
3.5 If Buyer pays late, Honeywell may: (a) suspend deliveries until all 8.2. Honeywell has no liability, and Buyer will indemnify Honeywell for
delinquent amounts and late interest, if any, are paid, (b) repossess claims related to: (a) Deliverables supplied per Buyer designs, drawings
Products or software for which payment has not been made, (c) or specifications, (b) Deliverables used other than for the purpose for
charge interest for non-payment at lesser of 1.5 % per month for each which they were delivered, (c) combining a Deliverable with a product
full or partial month or the maximum legal rate available under or software not supplied by Honeywell, (d) modification of a Deliverable
governing law, (d) recover all costs of collection, including but not by anyone other than Honeywell, (e) compromise or settlement made
Page 1 of 4 HPS Sales Terms_Singapore_English_1 November 2018.docx
without written Honeywell consent, or (f) Buyer’s failure to install purpose provided it is in an anonymized form that does not identify
updates, upgrades, error corrections, changes, or revisions provided by Buyer. Any Buyer Personal Data contained within Input Data shall only
Honeywell. Honeywell has no liability for Buyer’s costs or attorney fees. be used or processed in accordance with the data privacy terms of this
Agreement and applicable law. All information, analysis, insights,
8.3. If an infringement claim is made or is likely, Honeywell may at its option inventions and algorithms derived from Input Data by Honeywell and/or
and expense: (a) procure the right for Buyer to continue using the its Affiliates (but excluding Input Data itself) and any intellectual
Deliverable, (b) modify the Deliverable to be non-infringing, or (c) property rights related thereto, are owned exclusively and solely by
accept return of the Deliverable (and terminate Buyer’s applicable Honeywell and are Honeywell´s confidential information. This section
software license) and credit Buyer the purchase price paid for the survives termination of this Agreement.
Deliverable, less reasonable depreciation for use, damage and
obsolescence. Failure of Buyer to accept any of the above remedies in 12. CONFIDENTIAL INFORMATION
lieu of the infringing Deliverable relieves Honeywell of any liability for 12.1. “Confidential Information” is information that: (a) is marked as
infringement. Failure to ship infringing Deliverables will not breach the “Confidential” or “Proprietary” at the time of disclosure; or (b) is
Agreement. disclosed orally or visually, is identified by the Party disclosing the
information (“Discloser”) as confidential at the time of disclosure, and
8.4. THIS SECTION STATES HONEYWELL’S ENTIRE LIABILITY AND BUYER’S is designated as confidential in a writing sent to the receiving Party
SOLE RECOURSE AND EXCLUSIVE REMEDIES WITH RESPECT TO (“Recipient”) within 30 days after disclosure that summarizes the
INFRINGEMENT. ALL WARRANTIES AGAINST INFRINGEMENT OF Confidential Information sufficiently for identification, or (c) is Personal
INTELLECTUAL PROPERTY RIGHTS, WHETHER STATUTORY, EXPRESS OR Data.
IMPLIED, ARE DISCLAIMED. 12.2. Recipient will:
(a)use the Confidential Information only for the performance of the
9. CHANGE ORDERS Agreement (“Purpose”); (b) disclose Confidential Information only to its
Either Party may make changes within the scope of an Order subject to employees and any sub-contractors or third parties required to have
acceptance by the other Party. Honeywell will inform Buyer if the Confidential Information for the Purpose and who are legally bound in
change causes a price or schedule adjustment. The change will be writing to Recipient to protect the Confidential Information in
effective and Honeywell may begin performance upon the Parties’ accordance with terms and conditions no less stringent than those
authorized signature of a change order. imposed under this Agreement; and (c) protect Confidential Information
using the same degree of care, but no less than reasonable care, as
10. DEFAULT AND TERMINATION Recipient uses to protect its own confidential information of a like
Either Party may terminate or suspend an Order for material breach of nature. Recipient will reproduce the restrictive legends of the original
the Agreement if the breaching Party fails to begin a cure within 10 on copies it makes. Recipient may disclose Confidential Information to
days after receipt of written notice from non-breaching Party a third party only if authorized in writing and under conditions required
specifying the grounds, and to continue diligently to cure the breach. If by Discloser. Recipient is responsible to Discloser for any violation of the
Buyer cancels an Order without cause, Honeywell may enforce any confidentiality obligations by its employees or an authorized third party
available remedies against Buyer, including seeking recovery of of the Recipient.
expenses incurred by Honeywell due to producing Deliverables
including expenses and costs associated with demobilization, Within 30 days of Discloser’s written request, Recipient will return or
remobilation, contract breakage, restocking, product obsolecense and destroy all Confidential Information of Discloser, including all copies
stranded costs. Honeywell may cancel any applicable pricing discounts thereof, and will certify to such return or destruction in writing to
if Buyer fails to pay timely an undisputed invoice. Honeywell will notify Discloser. Unless otherwise specified, each Party’s obligations with
Buyer and parties will engage in a mandatory executive escalation respect to the Confidential Information of the other Party will continue
meeting with authorized decision makers within 10 days from for five years after the date of receipt.
Honyewell´s non-payment notice.
Confidential Information will not include any information that:
11. INVENTIONS AND INTELLECTUAL PROPERTY (a) was in Recipient’s possession and not subject to an obligation of
11.1. “Intellectual Property” means all copyrights, trademarks, trade confidentiality before receipt from Discloser; (b) is or becomes legally
secrets, patents, utility models and other intellectual property rights available in the public domain through no fault of Recipient; (c) was
recognized in any jurisdiction worldwide, including all applications and rightfully received by Recipient from a third party who had no obligation
registrations. of confidentiality, either directly or indirectly, to Discloser; or (d) was
independently developed by Recipient without use of or reference to
11.2. No right, title or interest in Intellectual Property provided by Discloser’s Confidential Information.
Honeywell is transferred to Buyer under the Agreement, including
Intellectual Property existing prior to, or created independently of, the If Recipient is required to disclose Confidential Information by
performance of the Agreement. All Intellectual Property and results of applicable law, statute, regulation, or court order, Recipient will, if
Services, including software, models, designs, drawings, documents, legally permitted, (x) give Discloser prompt written notice of the request
inventions, and know-how (“Inventions”), conceived or developed by and a reasonable opportunity to object to the disclosure and seek a
Honeywell in connection with the Agreement, are the sole property of protective order or appropriate remedy; and (y) disclose Confidential
Honeywell and Buyer assigns any rights it may have in such Inventions Information only to the extent required.
to Honeywell. Buyer has no right or license to Intellectual Property or
Inventions provided by Honeywell, except as granted in the 12.3. The parties agree that breach of the confidentiality obligations by
Agreement. the Recipient will cause irreparable damage for which money damages
will not be fully adequate, and Discloser is entitled to seek injunctive
Honeywell and its suppliers retain all right, title and interest to all relief, in addition to any other legal remedies.
Software, and all modifications and enhancements thereof, and no
right, title, or interest in the Software, or any copies thereof, is 13. DATA PRIVACY
transferred to Buyer. Buyer will hold all Software supplied by 13.1 Honeywell may process Buyer Personal Data in relation to the
Honeywell in strict confidence and will use best efforts not to disclose Deliverables as detailed in this Agreement and including in accordance
Software to others. All Software delivered by Honeywell is subject to a with the following scope, in each case as further specified in an Order
software license or software subscription agreement (“License”). If as necessary:
Buyer does not agree to a License with Honeywell, Buyer does not have
a license or right to Software. Categories of Data Subjects: Buyer and Buyer´s Affiliates’ customers,
employees, contractors, end-users and service providers.
Buyer retains all rights that Buyer already holds in data and other Categories of data: name, contact information (including physical
information that Buyer or persons acting on Buyer´s behalf input, addresses, email address and telephone numbers), location
upload, transfer or make accessible in relation to, or which is collected information, facility, device or equipment usage data.
from Buyer or third party devices or equipment by, the Deliverables Special categories of data: Buyer Personal Data processed by Honeywell
(“Input Data”). shall not include special categories of data.
11.3. Honeywell and its Affiliates have the right to retain, transfer, 13.2. Buyer Personal Data may be processed in relation to this Agreement.
disclose, duplicate, analyze, modify and otherwise use Input Data to To the extent the laws of a jurisdiction recognize the roles of “data
provide, protect, improve or develop Honeywell’s products or services. controller” and “data processor” as applied to Personal Data then, as
Honeywell and its Affiliates may also use Input Data for any other between Buyer and Honeywell, Buyer acts as data controller and
Honeywell acts as data processor and shall process Personal Data solely plan describing the proposed scope, start date and duration. The Parties
on behalf of and in accordance with Buyer’s documented instructions, will work in good faith to agree on a final audit plan. Each Party will bear
the Agreement and applicable privacy laws and only to the extent, and their own costs related to the audit. The audit will be conducted during
for so long as necessary, to provide, protect, improve or develop the Honeywell regular business hours at the applicable facility, subject to
Deliverables and/or related services and perform rights and obligations the published policies of that facility, and may not unreasonably
under the Agreement. Both Parties shall comply with their obligations interfere with business activities. If a third party is to conduct the audit
under applicable privacy laws including in their respective roles as they must execute a written confidentiality agreement acceptable to
controller and processor of Personal Data. Honeywell. If the information required for an audit is not contained in
existing reports, Honeywell will make reasonable efforts to provide it to
13.3. Buyer authorizes Honeywell to share Personal Data with sub- the auditor. To preserve the security of Honeywell customers and
processors (including Affiliates and service providers) located in any organization Honeywell reserves the right to not share information that
jurisdiction in connection with the Agreement, provided Honeywell could expose or compromise its security, privacy, employment policies
uses legally enforceable transfer mechanisms and contractually or obligations to other customers or third parties or share Confidential
requires sub-processors to abide by terms no less restrictive that those Information. Records may not be copied or removed from Honeywell
in the Agreement with regards to processing of Personal Data. facilities. Buyer will generate and provide Honeywell with an audit
report within 3 months of audit end, unless prohibited by law. Audit
13.4. Honeywell shall have no liability for any losses, costs, expenses or reports are Honeywell Confidential Information and may only be used
liabilities arising from or in connection with processing of Personal Data for the purposes of meeting Buyer’s regulatory requirements or
in compliance with the Agreement or otherwise in compliance with confirming Honeywell’s compliance with this Section.
Buyer´s written instructions.
13.11. Honeywell shall evaluate and respond to any confirmed breach of
13.5. Honeywell shall refer all data subject requests to exercise rights security leading to the accidental or unlawful destruction, loss,
under applicable privacy laws to Buyer and provide reasonable alteration or unauthorized access, disclosure or use of the Deliverables
assistance to enable Buyer to comply with such requests, enable and/or of Buyer Personal Data due to a breach of Honeywell’s
Personal Data security, respond to complaints or inquiries and to obligations under this Section (each a “Security Incident”), and will work
conduct any privacy impact assessments, provided Buyer reimburse all with Buyer (and where necessary with outside regulatory and law
reasonably incurred costs. enforcement authorities) to develop response strategies and respond
to and mitigate the adverse effects of a Security Incident. Where it is
13.6. Upon termination Honeywell shall delete or anonymize all Buyer determined a Security Incident has occurred, Honeywell shall notify
Personal Data, except Honeywell may retain Buyer Personal Data if Buyer without undue delay and as relevant information becomes
required or permitted by applicable law for compliance, audit or available to assist Buyer in meeting its potential reporting or notice
security purposes. obligations under applicable law. Honeywell shall include a description,
whether and what type of Personal Data or Input Data may have been
13.7. If Honeywell processes Personal Data relating to data subjects in the affected and such information as Honeywell may reasonably request,
European Economic Area (“EEA”), Switzerland or Philippines: (i) if unless the law prohibits it. Buyer shall work with Honeywell in good faith
Honeywell believes any instruction from Buyer will violate applicable to develop any related public statements or required notices resulting
privacy laws, or if applicable law requires Honeywell to process from a Security Incident. Provided Honeywell is in material compliance
Personal Data relating to data subjects in the EEA in a way that is not in with its obligations under this Section, Honeywell’s obligations set out
line with Buyer´s documented instructions Honeywell shall notify Buyer in this Section are Honeywell’s sole obligations, and Buyer’s sole and
in writing, unless the law prohibits such notification on important exclusive remedy, for Security Incidents.
grounds of public interest; (ii) Honeywell shall upon request make
available the identity of sub-processors and notify any intended 13.12. Each Party may process certain business contact details relating to
addition or replacement and Buyer shall have 5 business days to object. individuals engaged by the other Party in the performance their
If Buyer objects and the parties do not resolve within 1 month, obligations under this Agreement (“Staff”). Each Party will take
Honeywell may terminate without penalty on written notice; and (iii) appropriate technical and organizational measures to protect such
Honeywell shall ensure personnel processing Personal Data of EEA data Personal Data against Security Incidents and shall securely delete it once
subjects have committed to confidentiality in relation to such no longer required for the purposes for which it is processed. Where
processing. required under applicable privacy laws, each Party shall inform its own
Staff that they may exercise their rights in respect of their Personal Data
13.8. Where transfers of Personal Data require: (i) Buyer authorizes against the other Party by submitting a written request with proof of
Honeywell and Honeywell Affiliates to act as agent for the limited identity to that other Party.
purpose of binding Buyer as principal, in the capacity of “data
exporter”, to a Honeywell inter-group or Honeywell and service 14. MISCELLANEOUS
provider data transfer agreement comprising the Standard Contractual 14.1. Each Party is responsible for compliance with all import, export, and
Clauses for the transfer of personal data to processors established in re-export control laws and regulations and will mutually cooperate as
third countries adopted by the European Commission (“SCC”); and (ii) needed.
the parties agree that the SCCs (located at
https://ec.europa.eu/info/law/law-topic/data-protection/data- 14.2. Honeywell may suspend Services at Buyer’s expense if Honeywell
transfers-outside-eu/model-contracts-transfer-personal-data-third- determines that performance of Services may compromise safety.
countries_en or updated more recent website) shall be deemed to
have been signed by Buyer and Buyer´s affiliates, in the capacity of 14.3. Buyer will allow Honeywell to issue mutually agreeable press releases,
“data exporter”, and by Honeywell and/or Honeywell´s affiliates, in the technical papers, photographs and other publications relating to this
capacity of “data importer” and the information required to be Agreement and the general operation of the Deliverables.
provided in the SCCs’ appendices shall be as described in this Section
or separately agreed in writing. 14.4. While cyber security services will be provided in professional and
workmanlike manner, and include reasonable efforts to validate that
13.9. Security is governed by the policies as further specified in the Order. recommended third party cyber security solutions will not detrimentally
If no additional Security Policy is specified in the Order, Honeywell will impact performance of Honeywell standard products, Honeywell makes
use reasonable administrative, physical and technical safeguards to no guaranty that the cyber security products (inclusive of equipment,
protect Personal Data and Input Data and follow industry-standard software and services) provided by Honeywell (“Cyber Security
security practices. Buyer will implement reasonable administrative, Products”) will prevent a cyber-attack or mitigate the impact of any
physical and technical safeguards to protect Deliverables and follow cyber-attack and Buyer acknowledges that Honeywell’s sole liability,
industry-standard security practices. Buyer is solely responsible for and customer’s sole remedy, for any failure of the Cyber Security
costs incurred due to unauthorized use or access through Buyer´s Products to perform as specified is replacement of defective product
account credentials or systems. and/or re-performance of defective service, provided Honeywell is
notified by Buyer of the defects in the Cyber Security Products during
13.10. To the extent Honeywell has not obtained or provided Buyer with the agreed upon warranty period. Notwithstanding any other terms
evidence of formal certification under SOC2 Type 1 and Type 2 (or agreed to between Honeywell and Buyer, Buyer acknowledges that all
equivalent), Buyer may audit Honeywell’s compliance with this Section Cyber Security Products that do not carry the Honeywell brand (“Third
once per year, or more frequently if applicable laws require. Audits will Party Product”) are provided to customer subject to the Third Party
occur following Buyer’s written request at least 90 days prior to the Product supplier’s standard terms and conditions (including software
proposed start date and Buyer providing a reasonably detailed audit license terms) in effect at the time such Third Party Products are
delivered to Buyer and Honeywell has no liability whatsoever with
respect to the performance or non-performance of such Third Party
Products.
14.5. If any provision of the Agreement is determined to be illegal, invalid,
or unenforceable, the validity of the remaining provisions will not be
affected.
14.6. The failure of either Party to enforce at any time any provision of the
Agreement may not be construed to be a continuing waiver of those
provisions.
14.7 The Agreement is governed by the laws of Republic of Singapore,
without regard to conflicts of law principles. Application of the Uniform
Computer Information Transactions Act and United Nations
Convention on Contracts for the International Sale of Goods, 1980, and
any successor law to either, is specifically excluded. Any disputes
(except for disputes relating to Intellectual Property) arising out of or
in connection with this Agreement shall be finally settled by arbitration
in accordance with the Arbitration Rules of the Singapore International
Arbitration Center (“SIAC”). The seat, or legal place, of arbitral
proceedings shall be Singapore. The language to be used in the arbitral
proceedings shall be English. Each Party shall equally bear the
administrative costs and fees incurred by such proceeding. Any arbitral
award rendered under this Section may be entered in any competent
court and either Party may apply to such court for judicial recognition
of that award and an order of enforcement as the law of such
jurisdiction may require and allow. Parties agree that any judgment
upon an arbitral award rendered against it hereunder may be executed
against its assets in any jurisdiction. Honeywell may seek an injunction
or enforce a judgment against Buyer in any jurisdiction. Buyer will not
bring a legal action more than two years after the cause of action arose
unless a shorter period is provided by applicable law.
14.8 The Agreement contains the entire agreement between the Parties
and any pre-printed terms are excluded. Any terms on facility entry
documents or other similar documents signed by Honeywell after the
Order date are not applicable. If there is any conflict in terms, the order
of precedence is the License, any Addendum, the acceptance, the
Agreement (excluding the Order), and then the Order.
14.9 The Agreement may not be varied except by a written change signed
by authorized representatives of both Parties. Provisions of the
Agreement that by their nature should continue in force beyond the
completion or termination of the Order will remain in force. Buyer will
not delegate, transfer, or assign, by operation of law or otherwise, the
Agreement, or rights or obligations under it, without Honeywell’s prior
written consent and any attempt to do so is void. For purposes of this
Section, assignment includes any change in control of the Buyer or the
merger of Buyer with any other legal entity.
***

End User License Agreement
IMPORTANT: READ THIS END USER LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE agreement. Upon any updates, upgrades, error corrections, changes or revisions to a
INSTALLING OR USING THE SOFTWARE (AS DEFINED BELOW) ACCOMPANYING THIS previous validly licensed version, Buyer must cease use of the prior version of that
LICENSE. THIS LICENSE IS A BINDING AND ENFORCEABLE LEGAL AGREEMENT BETWEEN THE Software to the extent the prior version is not required for the updates, upgrades, error
BUYER AND HONEYWELL PTE LTD OR ITS AFFILIATES ("HONEYWELL"). YOU ACKNOWLEDGE corrections, changes, or revisions to function.
YOU ARE BINDING THE BUYER, AND REPRESENT YOU HAVE THE AUTHORITY TO DO SO, OR 2.5 Buyer acknowledges there are measures in the Software designed to prevent unlicensed
IF YOU DO NOT HAVE THE AUTHORITY, YOU WILL BE PERSONALLY LIABLE FOR ANY or illegal use of the Software. Buyer must not: (a) disclose keys required to use the
DAMAGES RESULTING FROM A BREACH OF THIS LICENSE. HONEYWELL LICENSES THE Software to any third party, (b) circumvent any license management, security devices,
SOFTWARE TO BUYER ONLY UPON THE CONDITION THAT BUYER ACCEPTS ALL OF THE access logs, or other Software protection measures, or (c) modify, tamper with, reverse
TERMS AND CONDITIONS CONTAINED IN THIS LICENSE. BY OPENING THE SEALED engineer, reverse compile or disassemble keys. Upon use of a new Software key, Buyer
SOFTWARE PACKAGE, INDICATING ASSENT ELECTRONICALLY, OR DOWNLOADING, will not use the old key.
INSTALLING, COPYING, OR USING THE SOFTWARE, BUYER REPRESENTS THAT IT READ, 2.6 Buyer may not directly or indirectly deconstruct, decompile, disassemble, decode,
UNDERSTANDS AND AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS translate, reproduce, redesign, reverse assemble or reverse engineer or otherwise
LICENSE. IF BUYER DOES NOT AGREE TO THE TERMS AND CONDITIONS OF THIS LICENSE attempt to derive the source code of Software, or allow any third party to do so. If local
THEN DO NOT CONTINUE WITH THE INSTALLATION OR USE OF THE SOFTWARE AND EITHER law prohibits enforcement of such restrictions, then those restrictions are deemed
CONTACT HONEYWELL TO NEGOTIATE A SIGNED LICENSE AGREEMENT OR RETURN THE replaced by the following: Buyer must not, nor authorize third parties to, translate,
SOFTWARE WITHIN THIRTY (30) DAYS TO THE ENTITY FROM WHICH THE SOFTWARE WAS reverse engineer, decompile, disassemble or otherwise decode or alter; or create
OBTAINED FOR A REFUND. derivative works based on Software, without Honeywell written consent, except to the
extent expressly permitted by mandatory provisions of applicable law (including national
1. DEFINITIONS
laws implementing European Union Directive 2009/24/EC on the legal protection of
1.1 “Intellectual Property” means all copyrights, trademarks, trade secrets, patents, utility
computer programs) in order to gain certain information for limited purposes specified
models and other intellectual property rights recognized in any jurisdiction worldwide,
in these laws. Buyer may not exercise its rights under these laws unless Buyer has first
including all applications and registrations.
requested and Honeywell has refused to provide the required information in writing
1.2 “Licensed Use” means use by Buyer at the Buyer site on the authorized processor by the
within 30 days. Honeywell may impose reasonable conditions and request a reasonable
number of authorized users for Buyer’s internal purposes, and subject to other
fee before providing information. Information supplied by Honeywell or obtained by
restrictions, each as stated in the Software License Certificate for the Software that is
Buyer by permitted decompilation may be used by Buyer only for the purpose described
issued by Honeywell, a written agreement between Honeywell and Buyer specifying the
in this section and may not be disclosed to any third party or used to create any software
Licensed Use, the Honeywell proposal, or the Buyer order accepted by Honeywell (taking
that is substantially similar to the Software. Honeywell reserves all rights not expressly
precedence in that order). If the Licensed Use has not been specified, then the Licensed
granted in this section.
Use is a limited right to use the Software on the device on which it is delivered or, if the
2.7 Buyer will hold all Software and keys supplied by Honeywell, as well as the technology,
software was not delivered on a device, a single computer with one processor by one
documents, training materials, processes, algorithms, ideas, concepts, know-how and
user, solely for Buyer’s internal purposes; and neither concurrent use on two or more
trade secrets embodied in or related to Software (collectively “Protected Items”), in
computers nor use on a network is permitted.
strict confidence and will use best efforts to not disclose Protected Items to others.
1.3 “Software” means software and firmware provided by Honeywell, and all related
Buyer will take all actions necessary to prevent unauthorized access, disclosure, use,
documentation, data files, modules, libraries, electronic data, models, components and
distribution, possession, alteration, reproduction or transfer of Protected Items, and will
elements. Software includes any updates, upgrades, error corrections, changes or
train users to comply with this License. Buyer is responsible for all damages arising from
revisions delivered by Honeywell to Buyer under this License or a separate agreement.
unauthorized disclosure or use of Protected Items or any violation of this License.
2. LICENSE AND RESTRICTIONS
2.8 The Software may contain or be derived from third party licensor materials, including
2.1 Subject to Buyer compliance with the License and payment of the fees, Honeywell grants
software. Buyer must only use third-party materials with the Software and according to
Buyer a restricted, personal, limited, nontransferable, nonexclusive license, without right
the Licensed Use, and may not use third-party materials on a stand-alone basis or
of sublicense, to use the Software solely for the Licensed Use. Buyer may make a single
integrate with any other software. Third party materials may be subject to additional or
archival copy, which must include all proprietary notices and serial numbers. Except as
alternate licenses, restrictions and obligations, which, if applicable, may be found in
expressly granted in this License, no license or right, whether expressly, implicitly, by
materials accompanying those third party materials or the Software, in the
estoppel, or conduct of the parties, is granted.
third_party_licenses file on the Software media, or at
2.2 The Software is licensed and not sold. Honeywell and its suppliers retain all right, title
http://www.honeywell.com/ps/thirdpartylicenses. Each third party supplier has the
and interest in and to the Software, and all Intellectual Property rights therein, including
right to enforce this License and the applicable terms and conditions with respect to that
copies, translations, adaptations, modifications, derivations, and enhancements of the
third party’s materials. Buyer may only use Microsoft Corporation embedded software
Software. No right, title, or interest in or to the Software, or to any copies thereof, is
on a system that directly supports the Licensed Use of the Software and may not install
transferred hereunder to Buyer.
or run that software on a system which provides general purpose consumer or business
2.3 Except as stated in this License, Buyer may not without Honeywell prior written consent:
tasks or processes, including general purpose e-mail, word processing, spreadsheet,
(a) permit any third parties or non-licensed entities, including contractors, to use the
database, scheduling and personal finance software. Buyer will separately obtain and
Software; (b) copy, modify, sublicense, rent, lease, loan, timeshare, use in the operation
comply with any licenses necessary for third party software not supplied under this
of a service bureau, sell, distribute, disclose, publish, assign, grant a security interest in,
License, including but not limited to licenses for software which connects and interfaces
encumber or transfer in any manner the Software or any license rights; (c) use the
with the Software such as OSI DAP.
Software for other than the Licensed Use; (d) create derivative or merged works of the
2.9 Unless otherwise specified in the Licensed Use, Buyer may only use the Software in a
Software or separate the component parts of the Software; (e) use or allow use of the
physical operating system environment (an operating system environment that is configured
Software for processing data of any person or entity other than Buyer; (f) input, upload,
to run directly on a physical hardware system) and may not use the Software in a virtual (or
transmit or otherwise provide to or through the Software, any unlawful, injurious or
otherwise emulated) or cloud-based system or platform.
malicious information, materials or code; (g) perform, publish or release any penetration
or vulnerability assessments, benchmarks or other comparisons regarding the Software;
3. TERMINATION OF LICENSE AND SURVIVAL
(h) alter or remove any proprietary rights notices or legends on or in the Software; (i) use
The Software license granted is effective on the date Buyer first installs, uses, downloads,
Honeywell trademarks, service mark, logos or other indicia of source; (j) use the Software
accesses or takes delivery of the Software, and continues for the duration specified in
in hazardous environments requiring fail-safe performance where the failure of the
Software License Certificate for the Software issued by Honeywell, a written agreement
Software could lead directly or indirectly to death, personal injury, or severe property or
between Honeywell and Buyer, the Honeywell proposal, or the Buyer order accepted by
environmental damage, including, without limitation, the operation of nuclear facilities,
Honeywell (taking precedence in that order) or until terminated as stated in this License.
aircraft navigation or communication systems, air traffic control, direct life support
Honeywell may terminate the License if Buyer defaults under the License and does not
machines, or weapons systems; (k) give a Honeywell competitor direct or indirect access
remedy the default within 10 days after receiving written notice from Honeywell, or if Buyer
to the Software or use the Software for development, provision or use of a competing
is in bankruptcy, insolvency, dissolution, or receivership proceedings. Upon termination of
software service or product; or (l) disclose any source code of which Buyer becomes
the License: (a) Honeywell may repossess Software and all copies, (b) Buyer must
aware. Buyer will not allow or enable a third party to engage in any of the foregoing.
immediately stop use of Software and return, destroy or delete, as directed by Honeywell, all
2.4 Software that the Buyer is not licensed for may be included on storage media for
copies of Software and associated keys from its system; and supply written certification of
administrative convenience. Buyer has no right or license to any unlicensed software.
that destruction, deletion or return, and (c) the license to the Software terminates. These
Buyer must not access or permit any third party access to the unlicensed software.
remedies are cumulative and in addition to any other remedies available to Honeywell and
Software fees do not include support, installation or training. Support, installation and
termination does not affect any cause of action accruing to Honeywell before termination.
training, to the extent offered by Honeywell, may be provided pursuant to a separate
4. BUYER OBLIGATIONS
agreement between the parties. For as long as Honeywell is supporting the Software,
4.1. Buyer must maintain complete, current and accurate records documenting the location,
and subject to prior payment by the Buyer of the applicable support fee, support will be
access and use of Software. Honeywell or its designee may: (a) require Buyer to send
provided per the separate agreement and for each year thereafter, at Honeywell’s then
written certification of compliance with the terms and conditions of this License within
current support fee unless support fees are otherwise specified in the separate
30 days of Honeywell request; (b) upon reasonable notice, audit the records and
Page 1 of 2 HPS Software License_Singapore_English_1 November 2018.docx
electronic logs of access to Software; and (c) obtain true and correct photocopies during
regular business hours at Buyer offices in a manner not to interfere unreasonably with 7. LIMITATION OF LIABILITY
Buyer’s normal business activities. Buyer agrees to provide all cooperation and IN NO EVENT WILL HONEYWELL BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL,
assistance as Honeywell may reasonably request to enable Honeywell to exercise its PUNITIVE, STATUTORY OR INDIRECT DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF
rights under this License. PROFITS, REVENUES OR USE, OR THE LOSS, CORRUPTION, OR RECOVERY OF DATA, OR
4.2 If any audit discloses any underpayment, Buyer must promptly pay Honeywell the BREACH OF DATA OR SYSTEM SECURITY, EVEN IF INFORMED OF THE POSSIBILITY OF THESE
underpaid license fees and related maintenance and support fees with interest at a DAMAGES. THE AGGREGATE LIABILITY OF HONEYWELL RELATED TO THE LICENSE WILL IN NO
monthly rate of the lower of 1.5% or the highest rate allowed by law. If the CASE EXCEED THE LESSER OF THE AMOUNT PAID BY BUYER FOR THE SOFTWARE OR US
underpayment is 5% or more of the total amount of license fees paid for the Software, $1,000,000. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THESE LIMITATIONS AND
Buyer must reimburse Honeywell for its audit costs and audit related expenses. EXCLUSIONS APPLY IF LIABILITY ARISES FROM BREACH OF CONTRACT, INDEMNITY,
5. SOFTWARE LIMITED WARRANTY WARRANTY, TORT (INCLUDING NEGLIGENCE), OPERATION OF LAW, OR OTHERWISE.
5.1 Honeywell warrants that Software, as first delivered by Honeywell, will materially 8. UNITED STATES OF AMERICA GOVERNMENT END USERS
operate according to Honeywell published user documentation for 90 days after date of Software acquired by or for any unit or agency of the United States Government ("U.S.
first shipment to Buyer. Third-party software within Software is warranted for the Government") is classified as "Commercial Computer Software," as that term is defined in
shorter of 90 days or the third party warranty period to Honeywell. If Honeywell the applicable provisions of the Federal Acquisition Regulation and supplements thereto,
confirms a defect in Software during the warranty period then, at no charge to Buyer including the Department of Defense FAR Supplement. The terms and conditions of the
and as Buyer’s sole and exclusive remedy, Honeywell must, at its option, either repair or License pertain to the U.S. Government’s use and disclosure of the Software, and supersede
replace defective Software. Software repaired or replaced is warranted for the any conflicting terms or conditions, except to the extent that any term or condition is
remainder of the original warranty period. Delivery of error correction, updates, inconsistent with United States Federal law. If the U.S. Government requires any rights that
upgrades, changes, revisions or additional copies will not restart or otherwise affect the are not conveyed under this License, those rights will be separately negotiated and will be
warranty period. set forth in a separate written license or in a written addendum to this License.
5.2 Honeywell warrants that the media on which Software is shipped is free of material 9. GENERAL
defects in workmanship for a period of 30 days from date of first shipment. Honeywell’s 9.1 Buyer will comply with all the export control and data privacy and protection laws and
sole obligation for breach of this warranty, and Buyer’s sole remedy, is the replacement regulations of the United States and any country having proper jurisdiction and will
of the media and the Software on that media. obtain all necessary export licenses for any export, re-export, transfer and use of all
5.3 The warranties specified in this Software Warranty clause will not be effective and
product, technology and software purchased, licensed, or received from Honeywell.
Honeywell will have no obligation or liability to Buyer if: (a) Software is not used
9.2 If any provision of the License is determined to be illegal, invalid, or unenforceable, the
according to the applicable documentation and Licensed Use; (b) Software is altered,
validity of the remaining provisions will not be affected.
modified or revised by or for Buyer; (c) Buyer’s computer hardware malfunctions or the
9.3 The failure of either party to enforce at any time any provision of the License may not be
electrical power or external electrical circuitry is defective; (d) Buyer uses Software with
construed to be a continuing waiver of those provisions.
any computer hardware or software not approved or recommended by Honeywell as
9.4 The License is governed by the laws of Singapore, without regard to conflicts of law
compatible with Software in its documentation; or (e) the warranty claim is unrelated to
principles. Application of the Uniform Computer Information Transactions Act and
a warranted defect in Software or cannot be reproduced by Honeywell.
United Nations Convention on Contracts for the International Sale of Goods, 1980, and
5.4 Honeywell does not warrant that the quality or performance of any Software meets
any successor law to either is specifically excluded. Honeywell may seek an injunction or
Buyer’s requirements or that Buyer will achieve any particular results from use of the
enforce a judgment against Buyer in any jurisdiction. Buyer will not bring a legal action
Software or that the Software operates uninterrupted or free from error. Buyer assumes
under the License more than two years after the cause of action arose unless a shorter
full responsibility for: (a) the selection of the Software; (b) the proper installation and
period is required by law.
use of the Software; (c) verifying the results obtained from the use of the Software; and
9.5 The License contains the entire agreement between the Parties regarding the subject
(d) taking appropriate measures to prevent loss or theft of data. Honeywell assumes no
matter and supersedes any prior representation or agreement, oral or written, and all
responsibility or liability for any injury or damage to any persons or property resulting
other communications between the parties relating to the subject matter. All pre-
from the use by Buyer of the Software. Buyer warrants that Buyer will take precautions,
printed terms on Buyer’s order are excluded.
establish procedures and post notices to ensure that persons and property are not
9.6 The License may not be varied or waived except by a written change signed by
harmed in the event of an error, malfunction or unexpected operation of the Software.
authorized representatives of both Parties. Provisions of the License that by their nature
5.5 WARRANTIES IN THIS LICENSE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES,
should continue in force beyond expiration or termination will remain in force. If there
WHETHER WRITTEN, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING
is a conflict between this License and the terms of any other documents or agreements,
WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-
this License prevails.
INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE OR ARISING FROM COURSE
9.7 The License is in the English language only, which language is controlling in all respects,
OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. THE REMEDIES IN THIS
and all versions of this License in any other language are for convenience only and are
LICENSE ARE BUYER’S ONLY REMEDIES FOR BREACH OF WARRANTY. ORAL OR WRITTEN
not binding on the parties.
INFORMATION OR ADVICE GIVEN BY HONEYWELL, ITS DEALERS, DISTRIBUTORS, AGENTS
9.8 Buyer grants Honeywell a royalty-free, fee free, worldwide, irrevocable, perpetual license
OR EMPLOYEES WILL NOT INCREASE THE SCOPE OF THIS WARRANTY. HONEYWELL
to use and incorporate into its products and services any suggestions, comments or other
MAKES NO REPRESENTATIONS OR WARRANTIES ON BEHALF OF ITS LICENSORS.
feedback provided to Honeywell. Buyer will not give any feedback that it has reason to
6. PATENT AND COPYRIGHT INDEMNITY
believe is subject to any third party Intellectual Property claim or right.
6.1 Honeywell will defend any third party suit against Buyer claiming that the Software
infringes a valid United States or Singapore patent or copyright existing as of the License
9.9 Buyer will not delegate, transfer, or assign, by operation of law or otherwise, the
effective date and will indemnify Buyer for any final judgment against Buyer resulting
License, or rights or obligations under it, without Honeywell’s prior written consent and
from the suit provided Buyer: (a) gives Honeywell prompt notice when Buyer becomes
any attempt to do so is void. The License binds any successors or assigns and Buyer must
aware of a third-party claim, (b) gives complete authority and assistance (at Honeywell
present the License to any assignee and the assignee must agree in writing to be bound
expense) for disposition of the claim, and (c) makes no prejudicial admission about the
by the License. For purposes of this Section, assignment includes any change in control
claim.
of the Buyer or the merger of the Buyer with any other legal entity.
6.2 Honeywell has no liability for: (a) Software supplied per Buyer designs, drawings or
specifications, (b) Software used other than for the purpose for which it is delivered, (c) THE SOFTWARE AND DOCUMENTATION ARE PROTECTED BY COPYRIGHT LAW OF THE UNITED
claims resulting from combining Software with a product or software not supplied by STATES AND OTHER COUNTRIES AND INTERNATIONAL TREATY. UNAUTHORIZED
Honeywell, (d) modification of Software by other than Honeywell, (e) compromise or REPRODUCTION OR DISTRIBUTION IS SUBJECT TO CIVIL AND CRIMINAL PENALTIES.
settlement made without written Honeywell consent; (f) claims resulting from Buyer’s
failure to install updates, upgrades, error corrections, changes, or revisions, or (g) Buyer’s
costs or attorney fees.
6.3 If an infringement claim is made or is likely, Honeywell may at its option and expense:
(a) procure the right for Buyer to continue using the Software, (b) modify the Software
to be non-infringing, or (c) accept return of the Software (and terminate the License) and
credit Buyer the purchase price paid for the Software, less reasonable depreciation for
use, damage and obsolescence. Failure of Buyer to accept any of the above remedies in
lieu of the infringing Software will relieve Honeywell of all liability for infringement.
Failure to ship infringing Software will not breach the License.
6.4 THIS SECTION STATES HONEYWELL’S ENTIRE LIABILITY AND BUYER’S SOLE RECOURSE
AND EXCLUSIVE REMEDIES WITH RESPECT TO INFRINGEMENT. ALL WARRANTIES
AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, WHETHER STATUTORY,
EXPRESS OR IMPLIED, ARE DISCLAIMED.
Page 2 of 2 HPS Software License_Singapore_English_1 November 2018.docx

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Honeywell Process Solutions Proposal

Experion Migration to R51X.x

KEPCO SPC Power Corp

Honeywell Pte Ltd

This document was prepared by: Sarath K / MQ

This document was reviewed for submittal by: Benjie P. Villacorte

Rev. Date By Description

0 25-June-2019 MQ Initial Budgetary Proposal

2 11-Mar-2020 SK Revised Budgetary Proposal

1. Executive Summary........................................................................................................................ 1-3

2. OFF - PROCESS MIGRATION......................................................................................................... 2-1

3. Scope Description .......................................................................................................................... 3-2

4. System Hardware / Software Summary ......................................................................................... 4-1

5. Pricing Summary ............................................................................................................................ 5-5

6. Commercial Terms and Condition ................................................................................................. 6-6

KEPCO SPC Power Corp Proprietary and Confidential

7. Honeywell Standard T&C’s ............................................................................................................ 7-1

KEPCO SPC Power Corp Proprietary and Confidential

1.1 Basis of Proposal

Please refer to the assumptions and exclusions below.

KEPCO SPC Power Corp Proprietary and Confidential

Phase 1 - Unit #2 Upgrade during Unit #2 TA

• EBR Upgrade for Unit 1 and Unit 2

KEPCO SPC Power Corp Proprietary and Confidential

3.1 Experion® PKS R511 Release

Following are some of the new features and enhancements:

KEPCO SPC Power Corp Proprietary and Confidential

3.2 Migration Approval and Scheduling

KEPCO SPC Power Corp Proprietary and Confidential

3.3.1 Pre-Migration Audit

• Formal introduction of both Honeywell / customer project team members/points of contact.

3.3.3 Graphics Requirements Review

3.3.4 Site Preparation

3.4 Off-Process Migration of the Experion System

KEPCO SPC Power Corp Proprietary and Confidential

3.4.1 System Checkout and Approvals

KEPCO SPC Power Corp Proprietary and Confidential

The following major assumption will apply:

KEPCO SPC Power Corp Proprietary and Confidential

KEPCO SPC Power Corp Proprietary and Confidential

1. The following are explicitly excluded from Honeywell scope of supply:

KEPCO SPC Power Corp Proprietary and Confidential

KEPCO SPC Power Corp Proprietary and Confidential

4.1 Phase 1: Experion Upgrade for Unit #2

MODEL DESCRIPTION QTY

EP-UPANRX EXPERION PKS UPGRADE UNIT - RELEASE MINUS X 1735

EP-PKS511 Experion PKS R511 Media Kit 1

EP-IRSL25 ALLEN BRADLEY RSLINX SOFTWARE, VER. 2.5 2

EP-DONENB EXPERION SOFTWARE PROTECTION DONGLE ENAB 1

EP-DONUSB EXP/VISTA USB SOFT. DONGLE 2

B. Hardware Upgrade Kits

UPG, EPKS SERVER, PERFORMANCE DELL R340XL

Server platform upgrade providing the Performance level Dell

UPG, EPKS STATION, DELL T5820XL

C. C200 to C300 Upgrade using UHIO

TC-CSUG50 C200 TO C300 CONTROL SOLVER UPG, 50MS 8

CC-ZHR041 UHIO CB/EC/C200/HPM W/RED C300/CF9 8

CC-ZHMT10 C300 Horizontal Mntng Kit in PM Cabinet 8

Cable, 100-Base-T, Short, YEL BOOTS 36IN (C300 to CF9 FTE

CABLE 100-BASE-T SHORT GRN BOOTS 36IN (C300 to CF9

51454475-100 RAM CHARGER MODULE 8

51202329-722 I/O Link Cable Pair, Extension 36 inch, 8

KEPCO SPC Power Corp Proprietary and Confidential