REQUEST FOR PROPOSALS

FOR THE DESIGN AND CONSTRUCTION OF SOLAR PHOTOVOLTAIC SYSTEMS AT

PORT JERSEY - PORT AUTHORITY MARINE TERMINAL (PJPAMT) AND PORT

NEWARK (RFP No. 6000003024)

December 8, 2025

DESIGN AND CONSTRUCTION OF SOLAR PHOTOVOLTAIC SYSTEMS AT PORT

JERSEY - PORT AUTHORITY MARINE TERMINAL (PJPAMT) AND PORT NEWARK

RFP NO. 6000003024

RFP TITLE The full title of this RFP is:

RFP FOR DESIGN AND CONSTRUCTION OF SOLAR

PHOTOVOLTAIC SYSTEMS AT PORT JERSEY - PORT

AUTHORITY MARINE TERMINAL (PJPAMT) AND PORT

NEWARK

RFP #6000003024

developers should reference the RFP # on all correspondence.

CONTACT

PERSON

The Contact Person for this RFP is:

Cooper Zablocki Procurement Department The Port Authority of New York & New Jersey E-Mail: czablocki@panynj.gov

RESTRICTION ON

COMMUNICATION

A restricted period is currently in effect for this procurement and will remain in effect until the Port Authority's Board of Commissioners authorizes the Power Purchase (or other resulting) Agreement.

PROPOSAL DUE

DATE

January 23, 2026, before 2 p.m. Eastern Standard Time

(EST).

SUBMITTAL

LOCATION

The Submittal Location is via Euna Procurement/Bonfire mailto:czablocki@panynj.gov

Table of Contents

1. INTRODUCTION

1.1 INVITATION TO PROPOSE

1.2 DEVELOPER REQUIREMENTS

1.3 PROJECT SUMMARY

2. THE RFP PROCESS

2.1 RFP SCHEDULE

2.2 PROCUREMENT PARTICIPANTS

2.2.1 Contact Person

2.2.2 Developer Representative

2.3 QUESTIONS AND CLARIFICATIONS

2.4 RELEASE OF THIS DRAFT RFP AND ADDENDA

2.5 AMENDMENTS TO THE RFP

2.6 CONFLICTS OF INTEREST

2.7 PRE-PROPOSAL MEETING

2.8 SITE VISIT

2.9 COLLABORATIVE DIALOGUE MEETINGS

2.9.1 Purpose

2.9.2 CDM Protocol

2.9.3 Attendance of Key Personnel and Key Support Personnel

2.9.4 Number of CDMs

2.9.5 Non-Binding

2.10 PROPOSAL EVALUATION

2.11 INFORMATION SECURITY REQUIREMENTS

2.12 AVAILABLE PROJECT INFORMATION AND APPENDICES

3. PROPOSAL ELEMENTS AND QUALIFICATIONS

3.1 TABLE OF CONTENTS

3.2 AGREEMENT ON TERMS OF DISCUSSION (APPENDIX F)

3.3 COVER LETTER

3.4 EXPERIENCE & QUALIFICATIONS

3.4.1 Developer’s Minimum Requirements

3.4.2 Team Capabilities

3.4.3 Energy Production Assurance

3.4.4 Claims, Bankruptcy & Qualification Finding

3.4.5 Safety

3.5 PROJECT SUMMARY

3.6 CONTRACTING

3.6.1 Legal Redlines

3.6.2 Term Sheet and Power Purchase Agreement (PPA) Execution

3.6.3 Tri-Party Agreement with Tenant (Appendix D)

3.6.4 Safe Harbor Contract Requirements

3.7 COST PROPOSAL AND RATE SHEETS (APPENDIX B)

3.7.1 Overview and Purpose

3.7.2 Pricing Flexibility and Post-Award Adjustment

3.7.3 General Instructions

3.7.4 Standardized Cost & Modeling Assumptions (for Appendix B)

3.7.5 Pricing Assumptions Narrative (Cross-Reference to Appendix B)

4. PROPOSAL EVALUATION CRITERIA

4.1 EVALUATION CRITERIA:

4.1.1 Technical Solution

4.1.2 Developer Team Qualifications and Experience

4.1.3 Project Delivery & Risk Mitigation

4.1.4 Project Approach & Understanding

4.1.5 Cost Effectiveness

5. AVAILABLE PROJECT INFORMATION AND APPENDICES

1. INTRODUCTION

1.1 Invitation to Propose

Through this Request for Proposals, The Port Authority of New York and New Jersey (“the Port Authority”) invites developers to submit competitive Proposals for the design, construction, financing, ownership, operation and maintenance for solar photovoltaic (PV) systems at Port Jersey Port Authority Marine Terminal (Port Jersey) and Port Newark.

1.2 Developer Requirements

Only proposals from developers that can demonstrate compliance with the following requirements, shall be considered. Developers that do not meet these requirements shall not be considered.

1. Developed a minimum of 10 solar projects

2. Developed a minimum of 15 MW of solar

3. Obtained three references from past customers

A determination that a developer meets the forgoing requirement(s) is no assurance that the firm will be selected for the performance of the subject services.

1.3 Project Summary

The Port Authority of New York and New Jersey (“the Port Authority”) desires to implement renewable distributed energy resources (“DER”) throughout its facilities, with the goal of installing 50 MW by 2030, maximizing the economic and environmental benefits for the Port Authority, and supporting the Port Authority’s goals of a 50% reduction by 2030, and net zero for all emissions by 2050.

Port Authority is requesting proposals to implement solar photovoltaic (“PV”) at two project locations:

• Port Jersey (Cruise Terminal Roof, Cruise Terminal Parking Garage, Cruise Terminal Parking, Teardrop Memorial Parking Lot) – front-of-the-meter systems expected to participate in New Jersey’s Community Solar (“CS”) and/or Remote Net Metering (“RNM”) programs; and

• Port Newark (Buildings 111, 255, and 260) – rooftop, behind-the-meter systems serving on-site Port Authority electrical loads – behind-the-meter systems encouraged, but not required, to provide both Power Purchase Agreement (“PPA”) and purchase option pricing

Developers may submit proposals for one or both project groups. The Port Authority may award the projects to one developer for both locations or to different developers for each location, and reserves the right to not award one or both projects, at its sole discretion.

Developers should not include alternate sites beyond the Project locations identified in this RFP. The Authority reserves the right to add additional project sites at a future date to be discussed with the developer(s) in detail. Design assumptions, minimum technical requirements, and project site overviews for these locations are set out in Appendix A.

The Port Authority intends to complete this procurement on an expedited basis to support the Project’s eligibility for the Federal Investment Tax Credit (“ITC”). Developers are encouraged to propose innovative, creative, and commercially reasonable approaches to achieve safe harbor prior to July 4, 2026. Examples may include early procurement or partial construction mobilization activities consistent with Internal Revenue Service (IRS) guidance.

developers should clearly describe their safe harbor strategy and related assumptions in their proposal.

Contract documents will be negotiated between the Port Authority and the selected developers(s) based on term sheets that will be issued as an addendum to this RFP, with no upfront contract cost to the Port Authority.

For Port Jersey, in addition to the project contracts to be executed between the Port Authority and the selected developer, a separate tri-party agreement will be required among the Port Authority, the selected developer, and Royal Caribbean Group to govern site access, construction coordination, and operational requirements for the project area.

With their proposals, developers must indicate that all relevant term sheets have been reviewed and submit any proposed redline changes against the original text they would seek during negotiation.

Developers must demonstrate past success in the development, design, installation, operation and maintenance of DER on a similar scale and installation scope.

The Port Authority will use “best value” evaluation criteria to award the contract to the selected developer or developers. Best value evaluation criteria are set out in Part 4:

Proposal Evaluation Criteria and will be based on such criteria as technical competency, technical approach, strength of management team, price, risk analysis, and schedule for project delivery and completion.

In no event shall the Port Authority be bound by, or liable to any developer or selected developer for, any obligations with respect to a Project until such time (if at all) as the Port Authority negotiates, authorizes, and executes a contract with the selected developer, and then only to the extent set forth in such contract. An executed contract is only valid after it has been signed by both parties.

2. THE RFP PROCESS

2.1 RFP Schedule

The following represents the current RFP schedule ("RFP Schedule"):

Event Timeframe

Issue RFP December 8, 2025

Pre-Proposal Meeting December 12, 2025

Site Visit December 17, 2025

Collaborative Dialogue Meeting(s) Question and Agenda Due Date

December 22, 2025

Conduct Collaborative Dialogue Meeting(s) December 2025 – January

RFP Questions Due Date Seven calendar (7) days prior to Proposal Due Date

Proposal Due Date January 23, 2026

Interviews and Review Proposals January - February 2026

Recommendation to Award February 2026

Due Diligence Period February 2026 – August 2026

Execute Agreement August 2026

All dates and times in the RFP Schedule reflect the Port Authority’s anticipated timing of the occurrence of the events listed and are subject to change, in the Port Authority’s sole discretion.

2.2 Procurement Participants

2.2.1 Contact Person

The Port Authority's "Contact Person" for this RFP Process is:

Cooper Zablocki Senior Buyer 212-435-4639 czablocki@panynj.gov

The Contact Person is the Port Authority’s and each developers’ single point of contact and source of information for this RFP phase of the procurement process.

2.2.2 Developer Representative

Each developer must designate one individual to be its authorized representative for communication with the Contact Person during the RFP Process, known as the “Developer Representative.” If at any time a developer wishes to change its Developer Representative, the developer must notify the Port Authority in writing of the change and the name, address and other contact information of the new designated individual. Each developer is responsible for ensuring that the contact information for its Developer Representative remains current during the RFP Process.

If a developer fails to provide the Port Authority with its Developer Representative's updated contact information, the developer may not receive important communications from the Port Authority. The Port Authority will not be responsible for any missed communications whether transmitted to the correct or incorrect Developer Representative.

2.3 Questions and Clarifications

Developers may make inquiries regarding this RFP only by submitting questions or requests for clarification to the Contact Person by email no later than the date and time set out in the Procurement Schedule. Questions submitted to anyone other than the Contact Person or by any means other than email will not be answered. Any developer that has questions as to the meaning of any part of this RFP or the Project or who believes that the RFP contains any error, inconsistency, ambiguity, or omission, must submit its concern, in writing, to the Contact Person.

All questions or request for clarification submitted by potential developers may be provided, without expressly identifying the originator, along with answers, through the Euna Procurement/Bonfire website. Subject to Section 2.8.5, any oral or written response we provide in connection with this RFP will neither be binding on us nor will it change, modify, amend or waive the requirements of this RFP in any way. Potential developers must not rely on any response provided other than an Addendum.

2.4 Release of this Draft RFP and Addenda

The Port Authority may issue revised versions of this RFP reflecting any changes implemented through the issuance of Addenda and any other amendments, changes, or modifications that the Port Authority deem to be necessary. This will also include contract documents that will be issued as an addendum at a later date. Each revised version of this RFP will be identified by version number and date.

2.5 Amendments to the RFP

If necessary, Addenda will be issued to amend conditions or requirements of this RFP.

Addenda will be disseminated to those firms who have expressed their intent to respond to this RFP and by posting to Euna Procurement/Bonfire notifying firms that revised documents have been uploaded to the secure online data room. Developers are advised to visit the website regularly to check for Addenda. The final Addendum will be posted on Bonfire no later than seven calendar days prior to the RFP Due Date. If an Addendum is issued within seven days of the RFP Due Date, and the Addendum modifies any of the submittal requirements under this RFP, the RFP Due Date will be revised to allow for additional time for Developers to consider the Addendum and submit their RFPs.

2.6 Conflicts of Interest

If any developer or any individual on its developer team has a possible conflict of interest or may give the appearance of a possible conflict of interest, the developer must notify the Port Authority in writing as soon as it becomes aware of the possible conflict. The Port Authority reserves the right to disqualify a developer if any interest disclosed from any developer team member or otherwise brought to the attention of the Port Authority could create a conflict of interest or give the appearance of a conflict of interest. The Port Authority’s determination regarding any questions of conflict of interest will be final.

The following entities and individuals are prohibited from submitting a Proposal and from participating in any capacity as a member of a developer team in respect of the project:

1. any firm that has been contracted by the Port Authority in the preparation of this

RFP;

2. any entity that is a parent, affiliate, or subsidiary of any of the foregoing entities described in Section 2.6 (1) above, or that is in control, or is controlled by or is under common control with any of these entities;

3. any entity that will be involved in reviews by the Port Authority of any submissions/deliverables to be provided under this Agreement;

4. any individual who is or was an employee of the Port Authority and was involved in the development of this RFP or any other documents relating to the procurement of the project, the evaluation criteria or the technical criteria for the Project; and

5. any individual who is or was the Port Authority’s consultant and was involved in the development of any other documents relating to the procurement of the project, the evaluation criteria or the technical criteria for the project.

In addition, if the developer or any employee, agent or subcontractor/subconsultant of the developer may have, or may give the appearance of a possible conflict of interest, the developer shall include in its Response a statement indicating the nature of the conflict and a proposed mitigation plan. The Authority reserves the right to disqualify the developer if, in its sole discretion, any interest disclosed from any source could create, or give the appearance of, a conflict of interest. The Authority reserves the right to disqualify the developer if, in its sole discretion, it is not possible to mitigate the conflict of interest, with respect to any conflict disclosed from any source. The Authority's determination regarding any question(s) of conflict of interest shall be final.

2.7 Pre-Proposal Meeting

The Port Authority will conduct a Pre-Bid Proposal Meeting via Microsoft Teams on Friday, December 12, 2025, at 10:00 PM ET to discuss the RFP and proposal requirements. Parties interested in attending the Microsoft Teams Pre-Proposal Meeting shall email the Buyer, Cooper Zablocki, at czablocki@panynj.gov no later than 12:00 PM mailto:%20czablocki@panynj.gov of the business day preceding the scheduled Pre-Proposal Meeting date. You will receive a Microsoft Teams invitation via email, which you must “Accept.”

2.8 Site Visit

The Port Authority will invite all developers to participate in one site visit during the RFP Process. The site visits will allow developers to tour and physically inspect parts of the Project Sites prior to the Proposal Due Date.

2.9 Collaborative Dialogue Meetings

2.9.1 Purpose

The Port Authority will invite each developer to participate in confidential meetings with the Port Authority (each a "Collaborative Dialogue Meeting" or "CDM"). The purpose of the CDMs is to provide a process that will assist the developers to develop optimal solutions for the project that will provide the best value to the Port Authority, while also minimizing the risk that a developer’s technical solution is unresponsive to the project requirements, the project goals and the requirements in the requirements and Provisions for Work (RPW).

Developers may also raise key issues with the Port Authority during CDMs, such as schedule, or any potential solutions and approaches that the developer may be considering for various aspects of its Proposal.

Times and dates of CDMs are subject to change at the Port Authority’s sole and absolute discretion. The developer's failure to attend a scheduled CDM is at the developer's own risk and, where required by this RFP or the Port Authority, may result in the developer's disqualification.

The Port Authority may decide to schedule parallel CDMs by topic, such as by technical, legal and commercial, on the same day and possibly at the same time as other CDMs, or may schedule an Ad Hoc Meeting, in order to facilitate the RFP Process in the most efficient manner.

Unless otherwise notified by the Port Authority, all CDMs will be held virtually.

2.9.2 CDM Protocol

Any statement that the Port Authority, or its Associates make at a CDM will not and cannot be deemed or considered to be an indication of preference, acceptance or rejection of anything the developer says or does or any information the developer presents. No part of the evaluation of Proposals will be based on the conduct or discussions that occur during a CDM.

At the CDMs, the developer must not seek to obtain commitments or information from the Port Authority that are not similarly available to other developers, or otherwise seek to obtain an unfair competitive advantage over any other developer. Lobbyists, journalists and any other third parties that are not members of the developer Team are prohibited from attending or participating in any CDM. Governmental or other third-party observers are also prohibited from attending any CDM.

The Port Authority may provide additional requirements and other information relating to specific CDMs prior to any CDM.

2.9.3 Attendance of Key Personnel and Key Support Personnel

At each CDM, the developer must bring key personnel and key support personnel which the developer considers reasonably necessary for effective communication with the Port Authority and to fulfil the objectives of the CDMs, provided such key personnel or key support personnel have been identified and are available to participate in the CDM. The number of participants at any CDM may be limited.

Because of the confidential nature of these meetings, the agenda, minutes and any follow-up discussions or communications will not be subject to disclosure prior to award of the Project, subject to the Port Authority’s Public Records Access Policy.

2.9.4 Number of CDMs

The Port Authority may hold one or more CDMs with each developer prior to the Proposal Due Date. If the Port Authority considers it desirable or necessary to schedule additional or fewer CDMs, it may amend the RFP Schedule in its sole and absolute discretion.

2.9.5 Non-Binding

To facilitate free and open discussion at the CDMs, developers should note that any comments provided by or on behalf of the Port Authority during any CDM, including in respect of any particular matter raised by a developer or which is included in any documents or information provided by a developer prior to or during the CDM, and any positive or negative views, encouragement or endorsements expressed by or on the Port Authority’s behalf during the CDM to anything said or provided by a developer, will not in any way bind the Port Authority and will not be deemed or considered to be an indication of a preference by the Port Authority even if any course of action suggested in any such comment is adopted by a developer. Developers must not rely upon anything said or indicated at the CDM except as set forth in an addendum to the RFP and may not use anything said during the CDM as a basis for a protest of this procurement.

No response or other statement by the Port Authority or its Associates or a written record or summary of any CDM will provide, or may be construed as:

(a) an approval or authorization of any item discussed or not discussed;

(b) a waiver or modification to these Instructions to Developer (ITD) or any other part of this RFP and may not be relied on by the developer unless it is incorporated in Addenda in accordance with the processes and procedures set out in this ITP; or

(c) an indication or suggestion on how the developer should comply with this RFP. The developer will be left to form its own view of how best to incorporate the Port Authority’s responses, as applicable, into its Proposal.

In addition to responding to the developer's questions, the Port Authority may unilaterally request information be presented or provided or indicate where it may have questions or comments on the information presented.

2.10 Proposal Evaluation

Developers will submit proposals to Port Authority by the Proposal Due Date. Port Authority will review proposals for compliance with the rules and requirements of this RFP as well as the evaluation criteria provided in Part 4.

As part of the evaluation, Port Authority may request developers participate in a presentation and/or interviews in regard to their proposals.

Proposals will be evaluated on (1) Technical Solution, (2) Developer Team Qualifications and Experience, (3) Project Delivery and Risk Mitigation, and (4) Project Approach and Understanding.

2.11 Information Security Requirements

As part of the project, developers may also need to meet the Information Security Handbook Requirements (“ISH”) in order to receive a link from the Authority to download project documents containing protected information. Should any documents containing protected information be released, we will post a notice to developers.

2.12 Available Project Information and Appendices

To assist developers in preparing comprehensive and informed proposals, the Port Authority is providing a set of supporting materials and reference documents (collectively, the “Available Project Information”). These materials are included with this RFP and will be made available through a secure online data room upon request from the developer.

The developer’s Representative must reach out to Cooper Zablocki via email at czablocki@panynj.gov requesting to obtain access to the online data room.

The Available Project Information are to provide the developers with certain relevant information that is in the Port Authority’s possession and consist of certain completed studies, reports and investigations undertaken by the Port Authority’s team for the Project. To the extent that the Port Authority undertakes any additional investigative activities, the information the Port Authority obtains from these activities may be provided to the developers during the RFP Process. The Port Authority makes no representation, warranty or guarantee as to, and will not be responsible for, the relevance, completeness, accuracy, adequacy or fitness for any purpose of any of the Available Project Information.

The Port Authority hereby advises the developers that any developer’s reliance on any conclusions from the same on the Available Project Information, including the Concept Design and the RPW Drawings, will be at the developer’s sole risk. The Port Authority will not be responsible for any conclusions drawn from any of the Available Project Information by the developers.

Upon request, a link will be shared with the developer, allowing them access to download the following Available Project Information. Note, the Contract Templates and Tri-Party Term Sheet may not be immediately available; however, once they are uploaded into the secure online data room, an Addendum will be published notifying developers.

2.12.1 Appendices

1. Appendix A: Requirements and Provisions for Work (RPW) – Describes the technical scope, design assumptions, performance requirements, and site-specific construction and operational constraints applicable to all project sites.

2. Appendix B: Cost Proposal and Rate Spreadsheet – The standardized Cost Structure Spreadsheet to be completed by all developers in accordance with the requirements outlined in Tab 6: Cost Proposal and Rate Sheets.

3. Appendix C: Contract Term Sheets – Term sheets for a Power Purchase Agreement (PPA), Site License Agreement, and Community Solar License Agreement, to be used as the basis for negotiation with the selected developer(s), will be issued as an addendum.

4. Appendix D: Tri-Party Term Sheet – The preliminary term sheet developed by the Port Authority and Royal Caribbean Group, setting forth the key principles governing site access, construction coordination, and operational requirements for the Port Jersey project area.

5. Appendix E: MBE / WBE / SDVOB Participation Plan Form - Forms to be completed by the developer to document the proposed participation plan and commitments toward Port Authority of New York and New Jersey diversity goals.

6. Appendix F: Agreement on Terms of Discussion - Required acknowledgment form confirming the developer’s agreement to be bound by the terms of the RFP discussions and confidentiality provisions.

2.12.2 Available Project Information

1. Site Information – Detailed maps, drawings, photos, electrical one-lines, structural evaluations, and geotechnical information for each project site, including both Port Jersey and Port Newark (Buildings 1, 2, and 3).

2. Prior Feasibility and Technical Assessments – Reports, analyses, and design documents previously prepared to evaluate project feasibility. The Port Authority elected not to proceed at that time, and the resulting studies are being provided for reference only.

a) Developers are advised that the Port Authority makes no representation or warranty regarding the accuracy, completeness, or suitability of any information contained in the Available Project Information. Developers are responsible for performing their own due diligence, verifying all site conditions, and drawing independent conclusions based on their investigations. Reliance on any portion of the Available Project Information shall be at the developer’s sole risk.

b) Each developer must acknowledge in its proposal that it has reviewed the Available Project Information and incorporated its independent evaluation of these materials into its design, pricing, and risk assessment.

3. PROPOSAL ELEMENTS AND QUALIFICATIONS

(Mandatory Response Items - to be submitted in the order below only)

Developers must use the document format below to respond to this RFP. Be as specific and detailed as possible with your responses. Only information that is essential to understanding and evaluating the proposal should be submitted. Items not specifically and explicitly related to the RFP and proposal (e.g. brochures, marketing material, etc.) will not be considered in the evaluation. A proposal that does not include all of the information set forth below may be deemed non-responsive and subject to rejection.

3.1 Table of Contents

Proposal shall include a table of contents listing the individual sections of the proposal and their corresponding page numbers. Tabs should separate each of the individual sections.

3.2 Agreement on Terms of Discussion (Appendix F)

The developers are advised that the Port Authority is subject to its Access to Port Authority Public Records Policy, and any amendments thereto. The Port Authority’s Access to Port Authority Public Records Policy can be found at http://corpinfo.panynj.gov/documents/Access-to-Port-Authority-Public-Records/. The Port Authority will notify the developer in writing, of any Public Records Access requests that seek records of the developer and will provide the developer with an opportunity to object that all or a portion of their records are exempt from disclosure under the Public Records Access policy.

3.3 Cover Letter

Provide a cover letter that references this RFP title and sets out the following:

1. Confirmation that the developer agrees to be bound by the terms of the RFP.

2. The name, telephone, address, and e-mail address of one business person who is the organization’s designated representative.

http://corpinfo.panynj.gov/documents/Access-to-Port-Authority-Public-Records/

3. An indication of what information, if any, in the proposal the developer considers to be proprietary and confidential.

3.4 Experience & Qualifications

Provide all of the following information, as applicable. Please mark “N/A” only if such information/experience is non-existent. Please highlight project(s) completed in New Jersey and include date(s) of completion.

3.4.1 Developer’s Minimum Requirements

Provide documentation that confirms your firm meets the minimum developer requirements as set forth in Section 1.2 and below:

1. Developed a minimum of 10 solar projects

2. Developed a minimum of 15 MW of solar

3. Provide 3 references from past customers

3.4.2 Team Capabilities

Provide your firm’s organizational chart that describes the reporting relationships of all key personnel and team members/partners. Include names and resumes of key personnel who will be assigned to this project, including subcontractors.

3.4.3 Energy Production Assurance

1. Provide specific information regarding your firm’s experience with guarantees/warranties for equipment performance and expected energy production.

2. Describe any consequences, fines, claims, or penalties your firm has incurred because a DER system did not perform as expected.

3. Describe any third-party verification of predicted or actual energy production or project performance used by your firm.

3.4.4 Claims, Bankruptcy & Qualification Finding

Provide a claims statement indicating any and all suits or claims in which your firm or any of your firm’s personnel were parties and which are related to construction projects within the past five years.

1. If applicable, include a claim or other demand asserted against any bid bond, performance bond, or payment bond posted by your organization in connection with any construction contract or your submittal of a bid/proposal for a construction contract or DER project contract.

2. Respond to the following questions:

a. Has your firm ever been required to pay any fines, compensation or restitution, been subject to a consent order, or been found guilty of or pleaded no contest to being in violation of any federal, state or local environmental laws, rules or regulations.

b. Has your firm ever been declared in default or terminated for cause under a construction contract or DER operating contract? If “yes” provide details of that situation.

c. Has your firm or any predecessor to your firm, or any of its owners, officers, or partners ever been found liable in a civil suit, or found guilty in a criminal action, or for making any false claim or material misrepresentation to any public agency or entity? If “yes” provide details of each conviction.

d. Has your firm or any predecessor to your firm, been in bankruptcy any time during the past five years? If “yes” provide details of such situation.

e. In the past five years, has your firm or any predecessor to your firm, been denied an award of a public works contract based on a finding by a public agency that your organization was not a responsible bidder? If “yes” provide details of such situation.

f. Has your firm’s license been suspended or revoked at any time during the last five years? If “yes” provide details of that situation.

g. Is your firm currently ineligible to bid on, or be awarded, or perform as a subcontractor on a public works contract? If “yes” provide details of that situation.

h. At any time during the last five years, has your firm or any of its owners or officers been convicted of a crime involving the awarding of a contract of a government construction project or the bidding or performance of a government contract? If “yes” provide details of that situation.

i. Has your firm been assessed and paid liquidated damages for a project under contract with either a public or private owner? If “yes” provide details of that situation.

j. Has your firm or any predecessor to your firm, or any of its owners, officers, or partners, been debarred, disqualified, removed or otherwise prevented from bidding on or competing for any public works project? If “yes” provide details of that situation.

k. Has your firm had any claim concerning contractor’s work on a construction project been filed in court or arbitration? If “yes” provide details of that situation.

l. Has any insurance carrier, for any form of insurance, refused to renew the insurance policy for your firm? If “yes” provide details of that situation.

m. Has your firm ever been denied bond coverage by a surety company, or has there ever been a period of time when your firm had no surety bond in place during a public construction project when one was required? If “yes” provide details of that situation.

n. Has your firm ever been required to pay either back wages or penalties for failure to comply with NY State’s prevailing wage laws or the federal Davis‐Bacon prevailing wage requirements? If “yes” provide details of that situation.

3.4.5 Safety

1. List your firm’s Experience Modification Rate (“EMR”) for each of the past three years.

2. List your firm’s Occupational Safety and Health (“OSHA”) ratings

Recordable Incident Rates (“RIR”) and Lost Workday Incident Rates (“LWIR”) for the past three years.

3.5 Project Summary

All infrastructure and systems proposed under this RFP must conform to industry best practices and must meet all minimum technical and proposal requirements as set forth in Appendix A. developer shall provide a narrative that describes its proposal for design, permitting, interconnection, and equipment and systems explaining why each of these elements were selected as the optimal choice.

Developer shall present a clear and concise description of the developer’s overall approach to participating in this Project at the Project Sites that describes its understanding and ability to meet the project objectives and requirements. The developer should clearly articulate its objectives, goals, and strategy to successfully implement these projects.

The narrative should, at a minimum, address the following items in sections:

3.5.1 Technical Narrative: The developer shall submit detailed narrative description of the approach to be taken in installing the proposed project. Should any parking spaces be impacted, the narrative must explicitly state the projected number of parking spaces that will be lost, both during construction and permanently. Determine and identify if retrofitting of any existing infrastructure (structural, electrical, fire alarm/protection etc.) will be necessary. Identify any critical items that may be necessary for construction and may have operational impact to the facility (e.g., area/space closures, utility shutdowns). The narrative description shall not exceed 5 pages.

3.5.2 Conceptual Drawings/Documents: The developer shall submit conceptual drawings and supporting documentation for each site. Identify any critical items that may be necessary for construction and may have operational impact to the facility (e.g., area/space closures, utility shutdowns). The submission shall at minimum include concept plans for each site and location. The developers are strongly encouraged to submit renderings to better articulate design.

3.5.3 Project Schedule: The developer shall submit schedule for design and construction activities for each site identifying durations for each site to become active/operational. The schedule shall clearly articulate construction staging of overall project.

Developers shall review the allowable construction schedule for the project sites provided in Appendix A, past and present NJBPU Community Solar or other program deadlines, and applicable ITC placed-in-service requirements. Developers shall provide a summary schedule that clearly identifies how their proposed construction schedule aligns with these programmatic and regulatory milestones. Any risks to achieving these deadlines must be identified, along with mitigation strategies.

3.5.4 Project Management: The project management plan shall clearly articulate what design and construction activities/tasks the developer plans to perform in-house versus contracting out. If developer plans to use subcontractors, describe how developer plans to manage subcontractors. The description shall include the organization of the team, including subcontractors and a description of the services to be performed by the subcontractors and a description and representation of accountability and lines of authority of developer’s team. The developer shall use organizational chart if needed.

The summary shall not exceed 3 pages.

3.5.5 System Equipment: The system proposal shall describe the availability, supply and quality of proposed equipment. This section shall include:

1. Proposed system overview for each proposed project site, including:

a. Annual Capacity Factor (%)

b. Expected First-Year Generation (MWh/Year)

c. Mounting approach

d. Proposed System Efficiency (kWh/kW/Year)

e. Predicted Annual Degradation Rate (%)

f. Tilt and Azimuth: Explain reason for selection of tilt and azimuth

2. Proposed Equipment List, including:

a. Inverter make/model and efficiency

b. PV Module make/model, type, rating

c. Racking/Mounting system

3.5.6 Risk Management: Developer shall provide a summary description of the proposed approach to identify, analyze, and respond to potential risks associated with the projects. At a minimum, include the initial identification of significant technical, resource, and management issues that have the potential to impede project progress and strategies to minimize impacts from those issues.

Developers must explicitly provide their assumptions regarding eligibility for the ITC, and any bonus adders. Developers must describe their plan to manage ITC risk, including the potential impacts of not receiving the ITC or related adders, and contingency measures should expected ITC value not materialize. Proposals must explicitly state who bears what risk in all scenarios.

3.5.7 Communications: Developer shall describe the communications needs and expectations for the project team. At a minimum, the communications plan should include methods of communicating with the Port Authority. The plan shall include regular meetings between the developer and the Port Authority as well as periodic written reports provided to the Port Authority to provide updates on the progress and status of the Project Sites relative to the schedule, any proposed changes to the project, any actual or anticipated problems or delays and actions or solution to resolve any delays or project issues.

3.5.8 Financing: Developer shall provide a detailed description of how the developer will finance the projects. Identify all financial partners that will be involved in the project, and note whether there will be a guarantor standing behind any specific financial obligations, including security on project milestones. Developer shall provide the anticipated source(s) of Tax Equity investors and their required rate of return. Describe in this plan all available tax credits, incentives, and subsidies that will be used to finance the project, and how these will be used in the financing of the projects. If there is no financing partner, Port Authority will evaluate the financial plan of the seller/ developer itself.

3.5.9 Operations and Maintenance: Developer shall provide Operation & Maintenance (“O&M”) services for the full term of the contract. Please describe the proposed O&M procedures for the system, detailing duties performed and if the contract will be maintained with the developer or a third-party provider. Developer should also provide the contact details for the person responsible for responding to service calls from the Port Authority and any minimum response times for common O&M services.

3.5.10 Decommissioning Plan: Developer shall provide information regarding the proposed approach to system decommissioning, including a plan for ensuring that funding will be available to decommission the system at the end of the contract term.

Please indicate if some or all of the system will be recycled. All decommissioning responsibilities and associated fees will be the sole responsibility of the developer.

3.5.11 MWBE Requirements: The Port Authority has set a goal of twenty percent (20%) participation by qualified and Port Authority certified Minority Business Enterprises (MBEs) and ten percent (10%) for qualified and Port Authority certified Women-owned Business Enterprises (WBEs) on technical service projects for a total combined MWBE goal of thirty percent (30%), and three percent (3%) of the total contract price for Port Authority certified Service-disabled Veteran-owned Business Enterprises (SDVOBs) or SDVOBs certified in the State of New York.

The developer must include their MBE/WBE/SDVOBs Participation Plan, being proposed, by completing Appendix E.

3.6 Contracting

3.6.1 Legal Redlines

Contract documents will be negotiated between the Port Authority and the selected developers(s) based on the term sheet, to be issued as an addendum, and there shall be no upfront contract costs to the Port Authority. Developers must indicate that the term sheets have been reviewed and submit any redline changes they would seek during negotiation. Any changes not submitted at the time of proposal may not be considered by Port Authority.

3.6.2 Term Sheet and Power Purchase Agreement (PPA) Execution The Port Authority anticipates following a two-step contracting process for this procurement:

1. Term Sheet development: Following selection of a developer, the Port Authority and the developer will execute a non-binding term sheet summarizing key business and commercial terms of the proposed transaction.

2. Definitive Agreement Execution: Upon completion of the term sheet, the parties will negotiate and execute a Power Purchase Agreement (“PPA”) and/or any associated project site agreements.

The Port Authority will have no legal obligations or binding commitments of any kind with respect to the Project, or to any developer, until a definitive PPA (and/or any other required agreements) has been fully executed by both parties.

Developers should note that the execution of a term sheet will not create any binding or enforceable obligations on the Port Authority, and that all discussions, negotiations, and communications prior to execution of the PPA are non-binding in nature.

If a developer’s proposal requires the Port Authority to enter into any other contractual arrangement, letter of intent, exclusivity agreement, reimbursement agreement, project development agreement or to make any other legal or financial commitment prior to execution of the PPA, such requirements must be clearly stated and justified in the developer’s proposal. Failure to disclose such requirements in the proposal will render them invalid and non-binding upon the Port Authority.

3.6.3 Tri-Party Agreement with Tenant (Appendix D)

In addition to the Power Purchase Agreement (PPA) or other definitive project contract to be executed between the Port Authority and the selected solar developer, there will be a tri-party agreement among the Port Authority, the selected solar developer, and Port Authority’s tenant, Royal Caribbean Group, governing site access, construction coordination, and related operational requirements.

The Port Authority and Royal Caribbean Group have jointly developed a term sheet for this tri-party agreement, included as Appendix D to this RFP. This term sheet outlines the key commercial and logistical principles that will guide the parties in developing the final agreement.

Following selection of the Preferred developer, the Port Authority expects that this tri-party agreement will be negotiated and executed by all three parties in substantially the form of the term sheet included in Appendix D.

Any proposed edits, additions, or deletions to the term sheet must be clearly identified and submitted as part of the developer’s proposal. Failure to provide proposed edits at the time of proposal submission will be deemed acceptance of the term sheet as issued.

3.6.4 Safe Harbor Contract Requirements

Developers must clearly indicate in their proposals whether they will require any additional contractual agreements or commitments from the Port Authority in order to facilitate safe harboring for the ITC. Such agreements may include, but are not limited to, early procurement or deposit agreements, limited notices to proceed, or other arrangements intended to secure ITC eligibility prior to July 4, 2026. Any proposed agreement or requirement of this nature must be explicitly described in the proposal, including its purpose, timing, and legal or financial implications for the Port Authority.

The Port Authority will not be bound by, or obligated to execute, any such agreement unless it is reviewed, approved, and executed through the Port Authority’s standard contracting process.

3.7 Cost Proposal and Rate Sheets (Appendix B)

3.7.1 Overview and Purpose

This Tab specifies all pricing and cost-submission requirements. The Port Authority requires developers to submit pricing using Appendix B: Cost Structure Spreadsheet and to follow the standardized assumptions and instructions in this Tab. No other pricing formats will be accepted unless expressly authorized by the Port Authority via Addendum.

This RFP seeks pricing for two distinct projects:

• Port Jersey (Cruise Terminal Roof, Cruise Terminal Parking Garage, Cruise Terminal Parking, Teardrop Memorial Parking Lot) – front-of-the-meter systems expected to participate in New Jersey’s Community Solar (“CS”) and/or Remote Net Metering (“RNM”) programs; and

• Port Newark (Buildings 111, 255, and 260) – rooftop, behind-the-meter systems serving on-site Port Authority electrical loads – behind-the-meter systems encouraged, but not required, to provide Power Purchase Agreement (“PPA”) or purchase option pricing.

Developers may submit for one or both projects. The Port Authority may select a developer for one or both projects as well as determine not to proceed with all sites within a project location at its sole discretion.

3.7.2 Pricing Flexibility and Post-Award Adjustment

The Port Authority recognizes that the expedited procurement schedule may not allow developers to provide fully firm pricing at the time of proposal submission as well as acknowledges the potential for unforeseen conditions (that were not reasonably discoverable prior to proposal submission) following award. To account for this, developers must complete the Post-Proposal Price Adjustment Factor tables in Appendix B.

Any request for adjustment must:

1. Align to the developer’s pre-submitted adjustment factors in Appendix B;

2. Provide a full cost accounting and documented evidence of the unforeseen condition; and

3. Be approved by the Port Authority prior to any adjustment taking effect.

Conditions that could reasonably have been discovered by participating in site visits or standard due diligence are not considered unforeseen.

For pricing that is not fully firm at the time of proposal, developers must:

1. Clearly state this in the Pricing Assumptions Narrative;

2. Provide best-estimate pricing assumptions based on current market conditions;

and

3. Complete the “PPA Price Modifier” section of Appendix B to show how pricing would adjust based on documented changes in material or equipment costs post-award.

Any post-award price adjustment must be tied to verifiable supplier quotations, indices, or other documentation and shall be limited to the categories identified in the PPA Price Modifier.

Developers are strongly encouraged to pursue procurement, contracting, or other actions that would enable safe harbor for ITC eligibility prior to July 4, 2026.

3.7.3 General Instructions

Below are the general instructions developers must follow while completing Appendix B:

1. Use of Appendix B: All pricing must be submitted in the Appendix B: Cost Structure Spreadsheet. Populate every required cell. If a field is not applicable, enter “N/A” and explain in the Pricing Assumptions Narrative (Section 6.5).

2. Completeness: Any cost not explicitly included in Appendix B is deemed included in the offered price and will not be recoverable later unless covered under Section 6.7 (Unforeseen Conditions Adjustment).

3. Prevailing Wage: Prices must incorporate all applicable prevailing wage requirements; no price adjustments will be permitted for developer errors or omissions regarding prevailing wage rates.

4. Incentives: Include all incentives, credits, rebates, tax benefits (e.g., ITC and any bonus adders), and disclose them as required in Section 6.5.

5. Enabling Work Options: If enabling work (e.g., structural upgrades) is required, provide two sets of prices: (i) with enabling work included; and (ii) with enabling work excluded. Clearly label both in Appendix B.

6. Term Lengths:

o CS: 20-year Host Site Agreement pricing required (15- and 25-year alternates optional).

o PPA/RNM: Provide 15-, 20-, and 25-year PPA offers (one flat rate and one escalated rate per term).

7. Escalation: For any escalated price, the annual PPA/Host Site escalation must not exceed 2.0%.

8. Production Modeling: Provide first-year net yield (kWh/kWp/year) and annual degradation.

3.7.4 Standardized Cost & Modeling Assumptions (for Appendix B) To enforce comparability, all proposals must use the following baseline assumptions unless otherwise specified by Addendum:

1. Interconnection cost assumption: $0.15 per Watt-DC of installed nameplate capacity.

2. Annual system degradation: 0.5%

3. Maximum price escalator (if used): 2.0% per year

4. Production modeling: Use NREL TMY3 weather files for Newark, NJ. Developers may propose an alternative dataset (e.g., PVSyst, SolarAnywhere) only if differences are explained and justified.

5. ITC eligibility: Use current federal ITC rates as of the RFP Issue Date. Bonus adders may be included only if explicitly justified (see Section 6.5).

6. Community Solar – LMI subscriber discount: 30% minimum bill discount to be applied to all low- and moderate-income (LMI)…