36E77619R0009-027.docx

VA ESPC ESA

Scope of Work (Draft)

INTRODUCTION

This Task Order (TO) is intended to promote the use of energy efficient technologies, acquire energy and water conservation services, reduce energy and water consumption and/or associated utility costs.

The contractor shall be responsible for providing all labor, material, and capital to install energy and water conservation projects. The cost of an energy savings performance contract (ESPC) TO (hereafter referred to as TO) must be covered by the energy, water, and related cost savings incurred at the Federal facility. The TO cost savings must be verified and documented annually.

For PV ESA ECM:

The TO will also include a photovoltaic (PV) energy sales agreement (ESA) ECM. An ESPC ESA is a project structure that allows federal agencies to utilize the ESPC long-term multiyear contracting authority to implement cost-saving renewable ECMs on federal buildings and land where the ECM is initially privately owned and the agency purchases the electricity produced, with payment based on electricity generation (cents/kWh). The selected ESCO is responsible for all operation & maintenance, repair & replacement. PV ESA ECMs have unique considerations - see Section C.3 for more details.

ORDER OF PRECEDENCE

This Scope of Work (SOW) takes precedence over the contractor’s Final Proposal (See Section H.3).

DEFINITIONS

Federal Agency Customer – buyer of services responsible for acceptance determination and payment based on resulting contract and agreed upon project plan.

Contractor – organization to perform work for a fee and responsible for project plan; energy conservation measure equipment procurement; installation; adjusting current systems; implementation of other energy conservation measures; commissioning and performing acceptance test.

Investment Grade Audit (IGA) – validation by contractor of the survey/evaluation information performed utilizing the FEMP-provided survey tools.

Final Proposal – contractor’s written binding offer that is submitted in response to an agency Notice of intent to Award and Scope of Work that includes a project overview, technical and price components and the text of any financing agreement.

Commissioning – calibration and performance of installed equipment in accordance with manufacturer’s recommendations, operation and maintenance requirements and final proposal.

Acceptance – owner’s agreement that the project is completed in accordance with task order.

Parties – the agency and the Contractor.

For PV ESA ECM:

Actual Annual Production - amount, in kilowatt hour (kWh), produced by the PV ESA ECM.

Annual ESA Price – annual PV ESA ECM price (cents/kWh), taking into account the ESA escalation rate (if applicable).

Current Cost of Energy – baseline utility kWh rate (cents/kWh) for the first Production Year, that will be escalated per the agreed upon utility escalation rate (from the Energy Escalation Rate Calculator or other source). This should consider the complexing of the rate schedule and include only components of the baseline utility bill that a PV project would save. It should also consider changes to the utility rate structure that may be precipitated by installation of the PV project. The estimate of this value could be calculated by the contractor using sophisticated models and approved by the government.

Interconnection Equipment – any electrical switchgear, transformers and telemetry equipment that is required by code and or utility regulation to establish and maintain an interconnection with the site electrical distribution system. This equipment may be installed on the customer owned and/or utility owned distribution networks.

PV ESA ECM – PV system and all associated equipment installed on-site by the Contractor to produce the solar energy purchased by the Government under the TO; including but not limited to the PV panels, inverters, controls, meters, switches, connections, conduit, wires, mounting and other equipment.

Fair Market Value (FMV) - with respect to any tangible asset or service, the price that would be negotiated in an arm’s-length, free market transaction, for cash, between an informed, willing seller and an informed, willing buyer. FMV of the PV ESA ECM will be determined pursuant to Section H.2.5.

Reserve Account[footnoteRef:1] - an account independently held by the ESCO in which a portion of an agency's annual payments from energy savings are set aside for title transfer of the PV ESA ECM at FMV by the end of the contract. [1: The ESPC ESA financing mechanism allows an ESCO to use a reserve account (not an escrow account held by both parties to the contract). This is an accounting measure for the ESCO. The funds in the account belong to the ESCO, not to the Federal Government.]

SECTION C - DESCRIPTION/SPECIFICATIONS/SCOPE OF WORK

C.1 Energy Conservations Measures (ECMs)

The scope of this ESPC ENABLE Task Order includes lighting efficiency and controls improvements, water conservation, simple heating, ventilating, and air-conditioning (HVAC) controls, HVAC equipment, and PV ESA ECMs.

C.2 Restrictions on ECMs

ECMs installed by the contractor shall not do the following:

(Specify any additional site- or agency-specific restrictions on ECMs for the proposed project.)

C.3 Facility Performance Requirements of ECMs

Installed ECMs shall comply with the standards of service required for facilities as specified in each TO. The standards of service may include acceptable temperature and humidity ranges, allowable setbacks, noise criteria, air quality parameters, lighting levels, and other related factors, as agreed to between the agency and the contractor. At a minimum, where automated controls of lighting or environmental conditions are to be installed, the agency must have the ability to temporarily override the HVAC and lighting systems.

(Specify additional agency- or site-specific facility performance requirements for ECMs in this section.)

For PV ESA ECM:

The Contractor, at its own expense, shall furnish all engineering, design, construction, personnel, supervision, facilities, permitting, materials, equipment, transportation, supplies, interconnection impact studies, and services necessary to install, interconnect, operate and maintain (O&M) the PV ESA ECM and interconnection equipment needed to meet the requirements of this SOW, in accordance with all of the TO contract terms and conditions.

The TO, including the PV ESA ECM, must meet all ESPC legal requirements (see, e.g., 42 U.S.C. § 8287, et seq.), including the requirement that the agency pay for the cost of the TO from energy savings generated each year over the life of the contract.

In order for the ESPC ESA contract to be scored annually, it must be consistent with the requirements under the Office of Management and Budget (OMB) “Addendum to OMB Memorandum M-98-13 on Federal Use of Energy Savings Performance Contracts (ESPCs) and Utility Energy Service Contracts (UESCs)” (M-12-21, dated September 28, 2012)[footnoteRef:2], including the requirement that the federal government retain title to the onsite renewable energy generation system by the end of the contract. [2: Available at https://www.whitehouse.gov/sites/whitehouse.gov/files/omb/memoranda/2012/m-12-21.pdf]

The Contractor awarded this TO may be eligible for tax incentives such as the federal Investment Tax Credit (ITC) and the Modified Accelerated Cost Recovery System (MACRS). Internal Revenue Service (IRS) Revenue Procedure 2017-19[footnoteRef:3] provides a safe harbor (related to ITC eligibility) under which the IRS will not challenge the treatment of an ESPC ESA as a service contract under 26 U.S.C. § 7701(e)(3). Section 4 of the Revenue Procedure specifies safe harbor requirements, including a maximum contract length of 20 years. This contract length limitation applies to the ESPC ESA ECM only. The Contractor may determine that the contract length for the other ECMs can be longer than 20 years and not jeopardize the ITC or other federal tax incentives. Tax incentive eligibility due diligence is the responsibility of the Contractor, not the government. [3: Published in the Internal Revenue Bulletin on February 13, 2017, see https://www.irs.gov/pub/irs-irbs/irb17-07.pdf. ]

The PV ESA ECM will be Contractor-owned initially. The OMB Memo title retention requirement will be satisfied through a PV ESA ECM title transfer by the end of the contract term at FMV, as appraised at the time of the title transfer. The Contractor will transfer a portion of the payments it receives from agency each year into a reserve account held by the Contractor. See Section H.2.6 for details regarding the FMV title transfer.

C.4 Measurement and Verification (M&V) of ECM Performance

The contractor shall reference the FEMP ESPC ENABLE 08_Measurement and Verification (M&V) Plan Template. The FEMP ESPC ENABLE 08_Measurement and Verification (M&V) Plan Template provides prescribed methods quantifying energy, water, and cost savings associated with ECMs implemented in ESPC ENABLE projects.

M&V Activities - the following required M&V activities shall be performed:

a. The contractor shall define pre-installation baseline

b. The contractor shall define post-installation conditions

c. The contractor and/or the agency shall conduct an annual inspection of the installed energy conservation measures

M&V Submittals

a. The contractor shall prepare and submit a post-installation M&V report to the agency

b. The contractor shall prepare and submit an annual M&V report to the agency

For PV ESA ECM:

The PV ESA ECM shall use M&V Option B. (The agency and Contractor may consider normalizing the Actual Annual Production based on actual (vs. average) solar insolation, measured temperatures, and age of the system.)

C.5 Installation Requirements for ECMs

C.5.1 Design and Installation Package - Consideration may be given to:

· Manufacturer's Data

· Design and Installation Specifications

· Installation Drawings - Planned Service Interruptions Site Plan

· Compliance with Federal Site Exterior Architectural Plan

· Acquisition of Permits Installation

· Warranty Information

· Design review requirement will be specified in the Task Order.

(Specify any Agency/site specific Design and Installation package requirements here.)

For PV ESA ECM:

The agency shall review and approve all design and construction plans, engineering evaluations of the impact of PV ESA ECM on the site electrical distribution system and upgrade plans based on utility interconnection requirements. The agency may involve others in the review, including the utility company.

The Contractor shall provide all final as-built drawings.

(Agency include additional design and/or other review requirements as applicable.)

C.5.2 Design and Construction Standards - No requirement of this Task Order shall supersede applicable regulations, codes and/or standards. Any violation of such regulations and standards shall be brought to the attention of the agency Contracting Officer (CO) for clarification or direction prior to proceeding with the work.

The agency may want to consider including the following:

American National Standards Institute (ANSI)

• Code of Federal Regulations (CFR) - 29 CFR 1910, Occupational Safety and Health Standards

- 10 CFR 435, Energy Conservation Voluntary Performance Standards for Commercial and Multi-Family High Rise Residential Buildings

- 29 CFR 1926, Safety and Health Regulations for Construction

• National Electric Code (NEC)

• National Electrical Safety Code (NESC)

• National Fire Protection Association (NFPA) Standards including, but not limited to, NFPA 101 - Life Safety Code

• National Electrical Manufacturers Association (NEMA) standards

• Underwriters Laboratory (UL) or other Nationally Recognized Testing Laboratory (NTRL)

• Uniform Building Code (UBC)

• Uniform Plumbing Code (UPC)

• American Society of Heating, Refrigeration and Air-Conditioning Engineers (ASHRAE)

• ASHRAE 62 (ventilation requirements)

• ASHRAE 90.1 (energy requirements)

• Army Corps of Engineers Safety Manual

• National Historic Preservation Act, as applicable

• Illuminating Engineering Society of North America (IESNA)

• American Institute of Architects (AIA) Masterspec

• Air-Conditioning and Refrigeration Institute (ARI)

• Occupational Safety and Health Administration (OSHA) regulations

• Other design standards required by the ordering agency

(Please include any additional design and/or construction standards in this section.)

For PV ESA ECM:

See Section C.24 for structural design requirements. (Include all codes required by the serving utility. Consult the FEMP “Procurement Specifications Templates for On-Site Solar Photovoltaic: For Use in Developing Federal Solicitations”, Table 3 for codes that the agency may want to consider for the PV ESA ECM.)

C.5.3 ECM Inspection and Commissioning - The contractor shall be responsible for quality control during installation of ECMs. The contractor shall inspect and test all work performed during ECM installation to ensure compliance with the TO's performance requirements. The contractor shall maintain records of inspections and tests, including inspections and tests conducted by or for any non-Federal organization, such as a utility or other regulatory agency. The contractor shall assure the agency, through the ECM Commissioning, that the ECMs performance achieves facility and/or process performance requirements as set out in the TO. Commissioning standards and procedures are established in the FEMP ESPC ENABLE 09_Guidelines and Checklist for Commissioning and Government Acceptance.

(Please include any additional ECM inspection and commissioning requirements in this section.)

For PV ESA ECM:

(Specify any additional inspection and acceptance requirements, here or in Section E, including the use of the IEC 62446 Grid Connected Photovoltaic Systems Minimum Requirements for System Documentation, Commissioning Tests and Inspection standard. The PV ESA ECM monitoring system and all related cyber security measures should be included in the inspection. Roof-top systems should be inspected to ensure that applicable roof warranty and all other related requirements including mounting system structural requirements are met.)

5.4 Environmental Protection - Any ECM and related work shall comply with the National Environmental Policy Act (NEPA) and other applicable Federal, State, and local environmental protection regulations. The TO will identify specific known hazardous waste handling and storage requirements (e.g., Polychlorinated Biphenyl (PCB) ballasts removed from lighting fixture retrofits).

The contractor shall comply with applicable Federal, State, and local laws and with the applicable regulations and standards regarding environmental protection. All environmental protection matters shall be coordinated with the agency CO. Authorized agency officials may inspect any of the contractor's work areas on a no-notice basis during normal working hours. The contractor shall indemnify and hold the Government (including the ordering agency, GSA and/or any person acting on behalf of the Government) harmless for any and all liability, including attorneys’ fees and legal costs, resulting from the contractor’s noncompliance or violation of any applicable Federal, State or local law, regulation or standard regarding environmental protection. In the event that a regulatory agency assesses a monetary fine against the agency for violations caused by the contractor’s actions or inaction, the contractor shall immediately reimburse the agency for the amount of any fine and other related costs. The contractor shall also clean up any oil spills, hazardous wastes, and hazardous materials resulting from the contractor's operations. The contractor shall comply with the instructions of the agency’s designated safety and health personnel to avoid conditions that create a nuisance or which may be hazardous to the health of agency or civilian personnel.

The contractor shall prepare all documentation necessary to support obtaining permits to comply with all applicable Federal, State and local requirements prior to implementing affected ECMs in the performance of a TO. The contractor shall not receive a notice to proceed with installation from the agency until all applicable environmental protection requirements in the TO have been satisfied.

The contractor shall comply with all applicable regulations and with the requirements of the latest edition of the applicable Federal agency's Spill Prevention Control and Countermeasures Plan, or similar plan, and requirements of the TO.

(Please insert any additional or site-specific environmental concerns in this section.)

For PV ESA ECM:

(Specify NEPA status, requirements based on NEPA study results and any NEPA work that will be the Contractor’s responsibility. Also include any other applicable compliance requirements such as the National Historic Preservation Act.)

C.5.5 Service Interruptions - For any planned utility service interruptions, the contractor shall furnish a request to the agency CO's designated representative for approval as specified in the TO. The request shall identify the affected buildings, utility service, and duration of planned outage. The agency will coordinate with affected tenants and customers as applicable.

(Please insert any additional requirements related to service interruptions in this section.)

C.6 Operation & Maintenance (O&M), Repair and Replacement of ECMs

O&M, repair and replacement of the ECMs, except the PV ESA ECM, are the responsibility of the government. The contractor shall assist the government in warranty administration during the warranty period.

(Please insert any additional information related to O&M, repair and replacement of ECMs in this section.)

C.6.1 PV ESA ECM O&M, Repair and Replacement

For PV ESA ECM:

O&M, repair and replacement of the PV ESA ECM is the responsibility of the Contractor. The Contractor shall provide the government with all applicable O&M manuals at the beginning of the contract, at the end of the contract when title is transferred to the government and during the performance period if there are any major equipment changes The Contractor shall be responsible for warranty administration during the warranty period and will pass on all remaining warranties to the government upon PV ESA ECM title transfer.

The Contractor bears all financial risk for non-performance of the PV ESA ECM, except to the extent such non-performance is attributable to a temporary shut-down of the government’s facilities for repairs, maintenance, or capital improvements. The contract price for electricity will not be reduced if Contractor operating costs should diminish.

If equipment failure or damage is a result of the Contractor’s failure to perform or negligence in performing repairs, the Contractor shall provide repair or replacement at its expense or, if repaired or replaced at ordering agency expense, the Contractor shall reimburse the ordering agency for any and all costs and losses attributable to the Contractor’s failure or negligence.

C.6.2 PV ESA ECM Contractor Maintenance and Repair Response Time

A. The Contractor shall establish a point of contact (name, phone number, and email address) for use by the ordering agency in notifying the Contractor of the PV ESA ECM maintenance or repair. The point of contact shall be available as specified in the TO throughout the TO's term. Initial telephone response to maintenance or repair calls shall be within the timeframe specified in the TO. If a site visit is needed to maintain or repair equipment, Contractor personnel shall arrive on site within the timeframes specified in the TO for emergency and nonemergency maintenance and repair.

B. Emergency maintenance and repair work is defined as maintenance or repair necessary to correct an existing or imminent failure to meet the Facility Performance Requirements of ECMs, Section C.3, or any action necessary to protect the safety or health of the facility occupants and prevent adverse impacts on property.

C. In the event the Contractor fails to respond as required in the TO and in the event of emergencies, the agency may incur expenses to perform emergency repairs to Contractor-installed equipment as well as agency equipment for which the Contractor assumed maintenance and repair responsibilities. The Contractor shall indemnify and hold the agency harmless in such cases where the Contractor fails to respond as specified in the TO for emergencies. The Contractor shall promptly reimburse the agency for any and all costs incurred in responding to such emergencies. Such reimbursement may include the agency adjusting the payment schedule, as necessary, to recover such costs.

(Agency specify some/all of the following:

· Availability (times) of contractor contact for equipment failures,

· Time allowed for contractor telephone response and arrival on site in response to emergency and nonemergency repair calls from agency,

· Hours of access granted to the contractor for emergency work,

· Consider local requirements and critical systems, etc.)

C.7 Training

The Contractor shall provide a training program for agency personnel and/or agency contractors for each ECM in a project. The program shall include instruction on operation, troubleshooting, maintenance, and repair of ECMs.

(Please insert any additional information related to training in this section.)

For PV ESA ECM:

Training shall include O&M, repair and replacement of the PV ESA ECM; including shut-off and other procedures in the event of an emergency. A high-quality digital audio/video recording of the training session(s) shall be provided to the agency. PV ESA ECM training shall also be provided at the end of the contract term when title is transferred to the government and during the performance period if there are any major equipment changes.

C.8 Government Projects

(Specify any known Government projects (if any) which may affect installation or operation of ECMs.)

C.9 Energy Efficiency, Water, and Solar PV Project Financial and Tax Incentives

C.9.1 Financial and Tax Incentives - The contractor shall be responsible for determining the source, value, and availability of any applicable financial and tax incentives for the project and shall collaborate with the agency to consider and securing incentive options.

(Please insert any additional information related to financial and tax incentives in this section.)

For PV ESA ECM:

All applicable incentives for the PV ESA ECM shall be accounted for and reflected in the PV ESA ECM price. The Contractor is responsible for determining the applicability of all incentives. Tax incentive eligibility due diligence is the responsibility of the Contractor, not the government. The ESPC ESA price will not be modified if the IRS determines that the Contractor is not eligible for the tax incentives and the Contractor has no other recourse against the Government.

C.9.2 - Disposition of Solar Renewable Energy Certificate (SRECs)

(Agency should decide whether they want to purchase the project SRECs based on the applicable SREC market price/conditions. The Contractor could be required to purchase replacement RECs or the agency should plan to purchase replacement RECs, if needed for compliance with the current renewable energy goal and related guidance. It may be beneficial for an agency to purchase the SRECs in the latter years of the contract when the SREC value will likely be low or zero. Contact your FPE for assistance in developing appropriate SOW language.)

(Use this language if the agency would like the Contractor to sell the SRECs and reduce the PV ESA ECM price:)

The Government’s purchase of energy from the PV ESA ECM excludes the associated SRECs. The Contractor is free to sell the SRECs (select from one of the following if the agency would like replacement RECs: “and shall purchase replacement RECs on behalf of the agency” or “and agency will purchase replacement RECs”). The Contractor is responsible for fulfilling all requirements necessary for the SREC sale. It is anticipated that SREC proceeds may allow the Contractor to propose a lower PV ESA ECM price.

(Use this language if the agency would like to purchase the SRECs with the electricity:)

The SRECs shall be transferred to the agency or retired on the agency’s behalf in one of the REC tracking systems[footnoteRef:4]. [4: See REC Tracking System information at https://www.epa.gov/greenpower/renewable-energy-tracking-systems.]

(Please insert any additional information related to financial/tax incentives and SRECs in this section.)

C.10 Availability of Utilities

The agency will furnish water and electric current at existing outlets, as may be required for the installation work to be performed under a TO, at a cost of the usage mutually agreed to by the contractor and the agency. The contractor shall, in a workmanlike manner satisfactory to the agency, install and maintain all necessary temporary connections and distribution lines for each utility and return the system to the original configuration. Information concerning the location of existing outlets may be obtained from the agency.

(Please insert any additional information related to the availability of utilities in this section.)

C.11 Government Furnished Property and Contractor Furnished Material

The contractor shall provide all materials and supplies necessary to perform the work as specified in the TO. Materials and supplies provided shall be of the grade and quality as specified in the TO and be in compliance with any applicable standards. All such materials and supplies must be compatible, and operate safely within design parameters of existing systems equipment and be of current manufacture (not discontinued or obsolete).

(Please insert any additional information related to government furnished property in this section.)

C.12 Contractor Employees

12.1 - Upon issuance of a TO, the contractor shall provide the agency with the name(s) of the responsible supervisory person(s) authorized to act for the contractor during construction and for PV ESA ECM O&M.

12.2 - The contractor shall furnish sufficient personnel to perform all work specified within the TO.

12.3 - Contractor employees shall conduct themselves in a proper, efficient, courteous, and businesslike manner.

12.4 - The contractor shall remove from the site any individual whose continued employment is deemed by the agency to be contrary to the public interest or inconsistent with the best interests of agency business or national security.

(Please insert any additional information related to contractor employees in this section.)

C.13 Fire Prevention

The contractor shall ensure that its employees know how to activate agency site fire alarms. The contractor shall observe all site requirements for handling and storing combustible supplies, materials, waste and trash. The contractor shall obtain all required permits prior to performing any hot work (e.g., welding, cutting torch), if applicable.

(Please insert any additional information related to fire prevention in this section.)

C.14 Salvage

All Government material and equipment removed or disconnected during the implementation period of a TO issued shall remain the property of the agency and shall be included in the proposal for each ECM. All equipment to be stored shall be listed in the TO. Any material and equipment not to be stored, and all debris resulting from work under a TO, shall be removed from the site by the contractor at its expense, unless otherwise specified in the TO.

(Please insert any additional information related to salvage in this section.)

C.15 Hazardous Materials

As part of each proposed ECM project, the contractor shall identify the presence of and include the cost of removal of any known hazardous material for each ECM, unless the agency performs the removal.

If hazardous material is identified after TO award, the contractor shall immediately stop work, take measures to reduce the contractor or building personnel contamination, and immediately notify the agency and the building manager of the hazardous material condition and location. The agency will then:

a. Remove and dispose of the material; or

b. Negotiate with the contractor for either (1) a TO modification for removing and disposing of the material at its expense, or (2) a separate award for the effort. The contractor shall be required to remove and dispose of the hazardous material in the manner agreed upon by the parties; or

c. Make any equitable adjustment necessary due to the change to or elimination of the ECM involved.

In addition, if the handling and disposal of hazardous material and Poly-chlorinated Biphenyl (PCB), is or becomes the responsibility of the contractor in a TO award, it shall be handled as follows:

Hazardous Material Handling and Disposal - Hazardous wastes resulting from contractor-owned material and equipment must be disposed of in accordance with the Federal Resource Conservation and Recovery Act, 42 U.S.C. §§6901, et seq.) and all applicable Federal, State and local regulations. The TO may provide additional site-specific requirements, if applicable

PCB Handling and Disposal - If PCBs exist at a site covered by a TO, then the TO shall contain the necessary clause addressing PCB recycling and/or disposal requirements to comply with applicable Federal, State and local regulations. The TO will provide additional site-specific PCB handling, and disposal requirements, if applicable.

Nonhazardous debris, rubbish, and unusable material resulting from the work shall be removed from agency property and properly disposed or recycled by the contractor. TOs will specify the requirements if different than the above.

(Please insert any additional information related to hazardous materials in this section.)

C.16 Safety Requirements

All work shall be conducted in a safe manner and shall comply with the requirements in FAR 52.236-13 or the agency’s safety program requirements.

(Please insert any additional information related to safety requirements in this section.)

C.17 Security Requirements

Passes and Badges - All contractor employees shall obtain employee and vehicle badges and passes, as required by the agency, for the specific TO site prior to the start of on-site work. The agency will issue badges it requires, without charge, and the badges must be worn, clearly visible, by the employees at all times while on site. When an employee leaves the contractor's service, or when access is no longer required, the employee's pass and badge shall be returned in accordance with agency requirements. TOs will specify the security requirements, if different than the above.

(Please insert any additional information related to security requirements in this section.)

C. 18 Work Schedule Requirements

The contractor shall arrange its on-site work so that it will minimize interference with normal agency business. At a minimum, the contractor shall submit a weekly work schedule for agency approval for all on-site work performed under the TO. In no event shall the contractor change approved work schedules without the prior consent of the agency.

Each TO will include specific inspection criteria pertinent to the TO.

(Please insert any additional information related to work schedules in this section.)

C.19 Thirty-Day Acceptance Test Period The Government will require a 30-day test period where all ECMs must operate as proposed for a minimum of 30 consecutive days prior to project acceptance. The Government CO will accept the project installation in writing, in accordance with Section E. upon satisfactory completion of the required (30-day) acceptance/test period, and upon receipt of all other required deliverables. Moreover, since some systems will not be capable of being fully tested until the appropriate season of the year (i.e. winter, summer, spring or fall) the Government reserves the right to seek recourse against the Contractor for systems installed by it, but for which it does not discover the malfunction or deficiency until the appropriate heating or cooling season has arrived to make it manifest.

(Please insert any additional information related project acceptance in this section.)

For PV ESA ECM:

(Specify steps required before the agency accepts the PV ESA ECM, including interconnection agreement execution and utility permission to operate.)

C.20 Deliverables and Submittals

Unless otherwise specified, all deliverables will be distributed to the agency and DOE electronically and accompanied by a transmittal cover letter identifying the project and a description of the deliverable. The minimum deliverables to be submitted to the agency are as follows:

To the CO and COTR:

1. Signed TO with all attachments

2. TO modifications with all attachments

3. Investment Grade Audit/ Final Proposal

5. Post-installation M&V and Commissioning Report

7. Annual M&V Reports

(Please insert any additional information related to Deliverables and Submittals in this section.)

For PV ESA ECM (Sections C.21-C.25):

C.21 Interconnection

C.21.1 Interconnection to Site and/or Building Electrical Distribution Systems

The Contractor shall provide interconnection of the PV ESA ECM with the electrical distribution system and take actions to ensure that the PV ESA ECM is compatible with the electrical distribution system. The Contractor shall propose the electrical design, point of interconnection to the electrical distribution system, and the voltage and phase configuration, for approval by the government and other involved parties such as the electric utility and fire marshal.

Modifications or upgrades to the electrical system required to interconnect the PV ESA ECMs are the responsibility of the Contractor. Contractor to propose needed upgrades or modifications using the review and approval process (Specify review and approval process details, as applicable.) as required by federal agency and the utility. The Contractor is responsible for the proper circuit sizing, overcurrent protection, and coordination of the circuit(s) beyond the point of connection, including modifications to the federal site’s electrical equipment and circuits; all at the Contractor’s expense. Any modifications to the approved PV ESA ECM design that would affect the electrical distribution system shall require written approval of the government.

C.21.2 Local Utility Interconnection Requirements

The Contractor is responsible for complying with all electric utility interconnection requirements, providing all necessary PV ESA ECM details for the interconnection applications, and funding any required interconnection studies to be performed by or on behalf of the electric utility. The Contractor shall provide any needed repairs and upgrades to site electrical distribution equipment to meet interconnection requirements; as well as any O&M that may be required on the upgraded electrical equipment over the term of the contract (unless provided by the utility or others). The Contractor shall provide to the local utility if required: single line diagrams, engineering power flow studies, estimated energy production data estimates, and other specifications and data with respect to the PV ESA ECM.

The Contractor is responsible for gaining approval from the electric utility for interconnection and any electric utility-required upgrades. The government will assist in facilitating communications with the utility for this purpose. The electric utility interconnection agreement for the PV ESA ECM will be signed by the government and/or the Contractor.

The Contractor shall submit an electric utility interconnection process plan to the government within 14 days of contract award. The plan shall include key steps, timeline, interconnection details, and assumptions necessary to complete the interconnection process.

Any local codes required by utility interconnection laws and regulations shall be followed. The Contractor will be responsible for all applicable fees, permits, and inspections.

C.22 Array Glare Analysis (if applicable)

(The Federal Aviation Administration (FAA) requires that the SGHAT tool be used to analyze potential glare for PV systems sited at federally-obligated airports. [footnoteRef:5] Private airports and land adjacent to airports are not covered under these policies, although the FAA encourages landowners interested in siting solar PV systems to follow the FAA’s policies. Federal agency should insert applicable requirements based on current FAA and other guidelines, including agency policy.) [5: https://www.federalregister.gov/documents/2013/10/23/2013-24729/interim-policy-faa-review-of-solar-energy-system-projects-on-federally-obligated-airport]

The Contractor shall conduct a glare analysis, as necessary for Federal Aviation Administration (FAA) review and/or as required by the agency policy; using the Solar Glare Hazard Analysis Tool (SGHAT) or similar acceptable tool. The SGHAT tool has been licensed and is now solely available through ForgeSolar.[footnoteRef:6] The glare analysis shall be conducted after the conceptual design is approved by the Government. The glare analysis may need to be repeated if changes are made to the size, shape, or orientation of the PV ESA ECM, as these changes could have an effect on glare. At a minimum, the information required for the analysis includes: [6: Forge Solar’s GlareGauge tool (https://www.forgesolar.com/) ]

• Location (depicted on map; including address or latitude/ longitude)

• Array orientation and panel tilt

• Module surface material and whether anti-reflective coatings will be used on the PV modules

• PV module layout and size of the array

• (For rooftop PV ESA ECMs) Roof height, height of the modules above the roof (highest point)

• (For ground-mount PV ESA ECMs) Tracking or fixed configuration, height of the modules above the ground (highest point)

• The runway locations and incoming flight paths/patterns, the air traffic control tower (ATCT) location, and the eye-level height above ground of the ATCT workers.

If the glare analysis shows that the PV ESA ECM glare does not meet acceptable levels, the design shall be modified as much as practicable to minimize glare. If it is not possible to modify the PV ESA ECM design (or move the PV ESA ECM to a different location) to eliminate the glare hazard, the PV ESA ECM will not be included in the TO.

C.23 Metering and Data Acquisition Specifications

The electricity generated by the PV ESA ECM shall be measured by a revenue-grade meter to be furnished, installed, maintained, repaired, calibrated, read, and reported by the Contractor at its expense. The revenue-grade meter shall comply with the American National Standards Institute (ANSI) Standard C12.1-2014 and be approved the Government. The meter shall be a solid-state advanced meter with the following features: non-volatile memory capable of storing measured data for 30 days, using an Ethernet port, and meeting the ANSI C12.20 0.5% accuracy standard. The meter shall be installed with the manufacturer’s prescribed current transducers (CTs), in a separate and appropriately NEMA-rated cabinet (if needed).

The meter shall be tested for accuracy and certified in accordance with ANSI C12.20 at the Contractor’s expense. The Government may test the accuracy of the meter at any time at the Government’s expense, and if the accuracy is found to be greater than the 0.5% tolerance standard, the meter shall be replaced or repaired at the Contractor’s expense.

The contractor meter and site data acquisition systems (DAS) require the installation of Contractor owned and operated independent telemetry networks that shall comply with agency cyber-security requirements (agency insert requirements). The Contractor is to establish independent wireless and or wired networks to form communications with the meter and DAS.

(Agency can use the following language if they do not allow the use of wireless technology and a site network is not available) The Contractor shall use a hard-line communication or a phone line, a cellular connection, or other means that is 100% independent from the Government network. Any external communication connections must be located at the demarcation point to the public access or general work areas and must not interfere with other Government-used radio frequency networks. The recommended design and installation plans must be approved by the agency. Any required connections shall be made by the Contractor at its expense.

Electricity and site weather data shall be collected by the Contractor and made available to the agency through a web portal at no additional cost to the Government over the life of the contract term. A minimum of 36 months of data shall be stored by the Contractor and be made available for agency download via the web portal. The data shall at a minimum comprise the following information and frequency of collection.

· Date, time

· Apparent power (kVa)/phase, real power (kW) and Volts on each phase recorded in 15-minute intervals.

· Center of array irradiance either through onsite pyrometer or through satellite information at hourly intervals.

· Center of array temperature, hourly average at hourly intervals.

· Wind speed at the array, at hourly intervals.

· The web based monitoring system shall report system performance and also an estimate of expected performance (based on measured irradiance and temperature) and the ratio of these two (the “Performance Ratio”).

C.24 Roof Mounted PV ESA ECM Structural Analysis and Design Requirements (if applicable)

(It is recommended that the structural analysis be completed during the IGA. Add additional roof structural analysis and/or design requirements based on the roof warranty here or elsewhere.)

The Contractor shall conduct a structural analysis of each existing roof and design the PV ESA ECM to ensure that the existing roof has sufficient structural integrity to support the PV ESA ECM. Structural design and analysis for roof-top PV ESA ECM arrays shall comply with American Society of Civil Engineers (ASCE-07) and Structural Engineers Association of California - SEAOC PV2-2017 “Wind Design for Solar Arrays.” Any upgrades to existing roof structures required to support the new PV ESA ECM(s) shall be the responsibility of the contractor.

The design and installation of the PV ESA ECMs shall not compromise any existing roof warranties. The Contractor shall design the PV ESA ECMs to keep building penetrations to a minimum. Where roof penetrations cannot be avoided, they shall be properly sealed.

C.25 Vegetation Management

The contractor is responsible for maintaining (mowing, trimming, etc) any vegetation adjacent to the PV ESA ECM required to prevent shading on or damage to the PV ESA ECM. (Agency may consider adding language regarding bee/pollinator-friendly vegetation management. See http://www.bwsr.state.mn.us/practices/pollinator/pollinator-plan.pdf, Appendix B – Solar Site Pollinator Habitat Assessment Form. Contact your FPE for assistance.)

SECTION D - PACKAGING AND MARKING

(Insert any agency/site specific requirements if applicable.)

SECTION E - INSPECTION AND ACCEPTANCE

The contractor shall comply with the current version of the FEMP ESPC ENABLE 09_Guidelines and Checklist for Commissioning and Government Acceptance.

(Insert any agency/site specific requirements if applicable.)

SECTION F – DELIVERIES OR PERFORMANCE

TOs issued by agencies may be for a term up to and including twenty-five (25) years.

For PV ESA ECM:

The term of the PV ESA ECM cannot exceed 20 years in length, per IRS Revenue Procedure 2017-19 Section, 4.02(1).

(Insert any agency/site specific requirements if applicable.)

SECTION G - TASK ORDER ADMINISTRATION

G.1 PAYMENT TO THE GOVERNMENT FOR GUARANTEED ANNUAL SAVINGS SHORTFALL

G.1.1 - If the contractor fails to meet the guaranteed annual savings at TO-1 (final) column (e) and as verified by the M&V documents, the agency shall adjust the payment schedule, as necessary, to recover the agency’s overpayments in the previous year and to reflect the lower performance level into the current year.

G.1.2 - When the ECM performance level is restored, the agency will adjust the contractor payment schedule accordingly.

For PV ESA ECM (Sections G.1.3-G.1.6):

G.1.3 Guaranteed Annual Production.

Contractor guarantees annual PV ESA ECM production as set forth in Schedule 1a (see Attachment J-2) herein. The first Production Year begins on the day after acceptance and shall continue for twelve full calendar months thereafter, and each subsequent Production Year shall be for twelve calendar months thereafter. The last Production Year shall end at the PV ESA ECM term. The Actual Annual Production shall be adjusted as appropriate and subject to CO approval, for Excused Production (see Section G.1.5) and solar insolation, to determine if the Guaranteed Annual Production level has been met.

The agency agrees to purchase one hundred percent (100%) of the PV ESA ECM production during the TO term, even if the electricity generated exceeds the Guaranteed Annual Production.

G.1.4 Unforeseeable Events

The Parties hereto acknowledge and agree that certain events and actions, foreseen and unforeseen, outside of the control of the Contractor can have an impact on the Actual Annual Production. Foreseeable events, such as normal wear and tear need to be factored into the Guaranteed Annual Production. Unforeseeable Events that are outside the control of the Contractor or the third-party PV ESA ECM owner (see Section H.2.1) shall be taken into consideration in calculating the Contractor shortfall payment in the event that the amount of the Actual Annual Production is less than the Guaranteed Annual Production. Unforeseeable Events include (agency include all that apply and add other potential Unforeseeable Events):

(i) PV ESA ECM failure, damage or downtime attributable to entities other than the Contractor or third-party PV ESA ECM owner,

(ii) any electric utility outage (add competitive energy supplier and/or other suppliers such as Western Area Power Administration as applicable),

(iii) agency requested PV ESA ECM outages due to agency activities or disturbances caused by the agency,

(iv) causes beyond the control and without the fault or negligence of the Contractor or the third-party PV ESA ECM owner that are “Force Majeure Events” as defined in FAR 52.249-8 and as determined by the CO,

(v) shading that is government caused,

(vi) theft,

(vii) vandalism,

(viii) curtailment to prevent export if applicable,

(ix) other (requires CO approval)

G.1.5 Excused Production

The Excused Production is the total amount of energy the PV ESA ECM, as measured in kWh, did not generate due to Unforeseeable Events (during daylight hours only) as defined in G.1.4. The Excused Production shall be calculated using the following methodology:

(i) Use the actual weather-related data available through the PV ESA ECM’s monitoring equipment. If this data is not available, then use satellite data, other available data or interpolated data from the nearest location with solar insolation data.

(ii) Calculate expected production assuming the PV ESA ECM is fully operational using the PV production monitoring equipment and a performance model such as the System Advisor Model (SAM), PV Watts (available at www.nrel.gov/sam and www.nrel.gov/pvwatts) or other; subject to approval by the government (see Section C.23).

(iii) Reduce the expected production, if part of the PV ECM is not operable (not producing electricity under normal conditions). This is the Excused Production.

Excused Production is only used to determine if the Guaranteed Annual Production is met, the agency shall not be responsible for paying for energy which has not been produced.

The Contractor shall provide the proposed Unforeseeable Events and Excused Production in a table format with the date, hours when the PV ESA ECM was not operating (daylight hours only), the type of Unforeseeable Event, the Excused Production and the method for calculating the Excused Production. The information shall be provided on an annual basis concurrent with the Contractors’ annual M&V report, for CO approval. If the CO approves, the Excused Production shall be used in the Guaranteed Annual Savings Shortfall calculation (see Section G.1.6). Otherwise the CO shall work with the Contractor to develop revised Unforeseeable Event/Excused Production information that is acceptable to both Parties.

G.1.6 Guaranteed Annual Savings Shortfall Calculation If the Actual Annual Production (adjusted for Excused Production and solar insolation as appropriate) is less than the Guaranteed Annual Production in any Production Year (an “annual shortfall”), then Contractor shall owe the Government an amount equal to the positive difference between the Guaranteed Annual Production minus the Actual Annual Production for such Production Year with the result multiplied by the positive difference, if any, between the Current Cost of Energy minus the Annual ESA Price, for such Production Year. Any amount(s) owed by Contractor for an annual shortfall shall be applied as a credit against the immediate subsequent monthly invoice(s) to the Government until such credit is exhausted.

Amount owed for annual shortfall (if any) = (Guaranteed Annual Production – Actual Annual Production) x (Current Cost of Energy – Annual ESA Price).

G.2. Administration of Contract - Administration of the Contract shall be accomplished by the (insert agency name). The following individuals are responsible for Contract administration as follows:

a. Agency Contracting Officer (CO) - The Contracting Officer for this Contract is XXXXX,…