AM0006 Solicitation Amendment 47PA0724R0005_0006.pdf

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:

(a) By completing items 8 and 15, and returning or (c) By separate letter or electronic communication which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by letter or electronic communication, provided each letter or electronic communication makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

E. IMPORTANT: Contractor is not is required to sign this document and return copies to the issuing office.

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE

2. AMENDMENT/MODIFICATION NUMBER 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUISITION NUMBER 5. PROJECT NUMBER (If applicable)

7. ADMINISTERED BY (If other than Item 6) CODE

STANDARD FORM 30 (REV. 11/2016)

Prescribed by GSA FAR (48 CFR) 53.243

FACILITY CODE

9A. AMENDMENT OF SOLICITATION NUMBER

9B. DATED (SEE ITEM 11)

10A. MODIFICATION OF CONTRACT/ORDER NUMBER

10B. DATED (SEE ITEM 13)

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers is extended. is not extended.

12. ACCOUNTING AND APPROPRIATION DATA (If required) copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted;

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.

IT MODIFIES THE CONTRACT/ORDER NUMBER AS DESCRIBED IN ITEM 14.

CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER

NUMBER IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation data, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15C. DATE SIGNED

15A. NAME AND TITLE OF SIGNER (Type or print)

16C. DATE SIGNED

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)

PAGE OF PAGES

6. ISSUED BY CODE

8. NAME AND ADDRESS OF CONTRACTOR (Number, street, county, State and ZIP Code) (X)

CODE

15B. CONTRACTOR/OFFEROR

(Signature of person authorized to sign)

16B. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

Previous edition unusable

PMPB

Bonnie Bueter, Contracting Officer

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

Use of Contractors for the Evaluation of Offers. Offerors are advised that proposals submitted to the Government in response to this solicitation may be accessed by the contractors identified below in performing advisory and assistance services for the Government. These contractors may be requested to provide advice within their area of expertise during the evaluation process, subject to applicable prohibitions, restrictions, and requirements, including those outlined in FAR 3.104.

[See Description of Modification Continuation Page]

PMPB

Retail Utility Procurement Branch Retail Utility Services Division 1800 F Street, NW Washington, DC 20405 USA

Retail Utility Procurement Branch Retail Utility Services Division 1800 F Street, NW Washington, DC 20405 USA

EQPMPB-24-0014

47PA0724R0005

10/2/2024

7/31/2024

X 1

INSTRUCTIONS (Back Page):

Instructions for items other than those that are self-explanatory, are as follows:

Item 1 (Contract ID Code). Insert the contract type identification code that appears in the title block of the contract being modified.

Item 3 (Effective date).

(1)

(2)

(3)

(4)

(5)

For a solicitation amendment, change order, or administrative change, the effective date shall be the issue date of the amendment, change order, or administrative change.

For a supplemental agreement, the effective date shall be the date agreed to by the contracting parties.

For a modification issued as an initial or confirming notice of termination for the convenience of the Government, the effective date and the modification number of the confirming notice shall be the same as the effective date and modification number of the initial notice.

For a modification converting a termination for default to a termination for the convenience of the Government, the effective date shall be the same as the effective date of the termination for default.

For a modification confirming the contracting officer's determination of the amount due in settlement of a contract termination, the effective date shall be the same as the effective date of the initial decision.

(a)

(b)

(c)

(d)

(e)

(f)

Item 6 (Issued By). Insert the name and address of the issuing office. If applicable, insert the appropriate issuing office code in the code block.

Item 8 (Name and Address of Contractor). For modifications to a contract or order, enter the contractor's name, address, and code as shown in the original contract or order, unless changed by this or a previous modification.

Items 9, (Amendment of Solicitation Number - Dated), and 10, (Modification of Contract/Order Number - Dated). Check the appropriate box and in the corresponding blanks insert the number and date of the original solicitation, contract, or order.

Item 12 (Accounting and Appropriation Data).

When appropriate, indicate the impact of the modification on each affected accounting classification by inserting one of the following entries:

(2) Accounting classification Net decrease $

Include subject matter or short title of solicitation/contract where feasible.

Item 16B. The contracting officer's signature is not required on solicitation amendments. The contracting officer's signature is normally affixed last on supplemental agreements.

(i)

NOTE: If there are changes to multiple accounting classifications that cannot be placed in block 12, insert an asterisk and the words "See continuation sheet".

Item 13. Check the appropriate box to indicate the type of modification. Insert in the corresponding blank the authority under which the modification is issued. Check whether or not contractor must sign this document. (See FAR 43.103.)

Item 14 (Description of Amendment/Modification).

Organize amendments or modifications under the appropriate Uniform Contract Format (UCF) section headings from the applicable solicitation or contract. The UCF table of contents, however, shall not be set forth in this document.

Indicate the impact of the modification on the overall total contract price by inserting one of the following entries:

(i) Total contract price increased by $

(ii) Total contract price decreased by $

(iii) Total contract price unchanged.

State reason for modification.

When removing, reinstating, or adding funds, identify the contract items and accounting classifications.

(g)

(h)

When the SF 30 is used to reflect a determination by the contracting officer of the amount due in settlement of a contract terminated for the convenience of the Government, the entry in Item 14 of the modification may be limited to --

(i) A reference to the letter determination; and

(ii) A statement of the net amount determined to be due in settlement of the contract.

(1)

(2)

(3)

(4)

(5)

(6)

STANDARD FORM 30 (REV. 11/2016) BACK

(1) Accounting classification Net increase $

Description of Modification Continuation Page

The identified contractors are:

Enel North America, submit request via email to Jonathan Harvey at jonathan.harvey@enel.com

Guidehouse, Inc., submit request via email to Greg Simmons at greg.simmons@guidehouse.com

Proprietary Information Agreement. Pursuant to FAR 9.505-4(b), before the contractors identified above are given access to an Offeror’s proprietary information, the Contracting Officer must ensure that those contractors have entered into agreements with each Offeror to protect the Offeror's information from unauthorized use or disclosure for as long as it remains proprietary and to refrain from using the information for any purpose other than that for which it was furnished. A copy of that executed agreement must be provided to the Contracting Officer no later than the due date for submission of the technical proposal. Information deemed by the Offeror to be proprietary shall be clearly marked as proprietary information. Proposals submitted in response to this solicitation will not be returned.

This amendment also revises the amount of Bundled CFE Contractors must provide in FY2035. The contract covers six meter reads in FY2035; therefore, Offerors are required to provide half of the maximum amounts of Bundled CFE as indicated in Exhibit 1 for

FY2035.

All other terms and conditions remain unchanged.

AMENDMENT 0006

Fourth Amended Solicitation

General Services Administration

Public Buildings Service

Office of Facilities Management

Request For Proposal

Electricity Contract

Solicitation PIID: 47PA0724R0005

TABLE OF CONTENTS

TABLE OF CONTENTS

SECTION A: STATEMENT OF REQUIREMENT

A.1 GENERAL

A.2 DEFINITIONS

A.3 CONTRACT TERM

A.4 NOMINATING AND BALANCING RESPONSIBILITIES

A.5 CREDIT FOR DEFAULT RETAIL ELECTRICITY

A.6 RISK OF LOSS

A.7 CHANGE IN RETAIL ELECTRICITY PRICE FROM PROPOSAL DUE DATE TO

CONTRACT AWARD

A.8 CHANGE IN PRICE OF RETAIL ELECTRICITY AFTER CONTRACT AWARD

A.9 BUNDLED CFE

A.10 DAMAGES FOR NOT PROVIDING CONTRACTED AMOUNT OF BUNDLED CFE . 10

A.11 PAYMENT AND BILLING

A.12 ADDING AND DELETING ACCOUNTS TO THIS CONTRACT

A.13 GRID-SUPPLIED CFE

A.14 24/7 CFE IN THIS CONTRACT

A.15 BUYING UNBUNDLED OR BRIDGE EACS

A.16 SELLING BUNDLED EACS

A.17 ENVIRONMENTAL ATTRIBUTES

A.18 ANNUAL REPORTING REQUIREMENTS

A.19 ELECTRICITY LOAD CHANGES DURING THE TERM OF THE CONTRACT

A.20 ELECTRICITY REGULATORY CHANGES

A.21 CONTRACT ADMINISTRATION

A.22 ENERGY PROCUREMENT SUPPORT CONTRACTOR FEE

A.23 QUARTERLY MEETINGS TO DISCUSS CONTRACT AND AVAILABILITY OF CFE . 16

SECTION B: CONTRACT CLAUSES AND PROVISIONS

B.1 FAR CLAUSES INCORPORATED BY REFERENCE

B.2 FAR CLAUSES INCORPORATED BY FULL TEXT

B.3 GSAM/R CLAUSES INCORPORATED BY REFERENCE

B.4 GSAM CLAUSES INCORPORATED BY FULL TEXT

B.5 FAR PROVISIONS INCORPORATED BY REFERENCE

B.6 FAR PROVISIONS INCORPORATED BY FULL TEXT

SECTION C INSTRUCTION TO OFFERORS

C.1 NOTICE OF GSA INFORM PROCESS

C.2 PROPOSAL DUE DATES

C.3 TECHNICAL PROPOSAL COMPONENTS

C.4 PRICE PROPOSAL

C.5 ORAL PRESENTATIONS

C.6 PAGE LIMITS

C.7 LARGE ATTACHMENTS

C.8 QUESTIONS AND ANSWERS

C.9 SUPPLIER CALL

C.10 QUALIFICATIONS, EXCLUSIONS, AND CONDITIONS

SECTION D: EVALUATION OF PROPOSALS

D.1 DETERMINATION OF RESPONSIBILITY

D.2 REQUIRED EVIDENCE OF TECHNICAL CAPABILITY

D.3 NON-PRICE FACTORS

D.4 PRICE EVALUATION

SECTION E: BASIS FOR AWARD

SECTION F: MISCELLANEOUS

SECTION G: LIST OF EXHIBITS AND ATTACHMENTS

NOTE: ALL QUESTIONS shall BE SUBMITTED IN WRITING VIA: ELECTRONIC MAIL TO:

BONNIE.BUETER@GSA.GOV

mailto:Bonnie.Bueter@gsa.gov

SECTION A: STATEMENT OF REQUIREMENT

A.1 GENERAL

The U.S. General Services Administration (GSA or Government) is requesting proposals for the supply of electricity delivered to the PJM Interconnection/Regional Transmission Operator (PJM/RTO), to include carbon pollution-free electricity (CFE) together with associated Energy Attribute Certificates (EACs), up to the Delivery Point(s) specified in this Solicitation, in order to meet the Federal environmental goal of achieving 100% CFE by 2030, including 50% 24/7 CFE as laid out in Section 203 of Executive Order (E.O.) 14057, Catalyzing Clean Energy Industries and Jobs Through Federal Sustainability (December 8, 2021) and its associated White House Council on Environmental Quality Implementing Instructions. GSA anticipates a single or multiple firm-fixed price, ten (10) year contract award(s) resulting from this Solicitation.

The Contractor shall supply the full electricity requirements of the 182 accounts identified in Exhibit 1, comprising approximately 1,136,446,715 kWh of electricity annually, a portion of which must be Bundled CFE as defined below, for a term of approximately one-hundred twenty (120) months. See Section A.3. GSA understands that Bundled CFE may not be available at contract award; therefore, Offerors are asked to provide milestones (See Exhibit 1) describing the amount of Bundled CFE they will provide for each utility service territory by a given date. The CO intends to incorporate the milestone schedule into the contract at award.

All quantities required to be supplied to accounts included in this contract shall be considered Firm Requirements (“Firm Requirements” means electric supply that will not be interrupted except as permitted under this contract) for delivery by the Contractor to the Delivery Point(s) specified in this Solicitation. The Government has organized its requirements for this Solicitation into pricing groups, which are more fully described in Exhibit 1. The Contractor shall serve 100% of the load for each awarded pricing group. At no point shall the Contractor provide a combination of Retail Electricity and/or Bundled CFE at less than 100% of the actual load for each account. The Contractor shall be liable for all costs assessed to accounts arising out of or relating to the non-delivery of Firm Requirements. The electricity provided under this contract shall conform to the tariff of the interstate/intrastate transmitting utility and the local electricity distribution utility (LDU) at the Delivery Point(s).

A.2 DEFINITIONS

24/7 Carbon Pollution-Free Electricity (24/7 CFE): means Carbon Pollution-Free Electricity procured to match actual electricity consumption on an hourly basis and is produced within the same Balancing Authority where the energy is consumed. (Sec. 603(a) of E.O. 14057)

Balancing Authority: For purposes of this Solicitation the Balancing Authority is the PJM Interconnection/Regional Transmission Operator (PJM/RTO).

Bridge EACs: are Unbundled EACs that may be purchased up to the contracted quantities of Bundled CFE during the period between execution of a contract for CFE generation and the date when the CFE generation is placed in service. Bridge EACs shall be generated from resources https://www.whitehouse.gov/briefing-room/presidential-actions/2021/12/08/executive-order-on-catalyzing-clean-energy-industries-and-jobs-through-federal-sustainability/ https://www.whitehouse.gov/briefing-room/presidential-actions/2021/12/08/executive-order-on-catalyzing-clean-energy-industries-and-jobs-through-federal-sustainability/ https://www.sustainability.gov/pdfs/EO_14057_Implementing_Instructions.pdf https://www.sustainability.gov/pdfs/EO_14057_Implementing_Instructions.pdf that produce CFE (defined below), however Bridge EACs may come from a CFE Generation Source that was placed in service prior to October 1, 2021, and/or that is delivered to a Balancing Authority other than PJM/RTO.

Carbon Pollution-Free Electricity (CFE): electrical energy produced from resources that generate no carbon emissions, including marine energy, solar, wind, hydrokinetic (including tidal, wave, current, and thermal), geothermal, hydroelectric, nuclear, renewably sourced hydrogen, and electrical energy generation from fossil resources to the extent there is active capture and storage of carbon dioxide emissions that meets Environmental Protection Agency (EPA) requirements (Sec. 603(d) of E.O. 14057).

Bundled CFE: (referred to as Purchased CFE in Sec. 4.2.4 of E.O. 14057 Implementing Instructions) electricity produced from a qualifying CFE Generation Source with the associated EACs (i.e., the original associated energy attributes have not been separately sold, transferred, or retired). Bundled CFE differs from Retail Electricity, because it is not electricity purchased as part of default/standard electric service. In order to count as Bundled CFE, the CFE and associated EACs shall be sourced from CFE Generation Sources that meet the following conditions:

1. Produce CFE (defined above);

2. Were/are placed in service on or after October 1, 2021, either as a new resource (to include projects not yet developed) or as new capacity at an existing resource modified to increase output1; and

3. Deliver CFE to the PJM/RTO.

CFE Generation Source: resources that generate CFE as defined above. Proposed Bundled CFE from sources other than CFE Generation Sources do not qualify under this Solicitation and therefore will not be accepted.

Delivery Point(s): the PJM/RTO utility interconnect for the specific accounts identified in Exhibit 1.

Energy Attribute Certificates (EACs): instruments that convey information (attributes) about a unit of energy, including the resource used to create it, and the emissions associated with its production and use. Each type of EAC certifies that one (1) MWh of energy has been generated, and fed into the grid, from a particular source such as a solar or wind power plant. For the purposes of this Solicitation, EACs, RECs, Tradable Renewable Certificates, Green Tags, or other equivalent instruments may fulfill the requirement to provide EACs, so long as the required terms and conditions are met. (See Appendix A of E.O. 14057 Implementing Instructions).

1 For facilities which have been modified to increase CFE output, only incremental new capacity (not increased output) placed in service on or after October 1, 2021 will qualify as CFE. Modifications to existing resources that increase output from equivalent or less capacity would not meet the CFE requirements.

Grid-Supplied CFE: means CFE delivered as part of the default electricity service or the electricity grid mix from a utility or electric service provider (in contrast to Bundled CFE, in which the CFE and associated EAC are specified contractually). Grid-Supplied CFE calculations are based on a supplier-reported methodology explained in detail in Section A.13. (See Sec. 4.2.4 of E.O. 14057 Implementing Instructions)

Kilowatt Hour or kWh: 1,000-watt hours and represents one kilowatt of power expended for one hour of time.

Local Electric Distribution Utility (LDU): the local electric distribution owner and operator providing electric distribution and interconnection services to purchasers at the accounts receiving the electricity.

Market Index Rate: PJM real time (index) prices for the generator node. These are available on the PJM website: https://dataminer2.pjm.com/list

Megawatt or MW: a unit for measuring power that is equivalent to one million watts (equivalent to one joule per second).

PJM Interconnection/Regional Transmission Operator (PJM/RTO): coordinates the movement of wholesale electricity in all or parts of Delaware, Illinois, Indiana, Kentucky, Maryland, Michigan, New Jersey, North Carolina, Ohio, Pennsylvania, Tennessee, Virginia, West Virginia and the District of Columbia.

Retail Electricity: electricity purchased as part of default/standard electric service or the residual electricity grid mix from a utility or electric service provider. This power includes electricity from the regional residual grid mix of resources which may include both CFE Generation Sources and Non-CFE Generation Sources.

Unbundled EACs: (referred to as Purchased EACs in Sec. 4.2.4 of E.O. 14057 Implementing Instructions) are EACs that are procured independently from the purchase of the electricity itself.

Unbundled EACs shall be sourced from CFE Generation Sources that:

1. Produce CFE (as defined above);

2. Are/were placed in service on or after October 1, 2021, either as a new resource or as new capacity at an existing resource modified to increase output; and

3. Deliver CFE to the PJM/RTO Balancing Authority.

Unbundled EACs shall be generated within six months prior to or three months after the net annual CFE compliance year, which runs on the fiscal year from October 1st through September 30th.

https://dataminer2.pjm.com/list

A.3 CONTRACT TERM

The Government has placed its requirements into eight (8) pricing groups, as indicated in Exhibit

1. Accounts within a pricing group may have different first utility meter read dates; however, the term of the contract for each pricing group starts at the first utility meter read within the pricing group, as listed on Exhibit 1, and ends with the monthly billing cycle associated with the March 2035 meter read.

A.4 NOMINATING AND BALANCING RESPONSIBILITIES

It is the Contractor’s responsibility to conduct all required nominations on behalf of the accounts specified in Exhibit 1. The Contractor shall be fully familiar with the imbalance, transmission grid loss and line loss policies of both the LDU and the interstate/intrastate transmission companies.

The Contractor shall be liable for all costs arising out of or relating to nominating and balancing on behalf of the accounts specified in Exhibit 1.

A.5 CREDIT FOR DEFAULT RETAIL ELECTRICITY

If at any time, unless as a result of an excusable delay (see Federal Acquisition Regulation (FAR) 52.212-4(f)), an account covered by this contract accepts Retail Electricity from the LDU serving in its capacity as the utility supplier of last resort as a result of action or inaction by the Contractor, the Contractor shall be responsible for 1) payment of any additional costs incurred and 2) issuing any credit owed to the Government for any costs saved.

A.6 RISK OF LOSS

Risk of loss of electricity supplied under this contract shall remain with the Contractor prior to the Delivery Point and shall pass to the Government at and after the Delivery Point specified for each facility.

A.7 CHANGE IN RETAIL ELECTRICITY PRICE FROM PROPOSAL DUE DATE TO

CONTRACT AWARD

The Contractor’s prices provided in its proposal for Retail Electricity and Bundled CFE are binding;

however, every Offeror’s price, for Retail Electricity only, will automatically be increased in accordance with market movement. Market movement is determined by the increase in New York Mercantile Exchange (NYMEX) settle prices at the end of the trading day when final pricing offers are due to NYMEX settle prices at the end of the previous trading day from the date of contract award (the date the award document is sent to awardee to sign). For example, if final pricing offers are due September 20th and the contract is sent to the awardee for signature on September 27th, then GSA will calculate the difference between NYMEX settle prices at the end of the trading day on September 20th to the prices at end of the trading day September 26th. GSA will then apply that percentage increase to the final offer price for each pricing group. Any increase to rates as a result of this clause shall be reflected in the contract award document. This clause only applies to an increase in market movement, not a decrease.

A.8 CHANGE IN PRICE OF RETAIL ELECTRICITY AFTER CONTRACT AWARD

Unless otherwise provided in this contract, at 60 months after contract award, the Contractor may submit a written request to the GSA Contracting Officer (CO) listed in Section A.21 to change the price of Retail Electricity. The written request must be submitted by the seventh (7th) business day of the 60th month and must identify the specific account(s) affected. If the Contractor fails to submit such a written request by the identified date, the Retail Electricity price established in the contract at award shall continue for the remainder of the contract term.

If the request is timely submitted, the GSA CO will compare NYMEX settle prices at the end of the trading day on the day of contract award to NYMEX settle prices at the end of the trading day on the last day of the month prior to the request being submitted. If the later settle price is at least 20% higher than the earlier settle price, the Contractor’s price for Retail Electricity for the identified account(s) will be increased by the percentage difference. This rate adjustment will be effective and fixed for the remainder of the contract term. Assessment of price movement will be based on the applicable PJM/RTO pricing zone(s) for the identified accounts’ pricing group(s). For the avoidance of doubt, this Section A.8 only applies to Retail Electricity and not to other types of electricity specified in the contract, including but not limited to Bundled CFE.

A.9 BUNDLED CFE

The Government only intends to acquire part of its total electrical load requirement for the accounts listed in Exhibit 1 with Bundled CFE. Exhibit 1 indicates the maximum amount of Bundled CFE the Government will purchase in each pricing group. Bundled CFE is a flat kWh amount and is not load following. The Bundled CFE flat kWh amount shall be allocated to the individual accounts in proportion to their historical volumes in Exhibit 1. In response to this Solicitation, for the pricing groups for which it wants to be considered for award, Offerors shall provide milestones in Exhibit 1 describing 1) the amount of Bundled CFE it can provide in which utility service territory and 2) the date upon which Bundled CFE delivery will begin (month/year).

The CO intends to incorporate the milestone schedule into the contract at award. The Offeror’s milestones shall, at a minimum, provide for the maximum amounts of Bundled CFE indicated from Fiscal Year (FY) 2030 until the end of FY2034the contract. The Government’s Fiscal Year starts October 1st and ends September 30th. FY2035 starts October 1, 2034; however, the contract ends with the March 2035 meter read. Therefore, the contract covers six meter reads in FY2035 (October, November, December, January, February and March). For this reason, Offerors are required to provide half of the maximum amounts of Bundled CFE for FY2035 as indicated in Exhibit 1. Offerors whose proposals do not meet this minimum requirement from FY 2030 onward will not be considered for award. Offerors whose proposals provide more CFE in the years FY 2025 - FY 2029 without exceeding the maximum requirement will be evaluated more favorably, as more fully described in Section D.

A.10 DAMAGES FOR NOT PROVIDING CONTRACTED AMOUNT OF BUNDLED

CFE

Due to the requirements specified in Executive Order 14057, the Contractor agrees and recognizes that time is of the essence with regard to providing Bundled CFE in accordance with the milestones included in this contract. Furthermore, the Contractor agrees to take any and all reasonable, good faith efforts to provide the contracted amount of Bundled CFE according to the contracted milestone schedule. In the event the Contractor is unable to deliver the agreed upon amount of Bundled CFE, the Contractor shall immediately notify the GSA CO listed in Section A.21 in writing and explain why it is unable to provide the contracted amount of Bundled CFE, including its reasonable, good faith efforts taken to date. If, despite such failure, the CO finds that the Contractor has taken reasonable, good faith steps to provide the contracted amount of Bundled CFE, then in addition to other remedies specified in this section or elsewhere in this contract, to the extent the Contractor fails to provide the contracted amount of Bundled CFE :

1. For up to the first six (6) consecutive monthly billing cycles beginning upon the contracted milestone start date for Bundled CFE delivery, the Contractor shall provide Retail Electricity at the contract rate and Bridge EACs, which together are equal to 100% the amount of contracted Bundled CFE not received for each such billing cycle.

2. After the first six (6) monthly billing cycles and up to the first 18 consecutive monthly billing cycles beginning upon the contracted milestone start date for Bundled CFE delivery, if, despite continued reasonable, good faith efforts, the Contractor is still not able to provide the contracted amount of Bundled CFE, then the Contractor shall provide Retail Electricity at the contract rate and EACs, which together are equal to 100% of the amount of contracted Bundled CFE not delivered, as follows:

a. For the seventh monthly billing cycle: EACs equal to 100% of the contracted Bundled CFE not delivered must be made up of: 10% Unbundled EACs that meet the definition in Section A.2 and 90% Bridge EACs.

b. For each successive month up to and including the 18th monthly billing cycle, the amount of Unbundled EACs shall increase by 10% each month and the amount of Bridge EACs shall decrease by 10% each month until the Contractor is providing Unbundled EACs equal to 100% the amount of contracted Bundled CFE not delivered. For example, for the eighth monthly billing cycle, the Contractor must provide 20% Unbundled EACs and 80% Bridge EACs.

c. EACs provided under this section shall be at no charge to the Government.

3. If the GSA CO finds that the Contractor did not take reasonable, good faith steps to provide the contracted amount of Bundled CFE or is not able to provide the contracted amount of Bundled CFE eighteen months after the contracted milestone start date for Bundled CFE delivery, then the CO may pursue remedies in accordance with 52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services, up to and including potential termination for cause.

Nothing in this section relieves the Contractor of its responsibility for providing the full electricity demand for all accounts. In the event that replacement electricity is required under this section, such electricity shall be provided at the rates specified for Retail Electricity under this contract.

A.11 PAYMENT AND BILLING

The Contractor expressly agrees and acknowledges that each Government facility to which supplies or services are provided pursuant to this contract will be separately responsible for and liable to pay for any such supplies or services. For the avoidance of doubt, GSA will be the responsible party for purposes of making payments for the accounts only where GSA is listed as the Agency on Exhibit 1.

The Contractor will submit a monthly invoice to the Government facility for supplies and services rendered the previous month. Invoices shall include separate line items for Bundled CFE and Retail Electricity. The invoice shall include the amount of kWhs measured at each meter and shall be consistent with the rules of the applicable Public Utility/Services Commission for each State regarding issuance and format of bills. The Contractor shall use the LDU's meters, meter readings, and billing cycles for the computation of bills. The Contractor shall establish a unique supplier account number for each end-use Government account and provide the corresponding LDU account number on each monthly bill. The Contractor also expressly agrees and acknowledges they will be required to submit invoices in accordance with each end use agency’s billing requirements and systems which can include requirements for invoices to be submitted through online systems.

It shall be the Contractor’s responsibility to know and understand the specific details and requirements for monthly billing, reporting, and coordination with the LDU. Payment shall be in accordance with FAR 32.9 (Prompt Payment). If payment is to be made by electronic funds transfer, the provisions of FAR 32.11 (Electronic Funds Transfer), including the clause at FAR 52.232-33 shall apply. The Contractor shall be responsible for any late charges and/or penalties associated with prompt payment requirements that may be required by internal procedures and/or controls of the LDU. The Government requires that each bill contain itemized account level detail on a building or facility basis. Each invoice shall include itemized charges levied by the LDU.

Contractor’s invoices shall match the company name as specified in block 17a of the awarded Standard Form (SF) 1449, and payment information for the Contractor in relation to invoices rendered shall match the DUNS number, Tax Identification Number and Cage Code also specified in block 17a of the awarded SF1449.

A.12 ADDING AND DELETING ACCOUNTS TO THIS CONTRACT

Due to the long-term duration of this contract, the Contractor recognizes that the Government may need to delete accounts or to add accounts in the future that are not listed in Exhibit 1, whether part of the initial contract or as otherwise amended.

In the event that the Government seeks to add accounts, the Government will provide the Contractor with the account's estimated electricity requirement and the two (2) parties agree to 1) enter into good faith negotiations to determine prices for Retail Electricity and Bundled CFE; and

2) to the extent an agreement is reached, execute a bilateral modification adding the line item on the SF30, Amendment of Solicitation/Modification of Award.

The Government may unilaterally remove any accounts at its discretion. If the Government removes any accounts listed in Exhibit 1, the Government shall provide the Contractor with a written notice forty-five (45) business days before any such removal. Contractor expressly agrees that Bundled CFE associated with removed accounts may be reallocated across remaining accounts at the rates specified in the contract, the details of which will be set forth in a bilateral modification. Contractor also expressly agrees that Retail Electricity associated with removed accounts may be reallocated to other or additional accounts at the rates specified in the contract, the details of which will be set forth in a bilateral modification.

If accounts are removed and Bundled CFE or Retail Electricity is not reallocated, the methodology provided in Section B.2, Tailored Addendum to FAR 52.212-4(l) shall be used to calculate early termination charges, if any. In the event that Bundled CFE or Retail Electricity is reallocated, no early termination charges will be assessed for that Bundled CFE or Retail Electricity.

A.13 GRID-SUPPLIED CFE

In order to assist the Government in calculating Grid-Supplied CFE, the Contractor shall complete and return the Supplier-Reported Grid-Supplied CFE reports (Attachments 1-3) annually. See Section A.18. This report will be used to record CFE in the supplier’s existing grid mix that is delivered to Federal customers pursuant to state and local laws or regulations. This Supplier- Reported Grid-Supplied CFE report will also be used to affirm that the Contractor is in compliance with all applicable Renewable Portfolio Standards. Upon request, but not more than quarterly, the Contractor shall be willing to meet with the GSA CO to discuss the estimated amount of Grid- Supplied CFE and how it is calculated.

A.14 24/7 CFE IN THIS CONTRACT

Section 203 of E.O. 14057 sets the goal that agencies match facility electrical energy use on an hourly basis to achieve 50% 24/7 CFE by 2030. During the term of the contract, if sufficient accounting and data management systems for tracking and reporting 24/7 CFE are available in the market, the Contractor shall use time-stamped EACs to track and report the amount of 24/7 CFE on an annual basis using Attachments 4 and 5. If sufficient accounting and data management systems for tracking and reporting 24/7 CFE become available and the market develops to a point that it is viable for the Contractor to deliver 24/7 CFE to the Government under the contract, the Contractor must be willing to discuss such delivery up to the amount of Bundled CFE, subject to bilateral contract modification.

A.15 BUYING UNBUNDLED OR BRIDGE EACS

The Government may request that the Contractor purchase additional Unbundled EACs or Bridge EACs throughout the term of the contract. The purchase of any additional Unbundled EACs or Bridge EACs will be at prevailing market rates negotiated via a bilateral modification. The customer account shall be invoiced for the cost of the Unbundled EAC or Bridge EAC, which may include a reasonable transaction fee.

A.16 SELLING BUNDLED EACS

Prior to the Contractor retiring Bundled EACs on the Government’s behalf, the Government may request that the Contractor liquidate Bundled EACs. Prior to consummating any such sale, the Contractor shall obtain the CO’s written permission, which agreement shall be in the form of a bilateral modification. The customer account invoice for the following month shall be reduced by the value of the sale minus a reasonable transaction fee. In the event that the value of the sale minus a reasonable transaction fee exceeds the amount of the customer account invoice for the following month, the remaining value shall be subtracted from the customer account invoice for the succeeding month’s invoice.

A.17 ENVIRONMENTAL ATTRIBUTES

The Contractor expressly warrants and agrees that, unless otherwise agreed to by the Contracting Officer, EACs under this contract will not be sold, transferred, or retired on behalf of any party, other than the Government.

A.18 ANNUAL REPORTING REQUIREMENTS

The Contractor shall complete and submit the required Annual Reports (Attachments 1-10) no later than October 31st of each contract year. The Contractor may update the Annual Reports, if needed, no later than December 1st each year. In each Annual Report submitted by October 31st, the Contractor shall state whether the report is final or if it intends to submit an updated report.

A.19 ELECTRICITY LOAD CHANGES DURING THE TERM OF THE CONTRACT

As indicated in Section A.1, this contract is for the full requirements of each account at the Delivery Point(s). The full requirements are expressed as estimates on Exhibit 1 of this Solicitation. Except as provided for in Exhibit 1, the Government does not estimate that its aggregate annual electricity load will change in a significant manner (a “Significant Aggregate Annual Electricity Load Change”) throughout the term of this contract. For purposes of this section, a Significant Aggregate Annual Electricity Load Change means an annual change in the aggregate electricity load kWh consumption of all the accounts in a pricing group in excess of twenty-five percent (25%). For the avoidance of doubt, Significant Aggregate Annual Electricity Load Changes do not include load changes as a result of adding or deleting accounts under Section A.12. The estimated volumes for each pricing group are given in Exhibit 1, and these volumes will be used in determining annual changes. The Government will notify the Contractor of any anticipated Significant Aggregate Annual Electricity Load Change within a reasonable time after the Government becomes aware of any such change.

In the event of a Significant Aggregate Annual Electricity Load Change, the Contractor shall provide additional Retail Electricity to meet the increased load, but is not required to provide additional Bundled CFE unless otherwise agreed to with the CO. The Contractor may submit a request for equitable adjustment for any increased or decreased Retail Electricity costs associated with a Significant Aggregate Annual Electricity Load Change.

A.20 ELECTRICITY REGULATORY CHANGES

The contract prices shall include all applicable Federal, State, and local regulations including PJM/RTO charges expected to be in effect and applicable to this contract at the time of contract award. This includes all price components specified as “fixed” in Attachment 11, Price Component

Confirmation Table.

After-Imposed Charges Due to a Change of Federal, State, or Local Regulation (“After-Imposed Charges”), means any new or modified Federal, State, and/or local regulation including PJM/RTO charges on the transactions covered by this contract that result in new or increased charges that the Contractor is required to pay or bear as the result of legislative, judicial, regulatory or administrative action taking effect after the contract award date.

The contract prices shall be increased by the amount of any After-Imposed Charges, provided the Contractor warrants in writing that no amount for such After-Imposed Charges was included in the contract prices, as a contingency reserve, direct or indirect cost, or otherwise, and that the Contractor provides sufficient documentation to support the increase.

After-Relieved Charges Due to a Change of Federal, State, or Local Regulation (“After-Relieved Charges”), means any Federal, State, and/or local regulation including PJM/RTO charges on the transactions covered by this contract that the Contractor is no longer required to pay or bear, or for which the Contractor obtains a refund or reduction, as the result of legislative, judicial, regulatory or administrative action taking effect after the contract award date.

The contract prices shall be decreased by the amount of any After-Relieved Charges.

Any increases or decreases in the contract prices due to After-Imposed Charges or After-Relieved Charges shall be accomplished by a bilateral contract modification.

The ceiling price for After-Imposed Charges is limited to 50% of the combined, load-weighted contract prices for Retail Electricity and Bundled CFE.

Absent express agreement with the CO raising the ceiling price for After-Imposed Charges, the Government will not be obligated to pay the Contractor any amount in excess of such ceiling price and the Contractor shall not be obligated to continue performance if to do so would exceed such ceiling price. If the ceiling price for After-Imposed Charges is increased, any otherwise allowable costs incurred by the Contractor in excess of the original ceiling price shall be allowable to the same extent as if the costs had been incurred after the increase.

A.21 CONTRACT ADMINISTRATION

The CO and Contract Specialist (CS) for the administration of all GSA accounts are:

Bonnie Bueter, Contracting Officer Brenna Lanphear, Contract Specialist Carbon Pollution-Free Electricity/ Carbon Pollution-Free Electricity/ Clean Energy Division Clean Energy Division 1800 F Street, NW, Washington, D.C. 20405 1800 F Street, NW, Washington, D.C. 20405 202-227-1635 cell 214-707-6483 cell bonnie.bueter@gsa.gov brenna.lanphear@gsa.gov

A.22 ENERGY PROCUREMENT SUPPORT CONTRACTOR X FEE

The Contractor hereby agrees to pay a fee in the amount of $0.00070 per kWh for all usage billed under this contract. The Contractor shall pay the fee directly to the GSA Energy Procurement Support Contractor designated by GSA (currently Enel X) in accordance with the agreement, if any, executed between the Contractor and the GSA Energy Procurement Support Contractor. If the Contractor does not have an existing fee agreement with the GSA Energy Procurement Support Contractor, they will be required to execute one no later than 90 days after contract award. The Contractor expressly recognizes and understands that the Government is not responsible for paying the fee to the GSA Energy Procurement Support Contractor. To the extent a dispute occurs between the Contractor and the GSA Energy Procurement Support Contractor regarding the fee, any such dispute shall be handled in accordance with the agreement executed between the Contractor and the GSA Energy Procurement Support Contractor.

A.23 QUARTERLY MEETINGS TO DISCUSS CONTRACT AND AVAILABILITY OF CFE

Not less often than quarterly, the Contractor shall meet virtually with the CO and CS from GSA in order to discuss any contractual issues as well as provide an update on the current status of Bundled CFE in PJM/RTO. The Contractor shall address any concerns with providing Bundled CFE in accordance with the milestones during these meetings.

SECTION B: CONTRACT CLAUSES AND PROVISIONS

This Solicitation incorporates one or more clauses or provisions by reference, with the same force and effect as if they were given in full text. Upon request, the CO will make their full text available. The Offeror is cautioned that the listed provisions may include blocks that shall be completed by the Offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the Offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. The Federal Acquisition Regulation (FAR) clauses and provisions are those in effect through Federal Acquisition Circular (FAC) 2024-05. The full text may be accessed electronically at: https://www.acquisition.gov/far.

The General Services Acquisition Manual / Regulation (GSAM/R) clauses and provisions are those in effect through Change 183 GSAR Case 2022-G517.

B.1 FAR CLAUSES INCORPORATED BY REFERENCE

FAR 52.252-2 Clauses Incorporated by Reference (Feb 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the CO will make their full text available.

Clause Title Effective Date

52.204-13 System for Award Management Maintenance Oct 2018

52.204-18 Commercial and Government Entity Code Maintenance Aug 2020

52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services Nov 2023

B.2 FAR CLAUSES INCORPORATED BY FULL TEXT

https://www.acquisition.gov/far/part-52

52.204-21 Basic Safeguarding Of Covered Contractor Information Systems (Nov 2021)

(a) Definitions. As used in this clause— Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public websites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information ( 44 U.S.C.

3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures.

(1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(End of clause)

Tailored Addendum to FAR 52.212-4 Contract Terms and Conditions – Commercial Products and Commercial Services (FAR DEVIATION) (Jan 2023) (g)INVOICE In addition to the requirements contained in 552.212-4, Invoices shall be prepared in accordance with A.6 PAYMENT AND BILLING.

(k) TAXES Except as otherwise set forth in this subsection (k), the contract price includes all applicable Federal, State, and local taxes and duties.