Attachment J - Special Instructions.pdf

Attachment J – SPECIAL INSTRUCTIONS

UPWARD CEILING ON ECONOMIC PRICE ADJUSTMENT (FIXED-PRICE)

(a) The Contractor agrees that the total increase in any unit price pursuant to the ECONOMIC PRICE ADJUSTMENT clause shall not exceed __350__ percent of the original base price for individual contract items, except in the situations provided hereafter.

(b) If at any time the Contractor has reason to believe that within the near future a price adjustment will be required under the ECONOMIC PRICE ADJUSTMENT clause of this contract and that the resultant adjustment when added to the latest contract price for the item(s) in question will exceed the current contract ceiling price for the item(s), the Contractor shall notify the Contracting Officer of the expected increase. At the same time, the Contractor shall propose a revised ceiling which he believes to be sufficient to permit completion of remaining contract performance. The Contractor's proposal shall be supported by appropriate explanations and documentation as required by the Contracting Officer. The parties agree to promptly undertake negotiations regarding the proposed new ceiling.

(c) If, in the absence of an agreement on a new ceiling, notice is given by the Contractor of an actual price change which results in a unit price for contract item(s) which exceeds the current ceiling, the Contractor will have no further obligation under this contract to fill pending or future orders for the specific line item(s) in question as of the effective date of the increase, as long as the unit price exceeds the ceiling. If, however, notwithstanding the lack of agreement on a new ceiling, the Contracting Officer indicates in writing that the Government is prepared to purchase the line item(s) for the price as adjusted under the ECONOMIC PRICE ADJUSTMENT clause beyond the current ceiling, the Contractor will be obligated to continue to honor orders placed for the specific line item in question.

**ANY PROPOSAL USING AN ALTERNATE/UNCOMMON ESCALATOR WILL NOT BE ACCEPTED.**

ECONOMIC PRICE ADJUSTMENT - MARKET PRICE (PC&S) (ETHANOL) (DLA ENERGY APR 2020)

(a) WARRANTIES. The Contractor warrants that--

(1) The unit prices set forth in this contract do not include allowances for any portion of the contingency covered by this contract text; and

(2) The prices to be invoiced hereunder for listed items shall be computed in accordance with the conditions of this contract text.

(b) DEFINITIONS. As used throughout this contract text, the term--

(1) Award price means the unit price accepted by the Government for the item of supply identified by the item number.

(2) Base market price means the industry publication, Contractor’s posted price, or the Contractor’s supplier’s price to be used in determining an economic price adjustment of the award price of an individual product for the market area and time period specified in this contract text. The base market price is shown in paragraph (g), Column V of the Market Indicator Table and is the price from which economic price adjustments are calculated pursuant to this contract text. The Contractor will propose a base market price which is subject to review by the Government to ensure it accurately reflects market conditions.

(3) Adjusting market price means the market price in affect on the date of delivery and that will be used to determine the change from the base market price (see Column V of the Table below).

(4) Date of delivery means--

(i) FOR TANKER OR BARGE DELIVERIES.

(A) F.O.B. ORIGIN. The date and time the vessel commences loading.

(B) F.O.B. DESTINATION. The date and time the vessel commences discharging.

(ii) FOR ALL OTHER TYPES OF DELIVERIES. The date the product is received on a truck-by-truck basis.

(c) PRICE ADJUSTMENTS. The Contractor’s price change notification shall be submitted in writing within 5 calendar days of such change. Any resultant price changes shall be provided via notification through contract modifications.

(1) CHANGE IN SUPPLIER’S PRICE. The price change notification shall include a copy of the Contractor's supplier's notice or invoice, which clearly shows the supplier's name, the increase/decrease in price or invoice, the applicable product, and the effective date of the change.

(2) CHANGE IN CONTRACTOR’S POSTED PRICE. The price change notification documentation shall be sufficient to justify such change and shall include, but not be limited to, the actual supplier-published fuel prices (rack, terminal, truck, etc.) clearly annotated for the fuel type to be procured and the effective date of the price change.

(3) In the event the Contracting Officer determines the justification is insufficient to warrant such a change in the supplier’s price or the Contractor’s posted price, the Contractor will be notified within 3 working days of DLA Energy’s receipt of the price change notification. The Contractor shall continue performance under this contract until the situation is resolved in accordance with paragraph (d), Disputes, of the CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS clause of this contract.

(4) CHANGE IN INDUSTRY PUBLICATION PRICE. In the event that there is a change in the industry publication price used to effect a change in base market price, the Contractor will notify the Contracting Officer in writing and include substantiating documentation.

(5) CALCULATIONS. The prices payable hereunder shall be determined by adjusting the award price by the same number of cents, or fractions thereof, that the base market price increases or decreases per like unit of measure between the date shown in Column V of the Table below and the date of delivery. All arithmetical calculations, including the final adjusted unit price, shall be carried to six decimal places, truncated.

(6) DECREASES. If the Contractor fails to notify the Contracting Officer of any decrease in the base market price within the allotted 5-day period, such decrease shall apply to deliveries made on or after the effective date of such decrease. However, if any overpayment is made to the Contractor as a result of the Contractor’s failure to give timely notice to the Contracting Officer of any decrease from the base market price, the Contractor shall be charged interest on such overpayment from the date of the overpayment to the date reimbursement is received from the Contractor for the overpayment in accordance with paragraph (d), Disputes, of the CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS clause of this contract.

(7) INCREASES. Any increase in award price as a result of an increase in the base market price shall apply to all deliveries made on or after the date of receipt by the Contracting Officer of written notification from the Contractor of such increase in accordance with paragraph (c) above. However, no notification incorporating an increase in an award price shall be executed pursuant to this contract text until the increase has been verified by the Contracting Officer.

(8) FAILURE TO DELIVER. Notwithstanding any other conditions of this contract text, no upward adjustment shall apply to product scheduled under the contract to be delivered before the effective date of the adjustment, unless the Contractor’s failure to deliver according to the delivery schedule results from causes beyond the Contractor’s control and without its fault or negligence, within the meaning of paragraphs (f), Excusable Delays, and (m), Termination for Cause, of the CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS clause of this contract, or is the result of an allocation made in accordance with the terms of the ALLOCATION clause of this contract, in which case the contract shall be amended to make an equitable extension of the delivery schedule.

(9) UPWARD CEILING ON ECONOMIC PRICE ADJUSTMENT. The Contractor agrees that the total increase in any award price shall not exceed 350% percent of the award price in any applicable program year (whether it is a single year or a multiyear program), except as provided hereafter:

(i) If at any time the Contractor has reason to believe that within the near future a price adjustment under the conditions of this contract text will be required that will exceed the current contract ceiling price for any item, the Contractor shall promptly notify the Contracting Officer in writing of the expected increase.

The notification shall include a revised ceiling the Contractor believes is sufficient to permit completion of remaining contract performance, along with an appropriate explanation and documentation as required by the Contracting Officer.

(ii) If an actual increase in the base market price would raise an award price for an item above the current ceiling, the Contractor shall have no obligation under this contract to fill pending or future orders for such item, as of the effective date of the increase, unless the Contracting Officer issues a contract modification to raise the ceiling. If the contract ceiling will not be raised, the Contracting Officer shall so promptly notify the Contractor in writing.

(d) REVISION OF MARKET PRICE INDICATOR. If any applicable market price indicator (industry publication price, supplier’s price, or Contractor’s posted price) is discontinued, its method of derivation is altered substantially, or the Contracting Officer determines that the market price indicator consistently and substantially failed to reflect market conditions, the parties shall mutually agree upon an appropriate and comparable substitute and the contract shall be modified to reflect such substitute effective on the date the indicator was discontinued, altered, or began to consistently and substantially fail to reflect market conditions. If the parties fail to agree on an appropriate substitute, the matter shall be resolved in accordance with paragraph (d), Disputes, of the CONTRACT TERMS AND CONDITIONS -- COMMERCIAL ITEMS clause of this contract.

(e) EXAMINATION OF RECORDS. The Contractor agrees that the Contracting Officer or designated representatives shall have the right to examine the Contractor's books, records, documents, and other data the Contracting Officer deems necessary to verify Contractor adherence to the conditions of this contract text.

(f) FINAL INVOICE. The Contractor shall include a statement on the final invoice that the amounts invoiced hereunder have applied all decreases required by this contract text.

(g) MARKET INDICATOR TABLE.

I II III IV V

If company -name of product;

If publication - Base market heading under price as of Name of which market Location where ____________ company/ price is published market price (base market date) Item no. publication and name of product is applicable excludes all taxes)

SUPPLIES, DELIVERY POINTS,

ITEMS AND METHOD OF DELIVERY ESTIMATED QUANTITY

TRANSPORT TRUCK AND/OR TRUCK AND TRAILER FREE TIMEAND DETENTION RATES

(a) Upon arrival of Contractor's transport truck or truck and trailer, the receiving activity shall promptly designate the tanks into which the load is to be discharged. Free time will commence when the discharge those is connected to the receiving line at the delivery point and will end when discharge is completed.

The Contractor shall be paid for detention beyond free time for delays caused by the Government. A minimum of one-hour free time is required.

(1) Free time for unloading a transport truck or truck and trailer (includes one hour minimum plus any additional time):Two (2) hours_________________________________________________.

(2) Rate for detention beyond free time:__________________________________.

(i) The above will not be considered in the evaluation of offers for award except that a free time of less than one hour may render an offer unacceptable. Notwithstanding the above, the Government is entitled to at least as much free time as is allowed by the common carrier or that the Contractor normally allows its regular commercial customers, whichever is greater. Free time only applies to single-drop deliveries (it is not applicable to multiple-drop tank truck/truck and trailer deliveries or any tank wagon deliveries).

(b) Notwithstanding the above, the Government will not pay more in detention rates than the actual rate charged by the common carrier or the rate the Contractor normally charges its regular commercial customers, whichever is lower. Detention costs will be the sole responsibility of the activity incurring them and are only allowable on single drop deliveries (they are not allowable on multiple drop tank truck/truck and trailer deliveries or any tank wagon deliveries. Invoices for detention costs will be submitted by the Contractor directly to the activity receiving the product. These provisions are applicable to DLA-owned/capitalized as well as non-DLA- owned/noncapitalized products.

(c) UNLESS THE OFFEROR OTHERWISE INDICATES IN PARAGRAPHS (a)(1) AND (a)(2) ABOVE, FREE TIME WILL BE CONSIDERED UNLIMITED AND DETENTION COSTS WILL NOT BE

CHARGEABLE.

DELIVERY AND ORDERING PERIODS

(a) This contract text applies to all modes of delivery, whether origin or destination.

(b) The period of this contract during which the Ordering Officer may order and the Contractor shall deliver, if ordered, shall be as follows unless the item in the Schedule specifies otherwise:

(1) Ordering Period Begins: April 1, 2026 and Ends: March 31, 2029.

(2) Delivery Period Begins: 48 Hours after receipt of an order and Ends: 30 days after the end of the ordering period.

(c) Notwithstanding the foregoing, deliveries made prior to the delivery period at the option of the Contractor and pursuant to an order by the Government shall be deemed to have been made under this contract at the applicable contract price(s).

(d) To the extent practicable, the Government will attempt to lift in approximately equal monthly quantities for the life of the contract. However, if the monthly pro rata is less than the Contractor's maximum parcel size regardless of mode the Government reserves the right to order volumes equal to the maximum parcel size per delivery. Where the maximum parcel size available for individual deliveries as specified in the contract is greater than the monthly pro rata, the supplier will accumulate any such product at any such location and subsequently make deliveries equal to the specified maximum quantity available for individual deliveries.

(e) Except at its option, the Contractor shall not be required to deliver f.o.b. tanker at origin in any one delivery a quantity of product(s) less than 50,000 barrels, except when the minimum quantity available for individual deliveries as specified in the contract is less than 50,000 barrels.

(f) Nothing included in this contract text shall restrict the Government's rights under the DELIVERY-

ORDER LIMITATIONS - SCOPE OF CONTRACT.

AUTHORIZED NEGOTIATORS

The offeror or quoter represents that the following persons are authorized to negotiate on its behalf with the Government in connection with this request for proposals or quotations.

NAME TITLE PHONE NUMBER EMAIL

PROPOSAL ACCEPTANCE PERIOD

(a) Acceptance period, as used in this contract text, means the number of calendar days available to the Government for awarding a contract from the date specified in this solicitation for receipt of proposals.

(b) This contract text supersedes any language pertaining to the acceptance period that may appear elsewhere in this solicitation.

(c) The Government requires a minimum acceptance period of _120_ calendar days.

(d) If the offeror specifies an acceptance period which is less than that required by the Government, such offer may be rejected.

(e) The offeror agrees to execute all that it has undertaken to do, in compliance with its offer, if such offer is acceptable to the Government and is accepted within the acceptance period stated in (c) above or within any extension thereof that has been agreed to by the offeror.

E-MAIL PROPOSALS

(a) Offerors may submit proposals via e-mail. E-mail proposals are subject to the same rules as paper proposals.

(b) E-mail receiving data and compatibility characteristics are as follows:

(1) E-mail address: 2026COG2Solictiation@dla.mil.

(2) The DLA Energy accepts attachments in—

(i) Adobe Acrobat;

(ii) Microsoft Excel;

(iii) Microsoft Word; and

(iv) Microsoft PowerPoint.

(c) Initial proposals, modifications and proposal revisions submitted via e-mail must contain offeror's signature included in the attachment to the e-mail communication.

(d) Attachments that are not in .pdf file format must be sent password protected for “read only” to ensure the integrity of the data submitted.

(e) Proposals submitted electronically through a single e-mail must be no more than 10 MB. DLA Energy’s mail server will reject messages larger than 10 MB.

(f) The DLA Energy e-mail filter will scan the incoming e-mail and attachments for viruses and key words. Abbreviations for terms such as “Analysts” or using “3Xs” as placeholders in a document are found in the filter’s adult content library and may result in the e-mail delivery being delayed. Offerors are encouraged to verify receipt of e-mail offers by contacting the Contracting Officer prior to the solicitation closing time.

(g) If any portion of an e-mail proposal received by the Contracting Officer is unreadable, the Contracting Officer will immediately notify the offeror and permit the offeror to resubmit the proposal. The method and time for resubmission shall be prescribed by the Contracting Officer after consultation with the offeror and the resubmission shall be considered as if it were received at the date and time of the original unreadable submission for the purpose of determining timeliness, provided the offeror complied with the e-mail submissions instructions provided in this paragraph and with the time and format requirements for resubmission prescribed by the Contracting Officer.

(h) The Government reserves the right to make award solely on the e-mail proposal. However, if requested to do so by the Contracting Officer, the apparently successful offeror promptly shall submit the complete signed original proposal.

NOTIFICATION OF TRANSPORTATION COMPANY TO BE UTILIZED IN THE DELIVERY OF

PRODUCT

mailto:2026COG2Solictiation@dla.mil

[ ] Check here if not subcontracting with a transportation company in the performance of any resultant contract.

(a) In the performance of any resultant contract, offeror agrees not to utilize transportation companies that have been debarred or suspended, are ineligible for receipt of contracts with Government agencies, are in receipt of a notice of proposed debarment or ineligibility from any Government agency, or are otherwise ineligible under Federal programs. Offerors shall submit the name, address, and telephone number of the transportation company(ies) that will be utilized in the performance of any resultant contract. In addition, it is requested that offerors provide the State(s) in which the transporter is authorized to conduct business.

(b) The information provided will not be used in the evaluation of offer prices. However, the information is subject to review by the Contracting Officer and could result in a non-responsibility determination.

Failure to provide the requested information may also render the offeror non-responsible.

(c) Should any of the specified information change prior to award, offerors are required to provide the Contracting Officer with the updated information (also see the NOTIFICATION OF CHANGE IN TRANSPORTATION COMPANY contract text in Addendum II).

Transportation Company Information

NAME ADDRESS PHONE NUMBER

State(s) in which transporter is authorized to operate

State City/County, Zip Code

NOTIFICATION OF CHANGE IN TRANSPORTATION COMPANY

(a) In the performance of this contract, the Contractor agrees not to utilize transportation companies that have been debarred or suspended, are ineligible for receipt of contracts with Government agencies, are in receipt of a notice of proposed debarment or ineligibility from any Government agency, or are otherwise ineligible under Federal programs. Substitution of a new transportation company is subject to review by the Contracting Officer for use under this contract.

(b) If the Contractor changes transporters after award, the Contractor shall provide the Contracting Officer with the followig information on alternative or new transportation company(ies) being utilized in the transportation of supplies under this contract.

Transportation Company Information

NAME ADDRESS PHONE NUMBER

State(s) in which transporter is authorized to operate

State City/County, Zip Code

CONVERSION FACTORS

(a) This contract text applies to all products except lubricating oils.

(b) The offeror should use conversion factors that reflect its product characteristics and submit prices and transportation rates in the requested units. In the event prices or transportation rates are not submitted in the requested units, the following conversion factors based on an assumed density for the product will be used by DLA Energy in the evaluation of the offer.

(1) TABLE I.

One Imperial Gallon = 1.20095 U.S. Gallons at the same temperature One Liter = 0.264172 U.S. Gallons at the same temperature One Cubic Meter (1,000 liters) = 6.2898 Barrels at the same temperature One U.S. Barrel = 42 U.S. Gallons at the same temperature One Kilometer = 0.62137 Miles One Mile = 1.6093 Kilometers One Nautical Mile = 1.15 Statute Miles

(2) TABLE II.

DENSITY TYPICAL

PRODUCT @15oC @60oF

BARRELS PER GALLONS PER LITERS PER BARRELS PER GALLONS

PER

Kg/m3 API METRIC TON METRIC TON METRIC TON LONG TON LONG

TON

AUTOMOTIVE

GASOLINE (ALL) 744.9 58.4 8.462 355.42 1342.46 8.598 361.12

AVIATION

GASOLINE (ALL) 716.3 66.0 8.801 369.66 1396.06 8.943 375.59

BURNER FUEL OILS

FUEL OIL NO. 1 812.8 42.5 7.753 325.61 1230.31 7.877 330.83

FUEL OIL NO. 2 846.9 35.5 7.440 312.49 1180.78 7.560 317.51

FUEL OIL NO. 4 914.2 23.2 6.891 289.44 1093.85 7.002 294.09

FUEL OIL NO. 5

LIGHT 954.2 16.7 6.602 277.27 1048.00 6.707 281.71

FUEL OIL NO. 5

HEAVY 960.7 15.7 6.557 275.39 1040.91 6.662 279.81

FUEL OIL NO. 6 976.6 13.3 6.450 270.90 1023.96 6.554 275.25

DIESEL FUELS

NO. 1 DIESEL (ALL) 818.9 41.2 7.695 323.17 1122.15 7.818

328.36

NO. 2 DIESEL (ALL)

& GAS OIL 839.3 37.0 7.507 315.30 1191.47 7.628 320.36

INTERMEDIATE FUEL OILS

IFO 180 965.3 15.0 6.526 274.09 1035.95 6.630 278.48

IFO 380 973.9 13.7 6.468 271.65 1026.68 6.572 276.01

JET FUELS

JP4/JET B 764.6 53.5 8.243 346.22 1307.87 8.376 351.78

JP5 819.9 41.0 7.686 322.80 1219.66 7.809 327.98

JP8/JET A1/F34/TS1 805.9 44.0 7.820 328.42 1240.85 7.945 333.69

JET A 814.2 42.2 7.739 325.04 1228.20 7.863 330.26

KEROSINES (ALL) 815.2 42.0 7.730 324.68 1226.69 7.854 329.88

MARINE GAS OIL 839.3 37.0 7.507 315.30 1191.47 7.628 320.36

NAPHTHA 731.1 62.0 8.623 362.16 1367.80 8.761 367.97

NAVAL DISTILLATE

FUEL (F76) AND

DFW (F75) 844.3 36.0 7.463 313.43 1184.41 7.582 318.46

(3) TABLE III.

ASSUMED DENSITY

PRODUCT 20 deg C/20 deg C g/mL lb/gal Kg/gal

FSII DIEGME 1.025 8.561 3.884

EVALUATION OF OFFERS (EXCEPTIONS/DEVIATIONS)

(a) Offerors are expected to submit offers in full compliance with all terms and conditions of this solicitation.

(b) Any exceptions/deviations to the terms and conditions of this solicitation will result in the Government's determination that either--

(1) The exception/deviation is material enough to warrant rejection of the offer in part or in full;

or

(2) The exception/deviation is acceptable.

(c) If the exception/deviation is in reference to a specification contained in this solicitation and the offeror cannot supply product fully meeting the required specification(s), the product can be offered for consideration provided the offeror clearly indicates, by attachment to the offer, the extent to which any product offered differs from the required specification(s).

(d) If the exception/deviation is in reference to a particular test, inspection, or testing method contained in this solicitation, the offer can be considered provided the offeror clearly indicates, by attachment to the offer, the extent to which its offer differs from those requirements.

(e) If the exception/deviation is determined acceptable, offered prices may be adjusted, for evaluation purposes only, by the Government's best estimate of the quantitative impact of the advantage or disadvantage to the

Government that might result from making an award under those circumstances.

SPECIAL NOTE: DEFINITIONS

As used throughout this contract, the following terms shall have the meanings set forth below:

(a) Quality Assurance Representative (QAR) is a Government Representative authorized to represent the Contracting Officer to assure the Contractor complies with the contractual requirements in furnishing petroleum products and services.

(b) Ordering Officer means whichever of the following or their designated representatives is applicable: (1) the Commander, DLA Energy; (2) the Commander, Defense General Supply Center; (3) the Commander, U.S. Army Petroleum Center; (4) the Commanding Officer, U.S. Navy Petroleum Office; (5) the Director of Air Force Aerospace Fuels; (6) the Chief of the Air Force Aerospace Fuels Office; (7) the Officer in charge of the Federal Government activity encompassing any delivery point indicated in the Schedule; (8) the Commanding Officer or the Master of the vessel to be bunkered; (9) any Government Contractor furnishing evidence of authority to order under this contract; (10) the head of any Federal Government agency; (11) the pilot, the flight commander, the aircraft commander or the crew chief of the U.S. designated aircraft authorized to place orders against into-plane contracts; (12) the Contracting Officer; (13) the individual in charge of ordering coal at the receiving Government activity; (14) the driver of a Federal vehicle or boat, or the pilot of a Federal aircraft authorized to place orders under a service station contract; (15) the Navy Fleet Commanders; (16) the Defense Attaché .

(c) The acronym TK means tanker, B means barge, TC means tank car, T means truck, TT means transport truck, TTR means truck and trailer, TW means tank wagon, P means pipeline, and MSS means Marine Service Station. The acronyms or terms TT or transport truck and TTR or truck and trailer mean tank truck equipment, whereas the acronym or term T or truck means truck equipment for hauling drummed or packaged supplies. The acronym SW means supplier's works, CFD means Contractor-furnished drum, and GFD means Government-furnished drum.

(d) Supplies means all property, except land and interests in land, that is clearly identifiable for eventual use by or owned by the DoD at the time of transportation by sea. An item is clearly identifiable for eventual use by the DoD if, for example, the contract documentation contains a reference to a DoD contract number or a military destination.

(e) Acceptance means the act of an authorized Representative of the Government by which the Government, for itself, or as an agent of another, assumes ownership of existing identified supplies tendered or approves specific services rendered, as partial or complete performance of the contract. For f.o.b. origin delivery acceptance occurs when the Government QAR signs the Material Inspection and Receiving Report (DD Form 250 series document). For f.o.b. destination delivery, acceptance occurs when the authorized Government Representative signs the DD Form 250 series document or the contractor's shipping document.

(f) Calibration means the comparison of a measurement system or device of unverified accuracy to a measurement system or device of known or greater accuracy to detect and correct any deviation from required performance specifications of the unverified measurement system or device.

(g) The terms isolated system and segregated system mean a system that has a positive separation from other systems in a tank farm through the means of blind flanges, locked double-block and bleed type valves, etc.

(h) Dedicated system means a system that is self-contained and for the exclusive use of a particular product.

(i) Common system means a system that usually utilizes a manifold or pipeline that handles more than one product exclusively.