Langley_UP_RFP_Jan_2013.docx

SOLICITATION, OFFER AND AWARD

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 350)

1 | 89

2. CONTRACT NO.

3. SOLICITATION NO.

GS-00P-13-BSC-0949

4. TYPE OF SOLICITATION

[ ] SEALED BID (IFB)

[X] NEGOTIATED (RFP)

5. DATE ISSUED

01 NOV 2013

6. REQUISITION/PURCHASE NO.

GENERAL SERVICES ADMINSTRATION

1800 F Street, NW Room 5116 Washington, DC 20405 OFFICER/SYMBOL: Linda Collins, Contracting Officer/Director, Natural Gas Acquisition Program (NGAP) Energy Division Office of Facilities Management & Services Programs Work: 202-708-9881: FAX: 202-208-2849 Email: lindal.collins@gsa.gov Same as Block 7

NOTE: In sealed bid solicitation "offer" and "offeror mean "bid" and "Bidder".

SOLICITATION

Caution - Late Submissions, Modifications, and Withdrawals: See Section L. Provision No. 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME:

Linda L. Collins B. TELEPHONE NO. (Include Area Code) (NO COLLECT CALLS) 202-708-9881

11. TABLE OF CONTENTS

OTHER STATEMENTS OF OFFERORS

OFFER (Must be fully completed by offeror)

NOTE: ITEM 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within 300 calendar days (60 calendar days unless a different period is inserted by the offer) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See section I, Clause No 52.232-8)

10 CALENDAR

DAYS

DAYS

(The offeror acknowledges receipt of amendments to the solicitation for offerors and related documents numbered and dated.

FACILITY

16. NAME AND TITLE OF PERSON AUTHORIZED

AND

ADDRESS

OF

OFFEROR

CAGE CODE-

TO SIGN OFFER (Type or print)

FAX #

15B. TELEPHONE NO. (Include area code)

18. OFFER DATE

AWARD (To be completed by Government)

21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

[ ] 10 U.S.C. 2304(c)( ) [ ] 41 U.S.C. 253(c)( )

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

ITEM

24. ADMINISTRATION BY (If other than Item 7) CODE

25. PAYMENT WILL BE MADE BY CODE

26. NAME OF CONTRACTING OFFICER (Type or print)

Linda L. Collins

27. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

28. AWARD DATE

Section B Supplies or Services and Prices/Costs B.1 Systems to be Privatized The utility system(s) shown below represent the utility systems included in this solicitation for privatization:

Natural Gas

Water

Wastewater

B.2 Schedules B.2.1 Schedule B-1 Regulated Tariff a Available to offerors proposing regulated rates.

a Utility system to be filled in by the Offeror. A Schedule B-1 must be completed for each utility system offered. Utility systems are shown in paragraph B.1, Systems to be Privatized. Offerors shall provide a comprehensive description of proposed tariffs in their Price Proposals.

b CLIN 0002 is required only if the tariff provides for separate identification of initial system deficiency corrections and connection charges. If separate identification is not provided, it will be assumed the tariff rate includes these costs.

B.2.2 Schedule B-2 Fixed Price Economic Price Adjustment a Available to offerors proposing a Fixed Price Economic Price Adjustment (FPEPA) a Utility system to be filled in by the Offeror. A Schedule B-2 must be completed for each utility system offered. Utility systems are shown in paragraph B.1, Systems to be Privatized.

b The offeror should enter the Utility Services Charge, as computed in Price Data Sheet 1.

B.3 Price Data Sheets Offerors must complete the applicable Price Data Sheets that are consistent with their proposed pricing methodology:

B.3.1 Price Data Sheet 1 – Utility Services Charge

B.3.2 Price Data Sheet 2 – Renewals and Replacements – 50-YEAR Plan Notes: For each inventory component/item listed in the utility specific attachment, clearly show the $ value of the planned R&R (if any) for each year 1-50 This Plan represents the offeror’s conceptual methodology that will be used for evaluation purposes.

GS-00P-13-BSC0949 Page 2 of 89 Langley afb, VIRGINIA

B.3.3 Price Data Sheet 3 – Initial System Deficiency Correction(s) / Upgrade(s) / Connection Charge(s) / Transition Period

B.3.4 Price Data Sheet 4 – Recoverable Portion of Purchase Price

B.3.5 Price Data Sheet 5 – Proposal 50-Year Charges to the Government, Applicable Tariff

PRICE DATA SHEET 5 – REGULATED TARIFF

Payment by the Government for Utility Services

B.3.6 Price Data Sheet 6 – Proposal 50 Year Charges to the Government, Constant 20XX$ Notes:

1. Offerors shall provide for Schedule B-2, 2. Contract year--Fill in for each year (1-50)

Section C Description/Specifications/Work Statement C.1 Precedence In accordance with FAR 52.215-8, any inconsistency in this solicitation or contract shall be resolved by giving precedence in the following order: (a) The Schedule (excluding the specifications); (b) Representations and other instructions; (c) Contract clauses appearing in the solicitation or contract; (d) Contract clauses incorporated by reference; (e) Other documents, exhibits, and attachments; and (f) the specifications. Additionally, the terms and conditions of Sections A through K, including the Section J attachments, shall take precedence over any inconsistent provisions contained within portions of the Contractor’s proposal incorporated in or made exhibits to the Contract. Exceptions not specifically identified by the Contractor in its proposal in accordance with the requirements of Section L of the solicitation and expressly accepted by the Contracting Officer in writing shall not be deemed to be part of the Contract and shall not be binding on the Government.

C.2 Authority, Scope, and Program Goal

C.2.1 General The Government is conveying the utility system(s) identified in this solicitation. Subsequent to the conveyance of the utility system(s), the Government will acquire the corresponding utility service(s) from the Contractor as the new owner of the system(s). The Government is requesting proposals for the purchase of the utility system(s) listed in Section B.1, the conveyance of the infrastructure, and the acquisition of the identified utility service(s). The conveyance of the utility system(s) and the acquisition of utility service(s) are both subject to the terms and conditions of this solicitation. The Government will consider the purchase of commodities with the privatization offer(s) on a case-by-case basis.

C.2.2 Authority Utilities privatization consists of two transactions: 1) the conveyance of the utility infrastructure via a Bill of Sale; and 2) the acquisition of utility services on the privatized system(s) via a utility services contract. The conveyance of the utility system(s) is a property disposal action, in accordance with 10 U.S.C. §2688, and is not covered under the FAR. The acquisition of utility services is a FAR Part 41 acquisition. The purchase of utility services is an acquisition and will be governed by the FAR and its applicable supplements.

C.2.3 Scope The Government seeks a Contractor to assume ownership of the utility system(s) and infrastructure specified in Section B.1, Systems to be Privatized, (the “system(s)” or “utility system(s)”), and as the new owner, to operate and maintain the systems and provide utility services to the Government. Assumption of ownership and provision of utility services shall be performed in accordance with all terms, conditions, and special contract requirements, specifications, attachments, exhibits, and drawings contained in this solicitation or incorporated by reference.

Offerors are not required to offer on all of the utility systems specified in the Schedule unless otherwise specified in the Section J Attachments. Offers may be submitted on individual system(s) or on groups of systems on an all or none basis. However, for grouped proposals, the Government reserves the right to consider any efficiencies and/or cost savings that may be achieved by awarding multiple systems to a single offeror. For all offers, whether grouped or not, the offeror shall provide a separate price schedule for each utility system. Offers on grouped systems that do not include a separate price schedule for each utility system will not be considered for award. For purposes of the economic comparison required by 10 U.S.C. §2688, each system will be evaluated separately. Offerors are advised that if any individual system within a grouped offer does not satisfy the economic criteria for award that grouped offer will not be considered for award.

C.2.4 Program Goal The desired goal of the conveyance is to transfer all rights, title, and interest of the Government in and to the utility system(s) listed in the Schedule. Consequently, the Government will retain no reversionary interests in the utility system(s) sold, other than the terms regarding the repurchase option and rights of access. The transfer of title will be accomplished after contract award and full transfer is the intended and preferred consequence. The utility system(s) being sold includes equipment, fixtures, structures, and other improvements utilized in connection with the utility system(s), which will be more specifically described in the Bill of Sale. The divestiture will not include the real property upon, under, or around the utility system(s). The sale will be documented by a Bill of Sale, see sample at Reference JR1 to this RFP. In addition to the sale of the utility system identified in the Bill of Sale, the Government will also acquire utility services from the transferee.

C.2.5 Utility Systems Attachments are included in Section J for the utility system(s) listed in Section B.1 and are herein referred to as “utility-specific attachments.” Each utility-specific attachment provides details specific to each Installation utility system and requirement. Upon contract award(s), the appropriate attachments will be included in the contract and the others will be removed.

C.2.5.1 The property being sold in this action will be as described in the utility-specific attachments of the solicitation. The system will be sold in an “as is, where is” condition without any warranties, representations, or obligation on the part of the Government to make any alterations, repairs, or improvements. Any proposal that offers an alternative description of the property being sold may be deemed technically unacceptable.

C.3 Requirement

C.3.1 Utility Services Requirement Subject to the terms and conditions in this RFP, the Contractor (a.k.a. “System Owner”) shall furnish all necessary labor, management, supervision, permits, licenses, certifications, equipment, supplies, materials, transportation, and any other incidental items or services required for the complete ownership of and provision of utility services via these utility systems, including operation, maintenance, repair, upgrade, and improvement of the systems.

The Contractor shall provide reliable and dependable utility services to each Government or tenant connection within the service area (see Section C, Service Area) 24 hours each and every day. The Contractor shall be responsible for providing capital investments and all other resources required to own, maintain, and operate its utility system(s) in a safe and reliable condition, and to meet all the requirements listed herein.

Access to the utility system(s) will be as specified in Section C, Access to the Utility System.

C.3.2 Performance Standards The Contractor shall ensure adequate and dependable utility service(s) to all facilities and equipment served. Unless otherwise provided for in this contract, the Contractor shall provide utility service(s) in accordance with industry-standard construction, operations, maintenance, management, environmental, safety, and other relevant standards, that apply to similarly situated utility services providers serving customers whose service characteristics are comparable to the service characteristics of the Installation. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, and unusually severe weather. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

Services provided shall comply with all applicable Federal, state, and local laws/regulations and any Installation specific requirements set forth in the utility-specific attachments, as they may be amended from time to time, including those requirements relating to health, safety, and the environment. The Contractor shall modify its service practice as necessary to accomplish such compliance.

If a change in the service requirement necessitated by compliance with later imposed/modified laws and regulations or Installation requirements constitutes reasonable cause for an adjustment to the service charge, the charge will be adjusted in accordance with FAR 52.243-1, Changes -Fixed-Price-Alt 1 or FAR 52.241-7 Changes in Rates or Terms and Conditions of Service for Regulated Services as applicable.

C.3.3 Sub-Metering The Contractor shall be responsible for reading, maintaining, and calibrating all sub-meters on the privatized utility system(s), as identified in the utility-specific attachments. The Government will use sub-meters for internal installation billing purposes, commodity management, and energy conservation purposes. Meter reading reports shall be submitted to the recipient identified in the utility-specific attachments.

All costs for providing, installing, reading, reporting, and maintaining the existing and additional meters shall be the responsibility of the Contractor.

C.3.3.1 Future Sub-Meters The Contractor shall provide, install, read, maintain, and calibrate sub-meters requested by the Government for any purpose throughout the contract period. Installation of and responsibility for future sub-meters (not on the system at the time of sale or identified for installation as part of the contract) may constitute reasonable cause for an initial installation charge and a utility service charge adjustment in accordance with Section G.

C.3.4 Energy and/or Water Efficiencies and Conservation and Renewable Energy Generation The Contractor shall strive to provide energy and/or water efficient systems. In addition, the Contractor will facilitate interconnection of new or existing renewable energy generation assets that are located on the installation, whether the Government or a third party is the owner/operator of any such generation assets. The Government has an established program for conducting and implementing energy and/or water savings, conservation projects, and renewable energy generation projects to reduce utility usage, costs, and to obtain other benefits including mandated levels of renewable energy usage and reduction of emissions. Some of these have resulted in the Government entering into long-term financing arrangements with non-Government entities. The utility-specific attachments identify any such energy and/or water savings projects that are currently in place for the specific utility system.

The Contractor agrees to take no action that will negatively impact these utility conservation projects without prior approval of the Contracting Officer. Additionally, the Government reserves the ability to enter into any future energy and/or water savings projects with the goal of reducing Government costs. Projects implemented by the Government that will require changes in the privatized system shall be coordinated between the parties prior to implementation.

If, after award, additional efficiency System Deficiency Corrections (SDCs)/Upgrades projects are identified by the Contractor, they shall be proposed to the Government in accordance with Section C, SDCs/Upgrades/Connections and Renewals and Replacements. The Government may consider cost-savings sharing and incentives either through utility services charge adjustments or lump-sum payments.

C.3.5 Commodity Supply Electric, natural gas, and water commodity supply is not included in this contract, even if any production facilities are included as part of the system to be conveyed. The Government retains the right to procure or supply any commodity that will be transported on the system(s) covered by this contract from any source, including the Contractor if the Contractor proposes to supply the commodity via an alternate proposal. In accordance with FAR 41.102, natural or manufactured gas cannot be procured under this solicitation.

Offerors may submit an alternate proposal that includes the supply of commodities (See Section L, Alternate Proposals and Exceptions to Terms and Conditions). Such offers will be considered on a case-by-case basis. The Government will remain the customer of record and retain ownership of all commodities transported and distributed through the Contractor-owned systems unless otherwise provided in the contract.

C.4 Service Area The service area is defined as all areas within the Government installation boundaries and any other facilities and property boundaries under the control of the Installation. Within the service area and upon the Government’s request, the Contractor shall provide utility services to all existing and new customers. At any time, by written order, the Contracting Officer may designate any location within the service area where utility services under this contract shall commence or be discontinued. Any service charge adjustment as a result of these actions will be in accordance with Section G.

C.4.1 Use of Distribution Systems to Serve Areas Outside the Installation Service Area The Contractor may use the utility infrastructure on the Installation to serve or benefit areas or customers outside the service area(s) only with concurrence of the Government. Compensation to the Government will be negotiated. In no way shall service to off-installation customers degrade or hinder reliable service, or create unhealthy, unsafe, or unacceptable outages to the Government’s facilities.

C.4.2 Joint Use

C.4.2.1 Government Use The Government may have property and equipment installed on or attached to poles, conduits, pipes, duct banks, towers, buildings, and other portions of the utility systems to be transferred. The Government reserves the right to continue to use the property to be transferred for this purpose, to enter on the transferred property to maintain, repair, operate, upgrade, and replace its property and equipment, and to install new Government equipment. Any upgrade or replacement of such installed or attached property shall be made only after coordinating with the Contractor. Any upgrade or replacement of such installed or attached property shall comply with all applicable safety regulations.

Attachment fees shall not apply. However, costs of any make-ready work related to safety requirements may be recovered under the contract. All attachments will be coordinated with the Contractor prior to the attachment.

C.4.2.2 Commercial Use

C.4.2.2.1 The Contractor shall enter into joint use agreements with the Installation's telephone company, cable television company, and other service providers in accordance with applicable law and regulation.

C.4.2.2.2 Certain system components may have third party equipment attached pursuant to a lease or other contractual arrangement between the third party and the Installation. The Contractor will take ownership of these components subject to such lease(s), with any revenue continuing to accrue to the Installation until the lease(s) expire or are otherwise terminated at the discretion of the Installation. Any new lease(s), lease extensions, or other arrangements between the Contractor and any third party to permit attachment of third party equipment to system components must be approved by the Installation and may be subject to revenue sharing, all of which must be negotiated with the Installation under separate agreement. The Installation considers cellular telephone antennae to be mission-essential equipment and requests for permission by a third party to attach such equipment to the Contractor-owned components shall not be unreasonably withheld, or subjected to unreasonable fees.

C.5 Utility System Ownership, Personnel, and Security

C.5.1 Utility System Ownership

C.5.1.1 Transfer of Title A general description of the utility system(s) assets to be transferred is included in the utility-specific attachments. Prior to the transfer of title, such facilities shall continue to be owned by the Government. Transfer of title shall be accomplished by Bill of Sale, with access provided via the Right of Access granted in the Contract. The Bill of Sale shall provide the complete list of all assets to be sold.

The Contractor shall neither transfer nor assign its interests in the utility system(s) assets transferred by Bill of Sale without the prior written consent of the Government. No transfer or assignment of the Contractor’s interests in the utility system(s) assets transferred by Bill of Sale shall occur except in connection with the Government’s recognition of a successor in interest to this contract under FAR 42.1204.

An example of the Bill of Sale is provided in Section J, Attachment JR1. The parties shall prepare and execute such additional documents as may be necessary to implement the ownership transfer.

C.5.1.2 Tools, Vehicles, and Equipment Unless listed in the final Bill of Sale, Government-owned tools, vehicles, and equipment used for system operations and maintenance that are not a physical part of the utility system will remain the property of the Government.

C.5.1.3 Placement of Utility System The Contractor shall comply with requests from the Installation regarding the placement of new or renewal utility systems either overhead or underground, unless to do so would cause the Contractor to violate any applicable law or regulation or would be inconsistent with sound utility operational practices. Requests for placement that differ from normal utility practice may constitute a reasonable cause for an equitable adjustment in accordance with Section G.

C.5.1.4 Contractor Facilities The Contractor, at its expense, shall acquire, furnish, install, and operate and maintain all facilities required to provide the utility service(s) hereunder. The Contractor shall have title to all facilities it builds and equipment it installs under this contract, except as otherwise specifically provided. If available and at the Government’s sole discretion, the Contractor may be permitted to either build or lease office space, maintenance shops, materials storage/staging areas, or other facilities on the Installation.

The Contractor shall be responsible for acquiring all utilities, janitorial services, building maintenance, and ground maintenance for these facilities. The Government may, if its capabilities permit, consent to provide certain of these services to the Contractor on a reimbursable basis, as defined in the utility-specific attachments.

New construction or remodeling of existing facilities shall comply with the Installation’s architectural standards and be fully coordinated with the Installation prior to beginning construction (see utility-specific attachments for list of available facilities).

C.5.1.5 Record Drawings The Contractor shall maintain record drawings for all existing and new facilities installed by the Contractor within the service area. Upon reasonable request and with reasonable notice, the Government may use and copy such drawings. The Contractor shall provide available drawings to the Government in the electronic media formats using the latest release software compatible with Government systems at no cost to the Government. The Contractor will also provide information to allow for updates to the Installation Geographical Information System (GIS). The Contractor shall identify changes to and update utility system maps in both hard copy (full size) and electronic media formats to ensure delineation of all Contractor facilities within one year of the contract start date and annually thereafter as necessary in conjunction with submission of the Annual SDC/Upgrades/Connections and R&R Plan.

C.5.1.6 Disposition of Removed or Salvaged Materials The removal and disposition of facilities and materials that are not used and useful for the purpose of providing utility service(s) shall be the responsibility of the Contractor. The Contractor shall notify the Contracting Officer or designated representative when removing hazardous substances in accordance with Section H., Hazardous Substances and the Specific Service Requirements outlined in the utility-specific attachments. Abandoned plant items not identified on existing maps but found during operations shall be documented on the drawings. In order to prevent hazardous conditions, the Contractor shall be responsible for ensuring that no interconnections exist between abandoned and utilized facilities.

C.5.1.7 Liens and Mortgages The Contractor shall not engage in any financing or other transaction creating any mortgage upon any Government property, place or suffer to be placed upon Government property any lien or other encumbrance, or suffer any levy or attachment to be made on the Contractor's interest in any easement or right of access to Government property. For the purposes of this clause, property shall include, but not be limited to: fee, lease, license, personal property, or any authorized Government use or interest in property.

C.5.2 Personnel For purposes of this contract, the term “personnel” or “employee(s)” refers to any person performing work related to this contract, including but not limited to, the Contractor’s employees, agents, representatives, or subcontractors. The Contractor shall not permit any personnel to work under this contract if such person is identified to the Contractor as a potential threat to the health, safety, security, general well-being, or operational mission of the Installation or population. All personnel will comply with Installation security, health, and safety conditions.

The Contractor will allow the Installation to review on a continuing basis a listing of all personnel engaged in providing utility services to the Installation. The listing will provide sufficient information on all personnel to allow precise Government identification of each individual.

C.5.2.1 Speaking, Reading, and Understanding English Where reading, understanding, and discussing environmental, health, and safety warnings are an integral part of an employee’s duties, that employee shall be able to understand, read, write, and speak the English language fluently. All personnel that interface with customers shall be able to speak and understand the English language fluently.

C.5.2.2 Personnel Appearance and Identification The Contractor’s personnel shall present a neat appearance and be readily recognized as Contractor personnel. As required by the Installation, the Contractor shall ensure each employee obtains from Security Forces an identification card that shall include at a minimum the employee’s name, photograph, and Contractor’s name. Each employee shall follow established Installation procedures for displaying their identification card while within the boundaries of the Installation.

C.5.2.3 Employee Certification The Contractor shall ensure that employees meet all applicable federal, state, local, and Installation certification, licensing, and medical requirements to perform all assigned tasks and functions as defined in this contract.

C.5.2.4 Installation’s Rules Apply to the Contractor Rules, regulations, directions, and requirements issued by the Installation, or other command authorities, under their responsibility for good order, administration, and security, including Specific Service Requirements as outlined in the utility-specific attachments, apply to all personnel who enter the Installation or who travel by Government transportation.

C.5.2.6 Controlled Access Areas The Contractor shall apply for personnel security clearances required for performance after the contract is awarded. Personnel requiring access to secured areas or restricted areas under the control of the Installation shall comply with applicable regulations. The Government reserves the right to terminate the entry of any employee upon disclosure of information that indicates the individual’s continued entry to the Installation is not in the best interests of national security. Additionally, violation of, or deviation from, the established security procedures by the Contractor’s personnel may result in the confiscation of identification media and the denial of future entry to the Installation.

C.5.2.7 Conflict of Interest The Contractor shall not knowingly employ any person who is a U.S. Government employee if employing that person would create a conflict of interest. Additionally, the Contractor shall not knowingly employ any person who is an employee of the Government, either military or civilian, unless such person seeks and receives written approval according to DOD 5500.7-R, Joint Ethics Regulations (JER).

C.5.2.8 Employment of Military Personnel The Contractor is cautioned that off-duty active military personnel hired under this contract may be subject to permanent change of station, changing duty hours, or deployment. Military reservists and National Guard members may be subject to recall to active duty. The abrupt absence of these personnel could adversely affect the Contractor’s ability to perform. However, their absence at any time shall not constitute an excuse for nonperformance under this contract.

C.5.2.9 Employment of Quality Assurance Representative Personnel The Contractor is prohibited from employing Quality Assurance Representatives (QAR) whom the Contractor knows or should know are responsible for monitoring any contracts/subcontracts awarded to the Contractor.

C.5.3 Contractor Vehicles All Contractor vehicles shall be readily identifiable. Identification shall include displaying Contractor name in a clear and unobstructed location on the vehicle.

C.5.4 Contractor Communications Devices Prior to operating communications devices on the Installation, the Contractor shall obtain approval of the Installation Communication Group by requesting an available clear frequency. The Contractor shall follow all Installation procedures for operating communications devices on the Installation in accordance with Department of Defense FAR Supplement (DFARS) 252.235-7003, Frequency Authorization.

C.5.5 Contractor Advertising The Contractor shall not place or display (nor permit a third party to place or display) advertising of any kind on Government property or on the Contractor’s property located on the Installation. Reasonable markings on the Contractor’s property, including vehicles, for the purpose of identifying it as the Contractor’s property are permitted.

C.6 Access to the Utility System

C.6.1 General The Contractor and its agents, employees, Contractors, and subcontractors shall have reasonable access to the Installation (Premises) to accomplish its duties and responsibilities under the Contract. Such access is subject to the general supervision and control of the Installation’s commander and his duly authorized representatives. In accepting the rights, privileges, and obligations established hereunder, the Contractor recognizes that the Installation serves the national defense and that the Government will not permit the operation, construction, installation, repair, and maintenance of a utility system and the provision of utility services to interfere with the Installation's mission.

C.6.2 Right of Access This Installation is an operating military installation that is closed to the public and is subject to the provisions of the Internal Security Act of 1950, 50 U.S.C. § 797, and of 18 U.S.C. § 1382. Access to the Installation is subject to the control of its Installation Commander and is governed by such regulations and orders as have been lawfully promulgated or approved by the Secretary of Defense or by any designated military commander. Any access granted to the Contractor, its officers, employees, Contractors of any tier, agents, and invitees is subject to such regulations and orders. This Right of Access is subject to all regulations and orders currently promulgated or which may be promulgated by lawful authority as well as all other conditions contained herein. Such regulations and orders may, by way of example and not by way of limitation, include restrictions on who may enter, how many may enter at any one time, when they may enter, and what areas of the Installation they may visit, as well as requirements for background investigations, including those for security clearances, of those entering. The Contractor is responsible for the actions of its officers, employees, Contractors of any tier, agents, and invitees while on the Installation and acting under this Right of Access.

In the event all or any portion of the Premises shall be needed by the Government or in the event the presence of the Contractor’s property shall be considered detrimental to governmental activities, the Contractor shall, from time-to-time and upon notice to do so, and as often as so notified, remove or relocate its property to such other location or locations on the Premises as may be required by the contracting officer or authorized representative, and in the event the Contractor’s property shall not be removed or relocated within ninety (90) days after any aforesaid notice, the Government may cause the same to be done. Any removal or relocation of the Contractor’s property at the direction of the Government under Section C.6.2 shall be at the Government’s expense.

The Contractor further recognizes that the operation, construction, installation, repair, and maintenance of the utility system on the Installation may be subject to requirements and approvals not ordinarily imposed by civilian authorities, including, but not limited to, compliance with the National Environmental Policy Act of 1969, as implemented. The Contractor agrees to abide by all applicable regulations.

The Contractor shall neither transfer nor assign this Right of Access nor any interests or rights thereunder without the prior written consent of the Government. No transfer or assignment of the Contractor’s rights or interests under this Right of Access shall occur except in connection with the Government’s recognition of a successor in interest to this contract under FAR Subpart 42.14.

C.6.2.1 Condition of the Premises The Contractor is granted access to the Premises in an “as is, where is” condition without any warranty, representation by the Government concerning the condition of the Premises, or obligation on the part of the Government to make any alterations, repairs, improvements, or corrections to defects whether patent or latent. At such times and for such part of the Premises as the Installation Commander may determine, the Government and the Contractor, hereinafter referred to as the “Parties,” will prepare and sign a Physical Condition Report to reflect the condition of the Premises prior to the Premises being disturbed by the activities of the Contractor. Such Report shall be used by the Government upon the expiration or termination of this Contract to determine whether the Contractor has fulfilled its obligations to maintain and restore the Premises to the condition required by this Right of Access.

C.6.2.2 Alteration of Premises If the Contractor’s property located on the Premises intrudes into airspace subject to regulation under the Federal Aviation Regulations or their Air Force counterparts, such property shall be operated, constructed, installed, repaired, and maintained in conformance with such regulations.

C.6.2.3 Government Access Nothing in the Contractor’s Right-of-Access shall be interpreted as interfering with or otherwise limiting the right of the Government and its duly authorized officers, employees, Contractors of any tier, agents, and invitees to enter upon the Premises for any lawful purpose.

C.6.2.4 Other Grants of Access This Right of Access is subject to all outstanding easements, rights of way, leases, permits, licenses, and uses for any purpose with respect to the Premises. The Government shall have the right to grant additional easements, rights of way, leases, permits, and licenses, and make additional uses with respect to the Premises. Provided however, that the Government shall not grant any such additional easements, rights of way, leases, permits, licenses, or uses which will, as determined in the sole discretion of the Government, unreasonably interfere with the Contractor's use of the Premises under this Right of-Access.

C.6.2.5 Reserved

C.6.2.6 Liability for Damages Any interference with the use of or damage to any real or personal property under the control of the Government incident to the exercise of the rights and privileges granted to the Contractor under this Right of Access shall be promptly corrected by the Contractor to the satisfaction of the Installation Commander. If the Contractor fails to promptly repair or replace any damaged property after being notified to do so by the Installation Commander, the Government may repair or replace such property and the Contractor shall be liable to the Government for the costs of such repair or replacement.

C.6.2.7 Fire Protection

C.6.2.7.1 The Contractor shall enter into a Memorandum of Understanding (MOU) with the Base Fire Department for fire protection of all facilities included in the purchase of the utility system. The MOU shall be completed during the transition period and a copy provided to the Contracting Officer.

C.6.2.7.2 The Contractor shall abide by Base fire protection requirements. The utility system purchased by the Contractor includes facilities. These facilities may or may not include fire alarm systems. Where required by federal, state, or local regulation, the Contractor shall maintain in the fire alarm system for all facilities owned and operated by the Contractor. The Contractor shall permit Fire Department personnel access to their facilities to perform fire inspections and emergency response.

C.6.3 Restoration of Premises at Expiration or Termination On or before the date of expiration or termination of this Contract, the Contractor shall vacate the Premises, remove all of its equipment, fixtures, structure, property and improvements of whatever nature from the Premises deemed unnecessary by the Installation Commander for the continued provision of utility services, and restore the Premises to a condition satisfactory to the Installation Commander without additional expense to the Government. Such restoration shall include, if applicable, removal of contamination caused by the Contractor. The Contractor may, upon receipt of the prior written consent of the Government, which consent shall not be unreasonably withheld by the Government, abandon in place any buried conduits, pipes, duct banks, tubes, or wires (Underground Abandoned Utilities), provided that (i) the nature, location, and depth of such Underground Abandoned Utilities are known to the Contractor and shown on the Contractor’s records, and (ii) the Underground Abandoned Utilities neither contain any environmental contaminant nor pose an environmental or safety hazard. The Contractor may also, upon receipt of the prior written consent of the Government, which consent shall be granted in the Government’s sole discretion, abandon in place all or part of any of the Contractor’s other above grade or below grade equipment, fixtures, structures, property and improvements (Other Abandoned Utilities). In the event of a dispute between the Contractor and the Government over whether certain of the Contractor’s equipment, fixtures, structures, property and improvements should be characterized as Underground Abandoned Utilities or Other Abandoned Utilities, such equipment, fixtures, structures, property and improvements shall be deemed to be Other Abandoned Utilities for purposes of this Contract.

C.7 Response to Service Interruptions/Contingencies and Catastrophes The Contractor shall employ sound utility practices to ensure continuous, dependable, and reliable utility services and to minimize the scope and length of any service disruption. If an installation has a specific response time requirement then it will be identified in the utility-specific attachment for each utility system.

In accordance with Section L, Proposal Preparation Instructions – Volume I: Technical Proposal, the Contractor shall develop and maintain a Service Interruption/Contingency and Catastrophic Loss Plan. The Plan shall define procedures and provisions for reacting to all service interruptions. The Plan shall address possible causes for interruption including, but not limited to, acts of God or public enemy, natural disasters, human error, equipment failure, vehicular damage, vandalism, employee strikes, cease and desist orders, and Notice of Violations (NOVs) issued by any regulatory agency. The Contractor may propose standard operating procedures broadly applicable across its customer base as its Plan.

The Contractor shall maintain and update the Plan as necessary and adhere to its requirements throughout the contract term. It shall not be materially altered without the Government’s prior consent. However, the Contractor need not seek the Government’s consent prior to minor, non-substantive alterations in such procedures.

In the event the Installation has an Emergency Restoration Plan that prioritizes service restoration, the Contractor shall adhere to the priority list established by the Installation’s Plan.

C.8 Repair Response Procedures The Contractor shall identify to the Government and implement clearly defined procedures by which Installation personnel can submit service requests to the Contractor. The Contractor also shall clearly identify any difference in service request procedures that apply to emergency, urgent, and routine matters. The Government will be responsible for disseminating such procedures within the Installation. The Contractor shall provide a service request line with a local or toll-free telephone number by which it can be contacted 24 hours a day, 7 days a week, for service requests. This number will connect the Government to a Contractor representative capable of estimating Contractor repair crew arrival time. When a system condition designation is downgraded to a less severe condition, required response times shall run from the date and time that the initial service call was made.

The Contractor shall maintain records of all service request calls, documenting the time of the call, time of service response, cause of request, and action taken (including time and date completed). Such records shall be retained for two years, and may be reviewed by the Contracting Officer or designated representative upon reasonable notice.

If the service request affects building operations, the Contractor shall coordinate all work with the person responsible for the building or facility. The Government will provide the Contractor with a list of Government representatives and the buildings or facilities for which they are responsible.

C.8.1 Notification Procedures The Contractor shall have in place mechanisms, means, or procedures by which Installation personnel can submit service requests to the Contractor. If there is an order of precedence of phone numbers for Government personnel to call, the Contractor shall determine and clearly define that precedence. The Contractor also shall clearly identify any difference in service request procedures that apply to emergency, urgent, and routine matters.

The Government will be responsible for disseminating such procedures within the Installation. In addition, the Contractor shall provide to the Contracting Officer or designated representative the name of the local Utility Manager or other responsible person and an alternate with after-hours contacts’ telephone numbers.

C.8.2 Emergency Service Requests An emergency condition is one that is detrimental to the mission of the installation, significantly impacts operational effectiveness, or compromises the safety, health, and life of personnel. Such requests shall include, but are not necessarily limited to, electrical outages, downed power lines, water outages, broken water mains, natural gas outages, natural gas leaks, or wastewater main overflows.

The Contractor shall ensure it is able to receive the Installation’s emergency service requests 24 hours a day, every day. Once an emergency request is received, the Contractor shall respond immediately. A representative knowledgeable of the system and the Service Interruption/ Contingency and Catastrophic Loss Plan shall be on the site of the emergency within one hour. Additionally, repair crews appropriately trained to eliminate the condition shall be at the emergency site within two hours. Work will be continuous until the emergency condition is eliminated or downgraded and service is restored. All emergencies will be remedied or downgraded to a non-emergency status within 24 hours, unless the cost and/or level of effort to do so is unreasonable.. For regulated utilities, the service and its restoration in times of outage for emergency service requests shall be at least equivalent to the service provided to other similar customers.

C.8.3 Urgent Service Requests An urgent condition is not an emergency but significantly hinders performance of Installation activities and requires elimination of potential fire, health, and safety hazards (for example, environmental controls, non-emergency utility leaks, special requests and events, plumbing problems, downgraded emergency responses, etc.).

Once an urgent request is received, the Contractor shall respond with a representative knowledgeable of the system and the Service Interruption/Contingency and Catastrophic Loss Plan to the site of the request within 24 hours. All urgent requests will be remedied within five calendar days. For regulated utilities, the service and its restoration in times of outage for urgent service requests shall be at least equivalent to the service provided to other similar customers.

C.8.4 Routine Service Requests A routine service request is one that does not pose an immediate threat to public health, safety, or property, or to a mission or operation conducted at the Installation. Such requests may arise due to situations that, if left uncorrected will cause measurable discomfort or inconvenience to the customer, waste resources, create the need for additional minor repairs, or is aesthetically unpleasant or inconvenient.

The Contractor is not required to respond to the Installation’s routine service requests outside normal duty hours. The Contractor may respond to routine service requests outside of normal duty hours at its option and with appropriate coordination. Initial response to any routine service request shall be made within five calendar days, and completed within 30 calendar days of receiving the request. For regulated utilities, the service and its restoration in times of outage for routine service requests shall be at least equivalent to the service provided to other similar customers.

C.9 Coordination of Work

C.9.1 Routine Work Routine work, such as the scheduled repair, replacement, or removal of system components that require service interruption, shall be coordinated with the Contracting Officer’s Representative at least two weeks prior to commencing work to ensure minimal impact to the mission and operations. The Contractor and Government shall each provide a single point of contact for coordination.

Notification shall include date, time of outage, a list of buildings that will be affected, and the estimated time until the service…