N33191-24-R-0006-0004.pdf

ACQR6016018

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

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.

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

30-105-04EXCEPTION TO SF 30

APPROVED BY OIRM 11-84

STANDARD FORM 30 (Rev. 10-83) Prescribed by GSA

FAR (48 CFR) 53.243

The purpose of this amendment is to provide supplemental proposal submission instructions, update Article 4, and provide revised exhibits.

All other Articles remain unchanged. The proposal due date is unchanged.

1. CONTRACT ID CODE PAGE OF PAGES

J 1 7

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

16C. DATE SIGNED

BY 07-Mar-2024

16B. UNITED STATES OF AMERICA15C. DATE SIGNED15B. CONTRACTOR/OFFEROR

(Signature of Contracting Officer)(Signature of person authorized to sign)

8. NAME AND ADDRESS OF CONTRACTOR (No., Street , County, State and Zip Code) X N3319124R0006

X 9B. DATED (SEE ITEM 11)

09-Feb-2024

10B. DATED (SEE ITEM 13)

9A. AMENDMENT OF SOLICITATION NO.

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

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

Offer 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 1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted;

or (c) By separate letter or telegram 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 telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

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

CONTRACT ORDER NO. IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, 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)

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

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

10A. MOD. OF CONTRACT/ORDER NO.

2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO.(If applicable)

6. ISSUED BY

3. EFFECTIVE DATE

07-Mar-2024

CODE

NAVFAC EUROPE AFRICA CENTRAL

PSC 817 BOX 51

FPO AE 09622-0051

N33191 7. ADMINISTERED BY (If other than item 6)

4. REQUISITION/PURCHASE REQ. NO.

CODE

See Item 6

FACILITY CODECODE

EMAIL:TEL:

N3319124R0006

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

SUMMARY OF CHANGES

SECTION SF 30 - BLOCK 14 CONTINUATION PAGE

The following have been added by full text:

AMENDMENT 0004

Supplemental proposal submittal instructions:

In addition using Procurement Integrated Enterprise Environment for submission of proposals, Offerors may submit proposals via email using the below instructions.

The Proposal may be submitted via email to Paul Martha at paul.m.martha.civ@us.navy.mil and Alex Wingert at alex.h.wingert.civ@us.navy.mil no later than 11 March 2024 at 10:00 Central European Time (CET). Hand carried proposals will be NOT be accepted. Submit the Proposal with the following subject line:

“SOLICITATION N33191-24-R-0006; Competitive Electricity Spain”

Multiple e-mails may need to be sent for any of the submissions, if your e-mail exceeds 5MB. The U.S. Navy computer server will only accept e-mails with attachments up to 5MB. If you need to submit more than one e-mail for the above submission, number them at the end of the e-mail subject title as “1 of X”, “2 of X”, etc.

SECTION C - DESCRIPTIONS AND SPECIFICATIONS

The following have been modified:

PERFORMANCE WORK STATEMENT

Naval Facilities Engineering Systems Command Europe Africa Central (NAVFAC EURAFCENT) is the United States Government (hereinafter as the “Government”) agent delegated to procure electricity for supply and transmission of electricity and ancillary services to the Spanish Navy Base (Agrupación Base Naval de Rota) located in Rota, Cadiz, Spain. The location in the electrical grid is identified by the NIF/CIF N4001073H, and by CUPS ES0031102555053001GD0F belonging to Endesa Distribución Electrica S.L.U (hereinafter as the “Distributor”), the sole electric distribution company with Spanish government jurisdiction to provide local distribution services in the region.

The estimated amount of energy to be provided is 273,567 MWh (mega-watt hours) over the 36 month term of the contract. The contractor shall furnish all labor, management, supervision, tools, materials, equipment, incidental engineering and transportation, except otherwise specified herein, necessary to provide this electrical supply and perform related services.

The Supplier shall provide services herein over the 36 month period May 1, 2024 – April 30, 2027.

In the event of any inconsistency between the terms of this contract and any of the Supplier’s rules and regulations, the terms of this contract shall control.

Article 1. Communication and Contract Modifications Official written communication between the parties concerning the contract administration and modifications shall be sent with all correspondence attached in .pdf format to the email addresses listed below:

Name Title Email Phone Alex Wingert

Contracting Officer alex.h.wingert.civ@us.navy.mil Comm +39.0815685517 Paul Martha Contract Specialist paul.m.martha.civ@us.navy.mil Comm +39.0815685597 Maurizio Caschera Utilities Procurement Project

Manager maurizio.caschera.ln@us.navy.mil Comm +39.0815687725

Raffaele Castellano Utilities Engineer raffaele.castellano.ln@us.navy.mil Comm +39.0815684277

The Supplier shall ensure that all correspondence addressed to the Government are submitted in English, or both Spanish and English for attachments. In the event of any conflict between a translation in both English and Spanish, the English translation shall prevail.

The primary point of contact for this contract is the Contracting Officer and Contract Specialist. Each modification to the contract shall be performed through the bilateral completion of the Standard Form 30 (SF30) by Government and Supplier. A sample SF30 is provided as Enclosure (5).

The Supplier shall designate at least two (2) technical points of contact (a primary and a deputy) to be responsible for all public relations with the Government. The point of contact shall not be a Call Center and shall provide full and prompt assistance to any issues regarding the supply of electrical power and the contract administration. No later than 10 working days prior to the commencement of the performance period, the Supplier shall notify the Contracting Officer via email the name, email address and telephone numbers of the Supplier’s key representatives for this contract. Should a point of contact be replaced, the Supplier shall provide the new point of contact to the Government within 5 working days of replacement.

The regulation of electricity in Spain, to include supply, transportation and distribution, is governed by the Ministerio de Energía, Turismo y Agenda Digital (Ministry of Industry, Tourism, and Digital Agenda) (MINETAD) which is in charge of the energy policies and regulated electricity rates, and by the Spanish Civil Code. If, during the term of this contract, there is an approved change in the regulatory rates noted in this article for services obtained under this contract, the Supplier agrees to continue to furnish, and the Government agrees to continue to pay for, those Services at the newly approved rates from and after the date such a rate change is made effective. A modification to this contract is not necessary to implement these changes. The contractor shall provide notice of any change in Tariffs as issued by the MINETAD to the Government’s points of contact as identified in Article 1 above.

Article 2. Conditions of the Supply The Supplier shall supply electrical power under this contract on a continuous and non-interrupted basis.

Upon execution of the contract, the Government authorizes and the Supplier agrees to establish on the Government’s behalf the access tariff agreement with the Distributor for current 16 MW of peak demand capacity for all six (6) tariff time periods, under 66 kV tariff category 6.2TD.

The Supplier shall establish the terms of the agreement with transmission operator, the local distributor, or other subjects involved in the supply management; in particular, the Supplier shall be responsible for electricity transmission and distribution contracts for the delivery point in accordance with the MINETAD.

In order to perform maintenance on any equipment and systems of its own property, the Supplier and the Distributor shall have access to the premises serviced at all reasonable times. However, the proper military or other governmental authority may limit or restrict such right of access in any manner considered to be reasonably necessary or advisable. Such limitations or restrictions shall not be to the extent to prohibit the Supplier and Distributor’s ability to render the services and complete any work delivered under this contract.

Metering equipment of standard manufacture supplied by the Distributor hereunder shall be furnished, installed, calibrated and maintained by the Distributor at its expense when deemed untampered.

In the event of service interruptions scheduled by the Distributor for maintenance reasons, the Supplier shall engage with the Distributor to pursue at least seven (7) working days’ advance notice to the Government, informing the Government on time and duration of the power interruption.

The quantity of the electricity consumed under the contract is subject to ordinary variations due to various causes.

Such variations shall not justify failure to deliver electricity nor justify any Supplier claims against the Government.

The Supplier shall not request any revision to prices if, at the completion of the billing month, consumption resulted in lower or higher usage than the Government’s estimate. Likewise, should consumption be other than estimated, the Government shall not request any discount at the completion of the billing month.

The Government only agrees to purchase and pay for electricity supplied by the Supplier as recorded by the Distributor’s official meters and at the agreed energy prices. Transmission, distribution and ancillary services will be invoiced by the Supplier as detailed in Article 12.

Through the duration of this contract, the Supplier shall make the following available to the Government by the 10th of every month (this is subject to the metering data submission from the Distributor), through a secure website using a password unique to the Government or through email sent to the email addresses listed in Article 1.

monthly summary demand and consumption data for all the calendar months preceding the current month, in the format found in Enclosure (2).

hourly and 15-minute consumption data, reported in table format.

Failure to meet these terms will be governed by the procedure in Article 15.

Unless otherwise agreed to by both Parties, payments will be made via bank transfer through the proper Payment Offices as detailed in Article 12.

Article 3. Period of Performance The contract performance shall begin on May 1, 2024 at 00:00. The contract performance period ends on April 30, 2027 at 24:00.

Article 4. Price of Electrical Power Supply The unit price per mega-watt-hour (MWh) shall include:

All electric energy charges except tariffs, duties and/or regulated pass-through charges.

Price of electricity shall also include:

Costs associated with the application of Directive 2009/29/EC and Orden IET/697/2015.

Cost associated with the application of the Directive 2012/27/UE.

Cost associated to the “constantes horarias de perdidas,” losses hourly coefficient [K] (see Note (*) below) Cost associated with the “Mercados de Compra de Energía y Servicios Complementarios y Restricciones,”

Energy including Ancillary Services.

Costs relevant to holding the necessary authorizations, in accordance with current legislation, to subscribe on behalf of the Government, to purchase transportation rights, production capacity at national level and import of energy from foreign markets.

Cost associated with any deviations from the Government’s Rota CUPS monthly projection to include managerial deviations.

Note (*). Total Losses are composed of two factors.

1. The first is regulated and posted on the Official State Gazette of Spain [Boletin Oficial del Estado, (BOE)].

2. The second, is the losses hourly coefficient [K].

For the purpose of this firm-fixed price (FFP) contract, the losses hourly coefficient [K], is estimated by the Contractor.

The losses hourly coefficient [K] shall be pre-determined at the time of proposal submission and factored into the offer price; therefore maintained constant (“apantallado,” screened) for the whole period of performance.

For billing purposes, the regulated portion shall be included in the pass-through section of the bill and the losses hourly coefficient [K] portion shall be part of the offeror’s quoted firm fixed price.

All regulated distribution tariffs, transmission tariffs, duties (reference article 9), and any regulated pass through charges are as submitted in Enclosure (3), “Regulated Charges Information Form.” Enclosure (3) is signed, stamped, and made part of this contract, and incorporates a declaration stating that “The listed tariff components are not included in the offer price and will be the only regulated tariff items invoiced as pass through charges.” Tariff rates are subject to modification by the MINETAD.

Offer Price shall NOT include the following regulated pass-through tariff items:

“Ajustes del Sistema,” System Adjustments, which includes o Gestion de restricciones técnicas;

o Gestion de Servicios complementarios o Gestion de Desvios, limited to del Sistema

Bono Social Peajes de Acceso y cargos del sistema eléctrico (Access Tariffs).

Término de Potencia (Power Demand Term) (kW).

Término de Energia (Energy Cost Term) (kWh).

Pérdidas (Losses) as defined under BOE Orden IET/107/2014 (31st January '14) and further modifications.

RFE (Retribucion del Coste de contribucion al fondo Nacional de Eficiencia Energetica Regulado) as defined under Orden TED/296/2023 (27th March '23) and following modifications.

Pago por Capacidad (Capacity Payments).

Retribución del Operador del Mercado (Remuneration of the Market Operator).

Retribución del Operador del Sistema (Remuneration of the System Operator).

Coste del Servicio de Interrumpibilidad (Interruptibility Service Cost).

Alquiler de Medidores (Meter Rental).

Complemento por Consumo de Reactiva (Supplement for Reactive Power Consumption).

Penalizaciones por Excesos de Potencia (Excess Demand Penalty).

Future charges for “Aportación Fondo Nacional para la Sostenibilidad del Sistema Eléctrico,” "FNSSE" Future charges “Reserva estratégica de respuesta rápida para el respaldo de los servicios de ajuste del

Sistema eléctrico "RESA"

Offer Price shall also NOT include any taxes to which the United States Government is exempt, such as those listed in Article 11.

Article 5. Special Provisions Energy sourced from Russian Federation. Prohibition on Use of Certain Energy Sourced from Inside the Russian Federation.

Definitions. As used in this article — “Covered military installation” means a military installation in Europe identified by the Department of Defense as a main operating base; and “Furnished energy” means energy furnished to a covered military installation in any form and for any purpose, including heating, cooling, and electricity.

Prohibition. In accordance with section 2821 of the National Defense Authorization Act for Fiscal Year 2020 (Pub.

L. 116-92), the Supplier shall not use in the performance of this contract any energy sourced from inside the Russian Federation as a means of generating the furnished energy for the covered military installation.

Subcontracts. The Supplier shall insert the substance of this clause in subcontracts and other contractual instruments that are for furnished energy at a covered military installation, including subcontracts and other contractual instruments for commercial items.

Other Special Provisions. The Supplier agrees that NAVFAC EURAFCENT will not pay any of the following:

Advanced payment;

Security deposit;

Bank or other financial guarantee as a condition of providing the services;

Meter charges or access to metering data charges other than the applicable rates as provided by Spanish electrical market regulations.

The Supplier will provide access to daily consumption data wherever available from the Distributor (e.g. electronic daily meters which are already installed and remotely read).

Article 6.

Reserved.

Article 7. Bank or Insurance Guarantee The Awarded Offeror will be required to sign and submit a bank guarantee in the amount of €375,000 within twenty-one (21) working days after contract award. The bank guarantee will be incorporated into the contract via a SF30 modification. The bank guarantee will be valid through October 31, 2027, six (6) months after the end of the period of performance, and will be payable on a written first-demand basis. Additionally, the Government will retain physical possession of the bank guarantee. The Government may make a written first-demand should the Supplier default per Article 16.

Article 8. Choice of Law The Supplier will adhere to the rules and regulations implemented by Ministerio de Energía, Turismo y Agenda Digital (Ministry of Industry, Tourism, and Digital Agenda) (MINETAD), Comisión Nacional de los Mercados y la Competencia (National Commission for Markets and Competition) (CNMC) and other governing bodies, for the purposes of electricity regulation.

The regulation of electricity in Spain, to include supply, transportation and distribution, is governed by the Spanish Civil Code. For the issues not explicitly provided for in the contract, both Parties agree to accept the terms of the Código Civil (Spanish Civil Code).

Article 9. Addition and Termination of Services Under this contract, the Government is entitled to request delivery of electrical power to additional service points, modify/transfer current service points and terminate services – without a change to the award price and other terms and conditions. All additions or termination of services shall be effective through a bilateral contract modification.

Within five (5) working days of the Government’s request to add or terminate services, the Supplier shall provide the Government documentation demonstrating it has completed the requested addition or termination.

Any charges for electrical power service transfer, connection, activation, and termination will be as provided for the regulated market per Spanish applicable resolutions, net of taxes and deposit, with no markup to the Government.

Any variation in the technical conditions of supply, such as electrical power capacity increases, decreases, or other charges, shall be carried out and charged in accordance with Spanish electrical market regulations with no markup to the Government.

The Government and the Supplier shall execute a bilateral contract modification to acknowledge the addition, termination, or change in technical conditions.

The Supplier shall show evidence of timely actions to process requests for electrical power increases, new activations, contract transfers, terminations etc. by forwarding a copy of the relevant application/correspondence submitted to the agencies concerned, such as the Distributor, the Grid Operator, or other appropriate agency, within five (5) working days from issuance.

Article 10. Changes in Terms and Conditions for Regulated Services In the event that rules and regulations issued and enforced by regulatory bodies should affect the supply contract terms, the Supplier and the Government will negotiate a modification in order to comply with the requirements within 60 days from one Party’s request to the other Party.

Article 11. Taxes and Duties

The Supplier represents that the contract price, including subcontract prices, do not include the taxes identified herein, or any other taxes from which the United States Government is exempt.

In accordance with tax relief agreements between the United States Government and the Spanish Government, and because the incumbent agreement arises from the activities of the United States Forces in Spain, the agreement will be exempt from the following excise, luxury, and transaction taxes, or any other taxes from which the United States Government is exempt:

(1) Derechos de Aduana (Customs Duties)

(2) Impuesto de Compensación a la Importación (Compensation Tax on Imports)

(3) Transmisiones Patrimoniales (Property Transfer Tax)

(4) Impuesto Sobre el Lujo (Luxury Tax)

(5) Actos Juridicos Documentados (Legal Official Transactions)

(6) Impuesto sobre el Trafico de Empresas (Business Trade Tax)

(7) Impuesto Especiales de Fabricación (Special Products Tax)

(8) Impuesto Sobre el Petroleo y Derivados (Tax on Petroleum and its By-Products)

(9) Impuesto Sobre el Uso de Telefonia (Telephone Tax)

(10) Impuesto General Sobre la Renta de Sociedades y demas Entidades Juridicas (General Corporation Income

Tax)

(11) Impuesto Industrial (Industrial Tax)

(12) Impuesto de Rentas Sobre el Capital (Capital Gains Tax)

(13) Plus Valia (Increase on Real Property)

(14) Contribución Territorial Urbana (Metropolitan Real Estate Tax)

(15) Contribución Territorial Rustica y Pecuaria (Farmland Real Estate Tax)

(16) Impuestos de la Diputación (Country Service Charges)

(17) Impuestos Municipal y Tasas Parafiscales (Municipal Tax and Charges)

(18) IVA (VAT)

(19) Impuesto sobre electricidad

(End of Summary of Changes)