RFP- N33191-22-R-4023 Romania Electricity 11_2_22.pdf

CODE

(Hour)

PAGE(S)

until local time

X

A X B X C

D

EX

X G F

21 - 23 H 24 - 26 chirine.johnson@eu.navy.mil

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

1 26

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS

SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

N33191 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

CHIRINE EL KAISSI JOHNSON 390815681015

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 3

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

4 - 9 J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 12 - 13 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

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

is inserted by the offeror) 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)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

SOLICITATION, OFFER AND AWARD

X

(X) SEC. DESCRIPTION (X) SEC. DESCRIPTION PAGE(S)

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 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)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

14 - 19

PART II - CONTRACT CLAUSES

NAVFAC EUROPE AFRICA CENTRAL

VIALE PORTO CAPODICHINO

NAPOLI 80144

39 081 568 7750

39 081 568 7750FAX:

TEL:

FAX:

TEL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

02 Nov 2022

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N3319123R9002

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 Each Base Year

FFP

Provide high voltage electricity at US Naval Support Facility, Romanian Military Base, Deveselu, Romania FOB: Destination

NET AMT

0002 Each OPTION Option Year 1

FFP

Provide high voltage electricity at US Naval Support Facility, Romanian Military

0003 Each OPTION Option Year 2

FFP

Provide high voltage electricity at US Naval Support Facility, Romanian Military

Section C - Descriptions and Specifications

STATEMENT OF WORK

NAVAL FACILITIES ENGINEERING SYSTEMS COMMAND EUROPE AFRICA CENTRAL

(NAVFACSYSCOM EURAFCENT) is the United States Government (hereinafter Government) agent delegated to procure electricity for supply and transmission of electricity and ancillary services to United States of America Department of Defense (DoD) accounts located at Deveselu, Romania. The location in the electrical grid is identified by the Point of Delivery (POD) # 51648943.00 and current Account Number RO39RNCB0607111320680001. The site has been operational since 2015.

The estimated amount of energy to be provided is 43,946 MWh (mega-watt hours) over the thirty-six months term of the agreement. The contractor shall furnish all labor, management, supervision, tools, materials, equipment, incidental engineering and transportation, except otherwise specified herein, necessary to perform these services.

The Contractor shall provide services herein over the thirty six (36) month period (consisting of one twelve (12)-month base period and 2 potential 12-month option periods) January 1, 2023 – December 31, 2025, provided all options are exercised.

The Instructions, Conditions and Notices to Bidders and the Evaluation Factors for Award are provided in detail in the Addendum, under Sections L and M of this Solicitation.

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

Article 1. Communication and Agreement Modifications Communication between the Parties concerning the agreement administration and modifications will be conducted in writing.

Such communication will be sent by email with all correspondence attached in .pdf format to the email addresses listed below:

Name Role Email Phone

Alex Wingert Contracting Officer Alex.wingert@eu.navy.mil Comm +39.0815685517

Chirine Johnson Contract Specialist chirine.johnson@eu.navy.mil Comm +39.0815681015

Maurizio Caschera Technical Maurizio.Caschera.ln@us.navy.mil Comm +39.0815687725

The Contractor shall ensure that all correspondence addressed to the Government is submitted in English, or Romanian and English for attachments.

The primary point of contact for this agreement is the Contracting Officer and Contract Specialist for contractual matters. Each modification to the agreement shall be performed through the bilateral completion of the Standard Form 30 (SF30), by Government and Contractor. The Government shall issue an SF30 to the Contractor who will countersign and return to the Government within 2 weeks by email in pdf format. A sample SF30 is provided as Enclosure (1).

The Contractor shall designate at least two technical points of contact (a primary and a deputy) to be responsible for all the business 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 agreement administration. No later than 10 working days prior to the commencement of the performance period, the Contractor shall notify the Contracting Officer via email of the name, email address and telephone numbers of the Contractor’s key representatives for this agreement. Should a point of contact be replaced, the Contractor shall provide the new point of contact to the Government within 5 working days of replacement.

If, during the term of this AGREEMENT, there is an approved change in the regulatory rates noted in this article for services obtained under this agreement, the Contractor 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 agreement is not necessary to implement these changes. The contractor shall provide notice of any change in Tariffs / Regulatory Rates as issued by Romanian Energy Regulatory Authority

(ANRE).

Article 2. Conditions of the Supply and Transmission of Electricity and Ancillary Service Upon execution of the agreement, the Government authorizes and the Contractor agrees to establish on the Government’s behalf the access tariff agreement with the Distributor, for current 6,300 kW of peak demand capacity, under 20 kV voltage.

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

The Contractor and the Distributor shall have access to the premises served at all reasonable times during the term of this agreement and for a reasonable period of time following its expiration or termination, to perform certain work on any equipment and systems of its own property, which shall include but not be limited to the following: for the purpose of reading meters, making repairs, or removals of the Distributor’s equipment, or for any other proper purposes hereunder provided, however, that proper military or other governmental authority may limit or restrict such right of access in any manner considered to be reasonably necessary or advisable. However, any such limitation or restriction will not be to the extent that it prohibits the Contractor and Distributor’s ability to render the services and complete any work required under this Agreement.

Metering equipment of standard manufacture supplied by the Distributor hereunder shall be furnished, installed, calibrated and maintained by the Distributor at its expense provided the US Government does not tamper with the equipment.

The electricity supply shall be continuous and non-interruptible.

In the event of service interruptions scheduled by the Distributor for maintenance reasons, the Contractor shall engage with the Distributor to pursue at least seven 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 agreement is subject to ordinary variations due to various causes.

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

The Contractor 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 higher 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 Contractor as recorded by the Distributor’s official meters and at the agreed prices. Transmission, distribution and ancillary services will be invoiced by the Contractor as detailed in Article 10.

Through the duration of this agreement, the Contractor 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) sheet 1.

- hourly consumption interval data, reported in table format found in Enclosure (2) sheet 2, or 15’ interval data if recorded.

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 11.

Article 3. Period of Performance The agreement performance shall begin on January 1, 2023 at 00:00 CET — Central European Time. The agreement performance period ends on December 31, 2025 at 24:00 CET — Central European Time, provided all options are exercised.

Article 4. Unit Price of Supply The unit price of Electrical Power for competitive award is defined by the following formula:

CLIN 0001 = Transaction Fee + PI;

Where: CLIN0001 (Firm Fixed Offer Price, FFOP) is the awarded offer price as specified below.

Transaction Fee is the FFOP component additional to PI; and

PI (Index Based Price) is derived from the Romanian OPCOM index, and calculated per the formula shown in Exhibit D, tab “PI Table” and described below under “Price Index, Interim Price Adjustment”;

Firm Fixed Offer Price (FFOP). The Offeror shall submit a pricing offer for the line item referred to as a “CLIN” (Contract Line Item) as follows:

The Offer Price (CLIN) will consist of the Transaction Fee per unit (Lei/MWh) consumed through the entire performance period plus the PI indexed price.

The FFOP per MWh shall include:

All electrical energy and unbalancing charges in accordance with Enclosure (3) – Firm Fixed Price Form.

Unit price per MWh shall NOT include:

All regulated distribution tariffs, transmission tariffs, taxes and duties (reference Article 9), and any regulated pass through charges as submitted in Enclosure (4), “Regulated Charges Information Form”. Enclosure (4) 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 Romanian regulator ANRE”.

Transaction Fee

The offer Transaction Fee shall add to the PI of each year. Refer to Table 2 for Year 1 (2023) PI.

The Transaction Fee will remain unmodifiable throughout the 36 month period of performance.

The Transaction Fee may be different for each year.

Price Index (PI) and Interim Price Adjustments The electricity supplier agrees to indexing the Firm Fixed Price (FFP) to the Futures Market prices posted by OPCOM each year during the Period of Performance as the annual supply requirement may be purchased on the futures market to secure price stability for the year. The URL where the prices are posted is the following:

[https://www.opcom.ro/rapoarte/ropexfm.php?lang=ro]. Specifically, the calculations for creating the Price Index Table shall be conducted as follows:

1. Forwards prices for each month of the following calendar year (e.g., 2023 in Year 1, 2024 in Year 2, and 2025 in Year 3) shall be collected for 5 consecutive weekdays in the second full week of December for Year 1 (e.g., December 2022) and the second full week of each December for Years 2 and 3 (e.g., December 2023, and December 2024) from OPCOM. Refer to Table 1 for Year 1 (2023).

Table 1 OPCOM Prices 2023 (lei)

Day 1 Day 2 Day 3 Day 4 Day 5

Delivery Month 12-Dec 13- Dec 14- Dec 15-Dec 16-Dec

5-day average Jan-23

Feb-23

Mar-23

Apr-23

May-23

Jun-23

Jul-23

Aug-23

Sep-23

Oct-23

Nov-23

Dec-23

2. The 5-day average across each month is then taken with the Department of Navy’s (DON’s) Deveselu base consumption profile in Romania to calculate the weighted average price for each month. The sum resulting weighted average total price is the PI (FFP excluding transaction fee) for that year. Refer to Table 2 for Year 1 (2023).

Table 2 Weighted Average Prices

5-day Average

Consumption Profile

5-day Weighted Average

Delivery Month Jan-23

9%

Feb-23

8%

Mar-23

Apr-23

May-23

Jun-23

Jul-23

Aug-23

Sep-23 8%

Oct-23 8%

Nov-23 8%

Dec-23 8%

Annual average 100% Total (PI)

3. Offer price evaluation. For the purpose of price evaluation only, this solicitation in EXHIBIT D, Tab “Price Proposal Table” is providing a PIsol where Day 1 corresponds to October 17, 2022. Such PIsol is calculated in EXIBIT D, Tab “PI sol” and is provided by the US Government for offer price evaluation only, and will NOT constitute the PI payable for the years of performance.

The CLIN Total Offer Price for each year will be the sum of the PI and the awarded transaction fee (Table 3).

Refer also to Enclosure (3), Tab “PI Table”, and to the Addendum to this solicitation as per Art. 5.

Table 3 Total Offer Price (Price Index + Transaction Fee)

PI

[lei/MWh]

Awarded Transaction Fee

[lei/MWh]

CLIN Total Offer Price [PI + Awd Transaction Fee]

Year 1 (2023)

Year 2 (2024)

Year 3 (2025)

4. PI for each year of contract performance. For the first year of performance, the PI payable will be calculated by the US Government, with Day 1 equal to December 12th, 2022, and will be ratified by issuing a contract modification effective prior to the period of performance start date that is 1 January 2023.

For the second year (2024) and third year (2023) of performance the PI payable under this contract shall be subject to an annual adjustment prior to the anniversary of the contract start date. Adjustments will be accomplished by the U.S. Government issuing contract modifications to the Supplier for the following year of performance.

In summary, dates set for Day 1 , Table 1, correspond to the following:

• for Year 1 (2023) PI determination, “Day 1” is set on Monday, December 12th 2022

• for Year 2 (2024) PI determination, “Day 1” is set on Monday, December 11th 2023

• for Year 3 (2025) PI determination, “Day 1” is set on Monday, December 9th 2024

In the event--

(1) Any applicable index is discontinued or its method of derivation is altered substantially; or

(2) The Contracting Officer determines that an index consistently and substantially fails to reflect market conditions --the parties shall agree upon an appropriate substitute index and the Contracting Officer shall modify the contract to specify use of such substitute index for determining price adjustments hereunder. The contract shall be modified to reflect such substitute index, effective on the date the index specified in the contract begins to consistently and substantially fail to reflect market conditions. Failure to agree on an appropriate substitute or adjustment shall constitute a dispute under the DISPUTES clause of this contract.

Article 5. Offer Conditions and Award Criteria Instructions to offerors, basis for award, and conditions for receipt of Offeror’s Technical and Pricing Offers are described in Sections L & M of this solicitation.

Article 6. 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 Contractor 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 Contractor shall insert the substance of this clause, including this paragraph (c), 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 NAVFACSYSCOM 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 the regulator.

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 7. Bank Guarantee - Not Applicable to utility contracts in Romania

Article 8. Choice of Law The regulation of electricity in Romania, to include supply, transportation and distribution, is governed by the Romanian Civil Code. Offerors must have an ANRE number.

Rules and regulations implemented and/or approved by ANRE and other governing bodies, for the purposes of electrical distribution regulation shall be adhered to and strictly enforced.

Article 9. Change in terms and conditions for regulated services In the event that there are changes to the rules and regulations issued and enforced by regulatory bodies should affect the supply agreement terms, the Contractor 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 10. Taxes and Duties The Contractor represents that the contract price, including subcontract prices, do not include any other taxes from which the United States Government is exempt, based on the following international agreements:

The Government is exempt from payment of “Value Added Tax” (VAT) tax in accordance with the Status of Forces Agreement between the United States of America and Romania, signed October 30, 2001.

The Contractor may address questions regarding the VAT tax to the Ministerul Economiei si Finantelor-Directia Generala Legislatie Impozite Directe.

The US Romania SOFA Supplemental Agreement (2001):

Article X, Official Tax Exemptions, exempts US forces and its contractors “shall not be subject to direct or indirect taxation.” “With respect to the value added tax (VAT), exemptions shall apply to articles and services acquired by the United States forces, or by its contractors when acting for or on behalf of the U.S. forces. “Article XX Contracting Procedures, ¶ 4 states “Romania shall accord to the force treatment in the matter of procurement of goods, services and utilities not less favorable than is accorded to Romanian Armed Forces.”

In accordance with this provision, the Government declares that it is solely responsible for the charges due for the supplies included in this contract and that these supplies are necessary to perform the U.S. Armed Forces’ institutional mission.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 N/A N/A N/A Government 0002 N/A N/A N/A Government 0003 N/A N/A N/A Government

Section F - Deliveries or Performance

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 POP 01-JAN-2023 TO

31-DEC-2023

N/A N/A

0002 POP 01-JAN-2024 TO

31-DEC-2024

0003 POP 01-JAN-2025 TO

31-DEC-2025

Section G - Contract Administration Data

INVOICING INSTRUCTIONS

Article 11. Invoice and Payment An invoice must include:

• Name and address of the Contractor;

• Invoice date and number;

• Agreement number, line item number

• Description, quantity, unit of measure, unit price as defined in Article 4, Enclosure (4) charges, and extended total price;

• Dates of service

The Contractor may only invoice for charges allowed under the terms and conditions of the agreement. All expenses relevant to invoicing, including stamps and mailing costs, shall be the Contractor’s responsibility and shall be included in the awarded price. If such costs are broken out and included on any invoice, the costs will not be reimbursable. All invoicing shall be based on metered quantities at the service point.

In the event the Distributor has not performed a meter reading on the account, the Contractor shall invoice on the basis of historic monthly consumption. Estimated bills shall be reconciled with actual readings on the first billing cycle after the Distributor bill is made available. The resulting debits or credits will be applied to the next invoice produced by the Contractor and must be clearly represented on the invoice.

Where feasible, during months when the Distributor’s information is missing, agreements may be reached between the Government and Contractor to have invoices based on Government readings at no additional cost to either Party.

Invoices shall be issued to the Government by the 20th day of the month following the month when the consumption occurred.

Invoices submitted in accordance with the terms and conditions of the agreement shall be exclusive of all taxes or duties for which relief is available, as described at Article 10.

In case the Government detects errors or inaccuracies in the invoices and gives written notice to the Contractor, payment of such invoices will be deferred until the issue is resolved. In such a situation, the Contractor shall not assess late charges or fees for late payment.

As a general rule, credits due to the Government will be indicated in the next invoice(s) for consumption and deducted from the total amount due as far as the net amount is a debit. Should this be unfeasible due to agreement expiration, the credit claimed by the Government shall be reimbursed via electronic fund transfer (EFT) or bank transfers to an USG Euro bank account. The Government will provide an appropriate IBAN code when required. The bank transfer shall include all information needed to identify reference invoices and credits.

The Government may not accept stand-alone credit invoices. The Contractor shall notify the Government in advance of issuing credit invoices or notes. Credits may be accepted and processed only if made part of single or aggregate payments resulting in a debit amount.

Any modifications, amendments, supplements or revisions to Distribution tariffs, transmission tariffs, duties, and to any regulated pass through charges (reference Article 9), shall be notified in writing to the Government, citing the issuing governing body and as soon as published.

Article 12. Submission and Payment of Invoices The Contractor shall send a digitally signed email with a pdf version of the invoice attached to the email addresses listed below in addition to the email addresses listed in Article 1:

NAVFAC_DEVESELU_PWD_UEM_UTILITIES_INVOICE@EU.NAVY.MIL

The official invoice receipt date will be the date the Government receives the email.

The payment of the invoices will be made by the following Government Office within 45 calendar days upon receipt of a proper invoice:

Commercial Bill Paying Office Naval Support Activity, Napoli, Italia Roberto Balsamo roberto.balsamo.it@eu.navy.mil

The Contractor is required to provide the Government with the information necessary to make payment via bank transfer. Within 15 working days after award, the Contractor shall send a digitally signed e-mail with this information directly to the points of contact shown in Article 1.

The Contracting Officer may determine that another method of payment is appropriate. The details of payment methods will be agreed at the time of notification. The Contractor is required to promptly notify the Contracting Officer of any change affecting the way the payment of invoices must be performed.

Section I - Contract Clauses

ARTICLES

Article 13. Reserved

Article 14. Protest “Protest” means a written objection by an interested party to any of the following: A solicitation or other request by an agency for offers for a contract for the procurement of property or services. The cancellation of the solicitation or other request. An award or proposed award of the contract. A termination or cancellation of an award of the contract, if the written objection contains an allegation that the termination or cancellation is based in whole or in part on improprieties concerning the award of the contract.

“Interested party for the purpose of filing a protest” means an actual or prospective Offeror whose direct economic interest would be affected by the award of a contract or by the failure to award a contract.

Upon receipt of a notice of protest or a determination that a protest is likely, the Contracting Officer may, by written order to the Supplier, direct the Supplier to stop performance of the work called for by this contract. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Supplier shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage.

Upon receipt of the final decision in the protest, the Contracting Officer shall either-- Cancel the stop-work order; or terminate the work covered by the order as provided at Articles 15 and/or 16 of this contract.

If a stop-work order issued under this clause is cancelled, either before or after a final decision in the protest, the Supplier shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if— The stop-work order results in an increase in the time required for, or in the Supplier's cost properly allocable to, the performance of any part of this contract; and The Supplier asserts its right to an adjustment within 30 days after the end of the period of work stoppage; provided that the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon a proposal at any time before final payment under this contract.

If a stop-work order is not cancelled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

If a stop-work order is not cancelled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

The Government's rights to terminate this contract at any time are not affected by action taken under this clause.

If, as the result of the Supplier's intentional or negligent misstatement, misrepresentation, or certified incorrectly, a protest related to this contract is sustained, and the Government pays costs, the Government may require the Supplier to reimburse the Government the amount of such costs.

In addition to any other remedy available, the Government may collect this debt by offsetting the amount against any payment due the Supplier under any contract between the Supplier and the Government.

Article 15. Termination for Convenience The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Supplier shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Supplier shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Supplier can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Supplier shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Supplier’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

Article 16. Termination for Default The Government may terminate this contract, or any part hereof, for cause in the event of any default by the contractor, or if the contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the contractor for any amount for supplies or services not accepted, and the contractor shall be liable to the Government for any and all rights and remedies provided by law, including pursuing excess re-procurement costs. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

Article 17. Failure to Meet Agreement Terms

If the Supplier fails to meet one or more terms of the contract, the Supplier shall resolve the issue within 15 working days after notification by the Government.

Article 18. Force Majeure The Contractor shall not be liable for nonperformance if it is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence. This includes acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. 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.

Article 19. Contract Administration NAVFACSYSCOM EURAFCENT has the right to re-assign the partial or total contract administration authority to other Government entities.

The authorized representative as indicated hereinafter, the Contracting Officer’s Representative (COR), will be designated for each Area by the Contracting Officer as the authorized representative of the Contracting Officer. The COR is responsible for monitoring performance and the technical management of the effort required herein, and should be contacted regarding questions or problems of a technical nature regarding the assigned Area. The COR does not have the authority to modify the contract or direct additional work by the Supplier.

A Contract Specialist will be designated by the Contracting Officer for administration of the contract. The Contract Specialist should be contacted regarding all matters pertaining to the contract.

In no event, however, will any understanding or agreement, modification, change order, or other matter deviating from the terms of the contract between the Supplier and any person other than the Contracting Officer be effective or binding upon NAVFACSYSCOM EURAFCENT, unless formalized by proper contractual documents executed by the Contracting Officer prior to completion of this contract.

Written notice of the above designations will be provided by the Contracting Officer to the Supplier upon the contract award.

Contractor’s performance will be evaluated and reported by the Government on the Contract Performance Assessment Reporting System (CPARS).

Article 20. Option to Extend the Term of the Contract

The Government may extend the term of this contract by written notice to the Contractor within thirty (30) days;

provided that the Government gives the Contractor a preliminary written notice of its intent to extend before the contract expires. The preliminary notice does not commit the Government to an extension.

If the Government exercises this option, the extended contract shall be considered to include this option clause.

The total duration of this contract, including the exercise of any options under this clause, shall not exceed 36 months.

Article 21. Gratuities

The right of the Supplier to proceed may be terminated, by written notice if the Contracting Officer determines that the Supplier, its agent, or other representatives offered or gave a gratuity (e.g., an entertainment or gift) to an officer, official, or employee of the U.S. Government.

The facts supporting this determination may be reviewed by any court having lawful jurisdiction. If this contract is terminated under paragraph (a) of this article, the US Government is entitled— To pursue the same remedies as in a breach of the contract; and In addition to any other damages provided by law, to exemplary damages of not less than 3 nor more than 10 times the cost incurred by the Supplier in giving gratuities to the person concerned, as determined by the agency head or designee.

The rights and remedies of the U.S. Government provided in this article shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract.

Article 22. Covenant Against Contingent Fees

The Supplier warrants that no person or agency has been employed or retained to solicit or obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of the contingent fee.

“Bona fide agency,” as used in this clause, means an established commercial or selling agency, maintained by a Supplier for the purpose of securing business, that neither exerts nor proposes to exert improper influence to solicit or obtain U.S. Government contracts nor holds itself out as being able to obtain any U.S. Government contract or contracts through improper influence.

“Bona fide employee,” as used in this clause, means a person, employed by a Supplier and subject to the Supplier's supervision and control as to time, place, and manner of performance, who neither exerts nor proposes to exert improper influence to solicit or obtain U.S. Government contracts nor holds out as being able to obtain any U.S.

Government contract or contracts through improper influence.

"Contingent fee," as used in this clause, means any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a U.S. Government contract.

“Improper influence,” as used in this clause, means any influence that induces or tends to induce a U.S. Government employee or officer to give consideration or to act regarding a U.S. Government contract on any basis other than the merits of the matter.

Article 23. Domicile of the Parties and Legal Jurisdiction

The legal domicile for service of process is the Supplier’s legal place of incorporation. The legal domicile for the U.S Government is defined as by the Hague Convention on the Service Abroad of Judicial and Extrajudicial Documents in Civil or Commercial Matters of 1965.

Article 24. Inconsistency between English and Romanian language

If there is any inconsistency or ambiguity between the contract terms expressed in English and Romanian languages, the English language terms shall control.

Article 25. Disputes

(a) This agreement is subject to 41 U.S.C. chapter 71, Contract Disputes.

(b) Except as provided in 41 U.S.C. chapter 71, all disputes arising under or relating to this agreement shall be resolved under this clause.

(c) “Claim,” as used in this clause, means a written demand or written assertion by one of the contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of agreement terms, or other relief arising under or relating to this agreement. However, a written demand or written assertion by the Contractor seeking the payment of money exceeding $100,000 is not a claim under 41 U.S.C. chapter 71 until certified. A voucher, invoice, or other routine request for payment that is not in dispute when submitted is not a claim under 41 U.S.C. chapter 71. The submission may be converted to a claim under 41 U.S.C. chapter 71, by complying with the submission and certification requirements of this clause, if it is disputed either as to liability or amount or is not acted upon in a reasonable time.

(d)

(1) A claim by the Contractor shall be made in writing and, unless otherwise stated in this agreement, submitted within 6 years after accrual of the claim to the Contracting Officer for a written decision. A claim by the Government against the Contractor shall be subject to a written decision by the Contracting Officer.

(2)

(i) The contractor shall provide the certification specified in paragraph (d)(2)(iii) of this clause when submitting any claim exceeding $100,000.

(ii) The certification requirement does not apply to issues in controversy that have not been submitted as all or part of a claim.

(iii) The certification shall state as follows: “I certify that the claim is made in good faith; that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested accurately reflects the agreement adjustment for which the Contractor believes the Government is liable; and that I am authorized to certify the claim on behalf of the Contractor.”

(3) The certification may be executed by any person authorized to bind the Contractor with respect to the claim.

(e) For Contractor claims of $100,000 or less, the Contracting Officer must, if requested in writing by the Contractor, render a decision within 60 days of the request. For Contractor certified claims over $100,000, the Contracting Officer must, within 60 days, decide the claim or notify the Contractor of the date by which the decision will be made.

(f) The Contracting Officer’s decision shall be final unless the Contractor appeals or files a suit as provided in 41 U.S.C. chapter 71.

(g) If the claim by the Contractor is submitted to the Contracting Officer or a claim by the Government is presented to the Contractor, the parties, by mutual consent, may agree to use alternative dispute resolution (ADR). If the Contractor refuses an offer for ADR, the Contractor shall inform the Contracting Officer, in writing, of the Contractor’s specific reasons for rejecting the offer.

(h) The Government shall pay interest on the amount found due and unpaid from

(1) the date that the Contracting Officer receives the claim (certified, if required); or

(2) the date that payment otherwise would be due, if that date is later, until the date of payment.

With regard to claims having defective certifications, interest shall be paid from the date that the Contracting Officer initially receives the claim. Simple interest on claims shall be paid at the rate, fixed by the Secretary of the Treasury as provided in the Act, which is applicable to the period during which the Contracting Officer receives the claim and then at the rate applicable for each 6-month period as fixed by the Treasury Secretary during the pendency of the claim.

(i) The Contractor shall proceed diligently with performance of this agreement, pending final resolution of any request for relief, claim, appeal, or action arising under the agreement, and comply with any decision of the Contracting Officer.

Article 26. Assignment of Claims

No claims for monies due, or to become due, shall be assigned by the Supplier unless:

Approved in writing by the Contracting Officer; Permitted by the laws and regulations of the Supplier's country; and

Made in accordance with the laws and regulations of the United States of America. Any assignment under this contract shall cover all amounts payable under this contract and not already paid, and shall not be made to more than one party, except that any such assignment may be made to one party as agent or trustee for two or more parties participating in such financing. On each invoice or voucher submitted for payment under this contract to which any assignment applies, and for which direct payment thereof is to be made to an assignee, the Supplier shall—

Identify the assignee by name and complete address; and acknowledge the validity of the assignment and the right of the named assignee to receive payment in the amount invoiced or vouchered.

Article 27. Reserved.

Article 28. System for Award Management

(a) Definitions. As used in this article—

“Electronic Funds Transfer (EFT)” indicator means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management records for identifying alternative EFT accounts for the same entity.

Registered in the System for Award Management (SAM) means that–

(1) The Offeror has entered all mandatory information , including the unique entity identifier and the EFT indicator, if applicable, the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 into SAM

(2) The Offeror has completed the Core, Assertions, and Representations and Certifications, and Points of Contact sections of the registration in SAM;

(3) The Government has marked the record "Active".

“Unique entity identifier” means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See www.sam.gov for the designated entity for establishing unique entity identifiers.

(1) An Offeror is required to be registered in SAM when submitting an offer or quotation, and shall continue to be registered until time of award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The Offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "Unique Entity Identifier” followed by the unique entity identifier that identifies the Offerors name and address exactly as stated in the offer. The Offeror also shall enter its EFT indicator, if applicable. The unique entity identifier will be used by the Contracting Officer to verify that the Offeror is registered in the

SAM.

(3) If the Offeror does not have a unique entity identifier, it should contact the entity designated at www.sam.gov for establishment of the unique entity identifier directly to obtain one. The Offeror should be prepared to provide the following information:

(1) Company legal business name;

(2) Trade style, doing business, or other name by which your entity is commonly recognized;

(3) Company physical street address, city, state , and Zip Code;

(4) Company mailing address, city, state and Zip Code (if separate from physical);

(5) Company telephone number;

(6) Date the company was started;

(7) Number of employees at your location;

(8) Chief executive officer/key manager;

(9) Line of business (industry); and

(10) Company headquarters name and address (reporting relationship within your entity).

(b) Processing time should be taken into consideration when registering. Offerors who are not registered in SAM should consider applying for registration immediately upon receipt of this solicitation. See https://ww.sam.gov for information on registration.

Article 29. Reserved

Article 30. Other Contract Terms and Conditions

Other Federal Acquisition Clauses Incorporated by Reference. This contract incorporates the following Federal Acquisition Regulation clauses by reference. The text of these clauses can be found at https://www.acquisition.gov.

The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services under US Government Contracts:

• 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

• 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Nov 2021) (Section 1634 of Pub. L. 115-91).

• 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232)

• 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

• 52.222-3, Convict Labor (Jun 2003) (E.O.11755).

• 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Jan 2022) (E.O.13126).

• 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

• 52.222-26, Equal Opportunity (Sep 2016) (E.O.11246).

• 52.222-50, Combating Trafficking in Persons (Nov 2021) (22 U.S.C. chapter 78 and E.O. 13627).

• 52.229-12, Tax on Certain Foreign Procurements (Feb 2021).

• 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (Oct2018) (31 U.S.C.

3332).

Section J - List of Documents, Exhibits and Other Attachments

ADDENDUM LIST OF EXHIBITS

Submittals Exhibits:

Exhibit A - Experience Providing Electric Supply Form Exhibit B - Letter of Financial Capability (Sample) Exhibit C – Regulated Charges Information Form Exhibit D – Price Proposal Table Exhibit E - Provisions

Informational Exhibits:

Exhibit F – Historic Hourly Energy Consumption

Section L - Instructions, Conditions and Notices to Bidders

INSTRUCTIONS TO OFFERORS

L.1 SITE VISIT

There is no pre-proposal conference and site visit scheduled for this requirement.

L.2 FORMAT TO SUBMIT PRE-PROPOSAL INQUIRIES (PPI)

All prospective Offerors submitting PPIs must use the attached PPI form. All PPIs shall be submitted to Mrs.

Chirine Johnson at e-mail address Chirine.Johnson@eu.navy.mil with a copy to Mr. Alex Wingert at e-mail address Alex.Wingert@eu.navy.mil PPIs shall be submitted in Microsoft Word and only have one question per sheet.

In order to allow time for the US Government to respond to the PPI, the cutoff date for PPIs is November 14, 2022 by 5:00 PM CET— Central European Time.

PRE-PROPOSAL INQUIRY

RFP: N33191-23-R-9002 PPI No.

SOLICITATION: Competitive Electrical power Romania

NOTE: ALL PRE-PROPOSAL INQUIRIES SHALL BE SUBMITTED BY E-MAIL, ON THIS FORM TO

THE FOLLOWING E-MAIL ADDRESSES. SUBMIT ONLY ONE INQUIRY ON EACH FORM.

Chirine.Johnson@eu.navy.mil and Alex.Wingert@eu.navy.mil

DATE OF PROPOSAL INQUIRY:

FROM FIRM: POC:

ADDRESS:

PHONE NO.: E-MAIL ADDRESS:

PROPOSAL INQUIRY:…