RFP-USTDA-14-D-0001.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

1. REQUISITION NUMBER PAGE 1 OF

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME b. TELEPHONE NUMBER (No collect calls)

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODE17a. CONTRACTOR/

OFFEROR

CODE

FACILITY

CODE

CODE

TELEPHONE NO.

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN

OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK

BELOW IS CHECKED

RFQ IFB RFP

SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF. OFFER

DATED . . YOUR OFFER ON SOLICITATION

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

10. THIS ACQUISITION IS UNRESTRICTED OR

NAICS:

SIZE STANDARD:

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

SET ASIDE: % FOR:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

8 (A)

EDWOSB

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

2013-91004A 70

RFP-USTDA-14-D-0001

GARTH A. HIBBERT 703-875-4357

1153 25

Same as Box 9 Same as Box 9

U.S. Trade and Development Agency Arlington, VA 22209-3901 invoices@ustda.gov

Energy IDIQ Contract Services: Performance of this contract shall begin 1 Dec 13, and it shall continue through 30 Nov 14 (30 Nov 15, if Option Yr 1 is exercised, 31 Nov 16, if Option Yr 2 is exercised, 31 Nov 17, if Option Yr 3 is exercised, 30 Nov 18, if Option Yr 4 is exercised) unless terminated or canceled sooner under the provision of this contract or unless extended pursuant to FAR 52.217-8.

SEE PAGES 6 THRU 12

541690

$14M

10/18/2013

11/18/2013 12:00 P.M.

U.S. Trade and Development Agency Office of Contracts 1000 Wilson Blvd., Suite 1600 Arlington, VA 22209-3901

STANDARD FORM 1449 (REV. 2/2012) BACK

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED:

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

40. PAID BY

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELPHONE NUMBER OF AUTHORZED GOVERNMENT REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

PARTIAL FINAL

37. CHECK NUMBER

38. S/R ACCOUNT NO. 39. S/R VOUCHER NUMBER

36. PAYMENT

COMPLETE PARTIAL FINAL

DUNS:

TINS:

Solicitation Number: RFP-USTDA-14-D-0001

TABLE OF CONTENTS

SECTION A

SF 1449 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

SECTION B – CONTINUATION OF SF1449 BLOCKS

B.1 PARTIAL SMALL BUSINESS SET-ASIDE

B.2 CONTRACT ADMINISTRATION DATA

B.3 SCHEDULE OF SUPPLIES/SERVICES…………………………………………….…………….6

SECTION C – CONTRACT CLAUSES

CLAUSES INCORPORATED BY REFERENCE

52.204-2 SECURITY REQUIREMENTS (AUG 1996)

52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT

PAPER (MAY 2011)

52.204-7 SYSTEM FOR AWARD MANAGEMENT………………………………………………13

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (JAN

2011)

52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (JUL 2013)

52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (JUL 2013)

52.219-9 SMALL BUSINESS SUB-CONTRACTING PLAN (JUL 2013)

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES

OR EXECUTIVE ORDER – COMMERCIAL ITEMS (SEP 2013)

52.216-18 ORDERING (OCT 1995)……………………………………………………………… 21

52.216-19 ORDER LIMITATIONS (OCT 1995)………………………………………………….. 21

52.216-22 INDEFINITE QUANTITY (OCT 1995)………………………………………..……… 22

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (NOV 1999)

SECTION D – CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

D.1 STATEMENT OF WORK

D.2 ATTACHMENTS

D.2.1– Task Order Price/Cost Chart……………………………………………………….……..38

D.2.2 – Task Order Final Report Requirements………………………………………….………38

SECTION E – SOLICITATION PROVISIONS

E.1 ADDENDUM TO FAR 52.212-1 INSTRUCTION TO OFFERORS-COMMERCIAL ITEMS ... 38

E.2 FAR 52.212-2 EVALUATION-COMMERCIAL ITEMS (JAN 1999)

E.3 FAR 52.209-5, CERTIFICATION REGARDING RESPONSIBILITY MATTERS

(APR 2010)

E.4 FAR 52.209-7, INFORMATION REGARDING RESPONSIBILITY MATTERS

(FEB 2012)……………………………………………………………………………………………47

E.5 FAR 52.212-3 OFFEROR REPRESENTATION AND CERTIFICATION-COMMERCIAL

ITEMS (DEC 2012)

E.6 FAR 52.216-27 SINGLE OR MULTIPLE AWARDS (OCT 1995)……………………………….66

E.7 FAR 52.225-25 PROHIBITION ON CONTRACTING WITH ENTITIES ENGAGING IN

CERTAIN ACTIVITIES OR TRANSACTIONS RELATING TO IRAN-REPRESENTATION

AND CERTIFICATION (DEC 2012)

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 PARTIAL SMALL BUSINESS SET-ASIDE

(Continuation from Standard Form 1449, block 10)

This IDIQ is designated as a Partial Small Business Set-Aside. . Partial small business set-aside means that the resulting IDIQ pool will be a mix of both Large and Small businesses.

Task orders valued at $150,000 or less will be reserved exclusively for small businesses unless the Task Order Contracting Officer determines that a Fair Opportunity exception applies.

B.2 CONTRACT ADMINISTRATION DATA

(Continuation from Standard Form 1449, block 18A.)

1. CONTRACT ADMINISTRATION: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR: TBD

b. GOVERNMENT: Contracting Officer

US Trade and Development Agency

Contracting Officer’s Representative

US Trade and Development Agency

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made as follows:

a. Contractor shall submit invoices electronically in accordance with the timeline stipulated in each task order to invoices@ustda.gov.

b. In accordance with FAR 52.212-4(g) Invoice, the following information must be provided:

Name and address of contractor

Invoice date and invoice number

Contract number and contract line item number

Description, quantity of measure, unit of measure, unit price and extended price of services performed;

Terms of any discount for prompt payment offered; and

Name, title, telephone number and mailing address of person to be notified in the event of a defective invoice.

mailto:invoices@ustda.gov

c. The contractor is responsible for providing the Contracting Officer with Electronic Funds

Transfer (EFT) banking information at the time of award. Failure to provide EFT information at time of award may delay payment.

3. INVOICES: Invoices shall be submitted in arrears in accordance with task order stipulations.

B.3 SCHEDULE OF SUPPLIES/SERVICES

(Continuation from Standard Form 1449, block 19 through 24)

Unit price provided below should be fully loaded and account for overhead, general and administrative costs, and profit.

Item No. Schedule of

Supplies/Services

Quantity Unit Unit Price Amount

BASE YEAR

Junior Energy Expert

(Power Generation)

Senior Energy Expert

(Power Transmission and

Distribution)

(Energy Efficiency)

(Fossil Resource

Development)

HR

Junior Energy Expert (Alt.

Fuels and Advanced

Vehicles)

Senior Energy Expert (Alt.

(Other Energy)

Junior Environmental

Expert

Senior Environmental

Junior Legal Expert

Senior Legal Expert

Junior Project

Development Expert

Senior Project

OPTION YEAR 1

OPTION YEAR 2

OPTION YEAR 3

OPTION YEAR 4

SECTION C – CONTRACT CLAUSES

a. CLAUSES INCORPORATED BY REFERENCE

52.204-2 Security Requirements AUG 1996

52.204-4 Printed or Copied Double-Sided on Postconsumer MAY 2011

Fiber Content Paper

52.204-7 System for Award Management JUL 2013

52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011

52.219-8 Utilization of Small Business Concerns JUL 2013

52.219-9 Small Business Sub-Contracting Plan JUL 2013

52.212-4 Contract Terms and Conditions--Commercial Items JUL 2013

b. CLAUSES INCORPORATED BY FULL TEXT

52.212-5 Contract Terms and Conditions Required to SEP 2013

Implement Statutes or Executive Orders

-- Commercial Items.

(a) 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 items:

(1) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

__X__ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the contracting officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

___ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government

(Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 253g and 10 U.S.C.

2402).

___ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr

2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

___ (3) 52.203-15, Whistleblower Protections under the American

Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub

L. 111-5) (Applies to contracts funded by the American Recovery and

Reinvestment Act of 2009).

__X_ (4) 52.204-10, Reporting Executive compensation and First-Tier

Subcontract Awards (Aug 2012) (Pub. L. 109-282) (31 U.S.C. 6101 note).

___ (5) 52.204-11, American Recovery and Reinvestment Act—Reporting

Requirements (Jul 2010) (Pub. L. 111-5).

__X_ (6) 52.209-6, Protecting the Government’ Interest When

Subcontracting with Contractors Debarred, Suspended, or Proposed for

Debarment (Dec 2010) (31 U.S.C. 6101 note).

__X_ (7) 52.209-9, Updates of Publicly Available Information Regarding

Responsibility Matters (Feb 2012) (41 U.S.C. 2313).

__X_ (8) 52.209-10, Prohibition on Contracting with Inverted Domestic

Corporations (May 2012) (section 738 of Division C of Public Law 112-

74, section 740 of Division C of Pub. L. 111-117, section 743 of Division

D of Pub. L. 111-8, and section 745 of Division D of Pub. L. 110-161).

___ (9) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award

(Nov 2011) (15 U.S.C. 657a).

___ (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone

Small Business Concerns (Jan 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer)(15 U.S.C. 657a).

___ (11) [Reserved]

___ (12) (i) 52.219-6, Notice of Total Small Business Aside (Nov 2011)

(15 U.S.C. 644).

___ (ii) Alternate I (Nov 2011).

___ (iii) Alternate II (Nov 2011).

___ (13) (i) 52.219-7, Notice of Partial Small Business Set-Aside (June

2003) (15 U.S.C. 644).

___ (ii) Alternate I (Oct 1995) of 52.219-7.

___ (iii) Alternate II (Mar 2004) of 52.219-7.

___ (14) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15

U.S.C. 637(d)(2) and (3)).

___ (15) (i) 52.219-9, Small Business Subcontracting Plan (Jan 2011) (15

U.S.C. 637 (d)(4).)

___ (ii) Alternate I (Oct 2001) of 52.219-9.

___ (iii) Alternate II (Oct 2001) of 52.219-9.

___ (iv) Alternate III (July 2010) of 52.219-9.

___ (16) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C.

644(r)).

___ (17) 52.219-14, Limitations on Subcontracting (Nov 2011) (15 U.S.C.

637(a)(14)).

___ (18) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan

1999) (15 U.S.C. 637(d)(4)(F)(i)).

___ (19) (i) 52.219-23, Notice of Price Evaluation Adjustment for Small

Disadvantaged Business Concerns (Oct 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

___ (ii) Alternate I (June 2003) of 52.219-23.

___ (20) 52.219-25, Small Disadvantaged Business Participation

Program—Disadvantaged Status and Reporting (Dec 2010) (Pub. L. 103-

355, section 7102, and 10 U.S.C. 2323).

___ (21) 52.219-26, Small Disadvantaged Business Participation

Program—Incentive Subcontracting (Oct 2000) (Pub. L. 103-355, section

7102, and 10 U.S.C. 2323).

___ (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small

Business Set-Aside (Nov 2011) (15 U.S.C. 657f).

___ (23) 52.219-28, Post Award Small Business Program

Rerepresentation (Apr 2012) (15 U.S.C. 632(a)(2)).

___ (24) 52.219-29, Notice of Set-Aside for Economically Disadvantaged

Women-Owned Small Business (EDWOSB) Concerns (Apr 2012) (15

U.S.C. 637(m)).

___ (25) 52.219-30, Notice of Set-Aside for Women-Owned Small

Business (WOSB) Concerns Eligible Under the WOSB Program (Apr

2012) (15 U.S.C. 637(m)).

__X_ (26) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

__X_ (27) 52.222-19, Child Labor—Cooperation with Authorities and

Remedies (Mar 2012) (E.O. 13126).

__X_ (28) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

__X_ (29) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

__X_ (30) 52.222-35, Equal Opportunity for Veterans (Sep 2010) (38

U.S.C. 4212).

__X_ (31) 52.222-36, Affirmative Action for Workers with Disabilities

(Oct 2010) (29 U.S.C. 793).

__X_ (32) 52.222-37, Employment Reports on Veterans (Sep 2010) (38

U.S.C. 4212).

__X_ (33) 52.222-40, Notification of Employee Rights Under the National

Labor Relations Act (Dec 2010) (E.O. 13496).

__X_ (34) 52.222-54, Employment Eligibility Verification (Jul 2012).

(Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__X_ (35) (i) 52.223-9, Estimate of Percentage of Recovered Material

Content for EPA-Designated Items (May 2008) (42 U.S.C.

6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)).

(Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (36) 52.223-15, Energy Efficiency in Energy-Consuming Products

(Dec 2007) (42 U.S.C. 8259b).

___ (37) (i) 52.223-16, IEEE 1680 Standard for the Environmental

Assessment of Personal Computer Products (Dec 2007) (E.O. 13423).

___ (ii) Alternate I (Dec 2007) of 52.223-16.

__X_ (38) 52.223-18, Encouraging Contractor Policies to Ban Text

Messaging while Driving (Aug 2011).

___ (39) 52.225-1, Buy American Act--Supplies (Feb 2009) (41 U.S.C.

10a-10d).

___ (40) (i) 52.225-3, Buy American Act--Free Trade Agreements--Israeli

Trade Act (Nov 2012) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19

U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-

182, Pub. L. 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-

283, 110-138, 112-41, 112-42, and 112-43).

___ (ii) Alternate I (Mar 2012) of 52.225-3.

___ (iii) Alternate II (Mar 2012) of 52.225-3.

___ (iv) Alternate III (Nov 2012) of 52.225-3.

___ (41) 52.225-5, Trade Agreements (Sep 2013) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__X_ (42) 52.225-13, Restrictions on Certain Foreign Purchases (Jun

2008) (E.O.’s, proclamations, and statutes administered by the Office of

Foreign Assets Control of the Department of the Treasury).

___ (43) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov

2007) (42 U.S.C. 5150).

___ (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or

Emergency Area (Nov 2007) (42 U.S.C. 5150).

___ (45) 52.232-29, Terms for Financing of Purchases of Commercial

Items (Feb 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

___ (46) 52.232-30, Installment Payments for Commercial Items (Oct

1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

__X_ (47) 52.232-33, Payment by Electronic Funds Transfer—Central

Contractor Registration (Oct. 2003) (31 U.S.C. 3332).

___ (48) 52.232-34, Payment by Electronic Funds Transfer—Other Than

Central Contractor Registration (May 1999) (31 U.S.C. 3332).

___ (49) 52.232-36, Payment by Third Party (Feb 2010) (31 U.S.C. 3332).

___ (50) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C.

552a).

___ (51) (i) 52.247-64, Preference for Privately Owned U.S.-Flag

Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C.

2631).

___ (ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

___ (1) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C.

351, et seq.).

___ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May

1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act --

Price Adjustment (Multiple Year and Option Contracts) (Sep 2009) (29

U.S.C.206 and 41 U.S.C. 351, et seq.).

___ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act --

Price Adjustment (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (5) 52.222-51, Exemption from Application of the Service Contract

Act to Contracts for Maintenance, Calibration, or Repair of Certain

Equipment--Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

___ (6) 52.222-53, Exemption from Application of the Service Contract

Act to Contracts for Certain Services--Requirements (Feb 2009) (41

U.S.C. 351, et seq.).

___ (7) 52.222-17, Nondisplacement of Qualified Workers (Jan 2013)

(E.O. 13495).

___ (8) 52.226-6, Promoting Excess Food Donation to Nonprofit

Organizations. (Mar 2009) (Pub. L. 110-247).

___ (9) 52.237-11, Accepting and Dispensing of $1 Coin (Sep 2008) (31

U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at

52.215-2, Audit and Records -- Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the

Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)

(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c) and

(d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items.

Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (Pub.

L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (Dec 2010) (15 U.S.C.

637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) 52.222-17, Nondisplacement of Qualified Workers (Jan 2013) (E.O. 13495).

Flow down required in accordance with paragraph (1) of FAR clause 52.222-17.

(iv) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

(v) 52.222-35, Equal Opportunity for Veterans (Sep 2010) (38 U.S.C. 4212).

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (Oct 2010) (29

U.S.C. 793).

(vii) 52.222-40, Notification of Employee Rights Under the National Labor

Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

(viii) 52.222-41, Service Contract Act of 1965, (Nov 2007), (41 U.S.C. 351, et seq.)

(ix) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C.

7104(g)).

___ Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(x) 52.222-51, Exemption from Application of the Service Contract Act to

Contracts for Maintenance, Calibration, or Repair of Certain Equipment--

Requirements (Nov 2007) (41 U.S.C. 351, et seq.)

(xi) 52.222-53, Exemption from Application of the Service Contract Act to

Contracts for Certain Services--Requirements (Feb 2009) (41 U.S.C. 351, et seq.)

(xii) 52.222-54, Employment Eligibility Verification (Jul 2012).

(xiii) 52.225-26, Contractors Performing Private Security Functions Outside the

United States (JUL 2013) (Section 862, as amended, of the National Defense

Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note

(xiv) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations.

(Mar 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph

(e) of FAR clause 52.226-6.

(xv) 52.247-64, Preference for Privately-Owned U.S. Flag Commercial Vessels

(Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of Clause)

52.216-18 Ordering OCT 1995

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the

Schedule. Such orders may be issued from the effective date of the contract through the end of the period of performance.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered “issued” when the

Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

52.216-19 Order Limitations OCT 1995

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $10,000, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of $3,000,000

(2) Any order for a combination of items in excess of $9,000,000 per annum

(3) A series of orders from the same ordering office within five days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within five days after issuance, with written notice stating the Contractor’s intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

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52.216-22 Indefinite Quantity OCT 1995

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the “maximum.” The Government shall order at least the quantity of supplies or services designated in the Schedule as the

“minimum.”

(c) Except for any limitations on quantities in the Order Limitations clause or in the

Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the period of performance.

52.217-8 Option to Extend Services NOV 1999

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 calendar days.

52.217-9 Option to Extend the Term of the Contract MAR 2000

(a) The Government may extend the term of this contract by written notice to the

Contractor within 15 calendar days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 45 calendar days before the contract expires. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 60 months (months)(years).

52.252-2 Clauses Incorporated by Reference FEB 1998

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this address:

www.acquisition.gov

SECTION D – ANY CONTRACT DOCUMENTS, EXHIBITS OR ATTACHMENTS

D.1 STATEMENT OF WORK

D.1.1. BACKGROUND

The U.S. Trade and Development Agency (“USTDA”) helps companies create U.S. jobs through the export of U.S. goods and services for priority development projects in emerging economies.

USTDA links U.S. businesses to export opportunities by funding project planning activities while creating sustainable infrastructure and economic growth in partner countries. USTDA assistance helps developing and middle-income countries to identify and prepare projects for implementation that will establish the infrastructure necessary for these emerging economies to expand and grow. The Agency also serves as a bridge for partner countries to access U.S.

technology and expertise.

USTDA provides funding for activities that support the development of infrastructure projects.

USTDA funded activities include feasibility studies, technical assistance, project advisory and preparation activities, sector planning missions, and definitional missions that support project planning. A project is defined as an infrastructure objective, identified by a foreign project sponsor that will require the importation of goods and services to be constructed or implemented.

USTDA’s funding is not used for the project; rather, USTDA funds an activity to help a project progress to implementation. Therefore, a USTDA activity is intended to help promote the export of U.S. goods and services for use in the project. USTDA may fund more than one activity to help advance a single project.

USTDA’s funding decisions for activities are based on the following criteria:

The activity must be likely to generate significant export opportunities for U.S.

manufactured products and services;

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The activity must contribute to a developmental priority in the host country; and

There must be a strong likelihood of success securing implementation financing for the associated project.

USTDA operates in select developing and middle-income economies across five regions: East

Asia; Latin American and the Caribbean; Middle East, North Africa, Europe, and Eurasia; South and Southeast Asia; and, Sub-Saharan Africa. USTDA can offer grant funding to both public and private sector foreign project sponsors. U.S. companies performing work under USTDA’s funding must comply with USTDA’s nationality requirements. More about USTDA’s program can be viewed at www.ustda.gov.

D.1.2. MULTIPLE AWARD INDEFINITE DELIVERY INDEFINITE QUANTITY

(IDIQ) CONTRACT

The USTDA intends to establish a Multiple Award IDIQ Contract. The purpose of the IDIQ is to establish a contract vehicle with well-qualified Contractors which have extensive experience and expertise in providing energy sector project planning services.

IDIQ MINIMUM: The contract minimum dollar amount is established at $10,000.00.

IDIQ MAXIMUM: The contract maximum dollar amount is established at

$50,000,000.00.

D.1.3. SUMMARY OF REQUIREMENTS

The purpose of this IDIQ is to enable the Agency to respond quickly to U.S. business interests and foreign project sponsor needs in the energy sector. This is particularly important in instances where there may be time sensitivities or sector-specific challenges. This IDIQ will provide

USTDA with an additional mechanism to deliver project planning assistance to help fulfill its mission.

The work performed under this IDIQ will be limited to energy sector activities. For the purposes of this IDIQ, the energy sector is divided into multiple subsectors, which are detailed in Section

D.1.6.1 and can be characterized as follows:

Power Generation

Energy Efficiency

Alternative Fuels

Transmission and Distribution

Fossil Resource Development

Other Energy

USTDA’s IDIQ is expected to cover all five USTDA regions, with particular emphasis on sub-

Saharan Africa. USTDA reserves the right to contract any activities covered by this solicitation outside of this IDIQ contract.

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In some instances under this IDIQ, Contractors will be required to work closely with a Host

Country Project Sponsor, defined as the foreign entity or organization, either public or private, responsible for developing an infrastructure project. USTDA will maintain a relationship with the Host Country Project Sponsor to ensure the Project Sponsor remains committed to the project and provides the Contractor with the information and access needed to complete a specific task.

D.1.4. GENERAL DESCRIPTION OF TASK ORDER ACTIVITIES

Through award of individual task orders, the following types of activities may be procured:

D.1.4.1 Feasibility Studies: USTDA-funded and U.S.-led feasibility studies link foreign project sponsors with U.S. businesses at the critical early stage when technology options and project requirements are being defined. These studies provide the comprehensive analysis required for major infrastructure investments to achieve financing and implementation. The goal of USTDA feasibility studies is to ultimately support U.S. exports and bring projects to financial close.

Feasibility studies under this IDIQ will provide host country project sponsors with analyses and recommendations that will support their decision-making with regard to the development of an energy-sector project. Feasibility studies will include technical, economic, and financial assessments that will help the project sponsor determine the viability of a project and secure financial support to implement the energy-sector project. The feasibility studies shall also assess and recommend appropriate technology solutions listing potential U.S. sources of supply for the technological solutions recommended.

Generally the tasks to be performed under a feasibility study may include any variation of the options below:

Data Collection: A collection, review, and analysis of available documents relevant to the project, accompanied by a kickoff meeting with USTDA, project sponsor(s) and other project stakeholders.

Project Development Analysis: Any work required to develop and implement the project, such as project site preparation, bidding document preparation, training, and cost benefit analyses.

Regulatory Review: A review of existing regulations, laws, and institutions that would impact project implementation, accompanied by recommendations on how to overcome regulatory barriers or find alternative methods to successful project implementation. An identification of potential regulatory barriers to project implementation, and whether/how they can be overcome.

Technical Assessment: A review of U.S. technology solutions accompanied by recommendations and in some instances, a cost/benefit analysis. A list of additional technology, infrastructure or operational solutions that may be needed to implement the project.

Economic Analysis: Analyses to determine the economic viability and sustainability of the project which may include a cash flow analysis, assessment of market conditions, raw material availability, supply agreements, off-take agreements, and competing alternative methods of achieving the same or similar project objectives.

Financial Analysis: Assessment and identification of requirements and information needed by financiers, project developers and stakeholders to implement the project. This may include determining the availability of equity and debt financing, the views of potential financing entities and potential for U.S. Export-Import Bank and the Overseas

Private Investment Corporation to play a role in project implementation.

Life Cycle Cost Analysis of the Project: Examination of the total initial capital costs to plan, design, develop, and build the project, including a detailed analysis of the costs associated with the long-term operation of the project, which includes maintaining the facilities, equipment, and other assets financed as part of the project.

Preliminary Environmental and Social Impact Assessment: Preliminary environmental and social impact assessments analyze the consequences or benefits the project may have on the environment or host country population. This would include a reference of local requirements and potential financing entities. If negative impacts are identified, an assessment of efforts to mitigate or minimize impacts would have to also be conducted. Work may also be needed to develop plans for a full environmental impact or social impact assessment if and when the project moves forward to the implementation stage.

Environmental and Social Impact Assessments: In addition to preliminary environmental and social impact assessments, feasibility studies may also require full environmental and social impact assessments, either as part of the feasibility study or as a full stand-alone activity.

Development Impact Analysis: An assessment of the project to provide the host country project sponsor and USTDA with a broader view of the project’s potential effects on the host country. This includes the identification of the development impact that the project will have if it is implemented according to the USTDA activity’s recommendations. The work shall include detailed analysis of how the development impacts can be measured, and how data can be collected to validate that the development occurred, as well as benchmarks and timelines when development impacts will be realized.

U.S. sources of supply: Identification of U.S. sources of supply for all goods and services required to implement the project, including detailed information about U.S.

companies, potential products/service, and how they would need to engage to participate in the project.

Implementation Plan: All work required, after the conclusion of the activity work, to implement the project.

Final Report: Prepare and deliver to the host country project sponsor and USTDA a substantive and comprehensive final report of all work performed under a task order.

D.1.4.2 Technical Assistance: USTDA advances economic development in partner countries by funding technical assistance. Technical assistance supports legal and regulatory reform related to commercial activities and infrastructure development, the establishment of industry standards, and other market-opening activities. Technical assistance may also include project planning activities that facilitate project implementation, including procurement assistance, the drafting of power purchase agreements, environmental and social impact studies, and other forms of assistance.

Technical assistance is a significant component of USTDA’s strategy for creating U.S. exports and U.S. jobs, while at the same time promoting growth in partner countries. Technical assistance activities under this Energy Sector IDIQ may include tasks associated with feasibility studies (listed above) and/or project advisory and preparation activities (listed below).

D.1.4.3 Project Advisory and Preparation Activities: In addition to feasibility studies and technical assistance, project advisory and preparation activities may be utilized, as project developer needs require. These activities may include:

Transaction Advisor Services: Preparation of analyses of studies needed for a project to achieve financial close, review of regulatory or policy issues specific to individual investments, development of financing agreements necessary to access financing from U.S. and international financing entities, and preparation of carbon credit deal components.

Full Environmental Impact Analysis: Comprehensive evaluation of the consequences or benefits a project may have on the host country and/or regional environment. The analysis may include an assessment of greenhouse gas emissions, the execution of soil studies and land surveys, and the development of environmental management plans.

Full Social Impact Assessment: Comprehensive evaluation of the consequences or benefits a project may have on the host country population. The analysis may include social management plants, resettlement plans, and an analysis of the project’s developmental impact.

Legal and Regulatory Analysis: An in-depth review of existing regulations, laws, and institutions that would impact the implementation of the proposed energy sector project.

Front-End Engineering and Design: Preliminary or basic engineering to identify the technical and cost requirements for an energy sector project. This could include determining automation systems, technical specifications, and standards; developing project execution plans or models;

and providing equipment lists.

Sector Development /Road-mapping: In consultation with the host country project sponsor and other relevant stakeholders, the development of strategies that identify all the steps the Host

Country Project Sponsor will need to take to implement the proposed energy sector project.

Roadmaps would generally provide timelines for project implementation over short, medium, and long-term periods. Roadmaps and Sector Development strategies may address operational efficiencies, cost-cutting and revenue enhancement, roll-out plans for new projects, system replacement and integration, capital requirements, and resource availability.

Power Purchase Agreement Structuring: The development of power purchase, off-take, and subsidy agreements for the host country project sponsor’s use in negotiations, accompanied by recommendations on an appropriate tariff and/or subsidy structure for the proposed energy sector project. Power purchase agreement structuring may include assistance in determining the effect of varying tariffs and subsidies on the project’s internal rate of return, schedules for delivery of electricity, and penalties for under-delivery.

Procurement Assistance: Capacity building and participation as a technical advisor to host country project sponsors who are evaluating energy sector project proposals. Procurement assistance may include providing the Host Country Project Sponsor with technical and marketing tools to obtain the goods and services needed for the proposed energy sector project and strategies for the Host Country Project Sponsor to successfully navigate contracts.

Pilot Projects: Support for project testing and verification activities and technology demonstrations to provide the analysis, evaluation, and empirical data needed to secure project funding.

D.1.4.4 Sector Planning Mission: Sector planning missions (SPMs) are intended to provide strategic direction to senior-level host country decision makers regarding the prioritization of potential infrastructure investments. SPMs help host countries to identify and prioritize critical energy sector development projects at the national level. SPMs are likely to require senior-level experts with experience planning energy sector development strategies for central governments.

SPMs are also likely to require skillsets across several energy sector disciplines.

SPMs will evaluate projects based on their strategic priority to the host country’s energy sector development, as well as the technical, economic, environmental, financial, and other factors associated with those projects that must be addressed before investment decisions can be made.

SPMs for this Energy Sector IDIQ provide comprehensive reviews of a country or region’s energy sector and serve to identify activities that will boost energy production, energy efficiency, or energy reliability. Furthermore, SPMs would develop energy roadmaps that would lead a country towards comprehensive energy sector development.

D.1.4.5 Definitional Missions: Definitional missions (DMs) would provide USTDA with a vehicle for defining potential projects for USTDA funding in host countries. Definitional missions would develop terms of reference and budgets for feasibility studies, technical assistance, or other project planning assistance activities in a host country or region. USTDA could employ a definitional mission as a stand-alone activity or exercise the option to append a definitional mission to an SPM as appropriate.

In addition to the aforementioned activities, USTDA may require additional energy sector project planning activities not specified in Section D that support the development of energy infrastructure in USTDA-eligible markets.

Collectively, each of energy sector feasibility studies, technical assistance, project advisory and preparation activities, sector planning missions, and definitional missions shall be referenced herein as “IDIQ Activities”.

D.1.5 Coordination with USTDA and Host Country Project Sponsor: IDIQ Contractors selected for any task order will organize, manage and deliver the activity to USTDA. Foreign hosts/entities/delegations benefiting from the activity will be asked to review and provide input on proposed documentation and other work products associated with the activity as appropriate;

however, USTDA will oversee all work performed for the activity, authorize all invoices for payment, and approve all documentation submitted by the IDIQ Contractor. The IDIQ

Contractor will also interface with the U.S. Embassy/Consulate in country, U.S. industry and

U.S. government stakeholders to design the activity.

The Contractor shall work closely with the Host Country Project Sponsor, defined as the foreign entity or organization, either public or private, responsible for developing an infrastructure project.

D.1.6 Evaluation of Results of Completed IDIQ Activities

The USTDA Evaluation Office is responsible for helping to identify the most effective ways to leverage USTDA’s funding, inform USTDA’s decision making processes, and contribute to

USTDA’s ability to maintain accountability and transparency with its stakeholders by providing clear, consistent data and analysis. USTDA’s Program Evaluation Office evaluates and reports the outcomes of the Agency’s funding for activities that support projects. USTDA measures results by monitoring project development once an activity is completed, and by investigating and documenting the linkage between specific activity interventions and final project outcomes.

USTDA categorizes results in two primary ways:

1) By calculating the amount of U.S. exports generated by each project, and

2) By measuring the development impact benefits to the Host Country for each project.

There are a number of factors that lead to results; USTDA’s Program Evaluation Office strives to obtain information that validates whether and how USTDA’s funding affected the outcomes identified. The information collected is intended to support organizational learning within

USTDA and assist the Agency in documenting the relationship between its activities and their outcomes.

USTDA’s Program Evaluations Department participates in each stage of the activity development, monitoring and evaluation process. While the activity is being implemented, the

Evaluation Department works with relevant partners to monitor the activity’s progress. Once an activity is complete, the Evaluations Department begins the process of tracking and documenting the project outcomes that result from the initial activity. At this stage, USTDA will engage with

IDIQ contractors to assist with this information gathering and documentation process. As an

IDIQ Contractor, you will be responsible for working closely with the USTDA Program

Evaluation Office, responding to inquiries for information about prior activities for the duration of the IDIQ contract, and helping to gather information from the project sponsor, project stakeholders and other entities involved in the activity you delivered.

The information to be gathered for USTDA Evaluation purposes will include, at a minimum:

Whether the goal of USTDA’s funding was achieved and if not, why;

Will or how the project be/was financed and if not, why;

Whether there were development benefits for the host country;

Whether, and how, U.S. companies benefited from the USTDA activity, detailing the U.S. exports and U.S. content of the exports;

A complete documentation of what resulted from the USTDA activity, if anything, and why those results did or did not occur; and, A list of individuals who are knowledgeable about the project’s status.

The information gathered will be used by USTDA to monitor the results of the funding effort.

D.1.7. Contractor Personnel

D.1.7.1 Categories of Specialists

The following is a list of the essential skill specialties, which represent the Government’s minimum requirements for this contract and for the performance of Task Orders related to IDIQ

Activities described in Section D.1.3. The Contractor must provide qualified personnel, or demonstrate its ability to obtain qualified personnel, who can provide the essential skills for each category. The Contractor shall provide cost estimates for junior technical experts and senior technical experts for each of the skills described below. Senior technical experts shall have an ability to provide energy sector guidance at the strategic level to host country project sponsors and have requisite policy and regulatory experience to complement their technical knowledge.

Technical experts should also have knowledge of the U.S. business community active in the energy sector and the global export competitiveness of U.S. technology, goods, and services providers in developing and lower income economies. It is possible that one individual will have skills in more than one specialty.