SP0600-11-R-0440_Amendment 0003.pdf

AUTHORIZED FOR LOCAL REPRODUCTION STANDARD FORM 1449

Prescribed by GSAFAR (48 CFR) 53.212

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER

SP0600-11-0050

2. CONTRACT NUMBER

3. AWARD/EFFECTIVE DATE

4. ORDER NUMBER

5. SOLICITATION NUMBER

SP0600-11-R-0440

6. SOLICITATION ISSUE DATE

September 22, 2011

7. FOR SOLICITATION

INFORMATION CALL:

a.NAME

Charlene Miller (703) 767-8583

Bob Knudson (703) 767-8536

b. TELEPHONE NUMBER

(no collect calls)

Phone: See Block 7A

Fax: (703) 767-8757

8. OFFER DUE DATE/LOCAL TIME

See Page 2.

9. ISSUED BY CODE

SP0600 10. THIS ACQUISITION IS

UNRESTRICTED

SET ASIDE 100 % FOR

11. DELIVERY FOR

FOB DESTINATION

UNLESS BLOCK IS

12.DISCOUNT TERMS

Defense Logistic Agency-Energy

Electricity/ Renewables & ESPC Division, Installation Energy

SMALL BUSINESS

SMALL DISADV BUSINESS

MARKED

SEE SCHEDULE

8725 John J. Kingman Road, Suite 3827

Fort Belvoir, VA 22060-6222

8(A) 13a. THIS CONTRACT IS RATED ORDER

UNDER DPAS (15 CFR 700)

Email: charlene.miller@dla.mil, james.knudson@dla.mil

NAICS: 221112 13b. RATING

K

Phone: (703) 767-8583

Fax: (703)-767-8757

P.P. 8.1 SIZE STND: 4 million MWh* 14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16 . ADMINISTERED BY CODE SP0600

See Schedule

See Block 9

17a. CONTRACTOR/OFFEROR

BIDDER CODE

FACILITY

CAGE CODE

18a. PAYMENT WILL BE MADE BY CODE

Telephone No: Fax No:

See Paragraph B of Clause C802

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 SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See

Installation

Data Sheet

Strategic Petroleum Reserve-Bryan Mound in Texas (ERCOT Territory) (Attach additional sheets as necessary)

16,968,000 kWh

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-3. FAR 52.212-4 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN 1

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 AND CONDITIONS SPECIFIED

HEREIN.

29. AWARD OF CONTRACT: REFERENCE ______________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 31a. UNITED STATES OF AMERICA (Signature of Contracting Officer)

30b. NAME AND TITLE OF SIGNER (Type or Print) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or Print)

Lawrence T. Fratis 31c. DATE SIGNED

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE

CONTRACT, EXCEPT AS NOTED

33. SHIP NUMBER

34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

PARTIAL FINAL

36. PAYMENT 37. CHECK NUMBER

32b. SIGNATURE OF AUTHORIZED GOVT. REPRESENTATIVE 32c. DATE COMPLETE PARTIAL FINAL

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

40. PAID BY

42a. RECEIVED BY (Print)

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

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c . DATE 42b. RECEIVED AT (Location)

42c. DATE REC’D (YY/MM/DD) 42d. TOTAL

CONTAINERS

mailto:charlene.miller@dla.mil mailto:james.knudson@dla.mil

DEFENSE LOGISTIC AGENCY ENERGY SP0600-11-R-0440

Continuation of SF1449, Block 8:

Receipt of Offers, Technical and Pricing Data (Attachment III) for all solicited Installations are due as follows:

TECHNICAL DATA (NEEDED BY ALL SUPPLIERS INTENDING TO OFFER ON ANY LINE ITEM)

Due by 12:00 p.m., local Fort Belvoir, VA time on October 25, 2011:

1. Standard Form 1449

2. Certifications and Representations

3. Technical/Management Proposal

4. Past Performance Proposal

5. Socioeconomic Proposal

7. Provide a list of any exceptions to the solicitation

NOTE 1: Prospective offerors are encouraged to review Federal Acquisition Regulation 15.208 regarding timely submission of offers. Specifically, please be aware that it is the offeror's responsibility to ensure that their offer is actually received at the designated Government office prior to the solicitation closing. Submission of offers by electronic commerce (e.g. e-mail or fax) is governed by 15.208(b)(1)(i). If an offeror electronically submits its offer on the day the solicitation closes, then timeliness will be determined based on whether or not the offer was ACTUALLY RECEIVED prior to closing. In that situation, the offeror will bear the risk of any delay in the transmission of their offer (e.g. offeror clicked "send" prior to the closing of the solicitation, but the e-mail did not arrive until after the time for closing), and offers not actually received prior to closing will be late. However, pursuant to FAR 15.208(b)(1)(i), if an offeror utilizes a means of electronic commerce to send their offer and transmits it not later than 5:00 p.m. ONE DAY PRIOR to the time for closing (and can prove that they have done so), then the offeror will be protected from such unexpected transmission delays and its offer will be considered timely. Therefore, to minimize the risk of a

"late" offer, offerors submitting their offers via electronic commerce are strongly encouraged whenever possible to transmit their offers not later than 5:00 p.m. one day prior to the solicitation closing.

NOTE 2: The Government reserves the right to not consider any exceptions to the stated solicitation requirements received after the due date for technical offers.

PRICING DATA (Attachment III): TO BE DETERMINED AT A LATER DATE.

TO VIEW ANY FEDERAL ACQUISITION REGULATION (FAR), OFFERORS MAY USE THE FOLLOWING WEBSITE:

http://www.acqnet.gov/far/current/html/FARMTOC.html.

For all Small Business issues, please email desc.duoffice@dla.mil or call 703-767-9400 or 703-767-9465.

http://www.acqnet.gov/far/current/html/FARMTOC.html mailto:desc.duoffice@dla.mil

PART I – THE SCHEDULE

1. SUPPLIES TO BE FURNISHED (ELECTRICITY)

(a) The contract quantities shown below are best estimates based on historical data only of the Government’s requirements for the contract period. The Contractor shall supply and deliver electricity and any ancillary services required in the

STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) clause. Contract performance shall be accomplished in accordance with the terms and conditions of this contract.

(b) As used throughout this solicitation/contract, kW means kilowatt; kWh means kilowatt-hour; and TDSP means Utility Distribution Company. Below are the acronyms and full names of each utility service area, public utility commission, the applicable NERC region, and Regional Transmission Operator (RTO) / Independent System Operator (ISO).

Utility Service Area: Centerpoint

Public Utility Commission: PUCT Public Utility of Texas

Applicable NERC Region: ERCOT Electric Reliability Council of Texas, Inc.

RTO/ISO: ERCOT-ISO ERCOT Independent System Operator

(c) The Government is soliciting offers for supply and transmission of electricity and ancillary services for the following location:

(d) The Government is soliciting offers for a 24-month delivery period (meter read date March 2012 through the meter read date March 2014). Specifics for each line item are provided with each individual Installation Data Sheet. The information includes: (1) Line Item Number, (2) Location, (3) Local Electric Utility, (4) Current Tariff Rate, (5) Utility Account

Number; (6) Contract Performance Period, (7) Monthly Consumption and Demand Data; and (8) Interval Data.

(e) The Government is soliciting offers for Firm Fixed Price Requirements Type basis for electricity. Unless otherwise stated in this solicitation, Firm Fixed Price shall include energy, capacity, ancillary services, losses and independent system operator/regional transmission organization fees ( all retail supply costs) to the point of receipt as specified in solicitation.

(f) Offerors shall submit prices on all line items contained in the solicitation and may not do so on a stand-alone basis and/or as one or more combinations of all-or-none offers (see Attachment III). If an offeror chooses to submit more than one all-or-none offer, they may do so by submitting a separate Attachment III for each.

(g) The Government is soliciting unit prices consistent with and reflecting the structure established in the applicable tariffs.

NOTE 1: Offerors may submit prices based on the Requirements clause (Load Following) and/or in accordance with the Bandwidth clause contained in this solicitation. Both will be evaluated on an equal basis. However in the event of a drawdown, during that time period only, suppliers who offer full requirements have the option to charge the excess in accordance with paragraph (c) of the Bandwidth Clause.

INT- B1.08 (DLA ENERGY APR 2008)

SECTION C - STATEMENT OF WORK

2. STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY)

(a) STATEMENT OF WORK. The Contractor shall supply electricity and any ancillary services required to deliver electricity to the point of delivery and for the scheduling and coordination of the delivery of electricity to the service point for each account under the contract. All quantities ordered by the Government shall be considered firm and guaranteed for

Line

Item Number

Location Utility Number of Accounts

Spreadsheet(s)

4818 Strategic Petroleum Reserve-Bryan Mound CenterPoint 2 SPR.xls delivery by the Contractor to the delivery point, and for scheduling and coordinating, for ultimate delivery to the service point for each account. Charges incurred as a result of the Contractor's failure to abide by the terms of the applicable Retail Access rules and/or the TDSP Service Agreement shall be the responsibility of the Contractor. With the exception of any and all transmission and distribution related charges payable by the Government to the TDSP under the applicable tariff for each account (unless said charges are the result of the Contractor's failure to perform in accordance with the contract), the Contractor is responsible for all costs associated with deliveries to the delivery point and the scheduling and coordination for delivery of electricity to the service point for each account under the contract. The Contractor shall be liable for any and all penalties and/or additional costs assessed to the Government for the nondelivery of the firm requirements in accordance with paragraphs (f) and (m) of the CONTRACT

TERMS AND CONDITIONS – COMMERCIAL ITEMS clause.

(b) INVOICE AND PAYMENT. The Government will utilize Consolidated Retail Electric Provider (REP)

Billing. The Government will not pay any additional charges for billing services. The contractor shall provide a single bill for all accounts at each installation serviced under any contract. The address to which said invoices shall be submitted will be provided at the time of contract award. Each invoice shall be prepared in a manner consistent with all REP/TDSP arrangements and shall conform to all Public Utility Commission of Texas (PUCT) requirements for REP Consolidated Billing. In addition to the requirements set forth in FAR 52.212-4 CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS Paragraph (g), each contractor invoice shall include the following information:

(1) Installation name, Line Item, and individual account information (Account Number and ESID, Meter Number, and

Service Address). The invoice shall also include the Supplier's information such as logo, address, point of contact

(name and phone number), and wiring information.

(2) Billing period for each account number and ESID. The billing period for 'energy delivery' and 'transmission' by

Transmission and Delivery agent shall coincide.

(3) Total consumption for each account number and ESID (broken down by Peak, Off-Peak, Semi-Peak if applicable).

(4) Metering data shall clearly show previous and current meter indices with multiplier factor used to compute the consumption being invoiced. This data is per each main account and all associated meters per account.

(5) Demand information for each account number and ESID (broken down by Peak, Off-Peak, 4CP peak, 4NCP, Semi-Peak if applicable). The demand information shall also include date and time of occurrence.

(6) Total energy charge (broken down by energy charges and demand charges (TDSP demand charges)).

(7) UDC/TDSP “pass through” charges for UDC/TDSP services, CLEARLY broken out in detail for each account number and ESID in a manner consistent with REP/UDC/TDSP arrangements and PUCT requirements. The

UDC/TDSP charges will be based on the Transmission and Distribution Rates for investor owned utilities available at: http://www.puc.state.tx.us/electric/rates/TDR.aspx . Standard UDC/TDSP tariff titles of each rate shall be used.

The following shall be provided, per element, with each UDC/TDSP “pass through” charge:

a. usage

b. rate

c. charge

Each element shall appear on the customer invoice as a direct “pass through” charge with no additional mark up.

(8) All of the above info shall be clearly shown on the invoice to include any transmission loss factors.

(9) Each bill shall contain all UDC/TDSP and supplier charges (no partial bills will be accepted).

(10) All supporting documentation is required before payment will be made.

(11) If a REP is unable to issue a bill based on actual meter reading due to the failure of the transmission and distribution utility, municipally owned utility or electric cooperative to obtain or transmit a meter reading to the

REP, the REP may issue a bill based on an estimated reading fifteen (15) calendar days following the meter read date for the affected account. The REP must inform the customer of the reason for the issuance of the estimated bill, and the Government reserves the right to obtain documentation relating to the efforts taken by the

REP to obtain the meter read data. For estimated billing purposes, the contractor shall use the relevant monthly consumption data (as the estimate) included in the applicable Installation Data Sheet. All estimated bills shall be trued up on the next billing cycle.

(12) All information required by the PUCT to be included on customer invoices.

(13) There shall be no “out of cycle” meter reads permitted. The delivery period for any contract resulting from this solicitation will begin with the regularly scheduled utility meter read date March 2012.

(c) The contractor may only invoice for charges allowed under the terms and conditions of the contract. Any costs associated with invoicing shall be the responsibility of the Contractor and shall be included as part of the offered price. The billing cycle for the supplier's invoices shall be identical to that of the incumbent utility.

For the purposes of this contract, the address designated to receive invoices in accordance with FAR 52.212-4 CONTRACT

TERMS AND CONDITIONS--COMMERCIAL ITEMS (MAY 1999), paragraph (g), the address designated to receive invoices will be provided on the date of award.

http://www.puc.state.tx.us/electric/rates/TDR.aspx

For the purposes of this contract, the invoice to which reference is made in FAR 52.212-4, CONTRACT TERMS AND

CONDITIONS--COMMERCIAL ITEMS (FEB 2002), paragraph (i) refers to the energy portion of the Consolidated REP Invoice and the TDSP charges from the UDC to be forwarded to the Government for payment.

For the purposes of this contract, the payment to which reference is made in FAR 52.212-4, CONTRACT TERMS AND

CONDITIONS--COMMERCIAL ITEMS (FEB 2002), paragraph (i) refers to the payment made by the Government against the

Consolidated REP Invoice.

(c) METERING AND METER READING SERVICES. Will be provided by the incumbent TDSP for each account.

(d) SCHEDULING AND SUPPLY MANAGEMENT. It shall be the Contractor's responsibility to schedule deliveries for all accounts awarded for the time period specified herein. The Contractor shall be responsible for supply management and overall coordination of production, transmission, and distribution of electrical power to the service point of each account identified in the contract. As such, the Contractor shall be knowledgeable of and responsible for imbalance policies, transmission grid losses, transmission congestion charges and TDSP line losses for the delivery of electricity to the service point of each account under the contract. The Contractor must meet all applicable State and Federal requirements necessary to successfully complete any contract. The Government will not pay any costs associated with the Contractor's failure to deliver electrical power at the delivery point sufficient to meet the demand at the service point of each account under the contract or to schedule and coordinate for the delivery of electricity to each service point.

(e) RECORD KEEPING. The Contractor shall keep records of data required to bill in accordance with the utility tariff of each account (demand and consumption data) in an electronic database format compatible with Microsoft Access or a spreadsheet format compatible with Microsoft Excel. These records shall be made available to DLA ENERGY or to any party designated by DLA ENERGY as authorized to request this data. In the event that the Contractor maintains records on demand and consumption data in addition to that required to bill in accordance with the utility tariff, said data shall also be made available to DLA ENERGY or to any party designated by DLA ENERGY as authorized to request this data. The Contractor shall provide

(or make available) to DLA ENERGY or to any party designated by DLA ENERGY, interval data (for those accounts with an interval meter) in Microsoft Excel format, on a monthly basis throughout the entire delivery term of any resultant contract.

(f) ORDERING. Orders shall be made in accordance with the ELECTRICITY ORDERING PROCEDURES clause.

(g) POINT OF DELIVERY. For this solicitation and any resulting contract, the delivery point for each account is defined as an interconnect with the TDSP owned or controlled transmission or distribution systems.

(h) SERVICE POINT. For this solicitation and any resulting contract, the service point is defined as the meter(s) indicated for each account awarded as described in Attachment III.

(i) SPECIFICATIONS. The electricity provided under this contract shall conform to the tariff of the transmitting and/or distributing utility at the delivery point(s) specified in the Schedule.

(j) ADDING FUTURE ACCOUNTS. It is possible that additional accounts not included in the solicitation may be added to the resultant contract(s). In that event, the Government will provide the Contractor with the facility’s electric requirement (if available) and the two parties shall enter into good faith negotiations to determine a price. A bilateral modification will be executed adding the line item on the Standard Form 30, Amendment of Solicitation/Modification of Award.

The following is supplemental to paragraph (a) Statement of Work:

1. Prices should include all competitive retail charges anticipated to be in effect during the delivery period, with TDSP charges billed as a direct pass-through with no additional markup.

2. Gross Receipts Tax (GRT) and the PUC fee shall be treated as a pass through.

3. Prices shall be based on the established PROJECTION DATA listed in the Installation Data Sheet.

4. In the event of a Reserve Drawdown the Contractor will be required to supply up to 24 MW of energy. All energy consumption outside the established energy bandwidth resulting from a Reserve Drawdown will be subject to INT-I801.01 Pricing for Quantities Outside Established Load Bandwidth.

5. In the event of a Reserve Drawdown, the Government will notify the Contractor as soon as an alert level is set (anticipated to be within hours of the notification). There are 3 alert levels. Alert level one means that, due to world events, there is a chance the Strategic Petroleum Reserve may go into a drawdown sometime in the future. This can last days or sometimes months and result in either the cancellation of the alert or a move to the next level. In addition, the Government also notifies terminals, pipelines and other customers, partners, and contractors. Alert level two means that the situation has worsened and there is a greater likelihood that the Strategic Petroleum Reserve may go into a Reserve Drawdown. This level can also be either long or short in duration and, in the event of an emergency, even skipped. The Contractor and other relevant entities will again be notified following a move to alert level two.

Alert level three means that the President has directed a Reserve Drawdown to occur. The Government will immediately notify the Contractor and subsequent discussions may take place as additional details become available. The normal process is designed to take 13 days from when the President directs the

Strategic Petroleum Reserve to drawdown until the first oil is moved from a given site. In some cases deliveries will not occur for over a month, though early deliveries may be requested in others. Early deliveries of petroleum can only occur after a solicitation is posted, contractors are given time to develop their bids, bids are received, and awards are made. This will typically take at least several days. During the last drawdown, the Strategic Petroleum Reserve was directed on 23 June, 2011 to drawdown in the month of August, though some early deliveries occurred in the second half of July.

INT-C800 (DLA ENERGY AUG 2005)

3. CENTRAL CONTRACTOR REGISTRATION

(a) DEFINITIONS. As used in this clause--

Central Contractor Registration (CCR) database means the primary Government repository for Contractor information required for the conduct of business with the Government.

Commercial and Government Entity (CAGE) code means—

(1) A code assigned by the Defense Logistics Information Service (DLIS) to identify a commercial or

Government entity; or

(2) A code assigned by a member of the North Atlantic Treaty Organization that DLIS records and maintains in the CAGE master file. This type of code is known as an “NCAGE code.”

Data Universal Numbering Systems (DUNS) number means the 9-digit number assigned by Dun and

Bradstreet, Inc. (D&B) to identify unique business entities.

Data Universal Numbering System + 4 (DUNS+4) number means the DUNS number assigned by D&B plus a 4-character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at Subpart 32.11) for the same parent concern.

Registered in the CCR database means that—

(1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4 number, into the CCR database;

(2) The Contractor’s CAGE code is in the CCR database; and

(3) The Government has validated all mandatory data fields to include validation of the Taxpayer

Identification Number (TIN) within the Internal Revenue Service, and has marked the records “Active.” The Contractor will be required to provide consent for TIN validation to the Government as part of the CCR registration process.

(b) (1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to 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

“DUNS” or “DUNS+4” followed by the DUNS or DUNS+4 number that identifies the offeror’s name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that the offeror is registered in the CCR database.

(c) If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one.

(1) An offeror may obtain a DUNS number—

(i) Via the Internet at http://fedgov.dnb.com/webform or, if the offeror does not have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or

(ii) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office.

(2) The offeror should be prepared to provide the following information:

(i) Company legal business name.

(ii) Tradestyle, doing business, or other name by which your entity is commonly recognized.

(iii) Company physical street address, city, state and Zip Code.

(iv) Company mailing address, city, state and Zip Code (if separate from physical).

(v) Company telephone number.

(vi) Date the company was started.

(vii) Number of employees at your location.

(viii) Chief executive officer/key manager.

(ix) Line of business (industry).

(x) Company Headquarters name and address (reporting relationship within your entity).

(d) If the offeror does not become registered in the CCR database in the time prescribed by the Contracting

Officer, the Contracting Officer will proceed to award to the next otherwise successful registered offeror.

(e) Processing time, which normally takes 48 hours, should be taken into consideration when registering. Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation.

(f) The Contractor is responsible for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(g) (1) (i) If a Contractor has legally changed its business name, “doing business as” name, or division name

(whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to—

(A) Change the name in the CCR database;

(B) Comply with the requirements of Subpart 42.12 of the FAR; and

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer.

The Contractor must provide with the notification and sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (g)(1)(i) of this clause or fails to perform the agreement at paragraph (g)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR records to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the EFT clause of this contract.

(h) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the

Internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

FAR 52.204-7/DFARS 252.204-7004 (APR 2008/SEP 2007)

4. TAILORED PARAGRAPHS OF FAR CLAUSE 52.212-4 CONTRACT TERMS AND CONDITIONS. ALL OTHER

INSTRUCTIONS INCLUDED IN FAR 52.212-4 ARE HEREBY INCORPORATED BY REFERENCE (SEE BLOCK

27A OF STANDARD FORM 1449).

(f) EXCUSABLE DELAYS. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence, such as acts of God or the public http://fedgov.dnb.com/webform http://www.ccr.gov/ enemy, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, civil disturbance, hostile forces, terrorist acts or transmission failure. An excusable delay or similar event suffered by an independent service operator (ISO) (or an equivalent of an ISO) or a utility distribution company (or electric distribution company or transmission distribution services provider) shall constitute an excusable delay hereunder. 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 provide notice to the Contracting Officer of the cessation of such occurrence. Upon delivery of notice of the occurrence of an excusable delay, the obligations of the Contractor shall be suspended to the extent affected by such excusable delay.

(k) TAXES.

(1) The contract price includes all applicable Federal, State, and local taxes and duties in effect at contract signing.

(2) After-imposed Federal, State, or local tax, as used in this clause, means any new or increased Federal, State, or local excise tax or duty, or tax that was exempted or excluded on the contract award date but whose exemption was later revoked or reduced, or whose computation was later changed during the contract period, on the transactions or property covered by this contract that the Contractor is required to pay or bear as the result of legislative, judicial, or administrative action taking effect after the contract date. It does not include social security tax, income tax, or other employment taxes. The contract price shall be increased by the amount of any after-imposed Federal, State or local tax, provided the Contractor warrants, in writing, that no amount for such newly imposed Federal, State, or local excise tax or duty or rate increase was included in the contract price, as a contingency reserve or otherwise.

(3) After-relieved Federal, State, or local tax, as used in this clause, means any amount of Federal, State, or local excise tax or duty that would otherwise have been payable on the transactions or property covered by this contract, but which the Contractor is not required to pay or bear, or for which the Contractor obtains a refund or drawback, as the result of legislative, judicial, or administrative action taking effect after the contract date. It does not include social security tax, income tax, or other employment taxes. The contract price shall be decreased by the amount of any after-relieved Federal, State, or local tax.

(l) TERMINATION FOR THE GOVERNMENT'S CONVENIENCE.

(1) In accordance with all applicable state and local distribution company regulations, the Government reserves the right to terminate this contract with respect to any or all contract quantities, for its sole convenience. In the event of such termination, the Contractor shall cease deliveries hereunder with respect to such terminated contract quantities on the first allowable date subsequent to such termination according to the applicable tariff sheets of the local distribution company. The

Contractor shall cause any and all of its suppliers and subcontractors to cease work related to this contract prior to the date and time specified by the Government for the termination. Subject to the terms and conditions of this contract, the Contractor shall be paid for electricity delivered under the contract prior t the date and time specified by the Government for the termination of any or all contract quantities plus any additional energy the Contractor is required to deliver for the Government’s account under applicable location distribution company tariff sheets.

(2) In the event of a termination for convenience, the Government shall pay the Contractor the termination value, if positive, calculated by the following formula:

(A) In the event that the Government elects to terminate on a date other than the end of a month or at the end of the summer/non-summer season, as defined by applicable local distribution company and tariff, the estimated remaining contract quantity will be calculated by prorating the partial month or partial season of service.

(B) In the event of a termination for convenience, the Government’s liability shall be limited to the termination value calculated in accordance with the provisions of this clause.

A = (B - C)*D

Where--

A = Termination value.

B = Award price for each usage period for each season.

C = Forward market bid price, defined herein.

D = Contract quantity for each usage period for each season (based on projected data listed in the

Installation Data Sheet).

(3) If the termination value on the date of termination is negative, the Contractor shall not be entitled to any payment.

(4) The forward market bid price for electric power shall be defined as the prices at the applicable utility zone within ERCOT for each account, for a term equal to the remaining term of the contract. The forward market price for capacity shall be defined as the capacity price for the relevant delivery point for a term equal to the remaining term of the capacity contract for. The forward market prices will be determined by the Contractor in a commercially reasonable manner, which may include polling energy brokers/capacity brokers on the date of termination. The Government shall have the right to audit forward market price data obtained by the Contractor.

(5) The cost incurred by the Contractor for forward purchased ancillary services, or other cost items, to the extent that these incurred costs cannot be mitigated through market sale or other means, may be recovered by the Contractor in the event of a termination for convenience of the Government upon a showing by the Contractor that the costs for ancillary services

(or other costs) to serve the Government load were reasonably incurred, reasonable efforts were made by the Contractor to mitigate the costs, that the costs incurred by the Contractor were for the sole purpose of serving the Government load. The recoverable costs shall be limited to the direct costs for ancillary services forward purchased by the Contractor to serve the

Government load or other unmitigated direct costs incurred by the Contractor to serve the Government load and shall not include any Contractor administrative costs, transaction costs, overhead costs, or other indirect costs.

(6) In the event of a termination for convenience, the Government’s liability shall be limited to the

Termination Value calculated in accordance with the provisions of this clause.

(m) TERMINATION FOR CAUSE. 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. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) TITLE. Title to the electricity supplied by the Contractor under this contract shall pass to the Government upon delivery at the delivery point specified in the Schedule. The Contractor warrants that the electricity delivered to the

Government under this contract will be free and clear of any liens, claims and encumbrances arising prior to delivery at the delivery point specified in the Schedule.

(o) WARRANTY. The Contractor warrants and implies that the electricity delivered hereunder conforms to the tariff of the transmitting and/or distributing utility at the delivery point specified in the Schedule.

(p) LIMITATION OF LIABILITY. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for any consequential, special, incidental, punitive, exemplary or indirect damages or other business interruption damages except to the extent caused by a contractor’s or its agent’s gross negligence or willful misconduct.

FAR 52.212-4 (JUN 2010) (TAILORED)

5. NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY)

The Contractor shall use commercially reasonable efforts to provide the Contracting Officer with written notice received by the Contractor of any relevant changes to the transportation tariff/rate or the scheduling of a tariff/rate hearing that would reasonably be expected to have impact on the installations within a commercially reasonable time frame (five business days). Failure of the Contractor to comply with this provision shall not be grounds for termination for cause.

NOTE: Email notification is acceptable, provided it includes the specific tariff change (via cut and paste) and its effective date.

INT-H800 (DLA ENERGY JUN 2005)

6. ELECTRICITY ORDERING PROCEDURES

For the purposes of this contract, the instantaneous load at the service point, as DLA described in the individual Installation Data

Sheets, shall constitute an order for electricity to be furnished under this contract.

INT-I800 (DLA ENERGY FEB 2002)

7. REQUIREMENTS (ELECTRICITY)

(a) This is a requirements contract for the supplies or services specified, and effective for the period stated in the

Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this contract. Except as this contract may otherwise provide, if the Government's requirements do not result in orders in the quantities described as "estimated" or "maximum" in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the

ELECTRICITY ORDERING PROCEDURES clause.

(c) Except as this contract otherwise provides, the Government shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by the Government activity or activities specified in the

Schedule.

(d) The Government is not required to purchase from the Contractor requirements in excess of any limit on total orders under this contract.

(e) The Contractor shall not be required to make any deliveries under this contract after March 2014.

INT-I84.02 (DLA ENERGY APR 2007)

8. TYPE OF CONTRACT

The Government contemplates award of a Firm Fixed Price with Requirements Type.

FAR 52.216-1 (APR 1984)

9. ELECTRICITY PRICING FOR QUANTITIES OUTSIDE ESTABLISHED LOAD BANDWIDTH (ADDER TO

THE WEIGHTED AVERAGE MARKET PRICE) (DLA ENERGY OCT 2010)

ONLY APPLICABLE TO INTERVAL METER ACCOUNTS

NOTE 1: Bandwidth calculations shall be based on the Projection Data listed in the Installation Datasheet.

NOTE 2: In the event of a drawdown, not simply exceeding the upper bound of the bandwidth, the contractor will be compensated in accordance with paragraph (c) below. A drawdown occurs when an Executive Order is issued and usage exceeds the projections provided in the solicitation by more than 10%.

(a) The Government may consume electricity within the allowable variances in consumption specified in the contract (bandwidth) without adjustment to the contract price. For each line item, applicable bandwidth is the range from 10 percent above to 10 percent below the estimate of consumption included in the Installation Data Spreadsheets for the line item for that month. If, in any month, the consumption of electricity falls outside the contract bandwidth for any line item, there shall be an adjustment to the contract price. The adjustment methodology is specified below.

(b) If, in any month, an Energy Deficiency occurs, an Energy Deficiency Adjustment shall be made. Energy

Deficiency is the amount in kilowatt hours (kWh) by which consumption of electricity falls below the lower limit of the contract bandwidth for a line item for a month. Energy Deficiency Adjustment means the charge or credit calculated each monthly billing period for the Energy Deficiency. The Energy Deficiency Adjustment equals the Energy Deficiency times the average monthly contract price in dollars per kWh minus the Weighted Average Market Price for the month. The average monthly contract price for the month shall be determined as follows: the contract prices will be averaged over the on-peak and off-peak hours of the month weighted by the on-peak and off-peak hours in the month to calculate an average monthly contract price. The

Weighted Average Market Price for a month is the product of the hourly or 15 minute LMP values for the applicable delivery zone as posted on ERCOT website and the actual energy for the applicable interval as provided by the interval meter or developed using ERCOT assigned load profiles for non interval meters divided by the installation total kWh for the calendar month. A Daily Market Price shall be determined as follows: (1) the hourly LMP as posted on ERCOT website (for the applicable zone where the impacted installation is physically located) will be averaged over the on-peak and off-peak hours of the day to calculate an average on-peak and off-peak value for that day; (2) the average on-peak and off-peak values as calculated in

(1) will be weighted by the number of on-peak and off-peak hours in the day (as defined by ERCOT) to calculate the Daily

Market Price.

Expressed as a formula, the Energy Deficiency Adjustment is--

EDA = ED x (CP – WAMP) where--

EDA is the Energy Deficiency Adjustment, in dollars

ED is the Energy Deficiency, in kWh

CP is the contract price, in dollars per kWh

WAMP is the Weighted Average Market Price, in dollars per kWh

The Energy Deficiency Adjustment shall be calculated following the monthly billing period in which the energy was consumed and included on the next monthly invoice. If the result is positive, then the EDA will be a charge to the customer. If the EDA is negative, then it will be a credit to the customer.

(c) If, in any month, Excess Energy is consumed, an Excess Energy Adjustment shall be made. Excess Energy is the amount of electricity consumed above the upper limit of the contract bandwidth for an installation for a month. Excess

Energy Adjustment means the charge calculated each monthly billing period for the Excess Energy. The Excess Energy

Adjustment equals the Excess Energy times the Weighted Average Market Price in dollars per kWh for the month minus the average monthly contract price in dollars per kWh plus an adder(s) of 2.5 mills per kWh or .75 mills per kWh. The average monthly contract price for the month shall be determined as follows: the contract prices will be averaged over the on-peak and off-peak hours of the month weighted by the on-peak and off-peak hours in the month to calculate an average monthly contract price. The Weighted Average Market Price for a month is the product of the hourly or 15 minute LMP values for the applicable delivery zone as posted on ERCOT’s website and the actual energy for the applicable interval as provided by the interval meter developed using ERCOT assigned load profiles for non interval meters divided by the installation total kWh for the calendar month. A Daily Market Price shall be determined as follows: (1) the hourly LMP as posted on ERCOT website

(for the applicable zone where the impacted installation is physically located) will be averaged over the on-peak and off-peak hours of the day to calculate an average on-peak and off-peak value for that day ; (2) the average on-peak and off-peak average values as calculated in (1) will be weighted by the number of on-peak and off-peak hours in the day (as defined by ERCOT to calculate the Daily Market Price.

Expressed as a formula, the Excess Energy Adjustment is--

EEA = EE x (WAMP – CP + A) where--

EEA is the Excess Energy Adjustment, in dollars

EE is the Excess Energy, in kWh

CP is the contract price, in dollars per kWh

WAMP is the Weighted Average Market Price, in dollars per kWh

A is the adder, in dollars per kWh

Note: In the event of a Energy Excess Adjustment the following is defined:

$0.0025 is the adder, in dollars per kWh

$0.00075 is the adder, in dollars per kWh (in the event of a drawdown ONLY)

The Excess Energy Adjustment shall be calculated following the monthly billing period in which the energy was consumed and included on the next monthly invoice. If the EEA is positive, then it will be a charge to the customer. If the

EEA is negative, then it will be a credit to the customer.

INT-I801.01 (DLA ENERGY OCT 2010)

Note: In the event of a drawdown the following shall apply:

1. For Excess Energy during a time when a drawdown is in effect, the price paid by the Government would be the price as reflected in the existing formula (i.e., the market price plus $.00075/kwh) PLUS a pass through of losses and ancillaries for the excess energy;

2. The pass through of the losses and the ancillaries should be based on average daily cost for the days during which the drawdown was in effect;

3. The adjustment would be applicable to all excess energy in a month that a drawdown was in effect.

INT-I801 (DLA ENERGY AUG 2002)

10. DISPUTES: AGREEMENT TO USE ALTERNATIVE DISPUTE RESOLUTION

(a) The parties agree to negotiate with each other to try to resolve any disputes that may arise. If unassisted negotiations are unsuccessful, the parties will use alternative dispute resolution (ADR) techniques to try to resolve the dispute.

Litigation will only be considered as a last resort when ADR is unsuccessful or has been documented by the party rejecting

ADR to be inappropriate for resolving the dispute.

(b) Before either party determines ADR inappropriate, that party must discuss the use of ADR with the other party. The documentation rejecting ADR must be signed by an official authorized to bind the Contractor (see FAR 52.233-1), or, for the Agency, by the Contracting Officer, and approved at a level above the Contracting Officer after consultation with the

ADR Specialist and with legal counsel (see DLA Directive 5145.1). Contractor personnel are also encouraged to include the

ADR Specialist in their discussions with the Contracting Officer before determining ADR to be inappropriate.

(c) If you wish to opt out of this provision, check here [ ]. Alternate wording may be negotiated with the

Contracting Officer.

DLAD 52.233-9001 (JUN 2001)

11. ELECTRICITY REGULATORY CHANGES

(a) The contractor price includes all applicable independent system operator/regional transmission organization

(ISO/RTO charges to be in effect at contract signing.

(b) After-imposed ISO/RTO charges, as used in this clause, means any new ISO/RTO charges subject to regulation, that were exempted or excluded on the contract date but whose exemption was later revoked on the transactions covered by this contract that the Contractor is required to pay or bear as the result of legislative, judicial or administrative action taking effect after the contract date. The contract price shall be increased by the amount of any after-imposed ISO/RTO charge

(with no mark up), provided the Contractor warrants in writing that no amount for such newly after-imposed ISO/RTO charge was included in the contract price, as a contingency reserve or otherwise.

(c) After-relieved ISO/RTO charges, as used in this clause, means any amount of ISO/RTO charges, subject to regulation, that would otherwise have been payable on the transactions or property covered by this contract but which the

Contractor is not required to pay or bear, or for which the Contractor obtains a refund or drawback as the result of legislative, judicial or administrative action taking effect after the contract date. The contract price shall be decreased by the amount of any after-relieved ISO/RTO charges.

INT-I820 (DLA Energy APR 2007)

12. AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR

Funds are not presently available for performance under this contract beyond Sept. 2012. The Government’s obligation for performance of this contract beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the Government for any payment may arise for performance under this contract beyond Sept. 2012, until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

FAR 52.232-19 (APR 1984)

NOTE: This contract is funded with annual appropriations. Fiscal law statute, 31 U.S.C 1341 Anti-Deficiency Act, requires the

Government to include the clause below when the contract crosses fiscal years and is funded with annual appropriations. The fiscal year runs from Oct 1 through Sep 30. In the event Congress fails to pass the Federal Government Budget in time for the start of a new fiscal year, it will likely pass a Continuing Resolution.