SP0600-13-R-0400_Amendment_0002.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER PAGE 1 OF 65

SP0600-12-R

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)

Jezabel Avilés

8. OFFER DUE

DATE/ LOCAL TIME

9. ISSUED BY CODE 10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

11. DELIVERY FOR FOB DESTINA-

12. DISCOUNT TERMS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

SMALL BUSINESS PROGRAM

EDWOSB

8 (A)

13b. RATING

NAICS:

541330

SIZE STANDARD:

$14M

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

17a. CONTRACTOR/

OFFEROR

CODE FACILITY

CODE

18a. PAYMENT WILL BE MADE BY CODE

TELEPHONE NO.

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

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

OFFER BELOW IS CHECKED 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)

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

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

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 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) 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

X

SP0600-13-R-0400 10/03/2012

703-767-2394 01/08/2013 / 3:00 p.m. EST

Defense Logistics Agency Energy 8725 John J. Kingman Road, Suite 4950 Fort Belvoir, VA 22060

U.S. Environmental Protection Agency See Block 9

Will be provided at time of award.

See Schedule

Will be provided at time of award.

X X

X 1

Lawrence T. Fratis

DLA Energy Request for Proposal for the U.S. Environmental Protection Agency in Edison, NJ

Uniform Contract Format – DLA Energy 2012

Note: To access any section in the document from the Contents page (below), CTRL+Click on that section. Additionally, CTRL+Click on any section title to return to the Contents Page.

Contents Part I – The Schedule

Section A – Solicitation/ contract form

Section B – Supplies or services and prices/ costs

Section C – Description/specifications/statement of work

Section D – Packaging and marking

Section E – Inspection and acceptance

Section F – Deliveries or performance

Section G – Contract administration data

Section H – Special contract requirements

Part II – Contract Clauses

Section I – Contract Clauses

Part III – List of Documents, Exhibits, and Other Amendments

Section J – List of attachments

Part IV – Representations and Instructions

Section K – Representations, certifications, and other statements of Providers or respondents 32

Section L – Instructions, conditions, and notices to Providers or respondents

Section M – Evaluation factors for award

Part I – The Schedule

Section B – Supplies or services and prices/ costs

B.1 Definitions. In addition to other terms specifically defined elsewhere in this Agreement, where capitalized, the following words and phrases shall be defined as follows:

“Actual Annual Production” means, the amount, in kWh, produced by the on-site renewable project.

“Affiliate” means, with respect to any Person, any other Person directly or indirectly controlling, controlled by or under common control with such first Person. For the purposes of this definition, “control” and its derivatives mean, with respect to any Person, the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities or otherwise. “Control” may be deemed to exist notwithstanding that a Person owns or holds, directly or indirectly, less than 50% of the beneficial equity interest in another Person.

“Business Day” means any day other than Saturday, Sunday or any other day on which banking institutions in New York, NY are required or authorized by Applicable Law to be closed for business.

“Commercial Operation Date” has the meaning set forth in Section C.3.4.3.

“Completion Notice” has the meaning set forth in Section C.3.4.2.

“Contract” means this contract, including the Request for Proposal, any Amendments and the Schedules and Exhibits attached hereto and incorporated herein by reference.

“Contractor/Provider” means the individual, or entity, that has submitted a proposal to meet the Government requirements.

“Contract Unit Price” has the meaning set forth in Section B.1.4.

“DLA” means Defense Logistics Agency

“Early Termination Date” has the meaning set forth in Section F.1 or Section I.1.1(l)(a)(1).

“Early Termination Fee” means the fee payable by EPA to Provider under the circumstances described in Section I.1.1(l)(a).

“Effective Date” has the meaning set forth in Section F.1.1.

“Electric Power Supplier” means any service provider that provides materially similar services to Provider.

“Environmental Attributes” has the meaning set forth in Section C.1.3.1.

“Energy Savings Performance Contract” means a contract that requires the Provider to—

(1) Perform services for the design, acquisition, financing, installation, testing, operation, and where appropriate, maintenance and repair, of an identified energy conservation measure or series of measures at one or more locations;

(2) Incur the costs of implementing the energy savings measures, including at least the cost (if any) incurred in making energy audits, acquiring and installing equipment, and training personnel in exchange for a predetermined share of the value of the energy savings directly resulting from implementation of such measures during the term of the contract; and

(3) Guarantee future energy and cost savings to the Government.

“Estimated Annual Production” has the meaning set forth in Section C.1.3.4.

“Expiration Date” has the meaning set forth in Section F.1.1.

“Fair Market Value” means, with respect to any tangible asset or service, the price that would be negotiated in an arm’s-length, free market transaction, for cash, between an informed, willing seller and an informed, willing buyer, neither of whom is under compulsion to complete the transaction. Fair Market Value of the System will be determined pursuant to Section I.1 tailored clause 52.212-4(l)(a)(2).

“Force Majeure Event” has the meaning set forth in Section H.5.1.

“Governmental Approval” means any approval, consent, franchise, permit, certificate, resolution, concession, license, or authorization issued by or on behalf of any applicable Governmental Authority.

“Governmental Authority” means any federal, state, regional, county, town, city, or municipal government, whether domestic or foreign, or any department, agency, bureau, or other administrative, regulatory or judicial body of any such government.

“Guaranteed Annual Production” has the meaning set forth in Section C.1.3.5.

“ISO” means Independent System Operator.

“Installation Work” means the construction and installation of the System and the start-up, testing and acceptance (but not the operation and maintenance) thereof, all performed by or for Provider at the Premises.

“kWh” means kilowatt hour.

“kWh Rate” has the meaning set forth in B.1.4.

“Losses” means all losses, liabilities, claims, demands, suits, causes of action, judgments, awards, damages, cleanup and remedial obligations, interest, fines, fees, penalties, costs and expenses (including all attorneys’ fees and other costs and expenses incurred in defending any such claims or other matters or in asserting or enforcing any indemnity obligation).

“MWh” means megawatt hour.

“NERC” means North American Electric Reliability Council.

“Option Price” has the meaning set forth in Section I.1.1(l)(1).

“Party” or “Parties” has the meaning set forth in the preamble hereof.

“Person” means an individual, partnership, corporation, limited liability company, business trust, joint stock company, trust, unincorporated association, joint venture, firm, or other entity, or a Governmental Authority.

“Point of Common Coupling” The PCC is a point in the electrical system where multiple customers or multiple electrical loads may be connected. According to IEEE-519, this should be a point which is accessible to both the utility and the customer for direct measurement. Although in many cases the PCC is considered at the metering point, service entrance or facility transformer, IEEE-519 states that “within an industrial plant, the PCC is the point between the non-linear load and other loads.”

“Premises” means the premises described in C.1.3.1a.

“Provider” has the meaning set forth in the preamble hereof.

“Quarterly Invoice Date” means the first Business Day of each of January, April, July, and October.

“Quarterly Period” means the period between the current and next Quarterly Invoice Date.

“REC” means Renewable Energy Certificates

“Rejection Notice” has the meaning set forth in Section C.3.4.2.

“RTO” means Regional Transmission Operator.

“Solar Generation” means the supply of on-site electrical energy output from the System together with certain peak load coincident reductions, building energy conservation, and other on-site energy services or efficiencies associated with the solar energy production.

“System” means the integrated assembly of photovoltaic panels, mounting assemblies, inverters, converters, metering, lighting fixtures, transformers, ballasts, disconnects, combiners, switches, wiring devices and wiring, more specifically described in Schedule 1of Attachment 9 and interconnected with the Local Electric Utility, owned by Provider and installed at the Premises.

“System Acceptance Testing” has the meaning set forth in Section C.3.4.1.

“System Installation Period” means the period from (and including) the date that Provider (or its subcontractors) commence physical installation of the System on the Premises to (but excluding) the Commercial Operation Date.

“System Operations” means the operation, maintenance and repair of the System performed by or for Provider during the Term, as more particularly described in Section C.6.

“System Test Requirements” has the meaning set forth in Section C.3.4.2.

“Term” has the meaning set forth in Section F.1.1.

“UDC” means Utility Distribution Company. The UDC is the owner and operator providing electric distribution and interconnection services to the Government at the Premises.

B.1.2 Interpretation. The captions or headings in this Agreement are strictly for convenience and shall not be considered in interpreting this Agreement. Words in this Agreement that import the singular connotation shall be interpreted as plural, and words that import the plural connotation shall be interpreted as singular, as the identity of the parties or objects referred to may require. The words “include”, “includes”, and “including” mean include, includes, and including “without limitation” and “without limitation by specification.” The words “hereof”, “herein”, and “hereunder” and words of similar import refer to this Agreement as a whole and not to any particular provision of this Agreement. Except as the context otherwise indicates, all references to “Exhibits”, “Attachments” and “Sections” refer to Exhibits, Attachments and Sections of this Agreement.

Applicable ISO/RTO: PJM Applicable NERC/Region: PJM Utility Service Area: PSE&G Utility: PSE&G

B.1.3 The Government is requesting proposals for the purpose of contracting with a qualified energy supplier to furnish all labor, personnel, facilities, services, materials, tools, equipment and otherwise do all things necessary for, or incident to, performance of the requirements stated in the statement of work (SOW) provided in Section C of this solicitation/contract.

B.1.3.1 This Energy Savings Performance Contract (ESPC) must comply with all of the 42 USC 8287 ESPC authority requirements. In order to receive a contract award for the requirements identified within this Request for Proposal, any prospective Provider must be approved and identified on the Department of Energy’s Qualified List of Energy Service Companies:

http://www1.eere.energy.gov/femp/financing/espcs_qualifiedescos.html

B.1.4 CLIN DESRIPTION

ITEM NO SUPPLIES/SERVICES Contract Unit Price

0001 First Year Post Acceptance Commodity Energy Price** ________$/kWh.

Regardless of production level, annual cost shall not exceed Annual Provider Payments per Attachment 9.

Provider may escalate Commodity Energy Price annually at a rate of up to 2.0% beginning on the one year anniversary date of System Acceptance.

Provide design, installation, operation, maintenance and repair/replacement of ground mounted solar photovoltaic array necessary to annually deliver at least 2,500,000 kWh’s but not more than 120,584,160 kWh’s electric energy to the Government under Energy Savings Performance Contract.

** NOTE $/kWh value reflects cost for the first year of post acceptance operation. Unit price shall be allowed to escalate annually on the anniversary date of System Acceptance at a rate of up to 2.0%.

FOB: Destination

B.1.5 The Government contemplates award of a Firm-Fixed Price contract not exceeding 20 years.

Annual payments may not exceed the amount that the Government would have paid for utilities without an energy savings performance contract including the affect of net excess generation limits and associated http://www1.eere.energy.gov/femp/financing/espcs_qualifiedescos.html payments. The price must be less than the current electricity price and respective utility tariff rate to include transmission and distribution charges. The Provider shall, in accordance with the terms of the contract, perform work assignments within the parameters of the statement of work (SOW).

Section C – Description/specifications/statement of work

C.1 Requirement

The Provider shall be responsible for providing all labor, material, capital to install a ground mount solar photovoltaic array, to include providing all operations and maintenance. All project(s) implemented at the installation must be verified and documented annually.

C.1.1 Qualified Utility Providers The Provider shall comply with all applicable federal, state, interstate, and local laws and regulations, as amended, including those requirements relating to health, safety and the environment during construction and delivery phase of the contract.

C.1.2 Site Visits

A site visit will be authorized prior to the proposal due date. The time, date and access requirements for each Provider to participate in the site visit are as follows:

(a) A pre-proposal conference will be conducted at EPA Edison on Thursday, December 6, 2012, from 9am – 2pm EST for the purpose of answering questions regarding this solicitation. During the pre-proposal conference, the government will provide a tour of the site where the project will be constructed.

(b) Submit the names of all attendees to dlaenergy.eteam@dla.mil no later than close of business on Monday, December 3, 2012.

(c) Offerors are requested to submit questions to dlaenergy.eteam@dla.mil. All proposed questions and the Government’s responses will be posted to the Solicitation via amendment for viewing.

(d) EPA Edison is located at 2890 Woodbridge Avenue, Edison, NJ 08837. The pre-proposal conference will be held in Building 238, Conference Room L801.

C.1.3 Energy Supply

C.1.3.1 This solicitation is for the procurement of energy from an on-site renewable project. The energy to be acquired under this contract is reliable power from a ground mounted photovoltaic array System with guaranteed cost savings to the Government, per the 42 USC 8287 requirements. The project shall produce a guaranteed annual production of _____________ kWh’s. See Schedule 4. The Government desires to purchase 100% of energy output of the project implemented at the installation, and desires to purchase, construct, own, or maintain any generation assets. The Government desires to enter into an Energy Contract (EC) for the U.S. Environmental Protection Agency. The EC shall be for a firm fixed price unit of power ($/kwh), and the Government will purchase all energy delivered to the point of delivery. The Government does not desire to acquire the Renewable Energy Certificates (REC’s) associated with the generation of power. All environmental attributes associated with the generation of electricity from the project(s) shall remain with the REC’s. For purposes of this Agreement, “Environmental Attributes” shall include, but not be limited to, renewable energy certificates and any greenhouse gas or other emission credits. To avoid any conflicts with federal trade rules regarding claims of renewable energy use, The Government shall submit to Provider for approval, any press releases regarding the use of renewable energy and shall not submit for publication any such releases without the written approval of Provider. Approval shall not be unreasonably withheld, and Provider’s review and approval shall be made in a timely manner to permit the Government timely publication. The mailto:desc.eteam@dla.mil mailto:desc.eteam@dla.mil

Government and Provider may by mutual written agreement set forth specific statements that may be used by the U.S Environmental Protection Agency in any press releases that address the Government’s use of renewable energy. The Government desires to minimize the net present value of this commodity purchase compared to the “do nothing” option of continuing to purchase from the grid as well as maximize the purchase of energy produced from the System. The Government will provide approximately 275,000 ft² at the facility location and desires the Provider to develop generation assets on this land. The Government shall have the right to review and approve all construction plans including engineering evaluations of the impact of the System on (i) Premises for the System, and (ii) the current existing Local Electric Utility’s equipment and service. The Provider will be granted access to applicable land areas through a separate land use agreement Attachment 6.

C.1.3.1.a Premises

Site 1 is located in an open field along Woodbridge Avenue in Edison, NJ and is visible to the public.

Approximately 275,000 sqft of land will be available for this project. The PV arrays shall feed electricity into buildings 10, 205 and 209/210. Electric consumption from April 2011 to March 2012 was approximately 4,166,643 kWh’s, for buildings 10, 205 and 209/210, with a fixed price rate ranging from of $0.13 -$0.15/kWh for a total cost of $571,764.25 dollars. See Attachment 6 Feasibility Assessment, which shows two aerial views of Site 1.

C.1.3.1.a General Project Requirements

- System Impact Study

- Design Approval Schedule

- Inverter Requirement

- Site Requirements

- Meter Requirements

- Interconnection Requirements

- Certify RECS generated by the project

C.1.3.2 The Provider shall ultimately supply electricity generated from the System and any ancillary services required to deliver said electricity to the point of delivery. Current power purchase information will be provided for the facility. This information includes: Local Electric Utility; Current Tariff Rate;

Historical Monthly Consumption and Demand Data; and Interval Data, if applicable. It is incumbent upon the Provider to analyze the load profile data provided; evaluate site constraints provided; ensure local utility interconnect agreements are adhered to; and propose an appropriate system size, and capacity with the information provided. The Provider shall comply with all applicable Federal, State, and local laws and regulations, as amended, including those requirements relating to health, safety and the environment during the construction and delivery phase of the contract.

C.1.3.3. The Provider shall apply for any applicable NJ state incentives such as the Property Tax Exemption, Sales Tax Exemption, and Solar Loan Program. A source for such incentives is available at http://www.dsireusa.org/incentives/index.cfm?getRE=1?re=undefined&ee=1&spv=0&st=0&srp =1&state=NJ.

C.1.3.4 Estimated Annual Production. The annual estimate of generation with respect to the System for any given year as determined pursuant to this Section shall be the “Estimated Annual Production.” The Estimated Annual Production (a) for the first year of the Term commencing on the Commercial Operation Date for the System shall be set as forth in Schedule 4 of Attachment 9, and (b) for each subsequent year of the Term shall equal the Actual Annual Production of the immediately preceding twelve (12) month period (or annualized if less than twelve (12) months). The Estimated Annual Production will be http://www.dsireusa.org/incentives/index.cfm?getRE=1?re=undefined&ee=1&spv=0&st=0&srp=1&state=NJ http://www.dsireusa.org/incentives/index.cfm?getRE=1?re=undefined&ee=1&spv=0&st=0&srp=1&state=NJ coordinated with the Government fiscal year and Provider will utilize a partial year estimate, if necessary, in the first calendar year of this Agreement such that subsequent calendar year’s Estimated Annual Production is aligned with the Government fiscal year.

C.1.3.5 Guaranteed Annual Production. The annual guaranteed estimate of generation with respect to the System for any given year as determined pursuant to this Section shall be the “Guaranteed Annual Production.” The Guaranteed Annual Production (a) for the first year of the Term commencing on the Commercial Operation Date for the System shall be set as forth in Schedule 4 of Attachment 9, and (b) for each subsequent year of the Term shall equal the Guaranteed Annual Production specified in Schedule 2 of Attachment 9 of the immediately preceding twelve (12) month period (or annualized if less than twelve (12) months). The Guaranteed Annual Production will be coordinated with the Government fiscal year and Provider will utilize a partial year estimate, if necessary, in the first calendar year of this Agreement such that subsequent calendar year’s Guaranteed Annual Production is aligned with the Government fiscal year.

C.1.3.6 Solar Generation Payment Adjustments. Within thirty (30) days after the end of each fiscal period under this Agreement, or on the Expiration Date or Early Termination Date, Provider shall determine the total kWh of generation delivered through such System during the previous four (4) Quarterly Periods, or for the period prior to the Expiration Date or Early Termination Date, if less than four (4) Quarterly Periods, as recorded by Provider’s metering equipment pursuant to Section C.16 Metering and Meter Reading Services. If the Actual Annual Production is greater than the Guaranteed Annual Production during such four (4) Quarterly Periods or for the period prior to the Expiration Date or Early Termination Date, then, the Government has no payment obligation associated with kWh’s generated above its Annual Provider Payment. If the Actual Annual Production is less than the Guaranteed Annual Production during such four (4) Quarterly Periods, then Provider shall promptly credit to Government an amount to reflect the deficiency in actual energy production (determined by the difference between the Guaranteed Annual Production and Actual Annual Production multiplied by the kWh Rate as specified in Schedule 4 of Attachment 9 for the relevant year). Should any credits resulting from the adjustments required in this Section exceed one hundred percent (100%) decrease to any quarterly payment under Schedule 2 of Attachment 9 Payment, the credits shall be extended over subsequent Quarterly Periods until the credit is paid in full; provided, however, that any credits not theretofore applied or satisfied shall be fully satisfied by cash payments at the expiration or earlier termination of this Agreement.

C.2 Construction

C.2.1 The Provider shall provide all materials, equipment, and supplies necessary to perform the work as specified in each contract. Materials and supplies provided shall be of acceptable industrial grade and quality and in compliance with applicable standards. All such materials and supplies must be compatible, and operate safely within design parameters of existing systems equipment.

C.2.2 The Provider shall, without additional expense to the Government, obtain all appointments, licenses, and permits required to conduct the work. The Provider shall comply with all applicable Federal, State and local laws. Evidence of such permits and licenses shall be provided to the Contracting Officer or the Contracting Officer’s Representative (COR) before work commences. The Government shall assist Provider in obtaining necessary approvals from the UDC, including the submission of applications for interconnection of the System with the UDC. If the UDC fails to approve the interconnection of the System or requires equipment in addition to that shown in Schedule 1 of Attachment 9, the Government may make a determination to immediately terminate this Agreement subsequent to such notification from the UDC. If the Government elects not to terminate this Agreement pursuant to this Section, the Government shall assist Provider in obtaining approval for a modified

System that will likely succeed in obtaining the UDC’s approval for interconnection. The Government shall assist Provider in obtaining the necessary local Governmental Approvals, which may include provision by the Government of electrical drawings and structural drawings. If any applicable Governmental Authority does not provide the necessary Governmental Approvals, the Government, shall immediately terminate this Agreement subsequent to such notification from such Governmental Authority that the application for permits have not been accepted or permits have been denied. The failure of Provider to obtain any required Governmental Approval shall not constitute a Default. If required to obtain Government or UDC approval, the Government, at its sole cost and expense, shall make the determination to proceed with any necessary repairs or changes to the existing electrical structure of the Premises so that Premises are eligible for state subsidy or rebate funding.

C.2.3 The Provider will operate its project(s) in parallel with the electricity supplied to the Government by PSE&G from outside the facility. The Provider shall provide all equipment necessary to generate and deliver electricity for the term of the contract to the facility’s electrical distribution system or Connection Point. Any project(s) installed under a resultant contract must be interconnected to the applicable utility’s electrical distribution system. The Provider, or in some cases the Government, will need to complete and submit a separate application to PSE&G. The Provider shall be responsible for all site modifications required for the installation of the project(s) technology.

C.2.4 All construction, operations, maintenance, and other activities shall comply with applicable national and local codes, industry codes, regulations, and accepted practices.

C.2.5 The project(s), if applicable, shall be protected on all sides to prevent unauthorized persons from entering the area, tampering with the project(s), and to protect against the danger of electric shock. The Government shall approve of the type of protective equipment to be used. Specific requirements for the type of protective material are--

(To be proposed by Provider as part of its proposal submission)

C.2.6 The Provider shall obtain a written excavation permit from the Government before commencing any digging or excavation on the installation for a project(s) that requires digging. The excavation permit will contain requirements normally applied to similar excavation work on the installation. The Contracting Officer or designated representative will notify the Provider as to reasonable time periods for applying for an excavation permit. The Government will provide and drawings and soils report for existing conditions.

C.2.7 The Government and/or technical representative acting on behalf of the Government may inspect the system at any time during construction or after the system has been put in operation. At no cost to the Government, the Provider may be ordered to stop work or shut the system down if unsafe conditions or code violations are noted. The Government and/or technical representative acting on behalf of the Government will inspect the system prior to acceptance. The Government reserves the right to reschedule the Provider’s work, requiring service interruption, at any time if such interruption, at any time if such interruption might adversely affect the Government’s operations.

C.3 Electrical Requirements

C.3.1 Electrical Safety Plan. A detailed plan to safely invert, transform, and distribute the DC power from the project(s) to the AC electrical distribution system including interconnection to the point of connection shall be signed and stamped by a professional electrical engineer and submitted to the Government within thirty calendar (30) days after award of each Contract. The plan shall describe all codes and standards that will be adhered to, and a description and single line diagram of the project(s), inverter, meters, disconnects and switchgear. The plan shall also address how the Provider shall meet the requirements of the UDC Interconnect Agreement. The requirements included in the latest edition of the National Electric Code, in affect at the time of the award, shall be adhered to.

C.3.2 Electrical Modifications. The Provider shall take actions or modifications necessary to assure the project(s) is compatible with the installation electrical distribution system. Any proposed modifications to the project(s) that would affect the installation electrical distribution system shall require the prior written approval of the Government. The project(s) shall not have any adverse effects on the installation electrical distribution system, or on loading, power factor, voltage levels, transformers, structural integrity, protection device coordination, or the operation of any installation electrical equipment.

C.3.3 Connections. The project(s) shall produce power that is inverted (if DC) and transformed to match the base electrical distribution system. The Provider shall determine the optimal voltage at which this power will be supplied. Specific points of connection (Point of Common Coupling, PCC) for the project(s) shall be determined by the electrical design. The power supplied to the installation shall be free from power quality deficiencies such as surge, under-voltage, overvoltage, harmonics, voltage sag, or voltage swell. In the event of a power outage at the substation or from the utility substation, the project(s) will automatically stop producing power or disconnect from the base grid. Once base power is restored and detected, the project(s) will automatically resume producing power and/or reconnect to the base grid.

The project(s) shall use all equipment necessary to generate and deliver electricity for the term of the contract to the facility’s electrical distribution system or Connection Point.

C.3.4 System Acceptance

C.3.4.1 System Acceptance Testing. Provider shall conduct testing of the installed System. Provider shall notify the Government not less than five (5) Business Days prior to the anticipated date of System Acceptance Testing. The Government shall have the right, but not the obligation, to be present at and observe the System Acceptance Testing, at the Government’s sole cost.

C.3.4.2 If the results of such System Acceptance Testing indicate that the System is capable of generating electric energy for four (4)continuous hours (the “System Test Requirements”), using such instruments and meters as have been installed for such purposes, and the System has been approved for interconnected operation by the UDC, then Provider shall send a written notice to that effect to the Contracting Officer (a “Completion Notice”), accompanied by a copy of the results of the System Acceptance Testing. The Government shall have ten (10) Business Days after its receipt of the Completion Notice to review the System Acceptance Testing results and verify that the installation is complete, safe, aesthetically acceptable, robust and permanent; and that the requirements in section E.1.1 are complete. If any of these requirements are not met, then the Government shall provide Provider with a detailed notice of such failure (a “Rejection Notice”) within such ten (10) Business Day period, and Provider shall promptly remedy at Provider’s cost the relevant, specified failure and conduct new System Acceptance Testing until the System Acceptance Testing indicates that the System meets the System Test Requirements; is complete, safe, aesthetically acceptable, robust and permanent; and the requirements in section E.1.1 are complete. In each such case, Provider shall send a new Completion Notice to the Government with a copy of the results of the new System Acceptance Testing as provided above and the foregoing procedures shall be repeated.

C.3.4.3 Absent Provider’s receipt of a timely Rejection Notice from the Government, pursuant to Section C.3.4.2, the “Commercial Operation Date” shall be the 16th Business Day after the date of the Government’s receipt of the Completion Notice.

C.4 Site

C.4.1 The Government authorizes the Provider, its agents and employees, subject to the limitations specified in this contract and in accordance with FAR 52.241-5, Provider’s Facilities, the right of access to enter the Government real property upon which the project(s) is located for any proper purpose under this Contract, including use of the site or sites agreed upon by the parties hereto for the construction, installation, operation, repair and maintenance of the facilities of the Provider required to be located upon Government premises. It is expressly agreed upon, acknowledged, and understood that the Government may limit or restrict the right of access herein granted in any manner considered to be necessary for national security, or in the event that this Contract is terminated.

C.4.2 The Provider shall ensure all pass and identification items required for contract performance are obtained for Provider employees and non-Government owned vehicles. See Attachment 7 for installation access instructions.

C.4.3 The Government will provide a site on Government property for the contract to be performed. All work shall be performed within normal working hours unless permission is granted by the Government prior to beginning the work. Normal working hours are 7:00 a.m. to5:00 p.m., exclusive of Saturdays, Sundays, Holidays, executive orders and administrative closures. The Provider and any subProvider personnel are not allowed on-site during non-work hours unless arrangements have been made, in advance, with the Government site Project Manager. The Government site Project Manager will need to advise facility security personnel about any after-hour work shifts being conducted.

C.4.4 The Provider shall not use property provided by the Government for any purpose other than in the performance of this contract.

C.4.5 The Government reserves the right to reschedule the Provider’s work requiring service interruption at any time if such interruption might adversely affect the facility’s missions and operations.

C.4.6 At the conclusion of the contract term, the Provider shall be responsible for removal of all infrastructure, materials, and equipment from the site, and shall restore the site to its pre-contract condition.

C.5 Right of Access It is expressly agreed upon, acknowledged, and understood that neither this Contract or any other agreement between the Government and the Provider grant any lease, easement or any other right or interest in Government real property, except for the right of access specified in this Contract or the License. In the event a lease, easement or other right or interest in Government real property is required, the Government and Provider shall mutually agree to the terms and conditions of such lease, easement or other right or interest in Government real property, which shall be in accordance with applicable federal, Department of Defense, Installation rules, regulations, instructions, directives or orders.

C.6 Maintenance C.6.1 The Provider will be responsible for all aspects of maintaining the project(s), including but not limited to cleaning, replacing broken or worn out system components, performing maintenance in accordance with equipment manufacturer recommendations, and ensuring that every part of the project(s) is operating according to design, producing the maximum amount of power possible and free of electricity quality issues. To the maximum extent possible, the Provider shall schedule maintenance and repair of the project(s) at times when output is at its lowest point such that charges for electricity paid by the Government are minimized. The Provider will perform normal housekeeping functions inside and outside its facilities and job site locations. Such functions include sweeping, mopping, dusting, disposal of accumulated waste materials and rubbish and other operations necessary to present a neat appearance. All rubbish and waste materials shall be properly disposed of. The Provider shall store all supplies and equipment only at approved storage areas so as to preclude theft or damage and maintain the site in a neat and orderly manner. Loose debris on trucks leaving the site shall be loaded in a manner that will prevent dropping of materials on the streets and shall have a suitable cover, such as a tarpaulin, over the load before entering surrounding streets. The Provider shall be responsible for immediately cleaning up any materials that fall from trucks or equipment. Maintenance shall be performed for the duration of the contract.

C.6.2 Preventive maintenance work includes periodic equipment inspections, test, calibrations, and preventive maintenance tasks actions required to ensure that systems operate as intended.

C.6.3 The Provider shall prepare a written definition of preventive maintenance requirements and preventive maintenance work procedure and checklist for each installed project.

C.6.4 The Government and Provider each shall notify the other within twenty-four (24) hours following their discovery of any material malfunction in the operation of the System or of their discovery of an interruption in the supply of ground mounted solar photovoltaic array. Provider and Government shall each designate personnel and establish procedures such that each Party may provide notice of such conditions requiring Provider’s repair or alteration at all times, twenty-four (24) hours per day, including weekends and holidays. Provider and the Government each shall notify the other Party upon the discovery of an emergency condition in the System.

C.6.5 If an emergency condition exists, Provider shall promptly dispatch the appropriate personnel immediately to perform the necessary repairs or corrective action in an expeditious and safe manner. For routine and emergency repairs, the Government shall contact Provider immediately in accordance with section C.6.7.

C.6.6 The Provider shall maintain adequate and necessary records from inspections, which will be made available during the annual M&V review. These records will contain at a minimum the project(s) affected, date repair and/or replacement implemented, and description of activities performed and shall be included in the Annual Report on Project Performance (also known as annual M&V report).

C.6.7 The Provider shall establish a point of contact (name and phone number) for use by the Government in providing response to Provider equipment failures. The point of contact shall be available as specified in the Contract throughout the Contract’s term. Initial telephone response to repair call message shall be within the timeframe specified in the Contract. If a site visit is needed to repair equipment, repair personnel shall arrive on site within the timeframe specified in the contract for nonemergency repairs or within the timeframe specified within the contract for emergency repairs.

a. Initial telephone response time: within 4 hours

b. Site visit for repairs:

i. Non-Emergency: within 24 hours

ii. Emergency: within 12 hours

Although normal Provider access is during the normal work hours specified for the specific site in the contract, the Provider may be granted 24-hour per day access to the buildings for emergency work at the discretion of the Government.

C.6.8 Emergency maintenance and repair work is defined as maintenance or repair necessary to correct an existing or imminent failure or to protect the safety or health of the facility occupants and prevent adverse impacts on property.

C.6.9 In the event the Provider fails to respond as required in the contract and in the event of emergencies, the Government may incur expenses to perform emergency repairs to Provider-installed equipment as well as Government equipment for which the Provider assumed maintenance and repair responsibilities. The Provider shall indemnify and hold the agency harmless in such cases where the Provider fails to respond appropriately in emergencies. The Provider shall promptly reimburse the Government for any and all costs incurred in responding to such emergencies. Such reimbursement may include the Government adjusting the payment schedule, as necessary, to recover such costs.

C.7 Safety Requirements

C.7.1 The Provider shall comply with the most current version of all safety and health standards applicable to the work to be performed including, but not limited to--

• 29 CFR 1904 Recording and Reporting Occupational Injuries and Illnesses;

• 29 CFR 1910 Occupational Safety and Health Standards and ACGIH Threshold

Limit Values for Chemical Substances and Physical Agents and Biological Exposure Indices;

• 29 CFR 1926 Safety and Health Regulations for Construction;

• American National Standards Institute;

• American Society of Heating, Refrigeration, and Air-Conditioning Engineers

(ASHRAE);

• Code of Federal Regulations;

• National Electric Code (NEC);

• National Electrical Safety Code (NESC);

• National Fire Protection Association (NFPA) Standards;

• NFPA 70 National Electrical Code;

• NFPA 70E Standard for Electrical Safety in the Workplace;

• OSHA 29 CFR 1910.147, Control of Hazardous Energy (Lockout/Tag out);

• OSHA 29 CFR 1910, Subpart S – Electrical;

• Underwriters Laboratory (UL);

• Uniform Building Code (UBC); and

• Other design standards required by the Government.

C.7.2 The Provider shall comply with any additional specific safety and health requirements necessary to protect the safety and health of workers. The U.S. Environmental Protection Agency’s, Architecture and Engineering Guidelines and the Safety, Health and Environmental Manual are attached to the solicitation as Attachment 4 & 5. The Government will not provide safety equipment to the Provider.

C.7.3 The Government may, from time to time, inspect the Provider's operation as work proceeds to ensure compliance with worker safety and health requirements contained in the contract. The Contracting Officer and/or technical representative acting on behalf of the Government shall direct the Provider to make the necessary corrections commensurate with the deficiencies found. The Provider shall make these corrections at no additional cost to the Government. The Contracting Officer has the authority to stop work if unsafe conditions exist. The Provider's refusal or failure to abate violations or deficiencies may be justification for contract termination in accordance with FAR 52.212-4 paragraph (m), Termination for Cause. The Provider will promptly pay any fines levied on the Provider by federal or state OSHA offices due to safety/health violations.

C.7.4 The Provider shall maintain an accurate record of accidents resulting in traumatic injury or death and accidents resulting in damage to Government property, supplies, and equipment. The Provider shall report accidents to the Government in writing within 24 hours of occurrence.

C.8 Environmental Compliance The Provider shall: provide and maintain, during the life of the contract, environmental protection on the project site; plan for and provide environmental protection measures to control pollution that develops during normal construction practice; operations and at the conclusion of the contract the disassembly and removal of all property and restoration of the site to substantially the original condition that the property was received at commencement of the contract; comply with federal, state, and local laws and regulations pertaining to the environment, including water, air, solid waste, hazardous substances and waste.

C.9 Environmental Documentation All appropriate NEPA documentation, including an Environmental Analysis (EA), has been accomplished by the Government. The Government and/or Provider may produce an Environmental Condition of Property (ECP) Report to document the existing environmental conditions of the site. This ECP will be approved by both the Contracting Officer, through the U.S. Environmental Protection Agency and the Provider before commencement of construction.

C.10 Hazardous Substances The Provider, at its expense, must comply with all applicable laws on occupational safety and health, the handling and storage of hazardous materials, and the proper handling and disposal of hazardous wastes and hazardous substances generated by its activities. Applicable law governs responsibility for the costs of proper handling and disposal of hazardous wastes and hazardous substances. The terms hazardous materials, hazardous wastes, and hazardous substances are as defined in the Federal Water Pollution Control Act; the Comprehensive Environmental Response, Compensation, and Liability Act of 1980; the Solid Waste Disposal Act; the Clean Air Act; the Toxic Substances Control Act, and their implementing regulations, as amended. All hazardous materials used on the installation shall be accompanied with appropriate Material Safety Data Sheets (MSDSs). The Provider shall submit copies of MSDSs to the Contracting Officer’s Representative and retain a copy of each MSDS on-site.

C.11 Asbestos and Lead-based Paint The Provider will not make any improvements or engage in any construction on Government property which contains asbestos-containing material (ACM) without prior approval of the Contracting Officer.

Any such improvements or construction shall be done in compliance with all applicable Federal, State, and local laws and regulations governing ACM. The Provider is responsible for monitoring the condition of its property containing ACM on any portion of Government property for deterioration or damage. The Provider is responsible, at its expense, for remediation of any ACM contained on or in its property which is disturbed or damaged by the Provider or is deteriorated, and of any ACM on Government property which is disturbed or damaged by the Provider during the term of the contract. The Provider will test any painted surface to be affected by any of its operation, construction, installation, repair, or maintenance activities to determine if the paint is lead-based and will handle that surface in compliance with all applicable laws and regulations and at the Provider’s expense.

C.12 Disposal of Asbestos and Other Hazardous Material

C.12.1 As part of the Contract, the Provider will include the cost of removal of any known hazardous-containing material in conjunction with work performed under the Contract. If the Provider knows the need for removal of hazardous material, but the cost is not included in the project(s) proposal, this need shall be identified by the Provider in their proposal.

C.12.2 If hazardous material is identified after award, the Provider shall immediately stop work, take measures to reduce the Provider or building/site personnel contamination, and immediately notify the Contracting Officer of the hazardous material condition and location. The Government shall then either:

(a) Remove and dispose of the material itself, by its own personnel or by separate contract award; or (b) Give the Provider the option of either a Contract modification for removing and disposing of the hazardous material, via a Contract modification, or by separate award for the effort. If the Provider performs the effort, they shall be required to remove the hazardous material in the manner agreed upon by the parties.

C.13 Disposal of Waste All Provider-generated refuse/waste from the construction project(s) shall be removed to an off-facility disposal site at no additional expense to the Government.

C.14 Fire Prevention The Provider shall observe all requirements for handling and storing combustible supplies, materials, waste and trash. Provider employees operating critical equipment shall be trained to properly respond during a fire alarm or fire in accordance with the applicable agency's fire prevention procedures, rules or regulations. The Provider shall obtain all required welding permits prior to any welding.

C.15 Security Requirements Provider personnel or any representative of the Provider…