Amendment_0001.pdf

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE PAGE OF PAGES

1 13

2. AMENDMENT/MODIFICATION NO.

3. EFFECTIVE DATE

19 Dec 2012

4. REQUISITION/PURCHASE REQ. NO.

SP0600-12-0424

5. PROJECT NO. (If applicable)

6. ISSUED BY CODE 7. ADMINISTERED BY (If other than Item 6) CODE Defense Logistics Agency Energy 8725 John J. Kingman Road, Suite 4950 Fort Belvoir, VA 22060

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code) 9A. AMENDMENT OF SOLICITATION

NO.

SP0600-13-R-0401

9B. DATED (SEE ITEM 11)

December 12, 2012

10A. MODIFICATION OF CONTRACT/ORDER NO.

10B. DATED (SEE ITEM 13)

CODE FACILITY CODE

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers X is extended, is not extended to March 15, 2013, 3:00pm EST

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:

(a) By completing items 8 and 15, and returning 1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment your desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO.

IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

E. IMPORTANT: Contractor is not, X is required to sign this document and return 1 copies to the issuing office.

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

See Continuation Page

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)

John H. Nelson

15B. CONTRACTOR/OFFEROR

(Signature of person authorized to sign)

15C. DATE SIGNED 16B. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

16C. DATE SIGNED

NSN 7540-01-152-8070

Previous edition unusable

STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA FAR (48 CFR) 53.243

X

X

SP0600-13-R-0401, Amendment 0001 Fort Drum PPA

The following revisions are hereby incorporated into the solicitation and are highlighted in yellow:

SF 1449

1. Block 8 of the SF 1449 has hereby been modified to change the proposal due date to 15 March 2013, 3:00pm EST.

2. Block 10 of the SF 1449 has hereby been modified to change the NAICS code to: 221117, and to update the size standard to reflect 4 million megawatt hours.

PART I-The Schedule

Section B-Supplies or Service and Prices/Costs

3. B.1 DEFINITIONS has hereby been updated to include new definitions for “REC”, “Renewable Energy (as defined by EPACT 2005 )”, and “UDC”.

“REC” means Renewable Energy Certificates otherwise referred to as Renewable Energy Credits, Tradable Energy Certificates, or Green Tags

“Renewable Energy (as defined by EPACT 2005)” means electric energy generated from solar, wind, biomass, landfill gas, ocean (including tidal, wave, current, and thermal), geothermal, municipal solid waste, or new hydroelectric generation capacity achieved from increased efficiency or additions of new capacity at an existing hydroelectric project.

“UDC” means Utility Distribution Company.

4. B.1.3 CLIN DESCRIPTION has hereby been updated to remove Note 2.

5. B1.4 has hereby been updated to include a 4.88% escalation rate for years 2-25 for CLIN 0001 and for years 2-10 for CLIN 0002.

6. B.1.4 The Government contemplates award of a Firm-Fixed Price Requirements contract for either 10 or up to 25 years that shall meet or beat the current average spot market price ($0.056/kWh) for delivered energy being paid within the Day Ahead (DA) Location-Based Market Price (LBMP) that is established by the NYISO in the Utica Load Zone; SC3A Large General Service Time of Use; Transmission Voltage Delivery Level for year 1. Unit Cost for energy in years 2-25 (CLIN 0001) or years 2-10 (CLIN 0002) may be escalated, however the Government will only consider costs that do not exceed the equivalent of $0.056/kWh compounded annually at 4.88%. The Provider shall, in accordance with the terms of the contract, perform work assignments within the parameters of the statement of work (SOW). All costs of such assignments shall be included in its total cost of the generating facility or the procurement of renewable power, and shall be totally reimbursed through its fixed price for electricity delivered.B1.08 SUPPLIES TO BE FURNISHED (ELECTRICITY) (DLA ENERGY JAN 2012) has hereby been added.

7. The following language has been added to Section B to for CLIN 0002 only.

NOTE: CLAUSE B1.08 SUPPLIES TO BE FURNISHED (ELECTRICITY) IS APPLICABLE ONLY TO CLIN

B1.08 SUPPLIES TO BE FURNISHED (ELECTRICITY) (DLA ENERGY JAN 2012)

(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 100% renewable 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) 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).

Applicable ISO/RTO: NYISO New York ISO Applicable NERC/Region: NPCC Northeast Power Coordinating Council (NPCC) Utility Service Area: NG National Grid USA Utility: NG National Grid USA

(c) The Government is soliciting offers for supply and transmission of 100% renewable electricity and ancillary services for Fort Drum:

Line Item Number

Location / Installation Name

Number of Accounts

Spreadsheet Name(s)

0002 Fort Drum 7 FortDrum.xls

d) The Government is soliciting offers for a 120-month (10-year) delivery period (meter read date June 2013 through the meter read date June 2023). 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, and (7) Monthly Consumption and (8) Interval Data.

(e) The Government is soliciting offers for Firm Fixed Price Requirements Type basis for 100% renewable electricity.

Prices shall include the following charges: all retail supply costs to the point of receipt as specified in the solicitation.

Section C-Description/Specifications/Statement of Work

8. Section C.3.2.10 has been revised to read the following:

C.3.2.10 The anticipated electrical, water, and sanitary sewer interconnection is identified in Attachment 4 for the greyfield site. Any Army sold utility service is for limited domestic purposes only. The available potable water supply is not sufficient for condenser cooling or boiler make up. Only sanitary sewer waste water will be accepted into the Army sanitary sewer system.

9. Section C.3.2.14 has been revised to read the following:

C.3.2.14 The Fort Drum electrical load is distributed approximately 40/60 percent between the Substation 1 (South) and Substation 2 (North) respectively. There are 13.2 KV electrical distribution supplies interconnecting the two substations but these supplies are for emergency operation and load balancing. The existing interconnections can supply the entire load in the event of a loss of National Grid supply at either of the two substations. This arrangement is only suitable for short durations during switching operations or short term 115KV service interruptions.

10. C800 STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) (DLA ENERGY JAN 2012) has hereby been added.

NOTE: CLAUSE C800 STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) IS APPLICABLE ONLY

TO CLIN 0002

C800 STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) (DLA ENERGY JAN 2012)

(a) STATEMENT OF WORK. The Contractor shall supply 100% renewable 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 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 UDC 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 UDC 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/allow Dual Billing for all accounts awarded as a result of this solicitation. All invoicing shall be based on meter quantities at the service point for each account. The contractor may only invoice for charges allowed under the terms and conditions of the contract. Any costs associated with billing shall be the responsibility of the Contractor and shall be included as part of the offered price. Each invoice shall be prepared in a manner consistent with and shall conform to the applicable PUC requirements for Dual 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, Meter Number, and Service Location)

(2) Billing period for each account

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

(4) Demand information for each account (broken down by Peak, Off-Peak, Semi-Peak if applicable)

(5) Total energy charge (broken down by energy charges and demand charges)

(6) Applicable ESCO Energy Credit for each account

(7) Charges for services broken out in detail for each account in a manner consistent with the terms and conditions of the contract and the applicable PUC requirements.

(8) All information required by the applicable PUC to be included on customer invoice.

(c) METERING AND METER READING SERVICES. Will vary from solicitation to solicitation depending on state requirements and customer needs.

(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 UDC 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 contract provision.

(g) POINT OF DELIVERY. For this solicitation and any resulting contract, the delivery point for each account is defined as an interconnect with the UDC 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 13, Block 2.

(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.

(k) RENEWABLE ENERGY CERTIFICATE VINTAGE. For the purpose of this solicitation/contract, if RECs are being utilized to support the 100% renewable power requirement, then qualifying RECs must be generated during the contract year of the delivery date, six (6) months immediately proceeding each contract year of the delivery date, and three

(3) months immediately following each contract year of the delivery date. RECs under this procurement shall come from “new” renewable resources. “New” is defined as a renewable generation facility that has come on line after 1 January 1999, as specified under Executive Order 13423.

(l) VERIFICATION. An independent third party verification audit is required for this contract, whereas independent means the third party has no commercial interest in the sale of the renewable energy. All offerors must provide a verification plan that will be utilized under any resultant contract, which is subject to DLA-ENERGY’s approval. At a minimum, the verification shall include an annual audit report, performed by a Certified Public Accountant, within 30 calendar days after the end of the calendar year. In the event additional time is required in order to submit the annual audit report, please indicate the number of days required on Attachment I. Any exceptions to the 30 calendar day requirement will be subject to DLA-ENERGY’s approval. The audit report shall focus on the following areas of reporting as identified below:

(1) An affidavit attesting that the renewable energy product content for the past calendar year was sufficiently generated in order to meet the quantity, renewable type, vintage and on-line date identified in the contract specifications.

(2) An affidavit that--

(i) The offeror has not sold and will not sell the renewable power twice (as either a renewable power product or as a REC product), and in the case of a reseller that purchases a wholesale product for retail sale, reasonable measure are taken to ensure that suppliers also do not sell renewable power more than once;

(ii) The seller has transferred to Fort Drum (or has permanently retired on behalf of Fort Drum) the right to all emission reduction credits/allowances directly attributable to the generating unit from which the RECs are based and to which the generator is entitled, without the emission credits/allowances having been sold off separately and/or used for compliance with any local, state, or Federal Government regulatory requirement. At a minimum, NOx, SOx, and greenhouse gas credits/allowances must be transferred or retired on behalf of the Requisite Customer.

(iii) The offeror has not sold and will not sell any emission allowances/credits, or other environmental attributes associated with renewable power/RECs; and

(iv) The renewable power/REC that is used to fulfill the requirement of this solicitation are also not being used and will not be used to meet any Federal, state, or local renewable energy requirement, renewable energy procurement, renewable portfolio standard, or other renewable energy mandate.

(v) The Contractor will forward the third party verification audit report to the purchaser and note any contract deficiencies.

The Contractor shall also provide Fort Drum with an Attestation Form, Attachment 17 with its invoicing, from the Renewable Generator and the REC Provider.

Section H-Special Contract Requirements

11. H800 NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY) (DLA ENERGY JUN 2005) has hereby been added.

NOTE: CLAUSE H800 NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY) IS APPLICABLE

ONLY TO CLIN 0002

H800 NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY) (DLA ENERGY JUN 2005)

The Contractor shall use commercially reasonable efforts to provide the Contracting Officer with written 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.

PART II-Contract Clauses Section I-Contract Clauses

12. Section I.1.2 52.212-4 (Tailored) Contract Terms and Conditions, paragraph (k) has been revised to read:

(k) TAXES.

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

13. The following clauses are hereby added and are applicable only to CLIN 0002: FAR 52.212-1; FAR 52.212-4; DLA I84.02 and DLA I820.

NOTE: CLAUSES 52.212-1 INSTRUCTIONS TO OFFERORS – COMMERCIAL ITEMS (TAILORED) –IS

APPLICABLE ONLY TO CLIN 0002

52.212-1 INSTRUCTIONS TO OFFERORS – COMMERCIAL ITEMS (TAILORED) (FEB 2012)

INSTRUCTIONS HAVE BEEN TAILORED TO BE MORE CONSISTENT WITH COMMERCIAL PRACTICE.

ALL OTHER INSTRUCTIONS INCLUDED IN FAR 52.212-1 ARE HEREBY INCORPORATED BY

REFERENCE (SEE BLOCK 27A OF STANDARD FORM 1449)

(a) NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL

BUSINESS SIZE STANDARD. The NAICS code and small business size standard for this acquisition appear in Block 10 of the solicitation cover sheet (SF 1449). However, the small business size standard for a concern that submits an offer in its own name, but which proposes to furnish an item that it did not itself manufacture, is 500 employees.

(c) PERIOD FOR ACCEPTANCE OF OFFERS. The offeror agrees to hold the prices in its offer firm for 24 hours from the date specified for receipt of offers, unless another time period is specified in an addendum to the solicitation.

(e) MULTIPLE OFFERS. Offerors are encouraged to submit multiple offers presenting alternative terms and conditions or commercial items for satisfying the requirements of this solicitation. Each offer submitted will be evaluated separately.

(g) CONTRACT AWARD (not applicable to Invitation for Bids). The Government intends to evaluate offers and award a contract without discussions with offerors. Therefore, the offeror’s initial offer should contain the offeror’s best terms from a price and technical standpoint. However, the Government reserves the right to conduct discussions if later determined by the Contracting Officer to be necessary. The Government may reject any or all offers if such action is in the public interest;

accept other than the lowest offer; and waive informalities and minor irregularities in offers received.

(h) MULTIPLE AWARDS. The Government may accept any item or group of items of an offer, unless the offeror qualifies the offer by specific limitations. Unless otherwise provided in the Schedule, offers may not be submitted for quantities less than those specified. The Government reserves the right to make an award on any item for a quantity less than the quantity offered, at the unit prices offered, unless the offeror specifies otherwise in the offer.

14. 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS. ALL OTHER INSTRUCTIONS

INCLUDED IN FAR 52.212-4 ARE HEREBY INCORPORATED BY REFERENCE (SEE BLOCK 271A OF

STARNDAR FORM 1449). (ELECTRICITY) (TAILORED) (DLA ENERGY) (JAN 2012) has hereby been added.

(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 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.

(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 to 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:

(i) Firm Fixed Price:

A = Σ (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 data listed in the Installation Data Sheets).

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

(B) The forward market bid price shall be defined as the average of on and off peak prices at NY ISO for a term equal to the remaining term of the contract. The forward market price will be determined by the Contractor in a commercially reasonable manner, which may include polling energy brokers on the date of termination. The Government shall have the right to reasonably audit forward market price data obtained by the Contractor.

(C) 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.

(D) 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 DLA Energy FAR Tailored 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.

15. I84.02 REQUIREMENTS (ELECTRICITY) (DLA ENERGY JAN 2012) has hereby been added.

I84.02 REQUIREMENTS (ELECTRICITY) (DLA ENERGY JAN 2012)

(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 provision.

(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 JUNE 2023

16. I820 ELECTRICITY REGULATORY CHANGES (DLA ENERGY JAN 2012) has hereby been added.

I820 ELECTRICITY REGULATORY CHANGES (DLA ENERGY JAN 2012)

(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 provision, 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 provision, 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.

Part III-List of Documents, Exhibits, and Other Amendments Section J-List of Attachments

17. The following Attachments have hereby been added:

Attachment 13 CLIN 0002 Pricing Sheet Attachment 14 CLIN 0002 Technical Submission Sheet Attachment 15 CLIN 0002 Past Performance Submission Attachment 16 CLIN 0002 Supply Plan Submission Attachment 17 CLIN 0002 Attestation Forms

Part IV-Representations and Instructions

Section L-Instructions, Conditions, and Notices to Providers or Respondents

18. L800 INSTRUCTIONS TO OFFERORS (ELECTRICITY)(DLA ENERGY AUG 2012) has hereby been added.

NOTE: CLAUSE L800 INSTRUCTIONS TO OFFERORS (ELECTRICITY) is applicable only to CLIN 0002

L800 INSTRUCTIONS TO OFFERORS (ELECTRICITY)(DLA ENERGY AUG 2012)

(a) EVIDENCE OF RESPONSIBILITY.

(1) An offeror must possess, at a minimum, 12 months of experience (within the past two years) providing supply and transportation (firm and/or interruptible) of electricity to wholesale or retail customers by date of Technical Proposal submission. If the offeror does not possess at least 12 months of experience, it will not be considered for award.

(2) An offeror shall provide evidence that it is authorized to conduct business by each state’s regulatory body having jurisdiction over the state’s electric industry prior to award of any contract for solicited requirements.

(3) The offeror must possess, or demonstrate the ability to obtain, transmission service agreements in the company’s name for the points of receipt specified in the Schedule. Failure to document the ability to obtain necessary transmission service agreements shall render the offeror non-responsible.

(4) The evidence of responsibility required above is in addition to the general responsibility criteria set forth in FAR 9.104.

(5) The Government may conduct preaward surveys in accordance with FAR 9.106 and obtain, from available sources, relevant information concerning the offeror’s ability to satisfy the responsibility standards stated in this provision and FAR Part 9.

(b) OFFEROR’S PROPOSAL.

(1) An offeror must propose to supply the total line item quantity for the line items identified in the Schedule.

Failure to offer the total line item quantity will preclude Government evaluation and award to the offeror for the line items.

If an offeror chooses to submit more than one offer, it may do so by submitting a separate price submittal for each. Offers based on other pricing mechanism or alternate methods of supplying electricity may be considered.

(2) PART I – EXECUTED RFP. The original Part I shall contain original signatures. The executed RFP shall consist of the following:

(i) Standard Form 1449: Solicitation,/Contract/Order for Commercial Items, with Block 17 and Blocks 30A through 30C completed. By completing Blocks 30A through 30C, the offeror agrees to the terms and conditions of the

RFP.

(ii) The Offeror Representations and Certifications (Section K).

(iii) The completed Pricing Sheet (Attachment 13). To accurately evaluate offered prices, no alterations of the Pricing Sheet are allowed. Any alterations of the Pricing Sheet will constitute an invalid offer and the proposal will not be reviewed further. Offerors submitting an alternative proposal shall not use the Pricing Sheet as part of their submission.

Please provide an indicative price for years 2-10 with your technical submission. A Final Price Submission will be requested at a later date.

(iv) Other Required Documents. The offeror shall submit all documents required by the terms and conditions of the RFP, such as Small Business Subcontracting Plans (Attachment 11).

(v) FACSIMILE PROPOSALS. Pursuant to the FACSIMILE PROPOSALS provision, the offeror must submit a hard copy of the original signed offer, which must be received within 3 working days of the opening/closing date. The facsimile number is (703) 767-8757.

(vi) E-MAIL PROPOSALS.

(A) Offerors are requested to submit proposals via e-mail. E-mail proposals are subject to the same rules as paper proposals.

(B) E-mail receiving data and compatibility characteristics are as follows: e-mail address:

dlaenergy.eteam@dla.mil

(C) Initial proposals, modifications and proposal revisions submitted via e-mail must contain a signature.

(D) Attachments that are not in .pdf file format must be sent password protected for “READ ONLY” to ensure the integrity of the data submitted.

(E) Proposals submitted electronically through a single e-mail must be no more than 10 MB. DLA ENERGY’s mail server will reject messages larger than 10 MB.

(F) Offerors are responsible for verifying receipt of e-mail offers by contacting the Contracting Officer prior to the solicitation closing time.

(3) PART II – TECHNICAL CAPABILITY. To substantiate meeting general and special responsibility criteria and the evaluation criteria stated in the RFP, the offeror shall submit the following:

(i) A brief description of the risk management practices to be employed during contract performance;

(ii) A brief description of the sources of working capital for the offeror’s power marketing activities, in addition;

- Offeror with an Investment Grade credit rating from at least two of the three rating agencies (S&P, Moody’s and Fitch) as stated on the Technical Capability (Attachment 14 of the solicitation), shall provide documentation of the ratings.

NOTE: Investment Grade is defined as at or above BBB-(S&P/Fitch) or Baa3 (Moody’s). If the Offeror, its Parent Company Guarantor is rated by more than two rating agencies and the ratings are split, the lowest two ratings will be used.

- Offeror or whose Parent Company Guarantor, is not rated by at least two of the three credit rating agencies

(S&P, Moody’s or Fitch) as having an Investment-Grade credit rating, shall provide a standby irrevocable letter of credit, prior to award, from a federally-insured financial institution for a sum not less than 1 million dollars available to the offeror for the entire term of the contract performance period, for all awards greater than ten million dollars.

(iii) Résumés of the key personnel who would be assigned to administer a resultant contract;

(iv) State Marketing License data. Date of Approval;

(v) The documentation required in paragraph (a) of this contract provision; and

(vi) Technical Capability (Attachment 14 of the solicitation)–

(A) Identify the total number of customers that you currently serve that have a requirement of 1 megawatt or greater both inside and outside the applicable independent system operator/regional transmission organization.

(B) Credit Rating of Contractor or Parent Company.

(vii) A description of how the offeror intends to supply (supply plan) the renewable energy required by this solicitation. The supply plan (Attachment 16) must include the power source (type of renewable generation), location of source facility, a listing of the renewable electrical generation capacity and the date the capacity came into service, which will satisfy the requirements of meeting “new” sources as outlined in Section C800, item (k) and

(viii) A plan that will describe the third party verification method to be utilized. The plan submitted is subject to DLA Energy’s approval. If an Independent Auditor is used, upon contract award the Government reserves the right to request the name of the auditor to be used if one is not previously identified.

(ix) A signed commitment letter, on company letterhead, from the renewable generator or the authorized representative for the renewable energy, that states that the renewable generator/authorized representative has committed to supply the renewable energy/RECs submitted as part of the proposal and have been designated to the offeror. Failure to provide the commitment letter could preclude the offeror from further Government evaluation.

(x) An offeror’s proposal must be complete with regard to this provision as well as all other requirements of the solicitation. Offerors are advised to submit proposals that are fully and clearly acceptable without additional information or explanation. Failure to provide a complete Technical Experience submission shall make an offer unacceptable and ineligible for award.

(4) PART III – PAST PERFORMANCE. Information collected in the Experience with End-users form (Attachment 15) will be used to contact offeror’s customers and inquire about the offeror’s past performance. By submitting this form, the offeror agrees to permit the Government's representatives to contact the customers listed and inquire about the past performance of the offeror. The offeror will be given an opportunity to address unsatisfactory reports of past performance, and the offeror's response, or lack thereof, will be taken into consideration. The offeror’s recent contracts will be examined to ensure that corrective measures have been put in place to prevent the recurrence of past performance problems. Prompt actions taken by the offeror to correct performance problems will be a reflection of management concern for customer satisfaction. However, such action may not mitigate all negative performance trends.

Offerors are advised that the Government may use information gained from any source known to the Government to evaluate past performance. However, the Government reserves the right to only consider the Contractor’s performance under Government or DLA Energy contracts. Also, describe any past efforts to subcontract with small businesses and/or Historically Black Colleges and Universities/Minority Institutions (HBCUs/MIs). Include, for past efforts (within 3 years of the closing date of this solicitation), a statement identifying highly successful efforts or any regulatory or subcontracting plan noncompliance.

(5) PART IV – COMMERCIAL SUBCONTRACTING PLAN. The Contractor shall submit a Commercial Subcontracting Plan in accordance with FAR Part 19.704. See the Small Business Subcontracting Plan (Attachment 11 of the solicitation).

(6) PART V – SOCIOECONOMIC SUBMISSION. Provide the information requested in the SOCIOECONOMIC PROPOSAL provision.

(i) Offerors shall submit a plan that demonstrates their commitment to providing subcontracting opportunities to small businesses and HBCUs/MIs. All offerors regardless of business size are required to provide socioeconomic commitment. Small businesses will be credited for the dollar value/percentage of the work they perform as if the work were subcontracted to a small business concern. Work performed by a small business in-house shall be identified in the socioeconomic plan.

(ii) As part of the plan, the offeror shall include--

(A) A description of the efforts the company will make to ensure that small businesses and/or HBCUs/MIs will have equal opportunity to compete for subcontracts under any resulting contract.

(B) A description of the offeror’s current and planned proposed range for services, supplies, and any other support that will be provided by small businesses and/or HBCUs/MIs.

(C) The specific names of subcontractors to the extent they are known.

(D) A description of any future plans the company has for developing additional subcontracting opportunities for small businesses and/or HBCUs/MIs during the contract period.

(E) Identification of the portion of the offeror’s proposal, as a percentage of dollars, that will be subcontracted to small businesses and/or HBCUs/MIs.

(F) The types of performance data the offeror would accumulate and provide to the Contracting Officer regarding their support of small businesses and/or HBCUs/MIs during the period of contract performance.

(G) The name and title of the individual principally responsible for ensuring company support to such firms.

(7) PART VI -ABILITY ONE COMMITMENT (formerly called Javits-Wagner-O’Day Act (JWOD). Offeror proposals shall include:

(i) A description of the efforts the company will make to assure that AbilityOne, (formerly called Javits-Wagner- O’Day Act (JWOD)) qualified nonprofit agencies for the blind or other severely disabled will have equal opportunity to compete for subcontracts under any resulting contract. A description of current and proposed range of services, supplies, and any other support that will be provided by AbilityOne concerns, to include specific names of such subcontractors, to the extent they are known.

(ii) A description of any future plans the company has for developing additional subcontracting possibilities for AbilityOne entities, or ways in which these entities could be partnered with other businesses and agencies in opportunities to diversify revenue production, during the contract period.

Section M-Evaluation Factors for Award

19. 52.212-2 EVALUATION – COMMERCIAL ITEMS (ELECTRICITY) (TAILORED) (DLA ENERGY) (AUG 2003) has hereby been added.

NOTE: CLAUSE 52.212-2 EVALUATION – COMMERCIAL ITEMS (ELECTRICITY) (TAILORED) (DLA

ENERGY IS APPLICABLE ONLY TO CLIN 0002

52.212-2 EVALUATION – COMMERCIAL ITEMS (ELECTRICITY) (TAILORED) (DLA ENERGY) (AUG 2003)

(a) The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other non-price factors considered. The following factors shall be used to evaluate offers:

(i) Past Performance

(ii) Technical Capability

(iii) Price

(iv) Socioeconomic Proposal

(v) Ability One Commitment

Past Performance is the most important non-price evaluation factor and the socioeconomic proposal and Ability One commitment are the least important non-price evaluation factor. Technical capability is not as important as past performance, but is significantly more important than the socioeconomic proposal and Ability One commitment.

When combined all three of these evaluation factors are equally important as price.

(b) A written notice of award or acceptance of an offer, mailed or otherwise furnished to the successful offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer's specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

20. M800 PRICE EVALUATION (ELECTRICITY) (DLA ENERGY JAN 2012) has hereby been added.

M800 PRICE EVALUATION (ELECTRICITY) (DLA ENERGY JAN 2012)

Price evaluations will be conducted by comparing the estimated savings to be obtained by the Government under each offer received. The basis of calculating the estimated savings will be a comparison of the anticipated total delivered cost under the offer received with the cost to the Government under the applicable tariffs for each line item.

21. M7 SOCIOECONOMIC EVALUATION (DLA ENERGY FEB 2005) has hereby been added.

M7 SOCIOECONOMIC EVALUATION (DLA ENERGY FEB 2005)

The relative merits of the Socioeconomic Proposal will be evaluated based on the degree to which an offeror’s proposal demonstrates the commitment to use, in performance of the offered requirements, small businesses and/or Historically Black Colleges/Universities or Minority Institutions (HBCUs/MIs).

NOTE: The offeror’s proposals for socioeconomic support will be made a part of any resulting contract for use in determining how well the Contractor has adhered to its socioeconomic plan. This plan will be monitored by the Small Business Office of the Defense Logistics Agency Energy (DLA Energy) as a means of assisting the Contracting Officer in determining how well the Contractor has in fact performed. This determination will then be used as a consideration prior to option exercise and future source selection decisions. Performance on prior contracts in subcontracting with and assisting small businesses and HBCUs/MIs will be part of past performance evaluation.