Attachment_V_Amendment_0003.pdf

Attachment V - DLA Energy Special Contract Provisions SPE600-12-R-0407

(SECTION B – SUPPLIES TO BE FURNISHED

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 electricity and any ancillary services required in the STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) contract provision. Contract performance shall be accomplished in accordance with the terms and conditions of this contract.

(b) As used throughout this solicitation/contract, kW means kilowatt; kWh means kilowatt-hour; and UDC means Utility Distribution Company. Below are the acronyms and full names of each utility service area, public utility commission, the applicable NERC region, and those NERC Regions that border the applicable NERC Region.

Applicable NERC Region: PJM

Utility Service Region: JCP&L Jersey Central Power and Light PEPCO Potomac Electric Power Company BG&E Baltimore Gas and Electric FES First Energy DBA Potomac Edison AEP Ohio American Electric Power Ohio PP&L Pennsylvania Power and Light DQE Duquesne Light

ComEd ComEd

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

EBS

Line Item Number

DLA Line Item

Number

Location / Installation Name Number of Accounts

Spreadsheet Name(s)

0001 1705 Argonne National Laboratory 1 0001 Argonne National Laboratory.xlsx

0002 2403 Army Corps of Engineers 16 0002 Army Corps of Engineers.xlsx 0003 2450 Bettis Atomic Power Lab 2 0003 Bettis Atomic Power Lab.xlsx 0004 1105 Building 6000, Bolling AFB 1 0004 DC Building 6000, Bolling AFB.xlsx 0005 4200 Carlisle Barracks 2 0005 Carlisle Barracks.xlsx 0006 2497 CSSG 1 0006 CSSG.xlsx 0007 1120 DC Naval Research Lab 1 0007 DC Naval Research Lab.xlsx 0008 4201 Defense Distribution Depot New Cumberland 3 0008 DDD-New Cumberland.xlsx 0009 3902 DLA Columbus 1 0009 DLA Columbus.xlsx 0010 2430 Fort Detrick 3 0010 Fort Detrick.xlsx 0011 1110 Fort McNair 2 0011 Fort McNair.xls 0012 2440 Fort Meade 1 0012 Fort Meade.xls 0013 3405 JB McGuire-Dix-Lakehurst (MDL) 1 0013 JB McGuire-Dix-Lakehurst.xlsx 0014 2496 Johns Hopkins Applied Physics Lab 1 0014 Johns Hopkins Applied Physics

Lab.xlxs 0015 1100 Marine Barracks 3 0015 Marine Barracks.xlsx 0016 2495 Maryland Procurement Office 5 0016 Maryland Procurement Office.xlsx 0017 2485 MD Naval Research Laboratory 1 0017 MD Naval Research Lab.xlsx 0018 2404 National Agriculture Library 1 0018 National Agricultural Library.xlsx 0019 2410 National Institutes of Health 6 0019 National Institute of Health.xlsx 0020 2406 Site 6910 1 0020 Site 6910 Installation Data Sheet.xlsx 0021 4220 Tobyhanna Army Depot 1 0021 Tobyhanna Army Depot.xlxs 0022 2475 VA Maryland Health Care System 1 0022 VA Maryland Health Care

System.xlsx 0023 2425 Forest Glen 3 0023 Forest Glen.xlsx 0024 1115 Walter Reed 1 0024 Walter Reed.xlsx 0025 2401 Catoctin Mountain Park 1 0025 Catoctin Mountain Park.xlsx 0026 2475 VA Maryland Loch Raven 6 0026 VA Hospital Loch Raven_A0003

d) The Government is soliciting offers for a 24-month delivery period (from meter read date occurring in December 2012 to the meter read date occurring in December 2014) for the following line items:

0002 ARMY CORPS OF ENGINEERS; 0003 BETTIS ATOMIC POWER LAB, 0004 BUILDING 6000, BOLLING AFB; 0006 CSSG ; 0007 DC NAVAL RESEARCH LAB; 0009 DLA COLUMBUS; 0010 FORT DETRICK; 0011 FORT MCNAIR; 0012 FORT MEADE; 0013 JB MCGUIRE-DIX-LAKEHURST (MDL); 0014 JOHNS HOPKINS APPLIED PHYSICS LAB; 0015 MARINE BARRACKS; 0017 MD NAVAL RESEARCH LABORATORY; 0018 NATIONAL AGRICULTURE LIBRARY; 0019 NATIONAL INSTITUTES OF HEALTH; 0020 SITE 6910; 0022 VA MARYLAND HEALTH CARE SYSTEM; 0023 FOREST GLEN; 0024 WALTER REED; 0025 CATOCTIN MOUNTAIN PARK; 0026 VA MARYLAND LOCH RAVEN.

FOR LINE ITEM 0001 ARGONNE NATIONAL LABORATORY: 24-month delivery period (from meter read date occurring in January 2013 through the meter read date occurring in January 2015.

FOR LINE ITEM 0016, MARYLAND PROCUREMENT OFFICE ACCOUNTS ONLY: 21-month delivery period (from meter read date occurring in December 2012 through the meter read date occurring in September 2014).

FOR LINE ITEMS 0005 CARLISLE BARRACKS, 0008 DEFENSE DISTRIBUTION DEPOT NEW CUMBERLAND, and 0021 TOBYHANNA ARMY DEPOT ACCOUNTS ONLY: 23-month delivery period (from meter read date occurring in January 2013 through the meter read date occurring in December 2014).

Specifics for each line item are provided with each individual Installation Data Sheet. The information includes: (1) Line Item Number,

(2) Location, (3) Local Electric Utility, (4) Current Tariff Rate, (5) Utility Account Number; (6) Contract Performance Period, (7) Monthly Consumption and Demand Data; and (8) Interval Data.

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

NOTE: Reliability Must Run (RMR) charges shall be handled as a direct pass-through with no additional markup to the Government.

f) Offerors may submit prices on all, some or none of the line items contained in the solicitation and may do so on a stand-alone basis and/or as one or more combinations of all-or-none offers (see Attachment III). If an offeror chooses to submit more than one all-or-none offer, they may do so by submitting a separate Attachment III for each.

NOTE: For purposes of this clause, the term “line items” is defined as installations. If an offeror is submitting pricing for an installation, they must submit pricing for all accounts identified within the installation. Award will be issued on an installation basis.

(g) The Government is soliciting unit prices consistent with and reflecting the structure of the applicable utility tariffs. The following symbols have been established for the applicable line items:

(s) Summer (ns) Non-Summer

(sp) Summer Peak (nsp) Non-Summer Peak

(sf) Summer Off Peak (nsf) Non-Summer Off Peak

(sn) Summer Intermediate (nsn) Non-Summer Intermediate

NOTE 1: The definitions for symbols (s) Summer, (sp) Summer Peak, (sf) Summer Off Peak, (ns) Non-Summer, (nsp) Non-Summer Peak and (nsf) Non-Summer Off Peak are to be consistent with language set for by the applicable utility.

NOTE 2: Offerors may submit prices based on the Requirements clause (Load Following) and/or in accordance with the Bandwidth clause contained in this solicitation. Both will be evaluated on an equal basis.

NOTE 3: Contractor shall not discuss nor disclose any load information to any outside third party entity without prior written consent from the Contracting Officer.

NOTE 4: The following locations participate in the PJM Emergency Load Response Program:

Customer State Account Number MW Usage

Fort Detrick MD 08043871615000477431 2,000 kW

Carlisle Barracks PA 81290-70004 500 kW

DDD- New Cumberland PA 5988070001 1000 kW

Bldg 6000, Bolling AFB DC 100906916 1,000 kW

Marine Barracks DC 0250391000 960 kW

Maryland Procurement Office MD 9828275124 6000 kW

For details, please view the specific Installation Data sheets.

NOTE 5: FOR LINE ITEM 0001 ARGONNE NATIONAL LABORATORY ONLY:

Contractor shall provide Firm Fixed Price for the Energy component, including ancillary costs, and the Renewable Energy Certificate (REC) component. The Contractor shall pass-through transmission, capacity, Commonwealth Edison Company (ComEd) distribution losses and the Alternative Compliance Payment (ACP) required by the Illinois Renewable Portfolio Standard (RPS).* The Fixed Energy offer shall include all other retail supply costs not specifically identified. Contractor shall provide a different Fixed Energy rate for Peak Hours and Off-Peak Hours (weighted average price will not be accepted). Peak and off-peak hours are based on ComEd’s definition of Retail Peak Period and Retail Off-Peak Period in its terms and conditions. Retail Peak Period is defined as 9AM to 10PM, Monday through Friday, except on days designated as holidays by the NERC. Retail Off-Peak Period is defined as all hours other than those included in the Retail Peak Period. These definitions will remain in effect during the term of this contract.

Contractor shall use Attachment VI to submit a price proposal on Argonne National Lab (ANL).

*The Illinois RPS – The Contractor shall provide documentation indicating compliance with IL’s RPS under a resultant contract award for ANL. The RPS compliance shall be satisfied through the purchase of RECs and the IL ACP program. RPS costs associated with the ANL account shall be handled as follows:

• In compliance with Illinois state RPS requirements, offerors shall fix the REC rate for the 24-month period of this contract. REC rates will be evaluated against current market rates.

• The ACP shall be treated as a direct pass-through in accordance with the following formula:

Current ACP Rate (kWh) x 50% x ANL Monthly Usage (kWh)

The Government is aware that legislation is pending that could eliminate the ACP option to comply with the IL RPS beginning January 2013.

The costs associated with state RPS compliance are to be expressed as a per-kWh charge, applicable to the account and distributed over the calendar year. Pursuant to FAR 52.212-5(d), the Government has the right to audit the price quotes or other information submitted by the Contractor’s RECs suppliers in order to verify price reasonableness and best value.

NOTE 6: For line item 1115c Walter Reed Army Medical Center only:

WALTER REED LINE ITEMS: Walter Reed line item 1115c is on the Base Realignment and Closure List (BRAC). Walter Reed’s usage data depicted on the installation data sheet is projected to reduce by 25% on a monthly basis. The facility is expected to be turned over to all of 2013.

NOTE 7: State RPS requirements for all accounts, except Line Item 0001 Argonne National Laboratory, shall be included in the offered price when applicable.

SECTION C – STATEMENT OF WORK/SPECIFICATIONS

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

(a) STATEMENT OF WORK. The Contractor shall supply electricity and any ancillary services required to deliver electricity to the point of delivery and for the scheduling and coordination of the delivery of electricity to the service point for each account under the contract. All quantities ordered by the Government shall be considered firm and guaranteed for 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 any and all applicable awards made under this solicitation. All costs associated with billing shall be included in the offered price. The Government will not pay any additional charges for billing services. 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) Total Energy Charge (broken down by energy charges and demand charges)

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

(6) 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 MPUC requirements.

(7) All information required by the applicable MPUC to be included on customer invoice.

NOTE 1: If a contractor/supplier is unable to issue a bill based on actual meter reading due to the failure of the transmission and distribution utility, municipally owned utility or electric cooperative to obtain or transmit a meter reading to the contractor/supplier, the contractor/supplier may issue a bill based on an estimated reading for the affected account. The contractor/supplier must inform the customer of the reason for the issuance of the estimated bill, and the Government reserves the right to obtain documentation relating to the efforts taken by the contractor/supplier to obtain the meter read data. For estimated billing purposes, the contractor shall use the relevant monthly consumption data (as the estimate) included in the applicable Installation Data Sheet. All estimated bills shall be trued up on the next billing cycle.

NOTE 2: Supplier coordination with the local utility will be necessary to ensure that these customers receive identical billing data from both the supplier and the local utility (i.e. commodity and wires charges must be based on the utility’s billing cycle).

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

(d) SCHEDULING AND SUPPLY MANAGEMENT. It shall be the Contractor's responsibility to schedule deliveries for all accounts awarded for the time period specified herein. The Contractor shall be responsible for supply management and overall coordination of production, transmission, and distribution of electrical power to the service point of each account identified in the contract.

As such, the Contractor shall be knowledgeable of and responsible for imbalance policies, transmission grid losses, transmission congestion charges and 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 III, 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.

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 changes (via cut and paste) and its effective date.

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.

(k) CENTRAL CONTRACTOR REGISTRATION. Unless exempted by an addendum to this solicitation, by submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to award, during performance and through final payment of any contract resulting from this solicitation. If the Offeror does not become registered in the CCR database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror. Offerors may obtain information on registration and annual confirmation requirements via the Internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

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)

(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.

http://www.ccr.gov/

An excusable delay or similar event suffered by an independent service operator (ISO) (or an equivalent of an ISO) or a utility distribution company (or electric distribution company or transmission distribution services provider) shall constitute an excusable delay hereunder.

The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly provide notice to the Contracting Officer of the cessation of such occurrence. Upon delivery of notice of the occurrence of an excusable delay, the obligations of the Contractor shall be suspended to the extent affected by such excusable delay.

(k) TAXES.

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

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

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

NOTE 1: For all Pennsylvania line items, the PA Gross Receipts Tax (GRT) shall not be included in the offeror’s unit price. It shall be billed as a direct pass-through with no additional mark-up, as a separate line item.

NOTE 2: The Government is exempt from the New Jersey State Sales and Use Tax (SUT). Tax exemptions forms will provided once the contract awarded for affected line items.

(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 PJM 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.

I800 ELECTRICITY ORDERING PROCEDURES (DLA ENERGY FEB 2002)

For the purposes of this contract, the instantaneous load at the service point, as described in the individual Installation Data Sheets, shall constitute an order for electricity to be furnished under this contract.

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 DECEMBER 2014.

I801 ELECTRICITY PRICING FOR QUANTITIES OUTSIDE ESTABLISHED LOAD BANDWIDTH

(DLA ENERGY AUG 2002) (REV)

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

(b) If, in any month, an Energy Deficiency occurs, an Energy Deficiency Adjustment shall be made. Energy Deficiency is the amount in kilowatt hours (kWh) by which consumption of electricity falls below the lower limit of the contract bandwidth for a line item for a month. Energy Deficiency Adjustment means the charge or credit calculated each monthly billing period for the Energy Deficiency.

The Energy Deficiency Adjustment equals the Energy Deficiency times the contract price in cents per kWh minus the Average Market Price for the month. The Average Market Price for a month is the sum of Daily Market Prices for that month divided by the number of days during the month. A Daily Market Price is the hourly Real-Time LMP for a day, found on PJM’s website (for the applicable zone where the impacted installation is physically located). If the result is a positive number, then the Energy Deficiency Adjustment will be a charge to the customer; if the result is a negative number, then the Energy Deficiency Adjustment will be a credit to the customer.

Expressed as a formula, the Energy Deficiency Adjustment is EDA = ED x (CP - AMP) where--

EDA is the Energy Deficiency Adjustment ED is the Energy Deficiency CP is the contract price AMP is the Average Market Price

(c) If, in any month, Excess Energy is consumed, an Excess Energy Adjustment shall be made. Excess Energy is the amount of electricity consumed above the upper limit of the contract bandwidth for a line item for a month. Excess Energy Adjustment means the charge calculated each monthly billing period for the Excess Energy. The Excess Energy Adjustment equals the Excess Energy times the contract price in cents per kWh minus the Average Market Price for the month. The Average Market Price for a month is the sum of the Daily Market Prices for that month divided by the number of days during the month. A Daily Market Price is Real Time LMP for a day, found on PJM’s website (for the applicable zone where the impacted installation is physically located). If the result is a positive number, then the Excess Energy Adjustment will be a credit to the customer; if the result is a negative number, then the Excess Energy Adjustment will be a charge to the customer.

Expressed as a formula, the Excess Energy Adjustment is EEA = EE x (CP - AMP) where--

EEA is the Excess Energy Adjustment EE is the Excess Energy CP is the contract price AMP is the Average Market Price

The Excess Energy Adjustment shall be calculated following the monthly billing period in which the energy was consumed and included on the next monthly invoice.

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.

SECTION K- REPRESENTATIONS, CERTIFICATIONS, AND STATEMENTS

K33.01 AUTHORIZED NEGOTIATORS (DLA ENERGY APR 2007)

The offeror or quoter represents that the following persons are authorized to negotiate on its behalf with the Government in connection with this request for proposals or quotations.

Name Title Phone Number E-Mail Address

52.209-5 – CERTIFICATION REGARDING RESPONSIBILITY MATTERS (Apr 2010)

(a)

(1) The Offeror certifies, to the best of its knowledge and belief, that --

(i) The Offeror and/or any of its Principals –

(A) Are [_] are not [_] presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency;

(B) Have [_] have not [_], within a three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) contract or subcontract; violation of Federal or State antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, violating Federal criminal tax laws, or receiving stolen property (if offeror checks “have”, the offeror shall also see 52.209-7, if included in this solicitation); and

(C) Are [_] are not [_] presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated in paragraph (a)(1)(i)(B) of this provision; and

(D) Have [_], have not [_], within a three-year period preceding this offer, been notified of any delinquent Federal taxes in an amount that exceeds $3,000 for which the liability remains unsatisfied.

(1) Federal taxes are considered delinquent if both of the following criteria apply:

(i) The tax liability is finally determined. The liability is finally determined if it has been assessed. A liability is not finally determined if there is a pending administrative or judicial challenge. In the case of a judicial challenge to the liability, the liability is not finally determined until all judicial appeal rights have been exhausted.

(ii) The taxpayer is delinquent in making payment. A taxpayer is delinquent if the taxpayer has failed to pay the tax liability when full payment was due and required. A taxpayer is not delinquent in cases where enforced collection action is precluded.

(2) Examples.

(i) The taxpayer has received a statutory notice of deficiency, under I.R.C.

§6212, which entitles the taxpayer to seek Tax Court review of a proposed tax deficiency. This is not a delinquent tax because it is not a final tax liability.

Should the taxpayer seek Tax Court review, this will not be a final tax liability until the taxpayer has exercised all judicial appeal rights.

(ii) The IRS has filed a notice of Federal tax lien with respect to an assessed tax liability, and the taxpayer has been issued a notice under I.R.C. §6320 entitling the taxpayer to request a hearing with the IRS Office of Appeals contesting the lien filing, and to further appeal to the Tax Court if the IRS determines to sustain the lien filing. In the course of the hearing, the taxpayer is entitled to contest the underlying tax liability because the taxpayer has had no prior opportunity to contest the liability. This is not a delinquent tax because it is not a final tax liability. Should the taxpayer seek tax court review, this will not be a final tax liability until the taxpayer has exercised all judicial appeal rights.

(iii) The taxpayer has entered into an installment agreement pursuant to I.R.C.

§6159. The taxpayer is making timely payments and is in full compliance with the agreement terms. The taxpayer is not delinquent because the taxpayer is not currently required to make full payment.

(iv) The taxpayer has filed for bankruptcy protection. The taxpayer is not delinquent because enforced collection action is stayed under 11 U.S.C. 362 (the Bankruptcy Code).

(ii) The Offeror has [[_] has not [_], within a three-year period preceding this offer, had one or more contracts terminated for default by any Federal agency.

(2) “Principal,” for the purposes of this certification, means an officer; director; owner; partner; or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or business segment; and similar positions).

This Certification Concerns a Matter Within the Jurisdiction of an Agency of the United States and the Making of a False, Fictitious, or Fraudulent Certification May Render the Maker Subject to Prosecution Under Section 1001, Title 18, United States Code.

(b) The Offeror shall provide immediate written notice to the Contracting Officer if, at any time prior to contract award, the Offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

(c) A certification that any of the items in paragraph (a) of this provision exists will not necessarily result in withholding of an award under this solicitation. However, the certification will be considered in connection with a determination of the Offeror’s responsibility. Failure of the Offeror to furnish a certification or provide such additional information as requested by the Contracting Officer may render the Offeror nonresponsible.

(d) Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by paragraph (a) of this provision. The knowledge and information of an Offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

(e) The certification in paragraph (a) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly rendered an erroneous certification, in addition to other remedies available to the Government, the Contracting Officer may terminate the contract resulting from this solicitation for default.

52.209-7 – INFORMATION REGARDING RESPONSIBILITY MATTERS (Feb 2012)

(a) Definitions. As used in this provision—

“Administrative proceeding” means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative Proceedings, Civilian Board of Contract Appeals Proceedings, and Armed Services Board of Contract Appeals Proceedings). This includes administrative proceeding at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include agency actions such as contract audits, site visits, corrective plans, or inspection of deliverables.

“Federal contracts and grants with total value greater than $10,000,000” means—

(1) The total value of all current, active contracts and grants, including all priced options; and

(2) The total value of all current, active orders including all priced options under indefinite-delivery, indefinite-quantity, 8(a), or requirements contracts (including task and delivery and multiple-award Schedules).

“Principal” means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or business segment; and similar positions).

(b) The offeror [_] has [_] does not have current active Federal contracts and grants with total value greater than $10,000,000.

(c) If the offeror checked “has” in paragraph (b) of this provision, the offeror represents, by submission of this offer, that the information it has entered in the Federal Awardee Performance and Integrity Information System (FAPIIS) is current, accurate, and complete as of the date of submission of this offer with regard to the following information:

(1) Whether the offeror, and/or any of its principals, has or has not, within the last five years, in connection with the award to or performance by the offeror of a Federal contract or grant, been the subject of a proceeding, at the Federal or State level that resulted in any of the following dispositions:

(i) In a criminal proceeding, a conviction.

(ii) In a civil proceeding, a finding of fault and liability that results in the payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more.

(iii) In an administrative proceeding, a finding of fault and liability that results in—

(A) The payment of a monetary fine or penalty of $5,000 or more; or

(B) The payment of a reimbursement, restitution, or damages in excess of $100,000.

(iv) In a criminal, civil, or administrative proceeding, a disposition of the matter by consent or compromise with an acknowledgment of fault by the Contractor if the proceeding could have led to any of the outcomes specified in paragraphs (c)(1)(i), (c)(1)(ii), or (c)(1)(iii) of this provision.

(2) If the offeror has been involved in the last five years in any of the occurrences listed in (c)(1) of this provision, whether the offeror has provided the requested information with regard to each occurrence.

(d) The offeror shall post the information in paragraphs (c)(1)(i) through (c)(1)(iv) of this provision in FAPIIS as required through maintaining an active registration in the Central Contractor Registration database via https://www.acquisition.gov (see 52.204-7).

52.209-9 – UPDATES OF PUBLICLY AVAILABLE INFORMATION REGARDING RESPONSIBILITY MATTERS (FEB 2012)

(a) The Contractor shall update the information in the Federal Awardee Performance and Integrity Information System (FAPIIS) on a semi-annual basis, throughout the life of the contract, by posting the required information in the Central Contractor Registration database via https://www.acquisition.gov .

https://www.acquisition.gov/

(b) As required by section 3010 of the Supplemental Appropriations Act, 2010 (Pub. L. 111-212), all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available. FAPIIS consist of two segments—

(1) The non-public segment, into which Government officials and the Contractor post information, which can only be viewed by—

(i) Government personnel and authorized users performing business on behalf of the Government; or

(ii) The Contractor, when viewing data on itself; and

(2) The publicly-available segment, to which all data in the non-public segment of FAPIIS is automatically transferred after a waiting period of 14 calendar days, except for--

(i) Past performance reviews required by subpart 42.15;

(ii) Information that was entered prior to April 15, 2011; or

(iii) Information that is withdrawn during the 14-calendar-day waiting period by the Government official who posted it in accordance with paragraph (c)(1) of this clause.

(c) The Contractor will receive notification when the Government posts new information to the Contractor’s record.

(1) If the Contractor asserts in writing within 7 calendar days, to the Government official who posted the information, that some of the information posted to the non-public segment of FAPIIS is covered by a disclosure exemption under the Freedom of Information Act, the Government official who posted the information must within 7 calendar days remove the posting from FAPIIS and resolve the issue in accordance with agency Freedom of Information procedures, prior to reposting the releasable information. The contractor must cite 52.209-9 and request removal within 7 calendar days of the posting to FAPIIS.

(2) The Contractor will also have an opportunity to post comments regarding information that has been posted by the Government. The comments will be retained as long as the associated information is retained, i.e., for a total period of 6 years.

Contractor comments will remain a part of the record unless the Contractor revises them.

(3) As required by section 3010 of Pub. L. 111-212, all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available.

(d) Public requests for system information posted prior to April 15, 2011, will be handled under Freedom of Information Act procedures, including, where appropriate, procedures promulgated under E.O. 12600.

SECTION L - INSTRUCTIONS, CONDITIONS AND NOTICES TO OFFERORS

L800 INSTRUCTIONS TO OFFERORS (ELECTRICITY)(DLA ENERGY JAN 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 nonresponsible

(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 Attachment III. To accurately evaluate offered prices, no alterations of Attachment III are allowed.