RFP_DoN_SPE600-15-R-0402_ERCOT_Amd_0004.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 1. REQUISITION NUMBER PAGE

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1000029019 1 of 42

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

SPE600-15-R-0402 23 October 2014

7. FOR SOLICITATION

INFORMATION CALL ►

A. NAME B. TELEPHONE NUMBER (No collect calls) 8. OFFER DUE DATE/

LOCAL TIME

Brandee Hynson Email: dlaenergy.rteam@dla.mil Chris Archer Email: dlaenergy.rteam@dla.mil

Phone:(703) 767-1965

(703) 767-9334 09 January 2015

2:00 pm EST

9. ISSUED BY CODE 10. THIS ACQUISITION IS 11. DELIVERY FOR FOB

DESTINATION UNLESS

12. DISCOUNT TERMS

Defense Logistics Agency - Energy Installation Energy, Electricity Branch 8725 John J. Kingman Road, Suite 3827 Fort Belvoir, VA 22060-6222 Purchase Program: 8.1

UNRES TRICTED OR

SET-ASIDE % FOR:

SMALL BUSINESS

EMERGING SMALL BUSINESS

HUBZONE SMALL BUSINESS

SERVICE DISABLED VETERAN-

OWNED SMALL BUSINESS

8(A)

BLOCK IS MARKED

SEE SCHEDULE

NAICS: 221114, 221115, 221116, 221117

SIZE STANDARD: 250 Employees

13a. THIS CONTRACT IS A RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING K

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO: CODE 16. ADMINSTERED BY CODE SP0600

See Schedule See Block 9

17a. CONTRACTOR/OFFEROR CODE FACILITY 18a. PAYMENT WILL BE MADE BY CODE

See Invoicing Instructions

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED:

SEE ADDENDUM

19.

ITEM NO,

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See Schedule

100% Renewable Energy for NAS Corpus Christi, NAS Kingsville and NAS Fort Worth kWh

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

25. ACCOUNTING AND APPROPRIATION DATA

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

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

27b. CONTRACTS/PURCHASE ORDERS INCORPORATE BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28.

CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _4_ COPIES TO ISSUING OFFICE.

CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED

ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

HEREIN.

29.

AWARD OF CONTRACT: REF _______ OFFER DATED _____ YOUR OFFER ON

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

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

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

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT)

30c. DATE SIGNED

31b. NAME OF CONTRACTING OFFICER

ANDREA L. KINCAID

31c. DATE SIGNED mailto:dlaenergy.rteam@dla.mil mailto:dlaenergy.rteam@dla.mil

DLA Energy Solicitation SPE600-15-R-0402, Amendment 0004 Department of Navy ERCOT Renewable Energy Supply Agreement

Table of Contents SF 1449, Solicitation/Contract/Order for Commercial Items……………………………………….……

Summary of Requirements………………………………………………………………………………….3 Part I – Schedule

Section A - Solicitation/contract form Section B – Supplies or services and prices/ costs Section C – Description/specifications/statement of work Section E – Inspection and acceptance Section G – Contract administration data Section H – Special contract requirements

Part II – Contract Clauses Section I – Contract Clauses

Part III – List of Documents, Exhibits, and Other Amendments Section J – List of attachments

Part IV – Representations and Instructions Section K – Representations, certifications, and other statements of Contractors or respondents Section L – Instructions, conditions, and notices to Contractors or respondents

Section M - Evaluation factors for award………………………..……………….…………………….38

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Summary of Requirements

Item Requirement Section in RFP Description 100% renewable energy from new resources to serve three

Texas installations beginning Jan 2016: NAS Corpus Christi, NAS Kingsville, and NAS JRB Fort Worth.

A renewable generating facility or portion thereof shall be qualified as “new”1, provided that the generator’s initial date for market dispatch and reliability commitment coincides with DON’s off-take requirement from the facility (see Attachment 1).

B.1(f)

Start date Beginning of 2016 (exact date depends on meter read)

L.4.5(I)(a)(2)

Term 10 years

B.1(d)

Electricity Delivery Point

Interconnect with the UDC owned or controlled transmission or distribution systems

C.1(g)

Proof of renewable generation

To verify compliance with DON's requirement for new renewable energy facilities, on DON’s behalf the REP will retire the renewable energy credits (RECs) associated with energy procured by the REP for DON as described in section H.

H

Price DON desires to maximize electricity cost savings. Savings will be calculated by comparing Proposers’ total projected costs to the following pricing: first year energy rate of $0.049/kWh, escalated annually thereafter at 2.0%.

L.4.5(IV)

PART I –THE SCHEDULE

SECTION A—Solicitation/Contract Form

QUESTIONS IN REGARDS TO THIS SOLICITATION MUST BE SUBMITTED IN WRITING VIA E-MAIL

BY DECEMBER 26, 2014 TO EMAIL ADDRESS LOCATED IN BLOCK 16 OF THE SF 1449

1 The asset can be new in total or in part as long as the part was newly constructed even if appended to an existing facility. If appended to an existing facility, only the additional new capacity would qualify under the DON’s requirement.

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SECTION B – SUPPLIES TO BE FURNISHED

B.1.2 CLIN DESRIPTION

REQUIRED CLINS:

0001 Firm Fixed Commodity Price Renewable Energy Supply Agreement (RESA) - $______/ kWh

Production sufficient to meet all of the U.S. Navy’s energy requirements for NAS Corpus Christi, NAS Kingsville, and NAS JRB Fort Worth. Offerors shall price energy only, as all Other Market Charges will be passed through by the awardee to the Government at no additional markup. See CLIN 0002 for further details.

0002 Other Market Charges $_______/ kWh

“Other Market Charges” is defined for the purposes of this solicitation as “all retail electricity supply costs, as identified in Attachment 6, exclusive of the price of electricity”. This CLIN shall be a single fixed rate for Years 1-2, and shall be passed through to the Government on a cent-by-cent basis thereafter. Contractor will be required to cooperate with the Government to hedge market based pass-through costs for the purpose of minimizing costs and/or volatility.

Other Market Charges, when combined with prices offered for CLIN 0001 must result in a unit price that is at or below the not-to-exceed unit price featured in Attachment 2. Contractors shall provide documentation to substantiate Other Market Charges incurred in support of supply of electricity for CLIN 0001. Documentation shall reference all applicable ERCOT requirements and shall include screen shots, scanned documents, and any other documentation deemed necessary by the Government. The calculations and/or methodology used by the Contractor to develop these charges shall be submitted to the Government in Microsoft Excel format on a monthly basis.

B.1 DLA ENERGY B1.08 SUPPLIES TO BE FURNISHED (ELECTRICITY) (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 renewable electricity from new off-site renewable energy generation facilities (or additional capacity added to an existing facility(s)) 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. The Government reserves the right to pursue and implement energy conservation measures which has the potential to reduce electricity consumption at the three Naval Air Stations in this solicitation by 10% by 2020. These reductions do not reflect the removal of building or facilities from the Installation load, but instead would result from successful energy efficiency and energy use programs.

(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.

Section B, Table 1-Utility/Region RTO/ISO: ERCOT-ISO ERCOT Independent System

Operator Applicable NERC Region:

ERCOT Electric Reliability Council of Texas, Inc.

Public Utility Commission:

PUCT Public Utility Commission of Texas

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Utility Service Area:

AEP

Nueces Electric Cooperative Oncor

(c) The Government is soliciting offers for supply and transmission of renewable electricity from new off-site renewable energy generation facilities (or additional capacity added to an existing facility(s)) and ancillary services for the following Department of Navy locations:

Section B, Table 2: CLIN 0001

Location/

Installation Name Total

Accounts Name(s)

Spreadsheet Estimated Total Quantity in kWh—10 Years

Naval Air Station Kingsville 20

Attachment I- Installation Data

Sheet 265,410,004

Naval Air Station Kingsville Nueces 3

Attachment I- Installation Data

Sheet 5,560,380

Naval Air Station JRB Fort Worth 6

Attachment I- Installation Data

Sheet 546,868,629

Naval Air Station Corpus Christi 5

Attachment I- Installation Data

Sheet 1,366,511,639

NOTE: The following tax/fees shall remain unchanged the entire delivery period and are excluded from FAR 52.212-4(k):

GRT: Gross Recipient Tax

(d) The Government is soliciting offers for a 10 year (meter read date January 2016 and end with the regular schedule January 2026 meter read date) for all accounts. Specifics for each line item are provided with each individual Installation Data Sheet, Attachment 1. 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 Demand Data.

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

(f) The Contractor shall provide electric supply generated from a new renewable energy facility(s) or additional capacity added to an existing facility(s) that produces and delivers 100% of total annual energy requirements.

A renewable generating facility or portion thereof shall be qualified as “new”, provided that the generator’s initial date for market dispatch and reliability commitment coincides with the Department of the Navy’s off-take requirement from the facility.

(g) A renewable resource means those resources that are in compliance with EPACT 2005, Section 203(b)(2).

SPECIAL NOTES

1. The above Table 2 represents the Government estimated requirement. Offered prices shall include all competitive retail charges anticipated to be in effect during the delivery period.

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SECTION C – STATEMENT OF WORK/SPECIFICATIONS

C.1 DLA ENERGY C800 STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) (JAN 2012)

(a) STATEMENT OF WORK. The Contractor shall supply renewable electricity from new off-site energy renewable generation facilities (or additional capacity added to an existing facility(s)) 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 non-delivery of the firm requirements in accordance with paragraphs (f) and (m) of the CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS clause.

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

(1) Installation name, Line Item, and individual account information (Account Number and ESID, Meter Number, and Service Address). The invoice shall also include the Supplier's information such as logo, address, point of contact (name and phone number), and wiring information.

(2) Billing period for each account number and ESID. The billing period for 'energy delivery' and 'transmission' by Transmission and Delivery agent shall coincide.

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

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

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

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

(7) UDC/TDSP “pass through” charges for UDC/TDSP services, CLEARLY broken out in detail for each account number and ESID in a manner consistent with REP/UDC/TDSP arrangements and PUCT requirements. The UDC/TDSP charges will be based on the Transmission and Distribution Rates for investor owned utilities available at: http://www.puc.state.tx.us/electric/rates/TDR.cfm. Standard UDC/TDSP tariff titles of each rate shall be used.

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

a. usage

b. rate

c. charge

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

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

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

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

6 | P a g e http://www.puc.state.tx.us/electric/rates/TDR.cfm

(12) If a REP is unable to issue a bill based on actual meter reading due to the failure of the transmission and distribution utility, municipally owned utility or electric cooperative to obtain or transmit a meter reading to the REP, the REP may issue a bill based on an estimated reading fifteen (15) calendar days following the meter read date for the affected account. The REP must inform the customer of the reason for the issuance of the estimated bill, and the Government reserves the right to obtain documentation relating to the efforts taken by the REP to obtain the meter read data. For estimated billing purposes, the contractor shall use the relevant monthly consumption data (as the estimate) included in the applicable Installation Data Sheet. All estimated bills shall be trued up on the next billing cycle.

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

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

For the purposes of this contract, the address designated to receive invoices in accordance with FAR 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (Jul 2013), paragraph (g), the address designated to receive invoices will be provided on the date of award.

For the purposes of this contract, the invoice to which reference is made in FAR 52.212-4, CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (Jul 2013), paragraph (i) refers to the energy portion of the Consolidated REP Invoice and the TDSP charges from the UDC to be forwarded to the Government for payment.

For the purposes of this contract, the payment to which reference is made in FAR 52.212-4, CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (Jul 2013), paragraph (i) refers to the payment made by the Government against the Consolidated REP Invoice.

The paying offices for each installation awarded under any resultant contract will be identified below:

Installation Paying Office

TO BE PROVIDED AT TIME OF AWARD

(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.

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(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- See Attachment I – Installation Data Sheet.

(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.

C.2 NATIONAL ENVIRONMENTAL POLICY ACT (NEPA) AND ENVIRONMENTAL REQUIREMENTS FOR CONSTRUCTION

OPERATION AND MAINTENANCE

All appropriate NEPA documentation, related to the renewable generating facility(s) will be accomplished by the selected Contractor and provided to the Government prior to execution of this Contract at the expense of the Government.

Documentation will be accomplished for every site that the Contractor utilizes for the construction of REGS for the purposes of performance under this contract. The Contractor shall construct, operate and maintain the REGS under full NEPA compliance outcomes, at all times.

The Contractor shall provide the Government with copies of all studies/reports/potential actions related to environmental considerations regarding compliance with relevant wildlife laws and regulations, potential impact to species, and potential courses of action to avoid, minimize, and compensate for potential adverse effects on species of concern and their habitats.

SECTION E –INSPECTION AND ACCEPTANCE

The offeror shall comply with FAR 52.246-1, Contractor Inspection Requirements; FAR 52.246-2, Inspection of Supplies (Fixed Price); and FAR 52.246-16, Responsibility for Supplies.

SECTION G—CONTRACT ADMINISTRATION DATA

Administrative Points of Contact:

The following Government personnel are the administrative points of contact:

Contract Specialist(s): Email: Phone:

Christopher Archer Christopher.Archer@dla.mil 703-767-9334 Brandee Hynson Brandee.Hynson@dla.mil 703-767-1965 Contracting Officer: Email: Phone:

Andrea Kincaid Andrea.Kincaid@dla.mil 703-767-8669

SECTION H—SPECIAL CONTRACT REQUIREMENTS

H.1 ENVIRONMENTAL ATTRIBUTES

The Contractor shall provide to the Government Environmental Attributes on a corresponding one to one basis with energy. The Contractor shall execute all reasonable documentation and take all other reasonable actions that a recipient of Environmental Attributes must take in order to receive the Environmental Attributes and then transfer the aforementioned Environmental Attributes to the Government.

H.2 ENVIRONMENTAL ATTRIBUTE 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 Environmental Attributes. All Contractors 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 each calendar year. Any exceptions to the 30 calendar day requirement will be subject to DLA Energy’s approval. The Texas Renewable Energy Credit Trading Program is acceptable to meet this requirement provided any audit report shall focus on the following areas of reporting as identified below:

8 | P a g e mailto:Christopher.Archer@dla.mil mailto:Brandee.Hynson@dla.mil mailto:Andrea.Kincaid@dla.mil

(a) An affidavit attesting that the REC 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.

(b) An affidavit that--

(i) The Contractor 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 Contractor has permanently retired on behalf of the Government the right to all emission reduction credits/allowances directly attributable to the generating unit from which the Environmental Attributes are based and to which the generator is entitled, without the emission credits/allowances having been previously sold 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 Government.

(iii) The Contractor 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/Environmental Attributes that is used to fulfill the requirement of this solicitation are also not being used and will not be used by the Contractor 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 Government and note any contract deficiencies.

(vi) The Contractor shall also provide the Government with a Renewable Attestation Form, Attachment 5, with its invoicing.

H.2.1 ENVIRONMENTAL ATTRIBUTE RECORD KEEPING

The Government reserves the right to validate source and transaction history, as indicated in (a) above, in order to verify the certification process utilized and to ensure proper reporting of the sale of renewable certificates under any resultant contract. The Contractor must meet all applicable Federal, State, and local documentation requirements necessary to successfully complete any contract. These records shall be made available to the Government or to any party designated by the Government as authorized to request this data.

H.3 DLA ENERGY H800 NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY) (FEB 2013)

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

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

H.4 ANNUAL RECONCILIATION

As generation may not meet the instantaneous demand of the Department of Navy’s installations on an hourly basis, an annual true-up period is authorized. Annual periods begin on the starting month for deliveries to the Department of Navy installations and extend 12 months. Within 30 days following the end of an annual period, the Contractor shall report on the actual annual production generated and delivered to the Department of Navy installations from the new renewable energy facilities as compared to the annual consumption at the installations for the same time period. The report shall be submitted to the Contracting Officer in Microsoft Excel version 2010 or later on CD-ROM. Each CD shall contain an electronic label of the annual reporting period and shall not be password protected. The Contractor shall provide a virus-free CD and shall submit confirmation with the submission that the CD is virus-free.

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In the event the Contractor does not produce, on an annual basis, 100% of the Department of Navy’s load consumption the Contractor will be in default. Any energy in excess of the Navy’s requirements can be sold into the marketplace.

PART II—CONTRACT CLAUSES

SECTION I – CONTRACT CLAUSES

NOTE 1: To view any Federal Acquisition Regulation (FAR), offerors may use the following website:

http://farsite.hill.af.mil/VFFARA.HTM

For all questions concerning:

• Small Business, please e-mail: dla.energy.osbp@dla.mil.

52.204-7 -- SYSTEM FOR AWARD MANAGEMENT (FAR) (JUL 2013)

(a) Definitions. As used in this provision— “Data Universal Numbering System (DUNS) number” means the 9-digit number assigned by Dun and Bradstreet, Inc.

(D&B) to identify unique business entities.

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

“Registered in the System for Award Management (SAM) database” means that—

(1) The offeror has entered all mandatory information, including the DUNS number or the DUNS+4 number, the

Contractor and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see Subpart 4.14) into the SAM database;

(2) The offeror has completed the Core, Assertions, and Representations and Certifications, and Points of Contact sections of the registration in the SAM database;

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The offeror will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and

(4) The Government has marked the record “Active”.

(b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the SAM database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation “DUNS” or “DUNS +4” followed by the DUNS or DUNS +4 number that identifies the offeror’s name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that the offeror is registered in the SAM database.

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

(1) An offeror may obtain a DUNS number—

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

10 | P a g e http://farsite.hill.af.mil/VFFARA.HTM mailto:desc.duoffice@dla.mil http://www.acquisition.gov/far/current/html/Subpart%2032_11.html%23wp1043964 http://www.acquisition.gov/far/current/html/Subpart%204_14.html%23wp1075239 http://fedgov.dnb.com/webform

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

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

(i) Company legal business.

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

(iii) Company Physical Street Address, City, State, and ZIP Code.

(iv) Company Mailing Address, City, State and ZIP Code (if separate from physical).

(v) Company Telephone Number.

(vi) Date the company was started.

(vii) Number of employees at your location.

(viii) Chief executive officer/key manager.

(ix) Line of business (industry).

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

(d) If the Offeror does not become registered in the SAM database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror.

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

(f) Offerors may obtain information on registration at https://www.acquisition.gov .

52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (ELECTRICITY) (TAILORED)

(DLA ENERGY)

(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.

(g) INVOICE. The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include--

(1) Name and address of the Contractor;

(2) Invoice date and number;

(3) Contract number, contract line item number, and, if applicable, the order number;

(4) Description, quantity, unit of measure, unit price, and extended price of the items delivered;

(5) Shipping number and date of shipment including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(6) Terms of any prompt payment discount offered;

(7) Name and address of official to whom payment is to be sent; and

(8) Name, title, and phone number of person to be notified in event of defective invoice.

(9) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(10) Electronic funds transfer (EFT) banking information.

(i) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

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(ii) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer – Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer – Other Than Central Contractor Registration), or applicable agency procedures.

(iii) EFT banking information is not required if the Government waived the requirement to pay by EFT.

Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(i) PAYMENT.

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purposes of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall--

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the--

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item number or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law 95-563), which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this DLA Energy FAR Tailored clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211if--

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

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(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on--

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this DLA Energy FAR Tailored clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(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.

(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).

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(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 ERCOT-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 in accordance with FAR 52.249-8-Default, (using procedures in FAR 49.402-3 & FAR 49.607), 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.

52.212-5 – Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial Items (FAR)(JUL 2014)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

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

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

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77, 108-78 (19 U.S.C.

3805 note)).

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

X (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

X (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (41 U.S.C. 3509).

X (4) 52.204-10, Reporting Executive compensation and First-Tier Subcontract Awards (Jul 2013) (Pub. L. 109-

282) (31 U.S.C. 6101 note).

X (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (Aug 2013) (31 U.S.C. 6101 note).

X (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Jul 2013) (41 U.S.C. 2313).

X (10) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (May 2012) (section 738 of Division C of Public Law 112-74, section 740 of Division C of Pub. L. 111-117, section 743 of Division D of Pub. L. 111-8, and section 745 of Division D of Pub. L. 110-161).

X (12) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Jan 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer)(15 U.S.C. 657a).

X (16) 52.219-8, Utilization of Small Business Concerns (May 2014) (15 U.S.C. 637(d)(2) and (3)).

X (17) (i) 52.219-9, Small Business Subcontracting Plan (Jul 2013) (15 U.S.C. 637 (d)(4)).

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

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X (20) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

X (25) 52.219-28, Post Award Small Business Program Rerepresentation (Jul 2013) (15 U.S.C. 632(a)(2)).

X (28) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

X (29) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2014) (E.O. 13126).

X (30) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

X (31) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

X (32) 52.222-35, Equal Opportunity for Veterans (Sep 2010) (38 U.S.C. 4212).

X (33) 52.222-36, Affirmative Action for Workers with Disabilities (Oct 2010) (29 U.S.C. 793).

X (34) 52.222-37, Employment Reports on Veterans (Sep 2010) (38 U.S.C. 4212).

X (35) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496).

X (36) 52.222-54, Employment Eligibility Verification (Aug 2013). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

X (42) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging while Driving (Aug 2011).

X (46) 52.225-13, Restrictions on Certain Foreign Purchases (Jun 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

X (52) 52.232-33, Payment by Electronic Funds Transfer— System for Award Management (Jul 2013) (31 U.S.C. 3332).

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

(d) Comptroller General Examination of Record The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records -- Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

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