Navy_PJM_NDW_SPE600-15-R-0409.pdf

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

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1000032698 1 of 89

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

SPE600-15-R-0409 19 December 2014

7. FOR SOLICITATION

INFORMATION CALL ►

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

LOCAL TIME

Bryan Simmons Email: dlaenergy.rteam@dla.mil Callie Lake Email: dlaenergy.rteam@dla.mil

Phone:(703) 767-8531

(703) 767-9275

17 February 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: 221118

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 Renewable Energy through PEPCO & BGE 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 _1 Original, 2 CD-ROMs and 3_ 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

Lawrence T. Fratis

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

PJM Navy Naval District of Washington (NDW) Renewable Energy Supply Agreement

SPE600-15-R-0409

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

Summary of Requirements…………………………………………………………………………………3 Industry Day…………………..……………………………………………………………………………5 Definitions………………………………………………………………………………………………….6

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 F – Deliveries or performance Section G – Contract administration data Section H – Special contract requirements

Part II – Contract Clauses Section I – Contract Clauses

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

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

Section M - Evaluation factors for award………………………..…….……….…………………..…..87

Summary of Requirements

Item Requirement Section(s) in RFP Description The Government seeks a Contractor to fulfill

100% of installation electrical energy requirements, maximizing the consumption of electricity generated from new renewable energy resources. Renewable energy will be generated by a new off-site Renewable Energy Generation System (REGS). Installations are listed below.

In Potomac Electric Power Company (PEPCO) service territory:

Joint Base Anacostia-Bolling, National Naval Medical Center Bethesda, Naval Maritime Intelligence Center, Washington Navy Yard, United States Naval Observatory, NSA North Potomac Carderock.

In Baltimore Gas and Electric (BGE) service territory:

U.S. Naval Academy Annapolis.

C.1.1; C.1.2

Delivery start date No Later Than December 2016 F.1.1 Term Total of up to 21 years:

(1) Renewable Energy Component: Up to 21-year renewable energy purchase (up to 1 year for construction with a 20-year production period);

(2) Conventional Energy Component: Series of four (4) conventional electricity purchases to supplement provision of renewable energy, to be renewed prior to the end of each five (5) year period.

C.2.2

Point of Delivery The interconnection with the Utility Distribution Company (UDC), owned or controlled transmission or distribution systems.

Definitions, pg. 6

Proof of Renewable Generation

A report of environmental attributes generated that will be transferred to the Government will be required within 15 days of the end of each fiscal quarter. The generator will submit a report of the total megawatt-hours (MWh) produced in the quarter to the Contracting Officer’s Representative (COR). Certified Renewable Energy Credits for the renewable energy

C.15 purchased by the Government under this contract will be transferred to the COR on an annual basis.

Other Market Charges:

Optional CLINs

Other market charges less state renewable portfolio standard obligations satisfied through a reduction in renewable attributes.

B.1.2 CLIN

Description: Other Market Charges, pg.

Price The Government desires to maximize the production of renewable energy and minimize the conventional energy margin throughout the contract period.

In the first year, the Maximum Contract Unit Price is equal to $0.07765 per kWh for Potomac Electric Power Company (PEPCO), $0.07940 per kWh for Baltimore Gas and Electric (BGE). In subsequent years, the Maximum Contract Unit Price is equal to the first year Maximum Contract Unit Price escalated at up to 2% annually. The 2% escalation rate is a ceiling.

L.5.4; Definitions pg.

6; Attachment 2

Industry Day - An industry day will be authorized prior to the proposal due date. The time, date, and access requirements for each offeror to participate in the industry day are as follows:

(a) A Pre-Proposal Event will be conducted at DLA Energy on January 12, 2015 from 0730-1200 for the purpose of answering questions regarding this solicitation. Presentations will begin promptly at 0900.

(b) Registration: The PJM Navy NDW RESA Pre-Proposal Event is an industry focused event, and is limited to three (3) persons per company with a maximum capacity of 200 participants.

Registration opens immediately and is on a first-come, first-serve basis. Registration closes when capacity has been reached or two (2) weeks after the solicitation was issued- whichever comes first. Registration for attendance can be completed at dlaenergy.rteam@dla.mil. Refer to Attachment 7 for instructions.

(c) Registration for the Pre-Proposal Event should be submitted no later than January 2, 2015.

Also, please indicate if any special accommodations are required.

(d) Offerors are requested to submit all questions to the Contracting Officer, via e-mail to dlaenergy.rteam@dla.mil. Please reference the solicitation number and project name “SPE600-15-R-0409 PJM Navy NDW” in the subject line of all emails regarding this solicitation. All proposed questions and the Government’s responses will be posted to the Solicitation via amendment for public viewing at a later date.

(e) Location: The event will be held at 8725 John J. Kingman Road, DLA HQ Auditorium Fort Belvoir, VA 22060-6222. Identification and pre-registration is required to gain entry to the building. Please find DLA HQ Site Visitor Map and Instructions found in Section J, Attachment 7.

(f) Miscellaneous:

• Cancellation Policy: Because this event has a limited capacity, it is respectfully requested that after you have registered and your plans change/you cannot attend, please immediately notify dlaenergy.rteam@dla.mil.

• Notification is requested such that persons/organizations that may have been turned away based on first-come, first-serve procedures can be granted attendance.

• Dress Code: Business Casual

• Conference Check-in/ Event Parking: Conference Registration begins promptly at

0730. Additional information will be provided via amendment on federal Business opportunites.gov (fbo.gov), please refer to the website regularly for updates on the Pre- Proposal Event.

• The event will encompass presentations that will outline the Department of Navy’s requirements, the procurement process and a question and answer period. No site visit to the actual Installations will occur for these solicitation requirements.

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

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

“Actual Annual Production” is the renewable energy supplied and delivered to the Government at the service point annually beginning on the Commercial Operation Date.

“Annual Review” means after 12 months of monthly invoices, an annual review will be conducted to ensure the minimum annual production and all associated environmental attributes is produced.

“Average Present Value” means the simple average of annual calculated present value as calculated in Attachment 2, Production and Pricing Worksheet.

“Blended Contract Unit Price” means the total price in any given year of CLIN 0001/0005 Renewable Energy (with RECS), CLIN 0002/0006 Firm Fixed Price Transaction Fee, and CLIN 0003/0007, the estimated sum of Other Market Charges. The blended price reflects the Firm Fixed Commodity Prices and Expected Annual Productions for the REGS, the Firm Fixed Price Transaction Fee and Other Market Charges for energy delivered through PJM. These prices are calculated in Section J, Attachment 2, Production and Pricing Worksheet.

“Business Day” means any day other than Saturday, Sunday or days on which banking institutions are required or authorized by the Federal Reserve Regulations to be closed for business.

“CLIN” means Contract Line Item Number. Refer to Section B.

“Commercial Operation Date” means the date on which the Contracting Officer provides the offeror written acceptance of the Completion Notice.

“Completion Notice” has the meaning set forth in Section E.1.1.

“Contract” means the mutual binding legal relationship, resulting from this solicitation, including the Request for Proposal, any Amendments and the Schedules and Attachments attached hereto and incorporated herein by reference, and the offeror’s proposal in response to the Solicitation.

“Contract Unit Price” means the electrical rate defined on an annual basis in Section B.1.2 per CLIN for the renewable energy generated and delivered to and purchased by the Government.

These prices are reflected in Section J, Attachment 2, Production and Pricing Worksheet.

“Contracting Officer” means a person with the authority to enter into, administer, and/or terminate Contracts and make related determinations and findings on behalf of the Government.

The term includes certain authorized representatives of the Contracting Officer acting within the limits of their authority as delegated by the Contracting Officer.

“Contracting Officer’s Representative (COR)” means a person who verifies Contractor performance of technical requirements in accordance with Contract terms, conditions and specifications; performs inspections; and serves as liaison between the Contracting Officer, Installation, and Contractor. A COR is typically located on the Premises (refer to definition, below) with first-hand knowledge of on-going activities. The approval authorities and limitations for each COR shall be established by the Contracting Officer and can be available to the Contractor upon request.

“Contractor” means the individual or entity that is awarded the Contract resulting from the solicitation.

“Conventional energy” means grid electricity provided by the Contractor through PJM.

“DLA” means Defense Logistics Agency

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

“Early Termination Fee” means the scheduled fee payable by the Government to Contractor under the circumstances described in 52-212-4.

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

“Energy” is the electrical energy in kilowatt hours (kWh) generated by the flow of an electric charge through a conductor as delivered by the REGS.

“Environmental Attributes” are defined as state or federal renewable energy credits (RECs), greenhouse gas credits or other emissions credits, environmental incentives or attributes, tradable renewable certificates and other renewable energy or environmental credits, claims, benefits, emissions reductions, offsets, allocations or attributes, certified, named, characterized, measured, memorialized, recorded or designated, whether in existence or in the future, including any related certificates such as renewable energy certificates, and solar renewable energy certificates available over the term of and attributable to this Contract.

“Expected Annual Production” is defined as the amount of energy in kilowatt-hours the renewable energy facilities are expected to produce in a contract year as proposed by the offeror.

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

“Force Majeure Event” means causes beyond the reasonable control of, and without default or negligence of, the party claiming force majeure that unavoidably prevents or delays performance despite the due diligence of the party claiming force majeure (refer to H.4).

“Government” refers to the Department of Navy, or the relevant acquisition activity, DLA.

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

“Installation” means Joint Base Anacostia Bolling, National Naval Medical Center Bethesda, Naval Maritime Intelligence Center, Washington Navy Yard, United States Naval Observatory, Naval Support Activity (NSA) North Potomac Carderock, and U.S. Naval Academy Annapolis property, operations jurisdiction, and management.

“Interconnection” means the point of physical connection between multiple electrical loads and generation sources. It is also the point for direct measurement of the energy flowing through the connection. The Interconnection may be between the REGS and the Installation electric system infrastructure, and between the REGS and the Utility Distribution Company (defined below).

The Interconnection between the REGS and the Utility Distribution Company is a multi-step process that is documented by an Interconnection Agreement.

“Interconnection Agreement” means the business contract between the REGS owner (or the Government, as appropriate) and the Utility Distribution Company for the purpose of interconnecting the REGS power sources to the Utility Distribution Company’s in-coming electrical service to the Installation. The Interconnection Agreement is initiated through an application to the Utility Distribution Company

“Interconnection Application” means the process by which an Interconnection Agreement is initiated. The application may be made by the Installation or the REGS owner, as appropriate.

“ISO” means Independent System Operator

“kWh” means kilowatt hour. It is the measurement of energy equal to 1000 watt hours. One kilowatt (1 kW) of power expended for one hour (1 h) of time.

“Locational Marginal Pricing” also referred to as LMP. LMP reflects the value of energy at a specific location at the time that it is delivered.

“Maximum Contract Unit Price” in the first Contract year is equal to $0.0895 per kWh for Potomac Electric Power Company (PEPCO), $0.0885 per kWh for Baltimore Gas and Electric (BGE) and in subsequent years is equal to the value of $0.0895 and $0.0885 respective to each UDC escalated annually at 2% for that same term (see Attachment 2 for a Table of Maximum Contract Unit Price values).

“Monthly Invoice Date” means the fifteenth (15) day of each month.

“MW” means megawatt. A megawatt is a unit for measuring power that is equivalent to one million watts (equivalent to one joule per second).

“MWh” means megawatt hour or 1000 kilowatt hours.

“New Renewable Generation” means a renewable generation resource must not be or ever have been previously placed in service at the time that the Notice of Intent to Award is issued. In the case where the proposed facility is part of a larger facility, only the new capacity generation would qualify and the proposed facility must be sub-metered such that the energy produced and delivered to the Government can be verified.

“Offeror” means the individual or entity that is submitting a proposal resulting from the requirements of the solicitation.

“Other Market Charges” means all retail electricity supply costs, as identified in B.1.3 Other Market Charges, exclusive of the transaction fee and the price of electricity.

“Party” or “Parties” means either Contractor or the Government or the Contractor and the Government, respectively.

“Point of Delivery” is defined as an interconnect with the UDC owned or controlled transmission or distribution systems.

“Point of Interconnection” has the meaning set forth in Section C.15.2 and is where title to and risk of loss of the Energy passes to the Government.

“Real Time-Locational Marginal Price (RT-LMP)” has the meaning set forth in B.1.2

“Renewable Energy” has the meaning set forth in the Energy Policy Act 2005, Section 203(b)(2).

“Rejection Notice” has the meaning set forth in Section E.1.1.

“Renewable Energy Generation System (REGS)” means the integrated assembly of electric components, mounting assemblies, inverters, converters, metering, lighting fixtures, transformers, ballasts, disconnects, combiners, switches, wiring devices, wiring and any other equipment necessary to be built by the Contractor, owned or leased by the Contractor or one or more team members, and interconnected with PJM, to provide Energy as required by the Minimum Annual Production in the Production and Pricing Worksheet Section J, Attachment 2.

“RTO” means Regional Transmission Operator

“Service Point” is defined as the meter(s) indicated for each account awarded.

“System Acceptance Testing” is the installation and operational testing of the REGS as required in Section E.1.1.

“System Test Requirements” has the meaning set forth in Section E.1.1.

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

“UDC” means Utility Distribution Company, Potomac Electric Power Company (Pepco), or Baltimore Gas and Electric (BGE), for the purposes of this Contract.

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

Applicable ISO/RTO: Pennsylvania, Jersey, Maryland Power Pool (PJM)

Applicable NERC/Region: PJM

Utility Distribution Company (UDC): Pepco

BGE

Part I – The Schedule

Section B – Supplies, Services and Pricing

B1.1 Authority: This contract shall be awarded pursuant to 10 U.S.C. § 2922a, which authorizes the Government to enter into contracts for periods up to 30 years for the provision and operation of energy production facilities on private property and the purchase of energy produced from such facilities. Use of this authority requires the approval of the Secretary of Defense (delegated to the Deputy Under Secretary of Defense for Installations and Environment). The acquisition of any conventional electricity shall be in five (5) year term(s) and awarded pursuant to the authority of 10 USC 2306b.

B.1.2 CLIN DESRIPTION

CLIN Structure Table Breakdown Line Item

No.

Description Customer

UDC

Installations / Number of Accounts

Mid-Atlantic Pepco NDW 0001 Firm Fixed Commodity Price

RESA with RECs

Pepco

Joint Base Anacostia Bolling / 2, National Naval Medical Center Bethesda / 2, Naval Maritime Intelligence Center / 1, Washington Navy Yard / 1, United States Naval Observatory / 1, and NSA North Potomac Carderock / 1

0002 Firm Fixed Price Transaction Fee 0003 Other Market Charges

0003a Other Market Charges (RPS) 0004 OPTIONAL CLIN: Fixed

Electricity Block per MW

Mid-Atlantic BGE

0005 Firm Fixed Commodity Price RESA with RECs

BGE U.S. Naval Academy / 1 (Annapolis)

0006 Firm Fixed Price Transaction Fee 0007 Other Market Charges 0007a Other Market Charges (RPS)

0008 OPTIONAL CLIN: Fixed Electricity Block per MW

Firm Fixed Commodity Price Renewable Energy

ITEM NO CONTRACT UNIT PRICE

0001 Mid-Atlantic Pepco NDW $_______/kWh 0005 Mid-Atlantic BGE $_______/kWh

The offeror shall guarantee supply and delivery of an actual annual production minimum identified in Attachment 1 (Installation Usage Data/Annual Min Purchase Guarantee) of renewable electricity and all associated project Environmental Attributes from new off-site renewable energy generation facilities (or additional capacity added to an existing facility(s)) and any ancillary services required in Section C Statement of Work. Contract performance shall be accomplished in accordance with the terms and conditions of this contract. The offered price shall include all supplier costs that are not identified in the Other Market Charges CLINs.

Firm Fixed Price Transaction Fee

ITEM NO CONTRACT UNIT PRICE

0002 Mid-Atlantic Pepco NDW $_______/kWh 0006 Mid-Atlantic BGE $_______/kWh

Offeror’s shall propose a transaction fee per kWh for all energy generated, supplied, and delivered through PJM. For any conventionally generated electricity, offeror shall comply with C.17.

The term of the Real Time-Locational Marginal Price (RT-LMP) is 5 years from the Effective Date of the Contract. It is the Government’s intention at the expiration of 5 years to contract for the RT-LMP via a sole source action. Due to market regulations only the awardee for the full requirements of each CLIN will be capable of satisfying the requirement.

Other Market Charges

0003 Mid-Atlantic Pepco NDW $_______/kWh 0007 Mid-Atlantic BGE $_______/kWh

Other Market Charges, as shown in Section B.1.3 incurred by the offeror for delivery of energy under either the FFP Renewable Energy CLINs that are separate from the FFP shall be firm fixed for the first 2 years and will be passed through directly to the Government for years 3-20. Offeror will be required to cooperate with the Government to fix certain market based pass-through costs for the purpose of minimizing costs and/or volatility.

Other Market Charges, when combined with prices offered for the FFP Renewable Energy CLINs and FFP Transaction Fee CLINs must result in a Blended Contract Unit Price that is at or below the Maximum Contract Unit Price values (reference Attachment 2 – Production and Pricing Worksheet).

Offerors shall provide documentation to substantiate Other Market Charges incurred in support of supply of electricity for the FFP Renewable Energy CLIN. Documentation shall reference all applicable PJM 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 offeror to develop these charges shall be submitted to the Government in Microsoft Excel format on a monthly basis.

OPTIONAL CLINs FOR THE CONTRACTOR: OTHER MARKET CHARGES LESS STATE

RENEWABLE PORTFOLIO STANDARD OBLIGATIONS SATISFIED THROUGH A

REDUCTION IN RENEWABLE ATTRIBUTES

0003a Mid-Atlantic Pepco NDW $______________/kWh 0007a Mid-Atlantic BGE $______________/kWh

The Government will entertain innovative approaches by the Contractor for the RPS compliance by utilizing the REGS Environmental Attributes to satisfy this requirement. Contractors are encouraged to submit an alternative to avoid the pass-through cost.

Other Market Charges (Optional CLINs), when combined with prices offered for the FFP Renewable Energy CLINs and FFP Transaction Fee CLINs must result in a Blended Contract Unit Price that is at or below the Maximum Contract Unit Price values (reference Attachment 2 – Production and Pricing Worksheet).

Offerors shall provide documentation to substantiate Other Market Charges incurred in support of supply of electricity for the FFP Renewable Energy CLIN. Documentation shall reference all applicable PJM 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 offeror to develop these charges shall be submitted to the Government in Microsoft Excel format on a monthly basis.

OPTIONAL CLINs FOR THE GOVERNMENT: Fixed Electricity Block per MW

0004 Mid-Atlantic Pepco NDW $_______/kWh 0008 Mid-Atlantic BGE $_______/kWh

These CLINs are only applicable if the Government elects to convert a portion of conventionally generated electricity from Real Time Settlement Point Pricing to Firm Fixed Price in accordance with Section C.17.3.

Special Notes

1. Offered prices must be firm fixed price and result in Blended Contract Unit Prices that are less than or equal to the Maximum Contract Unit Prices. Reference Attachment 2 Production and Pricing Worksheet for the Blended Contract Unit Prices and Maximum Contract Unit Prices. The first year Maximum Contract Unit Price identified in Attachment 2 and subsequent years are based on an annual escalation factor of 2.0%.

2. The Government reserves the right to pursue and implement energy conservation measures which has the potential to reduce electricity consumption at the seven Department of Navy installations 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.

3. The following installations are part of Mid-Atlantic Pepco NDW: Joint Base Anacostia

Bolling, National Naval Medical Center Bethesda, Naval Maritime Intelligence Center, Washington Navy Yard, United States Naval Observatory, and NSA North Potomac Carderock.

4. The following installation is included in Mid-Atlantic BGE: U.S. Naval Academy

(Annapolis)

5. The Government intends to award CLIN 0001 with CLINs 0002, 0003, and 0004.

6. The Government intends to award CLIN 0005 with CLINs 0006, 0007, and 0008.

7. OPTIONAL CLIN 0004 Mid-Atlantic Pepco NDW and 0008 Mid-Atlantic BGE:

The Tables in Section J, Attachment 2 provide further instructions on the calculations of Minimum and Expected Annual Production from the REGS, on pricing, and on annual payments. See Section C.4 for further requirements on providing Minimum and Expected Annual Production.

The Contractor shall, in accordance with the terms of the Contract, perform work within the parameters of the statement of work (SOW), Section C. All costs of work stemming from the SOW shall be included in its total cost of the construction, operation, maintenance, replacement and repair of the REGS as well as provision of Energy to the Government, and shall be totally reimbursed through the fixed price for Energy delivered from the REGS.

B.1.3 Other Market Charges (CLINs 0003/0007 or CLINs 0003a/0007a) The charges (other than Energy) that are not included in the Firm Fixed Price are identified below and shall be invoiced in accordance with the INVOICE clause:

(1) Renewable Portfolio Standards (RPS) – Contractor costs to comply with the RPS associated with each of the accounts shall either be passed through to the Government, or, as an option, CLIN 0003a/0007a. The Contractor shall attempt to minimize the Government’s costs associated with compliance of the RPS requirements through the utilization of Environmental Attributes generated through the REGS. It is the intent of the Government to limit any RPS related charges during the period of performance, with a preference to incur no RPS related charges. 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 in proportion to energy usage by the account. 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.

(2) Capacity Costs – The cost to secure capacity to comply with PJM capacity requirements shall be passed through to the Government. The price of capacity charged to the Government shall not exceed the product of the Contractor’s Daily Unforced Capacity Obligation and the PJM Zonal Capacity Price net of the Capacity Transfer Rights Credit. The Daily Unforced Capacity Obligation is equal to the Obligation Peak load multiplied by the Final Zonal Reliability Pricing Model (RPM) Scaling Factor times the Forecast Pool Requirement, as those terms are defined by PJM, for the relevant time period and zone in which the account is located. The Government reserves the right to direct the Contractor to purchase capacity though an RFP process or other method mutually agreed to, with those costs to be assigned to the applicable accounts on the basis of their respective PLCs.

(3) Transmission Costs – Non-UDC transmission costs associated with each account shall be passed through to the Government at the applicable PJM tariff rate. Any Auction Revenue Rights (ARRs) revenues associated with the account loads shall be credited back to the Government, based on the Government’s share of the Contractor’s overall load. Both the transmission charge and any credits to the Government shall be shown as separate line items on the monthly invoices.

(4) Transmission Congestion & PJM Losses – Transmission congestion and PJM losses, herein referred to as “Congestions Charges”, associated with each account shall be passed through to the Government. The congestion charges for energy and load scheduled day-ahead, i.e., the block power purchases and equivalent load, shall be computed as the difference between the day-ahead LMPs at the renewable energy injection point and the day-ahead LMPs at the relevant delivery zone. The congestion charges for energy and load scheduled real-time, i.e., the energy requirements and load outside the block power purchases, shall be computed as the difference between the real-time LMPs at the renewable energy injection point and the real-time LMPs at the relevant delivery zone. The Government reserves the right to direct the Contractor to fix congestion costs over a specified time period for a specified level of load through RFPs or other methods as mutually agreed to, with those costs to be assigned to the applicable accounts on a per-kWh basis.

(5) Ancillary Services Costs – The cost to secure ancillary services to comply with PJM requirements shall be passed through to the Government. The price of ancillary services charges to the Government shall not exceed PJM’s charges or the market clearing price from the relevant PJM-administered market for the relevant time period and zone in which the account is located.

(6) Reliability Must Run – This cost associated with each account shall be treated as a pass-through to the Government.

(7) UDC Losses – This cost associated with each account shall be treated as a pass-through to the Government.

(8) In addition to the other market charges that have been identified above as direct pass-throughs elements listed in the below table are ancillary services in PJM that also shall be pass through.

Ancillary Services Network Integration Transmission Service North American Electric Reliability Corporation (NERC) Transmission Enhancement Reliability First Corporation (RFC) Black Start Service Reactive Supply and Voltage Control from Generation and other Sources Service Expansion Cost Recovery Reactive Services Transmission Owner Scheduling, System Control and Dispatch Service

Regulation and Frequency Response Service

PJM Scheduling, System Control and Dispatch Service – Control Area Administration

Balancing Operating Reserve

PJM Scheduling, System Control and Dispatch Service – FTR Administration

Balancing Operating Reserve for Load Response

PJM Scheduling, System Control and Dispatch Service – Market Support

Day-ahead Scheduling Reserve

PJM Scheduling, System Control and Dispatch Service – Regulation Market Administration

Synchronized Reserve

PJM Scheduling, System Control and Dispatch Service – Capacity Resource/Obligation Mgmt.

Synchronous Condensing

PJM Scheduling, System Control and Dispatch Service – Advanced Second Control Center

Meter Error Correction

Market Monitoring Unit (MMU) Funding Day-ahead Operating Reserve FERC Annual Recovery Emergency Energy Organization of PJM States, Inc. (OPSI) Funding Generation Deactivation

Section C – Description/specifications/statement of work

C1.1 Project Location This Contract is for the procurement provisioning, production, purchase and delivery of 100% of the Government’s electricity requirements generated from a new off-site REGS and any conventional power at Joint Base Anacostia Bolling, National Naval Medical Center Bethesda, Naval Maritime Intelligence Center, Washington Navy Yard, United States Naval Observatory, NSA North Potomac Carderock, and U.S. Naval Academy Annapolis, herein referred to as the Installations.

C.1.2 Objective The Government seeks a Contractor to fulfill 100% of the Installations electrical energy requirements maximizing the production from new renewable energy resources. At a minimum, 51% of the energy requirements shall come from new renewable energy resources. Energy shall be supplied from an off-site REGS, and conventionally generated electricity, to the extent necessary, to meet demand at the Installations, see Attachment 1. The Installations reserve the right to implement distributed generation projects in the future that may displace any conventional electrical power purchased.

C.1.3 Authorities This procurement includes but is not limited to the following relevant authorities:

• 10 USC § 2922a – “Contracts for energy or fuel for military installations”

• 10 USC § 2306b – “Contracts for energy or fuel for military installations”

The acquisition of renewable electricity for up to a 21 year term is a 10 USC 2922(a) acquisition. The acquisition of conventional electricity for four, five (5) year term(s) is a 10 USC 2306b acquisition.

C.2 Scope, Term, and Determination of Annual Capacity and Production

C.2.1 Scope The Contractor shall be responsible for providing all labor, material and capital to design, build, own, operate and maintain REGS offsite, which is able to deliver renewable energy generated to the Installations through the PJM grid. If necessary, the Contractor shall also provide any necessary remaining electricity through conventionally generated and supplied electricity, delivered through PJM to the Installations.

Provision of electricity shall be performed in accordance with all terms, conditions, and special contract requirements, specifications, attachments, exhibits, and drawings contained in this solicitation or incorporated by reference.

C.2.2 REGS Purchase and Energy This procurement consists of two transactions: (1) up to a 21-year renewable energy purchase (up to 1-year for construction with a 20-year production period); (2) a series of four (4) year conventional electricity purchases, to be renewed prior to the end of each five (5) year period.

C.2.3 Determination of Capacity and Production The determination as to the capacity and expected production of the REGS rests with the Contractor and will be identified by the C.3 Minimum Purchase Guarantee by the Government and C.4 Minimum Production Guarantee by the Contractor, as well as the Contractor’s analysis of the Installations’ electricity usage data in Section J, Attachment 1.

The Contractor shall use Section J, Attachment 2, Production and Pricing Worksheet to provide the Expected Annual Production for the REGS. The Contractor shall also provide in Section J, Attachment 2 the capacity of the REGS, expressed in megawatts.

C.3 Minimum Purchase Guarantee by Government The Government shall purchase annually beginning on the Commercial Operation Date a minimum of 238,000,000 kWh of renewable electricity that is comprised of a minimum of 187,000,000 kWh for the Pepco Installations and 51,000,000 kWh for the BGE Installation. If the Government does not purchase the minimum requirement for either or both Pepco and BGE as a result of a non-Force Majeure event and provided that the Government’s inability to consume the Minimum Purchase Guarantee was not due to the Contractor’s inability to deliver the energy to the Point of Delivery, then the Government shall pay the Contractor an amount equal to the Pepco shortfall, if any (187,000,000 kWh), or the BGE shortfall, if any (51,000,000 KWh), multiplied by the Contract Unit Price. Reference Section J, Attachment 2 “Minimum Purchase Guarantee Worksheet”. This guarantee is contingent on the Contractor meeting the requirements of C.4 Minimum Guarantee by Contractor.

C.4 Minimum Production Guarantee by Contractor Contractor will maintain annual production equal to or greater than the Minimum Annual Production. If the Contractor fails to meet the Minimum Annual Production through no fault of the Government, then the Contractor shall provide the Government with Renewable Energy Credits (RECs) in the quantity corresponding to the difference between the Minimum Annual Production and the Actual Annual Production. Additionally, if the cost of the conventional energy is more than the renewable energy then the Contractor shall credit the Government for the cost difference between the conventional energy cost and the Contract Unit Price for the shortfall in the Minimum Annual Production. Any required RECs or credits shall be delivered by the Contractor within 60 days of the Annual Reconciliation. Refer to paragraph G.6 for Annual Reconciliation procedures.

C.4.1 Minimum Annual Production Minimum Annual Production is equal to the lesser of 75% of the Contractor’s Expected Annual Production or the Minimum Purchase Guarantee by the Government and the Contractor shall comply with this requirement at all times.

C.4.2 Production that Exceeds the Minimum Annual Production Contractor will offer any renewable energy produced in excess of the Minimum Annual Production to the Government and the Government shall purchase said energy under the terms and conditions of that Contract Year provided that the Government requires the energy at the time it is offered. Any renewable energy in excess of the Navy’s total requirement can be sold into the marketplace.

C.4.3 Actual Annual Production Actual annual production is calculated as the renewable energy delivered to the Government at the Service Points annually beginning on the REGS Commercial Operation Date.

C.4.4 Expected Annual Production

Expected Annual Production is equal to the amount of energy in kilowatt-hours that a renewable energy facility is expected to produce in an average year as estimated by the Contractor through the use of the software, assumptions, and methods described in Section C. In order to be considered for this solicitation, the Expected Annual Production for the REGS shall be equal to or greater than the minimums referenced in C.3 Minimum Purchase Guarantee by the Government.

C.4.5 Performance of the Project and Notice to the Contractor The Contractor shall maintain the Project to be capable of producing the Minimum Annual Production over the Term of this Contract. If the Contractor fails, due to a non-Force Majeure event (refer to paragraph H.5 for Force Majeure events) to produce the Minimum Annual Production, the Contractor will be subject to written notice from the Government requesting the Contractor to provide, within 30 days, a written plan, with milestones, to cure the cause of the failure and to bring the performance of the Project into compliance with the Contract, to include the Minimum Annual Production requirement. The Government’s cure notice may also be provided to the Contractor’s financial institution(s).

C.4.6 Opportunity to Cure Once the Contractor’s plan to cure the failure has been accepted by the Government, the Contractor shall have 90 days to implement the corrective action and an additional 90 days to demonstrate compliance with the Contract through REGS production. If, after 90 days of REGS production, following both the initial 30-day written notice of failure to produce and the 90-day corrective action, the Contractor cannot demonstrate that the REGS is capable of producing the Minimum Annual Production, the Contractor will be considered in default and the Government shall have the right to terminate the Contract. Refer to Section I for Termination for Default.

C.4.7 Failure to Meet Minimum Production Guarantee If the Contractor fails to provide the Minimum Annual Production Guarantee, the Government shall only pay for the quantities produced and delivered, and the Contractor shall provide to the Government, at no cost to the Government, any other consideration not otherwise provided as a result of such failure. The Contractor shall reimburse the Government according to Section J, Attachment 2 “Minimum Production Guarantee Worksheet”.

C.5 Environmental Attributes

The Government requires the project 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.

C.6 Environmental Attributes Penalties In the event that the Contractor fails to provide the Minimum Annual Production Guarantee, it must supply to the Government at no cost, replacement Environmental Attributes of identical vintage from the PJM market, equal in MWhs to the shortfall in energy provided versus the Minimum Annual Production.

C.7 Regulatory Requirements

The Contractor shall comply with all applicable Federal, State, Interstate, and local laws and regulations, as they may be amended from time to time, and those regulations relating to health, safety, environment and reliability.

REGS REQUIREMENTS

C.8 Offsite Renewable Facility The Contractor shall secure a facility outside of the Installations to construct, operate, and maintain a REGS for the purpose of generating renewable energy capable of annual renewable energy production of at least 187,000,000 kWh distributed to Installations within Pepco and 51,000,000kWh distributed to the Installation served by BGE. To be eligible for consideration, the proposed facility must not be or ever have been previously placed in service at the time that the Notice of Intent to Award is issued. In the case where the proposed facility is part of a larger facility, the proposed facility must be sub-metered such that the energy produced and delivered to the Government can be verified.

C.9 REGS General Design and Construction The Contractor shall construct, own, operate and maintain a new REGS in compliance with applicable federal, state interstate and local laws and regulations, applicable industry codes, any applicable PJM interconnection guidelines and federal regulations. The Contractor shall provide all required notices, shall procure and maintain all necessary permits, licenses, and inspections necessary for performance of this Contract, and shall pay its respective charges and fees in connection therewith.

C.9.1 The contractor shall construct the new offsite renewable facility to ensure capability to:

(1) Supply renewable energy to the Installations through PJM in compliance with the Contractor interconnection agreement.

(2) Generate at least 187,000,000 kWh distributed through Pepco or 51,000,000kWh distributed through BGE annually of renewable energy specifically for energy requirements at the Installations.

(3) Track and reconcile annually as of the Commercial Operation Date total energy produced at the facility and energy delivered to the Government.

(4) Complete and provide the Renewable Attestation Forms, Attachment 3 for all of the renewable energy that is produced by the REGS and sold to the Installations.

C.9.2 Project As-Built Drawings and Plans Upon completion of Construction and prior to Commercial Operation, the Contractor shall deliver to the Contracting Officer and COR soft-copy Bentley Microstation version 8 or higher files of as-built drawings, and emergency REGS operating procedures.

C.10 Offsite Renewable Transfer

The Contractor shall supply renewable generated 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 Point of Delivery, 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 Point of Delivery 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.

Provision of electricity shall be performed in accordance with all terms, conditions, and special contract requirements, specifications, attachments, exhibits, and drawings contained in this solicitation or incorporated by reference.

C.11 Offsite Facility Maintenance The Contractor is solely responsible for all facility maintenance and warranties. The REGS shall be maintained in a manner which follows commercial best management practices including, but not limited to, taking reasonable steps to ensure that:

(1) equipment, materials, resources, and supplies are available to meet the Facility’s needs;

(2) sufficient operating personnel are available at all times and are adequately experienced, trained and licensed as necessary to operate the Facility properly and efficiently, and are capable of responding to reasonably foreseeable emergency conditions whether caused by events on or off the site of the Facility;

(3) preventive, routine, and non-routine maintenance and repairs are performed on a basis that ensures reliable long-term and safe operation, and are performed by knowledgeable, trained, and experienced personnel utilizing proper equipment and tools;

(4) appropriate monitoring and testing are performed to ensure equipment is functioning as designed;

(5) equipment is not operated in a reckless manner, or in a manner unsafe to workers, the general public, or contrary to environmental laws or regulations or without regard to defined limitations such as flood conditions, safety inspection requirements, operating voltage, current, volt-ampere reactive (VAR) loading, frequency, rotational speed, polarity, synchronization, and/or control system limits; and

(6) the equipment will function properly under both normal and reasonably expected Emergency conditions at the Facility.

C.12 Government Site Visits The Government will, periodically, conduct site visits to the REGS to address concerns related to the operation of the facility and to ensure Contractor compliance with applicable terms of the Contact. Site visits will be coordinated with the Contractor through the Contracting Officer.

C.13 National Environmental Policy Act (NEPA) and Environmental Requirements for Construction, Operations and Maintenance All appropriate NEPA documentation, related to the offsite renewable facility will be accomplished by the Government with close coordination with the selected offeror, at the expense of the Government.