SPE60423R0406.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1000167311

1. REQUISITION NUMBER

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER

SPE604-23-R-0406

5. SOLICITATION NUMBER

2023 MAY 15

6. SOLICITATION ISSUE

DATE

Jacob Sigler DJS0058

a. NAME

Phone: 703-767-9365

b. TELEPHONE NUMBER (No Collect calls)

2023 JUN 15

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY CODE SPE604

DLA ENERGY

INSTALLATION ENERGY

8725 JOHN J. KINGMAN ROAD

FORT BELVOIR VA 22060

USA

10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

8 (A)

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

221112NAICS:

SIZE STANDARD: 950 Employees

11. DELIVERYFOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

17a. CONTRACTOR/ CODE

OFFEROR

FACILITY

CODE

TELEPHONE NO.

18a. PAYMENT WILL BE MADE BY CODE

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

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See Schedule

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

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

27b. CONTRACT/PURCHASE ORDER INCORPORATES 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

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF. OFFER

DATED . YOUR OFFER ON SOLICITATION

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

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (Type or Print) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or Print) 31c. DATE SIGNED

SEE SCHEDULE

7. FOR SOLICITATION

INFORMATION CALL:

SEE SCHEDULE

10:00 AM

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE ADDENDUM

EDWOSB

SPE60423R0406 – PJM Portfolio 2023 Page 2 of 51

Part I – The Schedule

SECTION A – SOLICITATION / CONTRACT FORM

Continuation of SF 1449, Block 8 Offer Due Date This date refers to only to the non-price proposal requirements of this Request for Proposal (RFP).

Offerors shall submit all Non-Price Proposal elements and all other required documents pursuant to Section L of this RFP. Offerors are encouraged to submit their proposals early as pricing is not required prior to the date/time defined in SF 1449, Block 8.

NOTE 1: Prospective offeror’s are encouraged to review Federal Acquisition Regulation 15.208 regarding timely submission of offers. Specifically, please be aware that it is the offeror’s responsibility to ensure that their offer is actually received at the designated Government office prior to the solicitation closing. Submission of offers by electronic commerce (e.g. e-mail or fax) is governed by FAR 15.208(b)(1)(i). If an offeror electronically submits its offer on the day the solicitation closes, then timeliness will be determined based on whether or not the offer was actually received prior to closing. In that situation, the offeror will bear the risk of any delay in the transmission of their offer (e.g. offeror clicked “send” prior to the closing of the solicitation, but the e-mail did not arrive until after the time for closing), and offers not actually received prior to closing will be late. However, pursuant to FAR 15.208(b)(1)(i), if an offeror utilizes a means of electronic commerce to send their offer and transmits it not later than 5:00 p.m. ONE DAY PRIOR to the time for closing (and can prove that they have done so), then the offeror will be protected from such unexpected transmission delays and its offer will be considered timely.

NOTE 2: E-mails being sent to DLA Energy by non-DoD entities during the weekdays from 0800 to 1700 may be delayed up to several hours. To minimize potential issues as a result of any e-mail delays, DLA Energy requests that any correspondence from Non-DoD Entities allow at least 24 hours to be received.

NOTE 3: Prices shall be submitted via a reverse auction commencing at a time to be determined. The reverse auction shall be conducted in accordance with DLAD Procurement Note L09 REVERSE

AUCTION (OCT 2016).

NOTE 4: The Government reserves the right not to consider any exceptions to the stated solicitation requirements received after the due date for technical offers.

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B1.08-2 SUPPLIES TO BE FURNISHED (ELECTRICITY)(PORTFOLIO APPROACH)(DLA

ENERGY)(JAN 2012)

(a) The contract quantities are best estimates only of the Government’s requirements for the contract period. The Contractor shall supply and deliver electricity and any ancillary services required in the STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) contract provision. Contract performance shall be accomplished in accordance with the terms and conditions of this contract.

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

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Applicable NERC Region: PJM

Public Utility Commission (PUC): Public Service Commission of Maryland (PSCM) Pennsylvania Public Utility Commission (PPUC) New Jersey Board of Public Utilities (NJBPU)

Utility Service Region: ACE Atlantic City Electric

BG&E Baltimore Gas and Electric Delmarva Delmarva Power Duquesne Duquesne Light Power JCP&L Jersey Central Power and Light PEPCO Potomac Electric Power Company

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

Location/ Number of Spreadsheet Installation Name Accounts Name(s)

Note 1: DLA Energy is aware of the current and potential future projects at the following installations:

A. Aberdeen Proving Grounds is enrolled in a 2,000kW Demand Response agreement.

B. Defense Intelligence Agency - Bethesda is under a 350kW Demand Response agreement.

C. Joint Base Andrews is enrolled in a 1000kW Demand Response agreement.

Aberdeen Proving Grounds 5

Attachment I – Installation Data Sheet

Army Corps of Engineers 2 Defense Intelligence Agency - Bethesda 1

Fort Detrick - Forest Glenn Annex 2 Joint Base Andrews 1

Joint Base McGuire-Dix-Lakehurst 6 Maryland Institute for Defense Analysis 1

National Institute of Standards & Technology 1 National Institutes of Health 10

Naval Air Systems Command – Lakehurst 1 Naval Facilities Engineering Command –

Washington 1 New Jersey Coast Guard - Cape May 1

Picatinny Arsenal 2 Pittsburgh Air Reserve Center 2

Transportation Security Administration 1 USDA Beltsville Agricultural Research

Center 3

VA Maryland Health Care System 1

SPE60423R0406 – PJM Portfolio 2023 Page 4 of 51

D. Maryland Institute for Defense Analysis is expecting a monthly increase of usage between 400 and 1500 kW per month beginning in early spring of 2026.

E. National Institute of Standards & Technology is enrolled in a 2500 kW Winter and 4500-6500 kW Summer Demand Response agreement.

F. Transportation Security Administration has potential lighting upgrades to LED in the early development of requirements. As information becomes available, any usage changes anticipated will be noted.

G. USDA Beltsville Agricultural Research Center has a Solar PV on-site generation plan which will reduce the current load by an estimated 10-15%, with operation expected to begin Summer 2027.

H. VA Maryland Health Care System care is enrolled in a 733kW Demand Response Agreement.

Note 2: Contractor shall not discuss nor disclose any load information to any outside party entity without prior written consent from the Contracting Officer.

Note 3: The Government is exempt from State Sales Tax and the exemption forms will be provided at the time of award.

(d) The Government is soliciting offers for a 60-month delivery period (from meter read date occurring in June 2024 to the meter read date occurring in June 2029). Specifics for each line item are provided with each individual Installation Data Sheet. The information includes: (1) Location;

(2) Local Electric Utility; (3) Current Tariff Rate; (4) Utility Account Number; and (5) Contract Performance Period.

Please use the following link to access the information: http://www.sam.gov

(e) The Government is soliciting offers for Firm Fixed Price, Requirements Type utilizing Locational Marginal Price (LMP) basis for electricity.

B19.46 BLOCK PURCHASES (ELECTRICITY) (DLA ENERGY) (OCT 2021)

The total amount charged by the Contractor each month shall equal the sum of charges for: (a) Electricity,

(b) the Transaction Fee, and (c) Other Market Charges.

(a) ELECTRICITY. The Contractor shall procure a portion of the electricity to be delivered under the contract in blocks at firm-fixed prices in accordance with paragraph (1) below. All blocks shall be purchased at PJM West Hub, with the remainder of the electricity requirement at the specific utility zone Locational Marginal Prices (LMP).

(1) Electricity – Purchase by Firm-Fixed Price Blocks.

(i) Attachment II, titled “Block Purchase Schedule”, contains details concerning the dates and size of firm-fixed price blocks the Contractor shall purchase on behalf of the Government.

The Government reserves the right to modify Attachment II without change to the Contractor’s Transaction Fee.

NOTE: If the Government modifies the block purchase schedule, the Government will forward to the Contractor a revised “Block Purchase Schedule” for Contractor signature of acknowledgement. The Contractor shall return the signed and approved contract modification containing the revised Block Purchase Schedule to the Government within 5 calendar days. The Contractor shall execute the block purchases in accordance with the revised schedule. Any modification to the Block Purchase Schedule shall not exceed 36 months beginning one month subsequent to the date when the Government directs the Contractor to make a block purchase, unless different terms are mutually agreed upon.

(ii) All blocks shall be sized in whole megawatts.

http://www.fbo.gov/

SPE60423R0406 – PJM Portfolio 2023 Page 5 of 51

NOTE 1: All blocks shall be of a size not less than 5 megawatts.

(iii) Blocks may be either all-hour (i.e., 24 hours by 7 days), or on-peak period only, or off-peak period only.

(iv) For each block purchase, the Contractor shall provide to the Government at least three executable price quotes, or at least four if one of the executable price quotes is from a Contractor affiliate. Within one hour of receiving notification from the Contractor regarding the executable price quotes for a firm-fixed price block, the Government will notify the Contractor of its decision to accept one, or reject all, of the executable price quotes provided by the Contractor. Typically, the Government will notify the contractor, by telephone, of its decision within five to ten minutes of receiving the executable price(s). Upon receipt of the Government’s acceptance of an executable price quote, the Contractor shall purchase the block. The Government may, in its sole discretion, reschedule the purchase of a block, pursuant to the foregoing procedures, should the Government reject all of the executable price quotes provided by the Contractor for a block. The Government is responsible only for the decision to enter into block electricity purchases. The Contractor is responsible for managing all other aspects as required by the Statement of Work to ensure performance. The Government reserves the right to decline to purchase any block(s) if, in its sole discretion, it determines the price or any other aspect of the proposed block purchase is unsatisfactory.

(v) For the blocks of electricity purchased by the Contractor at firm-fixed prices, the Government shall pay the Contractor the product of the market-based block price-per kilowatt-hour (kWh) and the number of kWhs in the block.

(vi) If in any Settlement Period the Government’s kWh consumption is below (or above) the sum of the blocks to be delivered, the Contractor shall credit (or charge) the Government for each kWh of consumption below (or above) the sum of the blocks as specified in subparagraph (2), below.

(2) Electricity – Purchased at relevant PJM UDC zone’s Real-Time LMP.

Pricing for Quantities Outside Purchased Blocks of Electricity

(i) If, in any Settlement Period, consumption of electricity is below or above the contract blocks, the Contractor shall charge the Government in accordance with the methodology specified in Sections (2)(ii) and (2)(iii) of this contract text, respectively.

(ii) If, in any Settlement Period, an Electricity Deficiency occurs, an Electricity Deficiency Adjustment shall be made. Electricity Deficiency means the deficit in the Government’s Actual Consumption for the Settlement Period as measured against the sum of the electricity associated with the electricity blocks for the Settlement Period, i.e., the Benchmark Quantity.

Electricity Deficiency is calculated by subtracting the Actual Consumption for a Settlement Period from the Settlement Period Benchmark Quantity for that period. The Electricity Deficiency Adjustment is a credit to the Government.

Expressed as a formula, the Electricity Deficiency Adjustment is EDA = ED x UDC RT LMP where-- EDA is the Electricity Deficiency Adjustment ED is the Electricity Deficiency UDC RT LMP is the relevant UDC zone’s Real-Time LMP value as posted on PJM’s website.

The Electricity Deficiency Adjustment is calculated for each Settlement Period in the month in which the electricity was consumed and included on the next monthly invoice.

(iii) If, in any Settlement Period, Excess Electricity is consumed, an Excess Electricity Adjustment shall be made. Excess Electricity means the excess in the Government’s Actual Consumption for the Settlement Period as measured against the Settlement Period Benchmark Quantity.

SPE60423R0406 – PJM Portfolio 2023 Page 6 of 51

Excess Electricity is calculated by subtracting the Settlement Period Benchmark Quantity from the Actual Consumption for the Settlement Period. The Excess Electricity Adjustment is a charge to the Government.

Expressed as a formula, the Excess Electricity Adjustment is EEA = EE x UDC RT LMP where-- EEA is the Excess Electricity Adjustment EE is the Excess Electricity UDC RT LMP is the relevant UDC zone’s Real-Time LMP value as posted on PJM’s website.

The Excess Electricity Adjustment is calculated for each Settlement Period in the month in which the electricity was consumed and included on the next monthly invoice.

(b) TRANSACTION FEE. For each Settlement Period, the Government shall pay the Contractor the product of the Transaction Fee and the account’s total electricity consumption in that Settlement Period. The Transaction Fee shall be fixed and identical for each kWh supplied under this contract. The Transaction Fee shall not include any charges identified in Paragraphs (a) Electricity; or (c) Other Market Charges; of this clause.

NOTE 2: All credits shall be passed-through to the Government and not included in the Transaction Fee.

(c) OTHER MARKET CHARGES. The following charges identified below shall be a direct pass-through to the Government with no additional mark-up, and shall be invoiced in accordance with the INVOICE clause:

NOTE 3: All such charges are shown on the PJM Billing Statement Line Items, Attachment V, as of May 3, 2023. An up-to-date version of these charges is available at:

http://www.pjm.com/-/media/markets-ops/settlements/msrs/finalized-billing-statement-lineitems-and-line-item-mapping.ashx

NOTE 4: The following costs, which are not included in Section (a) ELECTRICITY or (b) TRANSACTION FEE may be purchased by the Government through a method mutually agreed to and shall be invoiced in accordance with the INVOICE clause:

(1) CAPACITY – The capacity price shall be the established PJM Auction price as defined on the PJM website, for the applicable Zone. Contractors will be required to provide documentation for the capacity charge calculation.

(2) TRANSMISSION COSTS – Transmission costs associated with each account shall be passed through to the Government at the applicable PJM tariff rate as prescribed in the OATT.

Transmission charges shall be billed according to the following formula:

Transmission Charge = Applicable Transmission Peak Load Contribution (kW) x Network Integration Transmission Service Rate (relevant PJM UDC zone) / 365 /

(3) REGIONAL TRANSMISSION EXPANSION PLANNING PROCESS (RTEP) –

PJM’s RTEP shall be treated as direct pass-through to the Government.

(4) RELIABILITY MUST RUN (RMR) - Any RMR charges shall be treated as a direct pass-through to the Government.

SPE60423R0406 – PJM Portfolio 2023 Page 7 of 51

(5) AUCTION REVENUE RIGHTS (ARRs) - Any ARRs 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. The monthly invoices shall provide documentation of the derivation of the ARR credits.

NOTE 5: The timeframe for applying Auction Revenue Rights (ARR) credits is 60 days maximum.

(6) TRANSMISSION AND DISTRIBUTION LOSSES – Transmission losses (charges and credits) and Distribution loss charges shall be treated as a direct pass-through to the Government and shall be the sum of the transmission and distribution losses charges/credits applicable to the account load for the month. Credits to the Government shall include PJM Marginal Loss Over-Collection Credits associated with the account loads. The Contractor shall provide the methodology and documentation of how these credits are calculated. Losses shall not be calculated by grossing up metered consumption and shall be calculated as follows:

For each billing period, Step 1: Calculate Average Load weighted LMPs (using Day Ahead LMPs for relevant PJM UDC zone Zone) in $/MWH = ∑(hourly loads X hourly LMP) / ∑(hourly loads)

Step 2: Calculate Unit Loss Charge = Loss Factor X Average Load Weighted LMPs

Step 3: Loss charges = Unit Loss Charge X Total Actual (i.e., metered) Consumption

(7) PJM MARGINAL LOSS OVER-COLLECTION CREDIT

(i) Credits shall be treated as a separate line item on each invoice

(ii) Over collection of Marginal losses shall be passed-through to the Government.

(iii) Offerors have the option to use the load ratio share or hourly loss duration factors to compute the PJM Marginal Loss Over Collection Credits.

(iv) Offerors shall specify the method chosen to compute the PJM Marginal Loss Over Collection Credits, in their offer.

(v) Any PJM losses over-collection credits due to the installation after the expiration of the contract terms shall be reimbursed to the APPLICABLE INSTALLATION FINANCE OFFICE (TO BE PROVIDED AT CONTRACT AWARD) by check. Technical Data Submissions shall include information describing the supplier’s refund process for PJM losses over-collection credits to be used in the event of contract award. Suppliers shall also provide examples showing the calculation methodology and invoicing procedures.

(8) UNACCOUNTED FOR ENERGY (UFE) - UFE is to be passed through with a 60 day true-up.

(9) EDC LOSS DE-RATION - The EDC Loss De-Ration Factor shall be a direct pass-through with no mark-up and applied in relation to Hourly Consumption and the Transmission and Distribution Loss Factors as follows:

Hourly Consumption x (1 + Distribution Loss Factor) x (1 + Transmission Loss Factor) x (1 – EDC Loss De-ration Factor)

(10) For all Pennsylvania accounts, the PA Gross Receipts Tax (GRT) shall not be included in the offered unit prices. It shall be bill as a separate line item.

SPE60423R0406 – PJM Portfolio 2023 Page 8 of 51

(11) The cost to procure UDC system losses and UFE assessed to each account by the UDC pursuant to the UDC’s delivery tariff and retail supplier coordination tariff shall be passed through to the Government as a gross up to metered usage.

NOTE 6: Executive Order (EO) 14057, Catalyzing Clean Energy Industries and Jobs Through Federal Sustainability, was issued on December 8, 2021. The EO requires the Government transition to 100% Carbon Pollution-Free Electricity (CFE) by 2030.

During the term of the contract, if the CFE market develops to a point that it is viable for the contractor to deliver CFE; contractor must be willing to discuss and, if commercially possible for a reasonable price, deliver an agreed amount of CFE to the Government.

Note 7: The blocks that will be purchased on Attachment I are estimated to be 70% of the Governments load. The remaining amount shall be purchased at the zonal Real Time market in accordance with Clause B19.46 BLOCK PURCHASES (ELECTRICITY) (DLA ENERGY OCT 2021), Subparagraph (a)(2) Electricity – Electricity – Purchased at relevant PJM UDC zone’s Real-Time LMP.

Note 8: Under the resulting contract, DLA Energy will require that the Contractor establish a PJM Sub-account (or PJM Sub-accounts) for one or more of the relevant UDC zones. The establishment of one or more PJM Sub-accounts will be used to facilitate the assignment of pass-through charges to the Government for the accounts served under PJM Sub-account.

B19.48 SUB-ACCOUNT/SUB-QUALIFIED SCHEDULING ENTITIES(ELECTRICITY) (DLA

ENERGY)(NOV 2021)

The total monthly amount charged by the Contractor for accounts listed in Attachment I - Installation Data Sheet shall equal the sum of the following components:

(a) ENERGY. For each hour of the month, the Government shall pay the Contractor the product of the Day Ahead Locational Marginal Price (LMP), for the Contract’s UDC zones and the account’s loss-adjusted metered load to the same ISO Load Zone.

(b) TRANSACTION FEE. The Transaction Fee is the product of a fixed fee multiplied by the account’s total metered energy consumption in that month, as measured by the UDC’s end use retail meter. The fixed fee shall compensate the Contractor for all services performed, and costs incurred, whose recovery is not specifically provided for by the Energy and Other Market Charges components described in this section. The fixed fee shall remain constant throughout the Contract. The Government will not pay a transaction fee on transmission & distribution system losses and Unaccounted for Energy (UFE). The Contractor shall not include any charges identified in Paragraphs (a) Energy, or (c) Other Market Charges, of this clause. The transaction fee shall be fixed and identical for each kWh supplied under this Contract.

(c) OTHER MARKET CHARGES. The charges and credits identified below shall be a direct pass-through to the Government with no additional mark-up. The Contractor shall establish a PJM Sub-account for each UDC zone to facilitate the Government’s assignment of pass-through charges to each account served by the applicable Sub-account. All such charges shall be shown on the ISO Billing Statement Line Items, Attachment V – PJM Billing Statement Line Items.

An up-to-date version of these charges is available at:

https://www.pjm.com/-/media/markets-ops/settlements/msrs/finalized-billing-statement-line-items-and-line-item-mapping.ashx

SPE60423R0406 – PJM Portfolio 2023 Page 9 of 51

(d) INDICES. In the event that the PJM LMP, or any other index upon which the energy prices for this contract are determined, ceases to publish or is substantially altered (including, for example, the elimination of price caps) the parties shall agree upon a substitute index. If the parties fail to agree on an appropriate substitute index, the matter shall be resolved in accordance with paragraph (d), Disputes, of the CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS clause of the contract.

B806 CONTRACT PRICE CONVERSION (ELECTRICITY) (DLA ENERGY JAN 2012)

(a) At any time during contract performance, the Government and the Contractor can mutually agree to convert any Locational Marginal Price-based contract line items quantity to a firm-fixed price for a specific delivery month(s) or for the remainder of the delivery period, based on the historical usage identified in the Installation Data Sheets. Either party can initiate such a proposal for a specific delivery month(s) or for the remaining contract period. The proposal to convert must identify the contract line item(s) for which conversion is proposed and specify a period for acceptance in LOCAL TIME, FORT

BELVOIR, VIRGINIA.

(b) Price negotiations may be held. If the Government accepts a proposal, the contract will be modified to reflect the revised price(s). Acceptance by the Government of the Contractor’s price proposal within the time limit allotted by the Contractor for acceptance of the price proposal shall be binding.

(c) The quantities agreed upon at the time of acceptance of the Contractor’s proposal shall be used to establish the monthly estimated quantity for purposes of the ELECTRICITY PRICING FOR QUANTITIES OUTSIDE ESTABLISHED LOAD BANDWIDTH contract text, should actual quantities deviate from estimates. Electricity provided by the Contractor in excess of the established bandwidth shall be priced in accordance with the ELECTRICITY ORDERING PROCEDURES contract text.

SECTION C – STATEMENT OF WORK/SPECIFICATIONS

C804 STATEMENT OF WORK/SPECIFICATIONS (ELECTRICITY) (DLA ENERGY)(June 2021)

(a) STATEMENT OF WORK. The Contractor shall supply electricity, and any ancillary services required to deliver electricity to the Point of Delivery, for each account under the contract. The Contractor shall schedule and coordinate, and supply any ancillary services required for the delivery of electricity to the Service Point for each account. Charges incurred due to the Contractor's failure to abide by the terms of the applicable tariffs and PJM agreements and/or the UDC Service Agreement shall be the responsibility of the Contractor. The Contractor is responsible for all costs required to meet its obligations under this contract, including but not limited to costs associated with deliveries of electricity to the Point of Delivery and with scheduling and coordination for delivery of electricity to the Service Point for each account. The Contractor shall be liable for any and all penalties and/or additional costs assessed to the Government for the nondelivery of the electricity requirements in accordance with paragraphs (f) and (m) of Tailored 52.212-4, CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS, as incorporated into this contract.

NOTE: All quantities ordered by the Government, both inside and outside the fixed blocks, 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.

(b) INVOICE AND PAYMENT. FAR 52.212-4 (g) is incorporated by reference as it is a mandatory commercial clause. However, although the purchase of electricity is entirely commercial, the billing of electricity does not squarely fall into the reasonable requirements the Government mandates for

SPE60423R0406 – PJM Portfolio 2023 Page 10 of 51 other commercial products to be invoiced. Under the authority of FAR 52.215-8 Order of Precedence, the Government’s explicit invoice and payment instructions in C800 supersedes FAR 52.212-4(g).

The Government will utilize/allow Dual Billing. All invoicing shall be based on meter quantities at the service point for each account. The Contractor may only invoice for charges allowed under the terms and conditions of the contract. Any costs associated with billing shall be the responsibility of the Contractor and shall be included as part of the offered price. Each invoice shall be prepared in a manner consistent with and shall conform to the applicable PUC requirements for Dual Billing. In addition to the requirements set forth in FAR 52.212-4

CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS Paragraph (g), each contractor invoice shall include the following information for Dual Billed accounts, if available from the

UDC:

(1) Installation name, Line Item, and individual account information (Account Number, Meter Number, and Service Location)

(2) Billing period for each account

(3) Total consumption (kWh) for each account for the billing period

(4) Total Energy Charge for the account for the billing period

(5) Capacity Costs and its associated cost for the billing period

(6) Transmission Costs for the billing period

(7) Renewable Energy Credits for the billing period

(8) Transmission Congestion and PJM Losses for the billing period

(9) Transaction Fee for the billing period

(10) All information required by the PUC/PSC to be included on customer invoices.

(11) Passed through Other Market Charges for the billing period

(12) Reliability Must Run

(13) UDC Losses

(14) For all Pennsylvania line items, the PA Gross Receipts Tax (GRT) shall not be included in the offered unit prices. It shall be billed and as a separate line item

To calculate the Total Energy Charge (Number 4 above) for each account the Contractor shall provide on each invoice, a per-account energy usage break down (hour-by-hour with the corresponding firm fixed price block rates and LMP rates for all applicable firm fixed price blocks for each hour. To calculate the Account Capacity Obligation for each account (Number 5 above) and the associated costs, please see Clause B19.46 BLOCK PURCHASES (ELECTRICITY) (DLA ENERGY JAN 2012), Subparagraph (b)(2) Capacity Costs.

NOTE 1: Contractor shall provide an electronic copy of each account invoice to DLA Energy along with a summary accounting of total charges, i.e., the sum of charges to each of the accounts. The summary accounting of total charges shall include all of the elements contained in the account invoice aggregated over all accounts. It is required for Contractor to send the monthly backup documentation (spreadsheets) to installations with each invoice.

If a Contractor is unable to issue a bill based on actual meter reading due to the failure of the UDC to obtain or transmit a meter reading to the Contractor, the Contractor may issue a bill based on an estimated reading fifteen (15) calendar days following the meter read date for the affected account. The Contractor must inform the customer of the reason for the issuance of the estimated bill, and the Government reserves the right to obtain documentation relating to the efforts taken by the Contractor to obtain the meter read data. For estimated billing purposes, the estimate of usage provided by the UDC shall be used first. If no such UDC estimate is available, the Contractor shall use the relevant monthly

SPE60423R0406 – PJM Portfolio 2023 Page 11 of 51 consumption data (as the estimate) included in the applicable Installation Data Sheet, adjusted for the number of days. All estimated bills shall be trued up on the next billing cycle.

Contractor shall provide an electronic copy of each account invoice to DLA Energy along with a summary accounting of total charges, i.e., the sum of charges to each of the accounts. The summary accounting of total charges shall include all of the elements contained in the account invoice aggregated over all accounts. Contractor shall also provide to DLA Energy, on a quarterly basis, the calculation of the reconciliation charge applicable to invoices for the following quarter. This document shall be sufficiently detailed to facilitate DLA Energy review and verification.

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

NOTE 2: Suppliers will not be charged for AMR.

NOTE 3: The paying offices for each installation will be provided to awardee(s) in the resultant contract.

To expedite the review and certification, invoices shall be in Excel format and presented via electronic mail (e-mail) or a web-based solution.

NOTE 4: If a Contractor is unable to issue a bill based on actual costs to the failure of the ISO to transmit the subaccount settlement charges to the Contractor, the Contractor may issue a billed based on an estimated invoice for the affected account. The Contractor must inform the customer of the reason for the issuance of the estimated bill, and the Government reserves the right to obtain documentation relating to the efforts taken by the Contractor to obtain the settlement charges. For estimated billing purposes, the estimate of the usage provided by the UDC shall be used first. If no such UDC estimate is available, the Contractor shall use the relevant monthly consumption data (as the estimate) included in the applicable Installation Data Sheet, adjusted for the number of data. All estimated bills shall be trued up on the next billing cycle.

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

(d) SCHEDULING AND SUPPLY MANAGEMENT. It shall be the Contractor's responsibility to schedule deliveries for each account awarded for the period of performance 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 this contract. The Government will not pay any costs associated with the Contractor's failure to deliver electrical power at the Point of Delivery 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. The Contractor shall also retain all supporting ISO invoices and billing reports associated with each of the PJM Sub-accounts dedicated to the various Government accounts. 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

SPE60423R0406 – PJM Portfolio 2023 Page 12 of 51 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 I800, ELECTRICITY ORDERING PROCEDURES contract text.

(g) POINT OF DELIVERY. For this solicitation and any resulting contract, the delivery point for each account is defined as an interconnect with the UDC owned or controlled transmission or distribution systems.

(h) SERVICE POINT. For this solicitation and any resulting contract, the Service Point is defined as the meter(s) indicated for each account awarded

(i) SPECIFICATIONS. The electricity provided under this contract shall conform to the tariff of the transmitting and/or distributing utility at the Point(s) of Delivery specified in the Schedule.

(j) SUB-ACCOUNTS. Under the resulting contract, DLA Energy shall require that the Contractor establish a PJM Sub-account for each of the relevant UDC zones. The establishment of PJM Sub-accounts shall be used to facilitate the assignment of pass-through charges to the Government for the account(s) served under the applicable PJM Sub-account.

NOTE 4: The Contractor will have one invoice for each utility distribution company (UDC) zone, which will need to be allocated to each government customer in the zone. Allocation of cost elements shall be based on relevant billing determinants (e.g., NSPL for NITS, PLC for capacity, Real-Time energy for energy-based ancillary services). DLA Energy and the Contractor will come to agreement on the method of cost allocation following award of the contract. Quarterly, prior to each block purchase, contractor must review and potentially reallocate percentages based on most current historical usage and submit to the Contracting Officer for review.

SECTION D – PACKAGING AND MARKING

Not Applicable

SECTION E – INSPECTION AND ACCEPTANCE

The Offeror shall comply with FAR 52.212-4 Contract Terms and Conditions – Commercial Items, Paragraph (a) Inspection/Acceptance.

SECTION F – DELIVERIES OR PERFORMANCE

Not Applicable

SECTION G – CONTRACT ADMINISTRATION DATA

Not Applicable

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H800 NOTIFICATION OF TARIFF/RATE CHANGES (ELECTRICITY) (DLA ENERGY 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. Failure of the Contractor to comply with this contract text shall not be grounds for termination for cause.

Part II – Contract Clauses

SPE60423R0406 – PJM Portfolio 2023 Page 13 of 51

SECTION I – CONTRACT CLAUSES

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (DEC 2022) (TAILORED)

NOTE: INSTRUCTIONS HAVE BEEN TAILORED TO BE MORE CONSISTENT WITH

COMMERCIAL PRACTICE UNDER FAR PART 52.212-4. ALL OTHER INSTRUCTIONS

INCLUDED IN FAR 52.212-4 ARE HEREBY INCORPORATED BY REFERENCE (SEE BLOCK 27A

OF STANDARD FORM 1449).

(f) EXCUSABLE DELAYS (Tailored). The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence, such as acts of God or the public enemy, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, civil disturbance, hostile forces, terrorist acts or transmission failure. An excusable delay or similar event suffered by an independent service operator (ISO) (or an equivalent of an ISO) or a utility distribution company (or electric distribution company or transmission distribution services provider) shall constitute an excusable delay hereunder. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly provide notice to the Contracting Officer of the cessation of such occurrence. Upon delivery of notice of the occurrence of an excusable delay, the obligations of the Contractor shall be suspended to the extent affected by such excusable delay.

(k) TAXES (Tailored).

(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 (Tailored).

(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

SPE60423R0406 – PJM Portfolio 2023 Page 14 of 51 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 Sheet).

(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 sum of (i) the average of on and off-peak prices at the Relevant PJM Hub through which the account is served; and (ii) a reasonable estimate of market charges forming the basis between the Hub and applicable Load Zone; 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 tailored clause.

(m) TERMINATION FOR CAUSE (Tailored). The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) TITLE (Tailored). Title to the electricity supplied by the Contractor under this contract shall pass to the Government upon delivery at the delivery point specified in the Schedule. The Contractor

SPE60423R0406 – PJM Portfolio 2023 Page 15 of 51 warrants that the electricity delivered to the Government under this contract will be free and clear of any liens, claims and encumbrances arising prior to delivery at the delivery point specified in the Schedule.

(o) WARRANTY (Tailored). The Contractor warrants and implies that the electricity delivered hereunder conforms to the tariff of the transmitting and/or distributing utility at the delivery point specified in the Schedule.

(p) LIMITATION OF LIABILITY (Tailored). Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for any consequential, special, incidental, punitive, exemplary, or indirect damages or other business interruption damages except to the extent caused by a Contractor’s or its agent’s gross negligence or willful misconduct.

FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS – COMMERCIAL ITEMS (MAR 2023)

(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) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Nov 2021) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

(5) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (Mar 2023) ( 31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(7) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 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:

[Contracting Officer check as appropriate.]

X (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (June 2020), with Alternate I (Nov 2021) (41 U.S.C. 4704 and 10 U.S.C. 2402).

X (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Nov 2021) (41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

X (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020) (Pub. L. 109-282) ( 31 U.S.C. 6101 note).

__ (5) [Reserved].

__ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

SPE60423R0406 – PJM Portfolio 2023 Page 16 of 51

X (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Nov 2021) (31 U.S.C. 6101 note).

X (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

__ (10) [Reserved].

__ (11) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Oct 2022) (15 U.S.C. 657a).

X (12) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (ii) Alternate I (Mar 2020) of 52.219-4.

__ (13) [Reserved] __ (14) (i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

__ (ii) Alternate I (Mar 2020) of 52.219-6.

__ (15) (i) 52.219-7, Notice…