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Arkansas Parties Working Collaboratively (“PWC”) MR. MATT KLUCHER DIRECTOR, RATES AND DEMAND RESOURCES Arkansas Public Service Commission 1000 Center Street LITTLE ROCK, AR. 72201 501/ 682-5661 PARTIES WORKING COLLABORATIVELY REQUEST FOR PROPOSAL ARKANSAS ENERGY EFFICIENCY POTENTIAL STUDY PROPOSAL NO.: 2014-101 MARCH 10, 2014

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Arkansas Parties Working Collaboratively (“PWC”)

MR. MATT KLUCHER DIRECTOR, RATES AND DEMAND RESOURCES

Arkansas Public Service Commission 1000 Center Street

LITTLE ROCK, AR. 72201 501/ 682-5661

PARTIES WORKING COLLABORATIVELY

REQUEST FOR PROPOSAL

ARKANSAS ENERGY EFFICIENCY POTENTIAL STUDY

PROPOSAL NO.: 2014-101

MARCH 10, 2014

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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TABLE OF CONTENTS

1. Introduction _________________________________________________________________ 3

2. Definitions __________________________________________________________________ 4

3. Background _________________________________________________________________ 6

3.1 Investor Owned Utilities (IOUs) ___________________________________________________ 6

3.2 Purpose of the Potential Study ____________________________________________________ 6

4. Roles and Responsibilities _____________________________________________________ 7

4.1 PWC and Staff Roles and Responsibilities __________________________________________ 7

5. Scope of Work _______________________________________________________________ 7

5.1 Potential Study SOW and Delivery ________________________________________________ 8

5.2 Proposal Technical Contents ____________________________________________________ 10

6. Qualifications and Experience _________________________________________________ 11

6.1 Management Structure _________________________________________________________ 11

6.2 Savings Potential Research Experience and References ______________________________ 12

6.3 Conflict of Interest Disclosure ___________________________________________________ 12

6.4 General Requirements _________________________________________________________ 13

7. Cost Proposal _______________________________________________________________ 13

8. Selection Process and Evaluation Criteria _______________________________________ 13

8.1 Mandatory Requirements _______________________________________________________ 13

8.2 Rated Criteria Evaluation_______________________________________________________ 13

8.3 Interview _____________________________________________________________________ 14

8.4 Contract Negotiations __________________________________________________________ 14

9. Instructions to Bidders _______________________________________________________ 14

9.1 Proposal _____________________________________________________________________ 14

9.2 Bid Documents ________________________________________________________________ 15

9.3 Addenda during Bidding________________________________________________________ 15

9.4 Bidder's Responsibility _________________________________________________________ 15

9.5 Proposal Distribution __________________________________________________________ 15

9.6 Performance Schedule __________________________________________________________ 16

9.7 Proposals Must Be Submitted On Time and at Prescribed Location ____________________ 16

9.8 Clarifications _________________________________________________________________ 16

9.9 Proposal Requirements _________________________________________________________ 17

9.10 Right to Accept or Reject _______________________________________________________ 17

9.11 Completion Schedules __________________________________________________________ 17

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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9.12 Questions Regarding RFP_______________________________________________________ 17

9.13 No Incorporation by Reference by Bidder _________________________________________ 17

9.14 Notification to Other bidders of outcome of procurement process. _____________________ 17

APPENDIX A: PROPOSAL FORM ________________________________________________ 18

APPENDIX B: BIDDER CERTIFICATION _________________________________________ 20

APPENDIX C: LIST OF PROPOSED SUBCONTRACTORS __________________________ 21

APPENDIX D: REFERENCES FORM _____________________________________________ 22

APPENDIX E: PROJECT COST ALLOCATION TEMPLATE ________________________ 23

APPENDIX F: REQUIRED PROPOSAL FORMAT __________________________________ 24

EXHIBIT A: ARKANSAS PUBLIC SERVICE COMMISSION ORDER NO.7 ____________ 26

EXHIBIT B: EM&V PROTOCOLS, SELF-DIRECT RULES AND ACT 253 _____________ 27

List of Tables

Table 1: EE RFP Evaluation Scoring Matrix ___________________________________________ 14

Table 2: RFP Performance Schedule _________________________________________________ 16

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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1. INTRODUCTION

The Parties Working Collaboratively (PWC) are a collaborative working group that was initiated in 2011 in Arkansas to address a number of Conservation & Energy Efficiency (C&EE) program related issues, including developing Evaluation, Measurement and Verification (EM&V) protocols. The PWC strives to arrive at consensus decisions, to the greatest extent possible, in a collaborative manner. The current collaborative working group members includes the General Staff (Staff) of the Arkansas Public Service Commission (APSC or Commission); the Consumer Utilities Rate Advocacy Division of the Arkansas Attorney General’s Office; Entergy Arkansas, Inc. (EAI); CenterPoint Energy Resources Corp. d/b/a CenterPoint Energy Arkansas Gas; Southwestern Electric Power Company (SWEPCO); SourceGas Arkansas Inc. (f/k/a Arkansas Western Gas Company); Arkansas Oklahoma Gas Corporation; The Empire District Electric Company; Oklahoma Gas and Electric Company; Arkansas Community Action Agencies Association, Inc. (ACAAA); National Audubon Society, Inc.; Arkansas Advanced Energy Association, Inc. (AAEA); Sierra Club; Arkansas Electric Energy Consumers, Inc. and Arkansas Gas Consumers, Inc. (AEEC/AGC).

The PWC are issuing this Request for Proposal (RFP) for the selection of an experienced Third Party Consultant (Consultant) to prepare and deliver an Energy Efficiency Potential Study (“Potential Study”) described herein as part of the APSC’s energy efficiency (EE) savings target setting efforts. The Potential Study Consultant will be retained by the PWC to inform the Commission of reasonable and appropriate bottom up achievable, cost effective energy efficiency savings targets. The results of the Potential Study will inform the development of future EE targets in Arkansas and future program planning, implementation and independent evaluation of EE programs.

EE programs were first implemented in Arkansas via Quick Start Programs in 2007. Since that time the EE programs have evolved into more comprehensive programs that are available to all investor owned utility (IOU) retail markets, and are to be designed to meet the Commission’s mandated Comprehensive Checklist Factors1 and comply with the APSC’s Rules for Conservation and Energy Efficiency Programs (C&EE Rules) and Orders within Docket No. 13-002-U. Savings are estimated for the program year based on annual EM&V and the current version of the Arkansas Technical Reference Manual (TRM), including both the deemed savings/algorithms and the custom measure measurement and verification as provided via the TRM protocols. Independent EM&V for all utilities and programs is overseen by an Independent Evaluation Monitor (IEM). The 2012 program year was the first full year of independent process and impact evaluations. The current comprehensive IOU EE programs are to continue through December 31, 20152, subject to additional modifications based upon independent EM&V recommendations or changes in retail markets.

The Consultant will be paid by the IOUs through a cost sharing mechanism already in use to pay for the IEM. The IEM will also assist Staff and the PWC in directing and managing the study.

1 Docket No. 08-144-U, Order No. 17, and pp. 38-40. Web link: http://www.apscservices.info/pdf/08/08-144-u_154_1.pdf

2 Per PSC order in 13-002-U, Order No. 15 at 6

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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This contract will have a term through March 2015, as the PWC will need the report in time to allow the Commission to consider the Potential Study in setting IOU targets for 2016 through 2018 program year plans.

The maximum total value of the contract for this RFP has not been determined and will be part of the deliverables from bidders in this RFP process. Final contract amount will be a not-to-exceed contract and will be determined based upon final Consultant selection.

Staff, after reviewing input from the PWC, will select the contractor. Staff, in consultation with the PWC, will direct the work of, and will receive the work product from the contractor. The Utilities will be the Contracting party and will be responsible for paying the contractor, but invoice approval will be the responsibility of Staff.

Proposals must include a scope of work (SOW) for all work items described in Section 5. Bids for individual work items or partial work items bundles will not be considered. However, proposals using subcontractors will be accepted.

Bidders are requested to prepare and submit a detailed proposal as outlined herein. A detailed timeline of events is provided in Section 9.6

Dates are subject to change. All changes will be reflected in Addenda to the RFP and all Bidders will be notified via email.

2. DEFINITIONS

Achievable Potential: The amount of energy use that efficiency can realistically be expected to displace assuming the most aggressive program scenario possible or based on program budget limitations.

APSC or Commission: Arkansas Public Service Commission is the governmental body with the power of supervision, regulation and control over public utilities providing service within Arkansas. The Commission is responsible for making all necessary rules and regulations to govern applications for the fixing or changing of rates and charges of public utilities.

Bid Documents: Request for Proposal, Proposal Form, Bidder Certification Form, List of Proposed Subcontractors, Reference Form, Cost Allocation Matrices, Sample Contract.

Bidder Proposal Format: See Appendix F

Bidder: Entity submitting a proposal under this RFP. (Note: Staff will negotiate and contract with a single party that will be responsible for the complete SOW described in this RFP.)

Commission Advisors: Firms or individuals who provide technical, legal, EM&V, and accounting services concerning regulatory issues to the Commission.

Consultant Costs: The “not to exceed cost” of Consultant that is awarded the Potential Study Contract.

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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Cost Effective: The California Standard Practice Manual: Economic Analysis of Demand-Side Programs and Projects, (State of California, Governor’s Office of Planning and Research, July 2002), (hereafter “Manual”): Includes complete documentation on the four primary cost effectiveness perspectives: The Participant Test, The Ratepayer Impact Measure Test, The Total Resource Cost Test, and the Program Administrator Cost Test. Although results of all of these tests are of interest, the Total Resource Cost Test and avoided cost inputs approved for use in Arkansas and used to evaluate utility achievement are the most important as they serve as the basis for measure screening and incentive calculation.

Economic Potential: The subset of the technical potential that is economically cost-effective as compared to conventional supply-side energy resources.

Energy Efficiency Potential Study (Potential Study): The technical, economic, and achievable EE study to cover all IOUs’ service territories in Arkansas.

Estimated Demand Reduction: The cost-effective potential demand reduction in kW or therms.

Estimated energy savings: The cost effective potential energy savings in kWh, or Therms.

Estimated Program Costs (Program Cost): The estimated cost of programs to achieve potential energy savings estimated in the Potential Study.

Independent Evaluation Monitor (IEM): The party that oversees all EM&V activities and EE savings estimates for Arkansas IOUs regulated by the APSC that offer EE programs to retail customers.

Mandatory Requirements: Minimum required elements of a potential bidder’s proposal (defined in section 8.1) necessary to be considered as a bid eligible to fulfill the requirements of this RFP.

Parties Working Collaboratively or PWC: As described on page 4 of this document, is a collaborative working group that was initiated in 2011 to address a number of C&EE program related issues, including developing EM&V protocols. The PWC strives to arrive at consensus decisions, to the greatest extent possible, in a collaborative manner.

Scope of Work (SOW): As described in Section 5.0

Staff: General Staff of the APSC. The General Staff includes Commission employees who may collectively participate in and appear as a Party in investigations at and Dockets before the Commission.

Subcontractor: Any company contracted by the Bidder to perform any portion of the services described in the RFP.

Technical Potential: A sum of all energy efficiency measures that are feasible given technology limitations.

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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3. BACKGROUND

3.1 Investor Owned Utilities (IOUs)

The IOUs are comprised of four electric utilities and three natural gas utilities in Arkansas. The Electric Cooperatives are exempt from the Commission’s C&EE Program Rules and the municipalities are not subject to the Commission’s jurisdiction and therefore are not to be included in this Potential Study. The service territories of the electric IOUs do not overlap nor are they adjacent to one another; either the electric cooperatives or municipal electric utilities are adjacent to the electric IOUs. The natural gas IOUs are local distribution companies, which serve geographic locations, which are, in some locations, adjacent to one another, but with no official service territory designation issued by the state. However, the electric and gas IOUs have some overlap of retail customers. More detail of the utilities’ size, retail sales and revenues can be found on the APSC web site (http://www.apscservices.info/AnnualReport.asp). More detailed information regarding the retail market will be provided by IOUs to those consultants that choose to bid, subject to confidential data sharing processes and contracting described in Section 8.1.

The Commission is the governmental body with the power of supervision, regulation and control over public utilities providing service within the State of Arkansas. The Commission is responsible for making all necessary rules and regulations to govern applications for the fixing or changing of rates and charges of public utilities and establishing energy efficiency standards.

3.2 Purpose of the Potential Study

The PWC recommended, and the Commission approved, the consideration of Arkansas-specific market conditions through a Potential Study before establishing the proposed EE goals and targets for years 2016-2018. The Commission also directed that the Study, through any necessary data collection and analysis, be designed so as to reasonably lay the groundwork to help maximize the achievement of cost-effective EE potential. A Potential Study will provide useful Arkansas-specific information that will assist the Commission in setting EE goals and targets that will be reflective of market conditions and other factors specific to Arkansas. Such conditions include residential and commercial building codes, federal equipment codes and standards (e.g., lighting, appliances, and HVAC), availability of savings, and avoided costs. A Potential Study will assist the Commission in identifying the level of EE program savings that are cost-effective and achievable in Arkansas which will lead to establishing more focused and Arkansas-specific EE savings goals and targets. Establishing appropriate EE goals and targets is critical, because the EE goals and targets will have a bearing on the cost and cost-effectiveness of future EE programs and measures required to meet those goals and targets.

As a result the Commission directed the PWC to expeditiously issue an RFP to engage a consultant to perform an Arkansas-specific Potential Study to assist the Commission in its determination of goals to be set for the utilities. This Potential Study will be jointly funded by the IOUs. The PWC anticipate that it will take approximately six to nine months to complete the study. Although the completion date of the study will follow the IOU filings for the 2016-2018 plans, the Commission anticipates that the results will be used to assess the 2016-2018 goals, and adjust them as the Commission deems necessary.

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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4. ROLES AND RESPONSIBILITIES

This section provides an overview of the roles and responsibilities of Staff and the PWC with regards to oversight of Consultant in order to aid the Bidder in the development of its budget, and other responses requested in this RFP. The Consultant’s roles and responsibilities are defined within the SOW requirements in Section 5 of this RFP.

4.1 PWC and Staff Roles and Responsibilities

4.1.1 Staff anticipates providing administrative, contract management and oversight of the selected Consultant through a collaborative approach with the PWC.

4.1.2 The PWC through the leadership of Staff will provide guidance and direction to the Consultant, including review and revision of the project work plan, resolution of any technical issues or questions concerning project scope that arise prior to project completion, and review of interim work products;

4.1.3 Staff will oversee Potential Study metrics, budget, timeline, and delivery;

4.1.4 Staff and PWC will coordinate with Consultant on available Arkansas EM&V to date;

4.1.5 The PWC through the leadership of Staff will provide any required internal and external reporting of Potential Study efforts to the Commission;

4.1.6 Staff will coordinate and be responsible for the flow of EE funds from ratepayer collection to Potential Study expenditures as specified in the Potential Study budget;

4.1.7 PWC through the leadership of Staff will review and approve the final Potential Study for submission to the Commission.

5. SCOPE OF WORK

The major areas of focus for the SOW for the Consultant shall be based on six primary tasks:

� Task 1 – Kickoff meeting � Task 2 – Develop work plan � Task 3 – Data collection and preparation (secondary and / or primary) � Task 4 – Potential estimate analysis � Task 5 – Reporting and presentations � Task 6 – General administration and management

The Consultant should ensure that after the work plan (Task 2) has been approved, that an initial component of Task 3 should include an interim review in collaboration with the PWC to assess the measures and assumptions that will be used in the subsequent analysis. In addition, all data, assumptions, formulas and algorithms used to estimate EE potential shall be transparent to the Commission and to stakeholders.

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The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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Please provide a concise yet detailed narrative indicating your proposed approach to providing the Consultant SOW, including the detailed tasks, timelines and stages involved, in response to the sections below. It is important to the PWC and the Commission that the Potential Study be implemented as quickly and efficiently as possible.

5.1 Potential Study SOW and Delivery

The Potential Study will be used to inform the Commission for future year targets for the IOUs, and the study should assume the following guidelines.

5.1.1 Include only those energy conservation measures (ECMs) that are currently commercially available, or anticipated to be commercially available, in the relevant utility service territory during the timeframe of interest.

5.1.2 Be limited to ECMs that are suitable for delivery under current C&EE Rules in Arkansas (i.e., exclude fuel switching, renewable, distributed generation, code and standard, and rate measures).

5.1.3 Include the option of incorporating demand response and load management programs (this should be itemized within the projected budget task matrix as an optional task with its own allocated budget)

5.1.4 The assessment of savings potential will be comprehensive of all eligible end-user building sectors and market segments, including ECM opportunities in new construction, major renovation, and existing equipment. Further, the report will need to estimate the amount of energy savings and demand reductions attributed to ECMs for both replace-on-burn-out and retrofit. The assumptions used to determine the relative contributions of these market segments should be documented in order to demonstrate that all EE opportunities are being captured. Mutually exclusive cost-effective ECMs that are applicable to the same end-use will be prioritized in terms of cost-effectiveness, in keeping with the objective to maximize the net benefits to all end-users.

5.1.5 Assumptions regarding ECM savings, lifetime, and other parameters should leverage, as much as possible, version 3.0 of the Arkansas TRM and recent EM&V efforts.

5.1.6 ECM potential savings and cost-effectiveness calculations must be based on documented baseline assumptions that reflect the impacts of known and potential future changes in federal, state, and local codes and standards on the standard level of efficiency in each year of the study period.

5.1.7 The budget should break out options for leveraging both secondary and primary data. Any suggested primary research should specify what data will be collected and how the data will be used for the study (e.g., customer characteristics such as equipment saturations and fuel shares, willingness-to-pay estimates, etc.).

5.1.8 The Commission has directed the PWC to conduct a study that “lays the groundwork to maximize the achievement of cost-effective EE potential.” For the purpose of this

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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study, energy savings potential will be defined as the maximum savings that is achievable through the implementation of measures and programs that are cost-effective as determined by the Commission in Order No. 7 in Docket No. 13-002-U.

5.1.9 The estimated “achievable” potential will be estimated based on three different program funding levels – a high, medium, and low spending scenario. The three funding scenarios will be determined prior to finalization of the project work plan after project initiation. The high scenario should be based on unconstrained program funding (i.e., maximum achievable cost-effective potential). These projections should be based on a realistic assessment of economic conditions, market acceptance and the time required for program and infrastructure development and a realistic projection of annual participation rates given the assumed incentives, marketing efforts and other factors such as the rate of equipment turnover. While the Potential Study is not intended to be a program design effort, assumptions regarding incentives vs. other acquisition costs (e.g., marketing and delivery) should be provided for each of the achievable potential scenarios. The basis technical and economic potential used to develop the achievable should be reported as well as the relationship between all potential studies.

5.1.10 Though the maximum achievable potential should be based on the TRC cost effectiveness test, the Commission has requested that all proposals include a budget/cost proposal option (i.e., an optional task) that would include summarizing results of the other cost effectiveness tests (RIM, UCT, and PAC) for each utility for the maximum achievable potential scenario.

5.1.11 Savings potential should be stated in terms of annualized energy savings (MWh, therms), in absolute terms and as a percent of annual energy sales, and annual peak demand savings (MW and therms).

5.1.12 Potential estimates should include sensitivity analysis on avoided cost. The sensitivity analysis should be focused on the medium, or most likely, base (“reference”) case scenario described in 5.1.9 above. In particular, the reference case should include two cost-effectiveness scenarios – one with and one without avoided carbon costs. The carbon cost should be based on the Synapse Energy Economics forecasted avoided carbon cost.

5.1.13 Avoided capacity and energy cost should be unique to each participating utility, and should be developed and documented by each utility. It will also be necessary to confirm if a utility has carbon costs integrated into avoided costs to avoid double counting carbon costs (per 5.1.12 above).

5.1.14 Potential study estimates should be provided for a 10-year timeframe, from 2016 through 2025. In addition, because the Potential Study is partly to inform the Commission for 2016-2018 year targets, potential for these three years need to be provided separately from the 10-year timeframe.

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Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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5.1.15 Participation estimates should reflect specific estimates of baseline equipment saturation and turnover for each IOU’s service territory.

5.1.16 The annual potential load impacts and costs should be provided separately for each measure.

5.1.17 The potential estimates should be established individually for each utility, and should reflect each utility’s unique:

� Avoided costs, including potential transmission and distribution savings � Customer base (i.e., sales/customer count by sector and subsector) � Climate zones � Discount rates

5.1.18 Bidders should determine the sub-sector stratification for estimating potential, but the potential estimates should be stratified, at a minimum, based on:

� For residential customers: income qualified vs. non-income qualified (as defined by current program eligibility, census data estimates may serve as starting point in identifying but analysis should not be limited to this source)

� For commercial customers: business type

5.1.19 Estimates of incremental EE potential should explicitly account for naturally occurring adoption (free riders), with the report also presenting assumptions regarding naturally occurring adoption.

5.1.20 Estimates of EE potential should exclude customers that choose to opt out of IOU sponsored EE programs. There is currently a significant portion of C&I customers that have selected to opt-out, and bidders will be provided with the number of customers and sales to those customers that have either been approved or are in the process to opt-out as of September 2013. The potential estimates, therefore, are meant to represent the energy and demand savings that can be achieved through utility sponsored program efforts.

5.2 Proposal Technical Contents

Given the research framework previously discussed, please describe your approach and strategy for Potential Study development and delivery for each of the following.

5.2.1 Outline the Bidder’s proposed timeline from initial contract signing to final reporting for the contract period ending March 2015. Please outline all appropriate milestones and goals.

5.2.2 Please describe the Bidder’s planning meeting strategy, start-up activities and ongoing Potential Study delivery strategy.

5.2.3 Describe the Bidder’s plan with respect to the market for EE in Arkansas including:

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� Infrastructure (trade allies and trade contractors) to deliver EE programs; � The impact of household wealth and commercial and industrial economic strength; � The impact of Opt Out (Self Direct) commercial and industrial customers; and � The impact of new EE standards both nationally and locally.

5.2.4 Describe the Bidder’s plans to deliver updates and results to Staff and the PWC to help facilitate Potential Study coordination and success.

5.2.5 The Consultant must provide access to a professional, dedicated and knowledgeable EE project manager to maintain Potential Study schedule and coordinate communications between the PWC and Consultant. Describe your approach to providing this service including location, staffing and projected performance levels.

5.2.6 Define the activities that will be taken to develop technical, economic, and achievable Potential based upon the Arkansas IOUs’ service territories. Report all potential as requested in Section 5.1.9. This should also include a list of all data sources required for the analysis along with a description of how the data will be collected.

5.2.7 Highlight any new and innovative ideas as well as the Bidder’s proven best practice approaches that you propose for the Potential Study.

5.2.8 Please provide any additional information that may be useful in evaluating the Bidder’s proposal.

5.2.9 Please include list of data required to complete the Potential Study.

6. QUALIFICATIONS AND EXPERIENCE

Bidders are requested to describe their firm and/or team's experience and capabilities in managing, delivering, and implementing the tasks requested in this RFP. Bidders must provide detailed information on their overall core team qualifications and experience.

6.1 Management Structure

6.1.1 Provide a brief description of the Bidder’s company and the services it provides including number of employees, office locations and capabilities. Describe the business structure under which the Bidder typically operates (i.e., for-profit corporation, not-for-profit corporation, partnership, etc.). If a new organizational structure is planned by a Bidder, that structure should be described fully and clearly.

6.1.2 Include the Bidder’s management and organizational chart to accomplish the tasks included in the SOW (Section 5). Indicate position, title, job responsibilities, and percentage of Full-Time Employee (FTE) equivalent.

6.1.3 Provide the professional experience and resumes of partners, principals and employees in the Bidder’s company who will be responsible for, and actively involved in, the provision of professional services related to this RFP including the appropriate evidence of accreditation, certification or licensing in their respective stated

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Confidential Document

Statement of Confidentiality:

The information contained in this document is confidential information of the PWC. It may not be disclosed, duplicated, or used for any purpose, in whole or in part, without the prior written consent of the PWC.

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professions. Each Bidder must also provide proof that it, its staff and the staff of Subcontractors is (or has a plan prior to contract execution to be) in compliance with applicable state and city permitting, licensing and certification requirements.

6.1.4 Bidders must clearly specify any Subcontractors who are retained by the Bidder at the time of the application and/or who are expected to perform work as a Subcontractor in connection with this project. Provide the same detailed information regarding Subcontractors’ project staff as requested above for the Bidder’s proposed staff. The Bidder must obtain the prior written consent from Staff and the PWC to use any Subcontractors who are not included in the original bid submission.

6.1.5 Please provide any additional information that may be useful in evaluating the Bidder’s proposal.

6.2 Savings Potential Research Experience and References

6.2.1 Bidders are requested to provide three (3) references from current or previous clients for whom they have a history of proven and measurable experience with similar research in terms of size and scope. A reference form to complete and return is attached in Appendix D to this RFP.

6.2.2 Bidders shall include a brief synopsis of specific services provided for each reference.

6.2.3 For any Subcontractor(s) proposed to be used by Bidder, Bidder must demonstrate that such Subcontractor(s) has (have) a history of proven and measurable experience in the area of the services proposed to be used by Bidder including submission of three (3) references from each Subcontractor.

6.2.4 Please provide any additional information that may be useful in evaluating the Bidder’s proposal.

6.3 Conflict of Interest Disclosure

Any firm or individual providing a response to the RFP shall provide a clear and unambiguous indication of any potential or real conflicts of interest it may have with respect to performing work on behalf of Staff, the PWC, or the Commission. For any such work performed, the respondent shall indicate the scope of the engagement, the time frame, the amount of compensation received and why the respondent deems such work to be or not to be in conflict with the preparation of a Potential Study. The PWC through leadership of Staff shall make the final decision as to whether any potential or real conflict of interest exists. If Bidders have any questions concerning this requirement, they are encouraged to seek clarification by submitting questions using the process described in the RFP guidelines.

Bidders or any Subcontractors are requested to disclose if they have ever worked for any Arkansas IOU companies or their affiliates in the past, detailing briefly the year and activities undertaken. Previous experience working for any IOU company or its affiliates is not necessarily a conflict of interest; however, it must be disclosed. Bidder shall provide a Conflict of Interest disclosure

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statement. If no such conflict of interest exists, provide a disclosure stating same.

6.4 General Requirements

6.4.1 The Bidder must provide a listing of relevant legal judgments or lawsuits against the company or any Subcontractor(s) proposed to be used by the Bidder.

6.4.2 Please provide any additional information that may be useful in evaluating the bidder’s proposal.

7. COST PROPOSAL

To provide a method for evaluating the proposals, each proposal shall provide a detailed matrix reflecting the personnel (by major job classification) that will provide services for this project, their specific bill rate(s), and the number of hours anticipated to be expended, all segregated by the tasks specified in Section 5. The Project Cost Allocation Template, Appendix E, shall be utilized for this purpose.

Please note that as referenced in bullet 5.1.10 in the scope of work, the Commission has requested a secondary cost proposal that would factor in the additional cost of including all cost-effectiveness tests for the achievable potential scenario.

8. SELECTION PROCESS AND EVALUATION CRITERIA

NOTE -- All proposals will be evaluated using the following process:

8.1 Mandatory Requirements

In order for a proposal to be considered and scored, it must contain certain minimum required elements. These minimum requirements are:

a. Bidder has demonstrated that there are or are not any legal claims/judgments that could adversely affect its performance of its contractual obligations hereunder.

b. Bidder has fully disclosed any potential or real conflicts of interest as outlined in section 6.3.

c. Bidder must agree to each IOU’s data security evaluation and approval prior to obtaining any confidential data that may be required for the Potential Study.

If this information is not provided, or any of the above criteria are not met, the proposal will not be considered further.

8.2 Rated Criteria Evaluation

The RFP will be evaluated based on the following scoring matrix, provided that all mandatory requirements stated in section 8.1 above are met as described in Table 1:

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Table 1: EE RFP Evaluation Scoring Matrix

Rated Criteria Source / Description Criteria Weight

Quality of Proposal SOW

RFP Section 5.1 and 5.2 - The overall quality of the proposal represents the most significant portion of its grading. The proposal must demonstrate an accurate understanding of the scope of work, soundness of the proposed methodological approach, and offer the most effective and innovative solutions to the questions asked as part of this RFP.

40%

Qualifications and Experience RFP Section 6.0 30%

Price RFP Section 7.0 30%

Notwithstanding the ranking system bidders should be aware their bids could be rejected in accordance with section 9.10.

8.3 Interview

A list of candidates may be selected and invited to an interview.

Note that the PWC reserve the right to forgo this step should a single proposal be ranked in the technical review as clearly superior to the others.

8.4 Contract Negotiations

Staff will lead the contract negotiations and issue the contract on behalf of the utilities with a single party that will be responsible for the complete scope of work (SOW) described in this RFP. Should negotiations be unsuccessful with the initial respondent selected by the PWC, then the PWC, as directed by Staff, will proceed to negotiate with the next most-qualified respondent based upon its evaluation criteria. This process will be repeated until negotiations are successful or the PWC determines that it is necessary and appropriate to re-issue the RFP.

9. INSTRUCTIONS TO BIDDERS

9.1 Proposal

Proposal will not be considered unless it consists of the accompanying Proposal Form and Bidders Certification Form, List of Proposed Subcontractor(s) Form, Reference Form and Cost Allocation Matrices. The forms must be properly and completely filled out and the Proposal must be completed in the requested proposal format described in Appendix D. Templates of these forms are available electronically in Microsoft Word format as part of the RFP documentation.

Partial proposals will not be accepted. Joint proposals will be accepted, provided there is a single Bidder and additional firms are Subcontractors.

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9.2 Bid Documents

"Bid Documents" shall include, but not necessarily be limited to, the following:

� Proposal � Proposal Form � Bidder Certification Form � List of Proposed Subcontractors � Reference Form � Cost Allocation Matrix � Sample Contract

Any contract resulting from these Bid Documents will incorporate the terms and conditions of these documents which shall prevail over conflicting provisions of Bidder's proposal. Any exceptions to these Bid Documents must be listed and specifically identified as an exception on the Bidder's Certification Form. Bidder's printed terms and conditions are not considered specific exceptions.

9.3 Addenda during Bidding

Any additional information required by the Bidders, revisions in the work, changes or additions, discrepancies in the bidding documents, or clarifications will be in the form of addenda written and issued to all Bidders. Any addenda issued to Bidders shall be acknowledged in proposal when submitting bid.

9.4 Bidder's Responsibility

It is the Bidder's responsibility to gather and dispense all information to his Subcontractors regarding the provisions of the Bid Documents and any other information a Subcontractor may require to prepare their bid(s).

PWC will only contract with the Bidder, and Bidder shall so inform his Subcontractors.

9.5 Proposal Distribution

All matters pertaining to submission of a proposal should be addressed to:

Matt Klucher Director, Rates and Demand Resources Arkansas Public Service Commission 1000 Center Street P.O. Box 400 Little Rock, AR 72203-0400 [email protected] 501-682-5661

A single copy (in both PDF and original Word document form) of the Bidder’s proposal should be provided on one CD/DVD containing the Bidder’s proposal. The CD/DVD is to be sent to the above address.

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The Bidder's Proposal shall be enclosed in a single sealed envelope, marked "Request for Proposal" in the lower left-hand corner, with reference made to the Proposal Number, and delivered by 5:00pm Central Standard Time (CST) on April 11, 2014 to the above address.

In addition, the envelope should bear on the outside the name and address of the Bidder. Any proposal received after the time and date specified above will not be considered.

9.6 Performance Schedule

Bidder shall recognize and comply with the performance schedule for this RFP:

Table 2: RFP Performance Schedule

EVENT DUE DATE

RFP issued 03/10/14

Intention to bid 03/17/2014

Question Period 3/10/14 – 03/31/2014

Proposal submission deadline 4/11/14 at 5:00 p.m. CST

Review period 04/11/2014-04/25/2014

(If needed) Bidders Best and Final presentation

Week of 04/28/14

Selection by 05/09/2014

Work to Begin (on or about) 05/16/14 given Arkansas Public Service Commission Approval is obtained.

Draft results expected December, 2014

Draft Report January, 2015

Final Report February, 2015

Dates are subject to change. All changes will be reflected in Addenda to the RFP and all Bidders will be notified via email.

9.7 Proposals Must Be Submitted On Time and at Prescribed Location

Proposals must be submitted at the location set out above on or before the Proposal Submission Deadline. Proposals submitted after this point in time will be deemed late, disqualified and returned to the proponent unopened.

9.8 Clarifications

Staff and the PWC reserve the right to seek clarification and supplementary information relating to the clarification from proponents after the Proposal Submission Deadline. The response received from a Bidder shall, if accepted, form an integral part of that Bidder's proposal. Staff and the PWC reserve the right to interview any or all proponents to obtain information about or clarification of their proposals. In the event that Staff and the PWC receive information at any stage of the evaluation process which results in earlier information provided by the proponent being deemed to be

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inaccurate, incomplete or misleading, Staff and the PWC reserve the right to revisit the Bidder’s compliance with the Mandatory Requirements and/or adjust the scoring of Rated Criteria.

9.9 Proposal Requirements

Each Bidder is responsible for reading and being thoroughly familiar with all of the Bid Documents.

9.10 Right to Accept or Reject

Staff and the PWC may waive any informalities or minor defects in proposals. The right is reserved to reject any or all proposals or any portion thereof for any reason or for no reason at all at any point prior to the written execution of the Contract referred to herein. Neither receipt of proposal, nor failure to reject proposal shall impose any legal obligation on Staff or the PWC nor the individual participants of the PWC. No bidder may withdraw a proposal within ninety (90) days after the date of actual opening.

9.11 Completion Schedules

The successful bidder shall furnish to the PWC a final timeline listing each phase of the work. This timeline shall be submitted within thirty (30) days after contract execution between Staff and the successful bidder.

9.12 Questions Regarding RFP

All questions regarding the RFP should be submitted in writing by email to [email protected]. If appropriate, responses will be submitted to all bidders.

9.13 No Incorporation by Reference by Bidder

The entire content of the Bidder’s proposal should be submitted in a fixed form and the content of web sites or other external documents referred to in the Bidder’s proposal will not be considered to form part of its proposal.

9.14 Notification to Other bidders of outcome of procurement process.

Once the successful Bidder and the Staff execute an agreement, the other Bidders will be notified in writing of the outcome of the procurement process and the award of the contract to the successful Bidder.

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APPENDIX A: PROPOSAL FORM

COMPLETE AND RETURN THIS SHEET

PROPOSAL NUMBER: 2014-101

PROPOSAL FOR: Arkansas IOU Potential Study DATE OF PROPOSAL: Proposal of ________________ ____________________ (hereinafter called "Bidder") organized and existing under the laws of the State of _______________________ doing business as a: ___ Private Corporation ____ Public Corporation ___ Proprietorship ___ Partnership ____ Small Business ___ Disadvantage Business Enterprise ___ Limited Liability Company ____ Joint Venture

If submittal is a Joint Venture, name of all participating entities:

List all persons with an ownership interest in the respondent or any Subcontractor. This shall not be deemed to include ownership of stock in a publicly traded company.

Certify that no other person holds an ownership interest in the Bidder or any Subcontractor via a counter letter(s).

In submitting this proposal, the undersigned, as Bidder, declares that the only persons or parties interested in this Proposal as principals are those named herein; that they have carefully examined the Bid Documents therein referred to, and they have carefully examined, are aware of and, as applicable, satisfied with the locations and condition of the site(s), supply sources, types of materials and scope of the proposed engagement/work.

Bidder further agrees that they will provide all necessary labor, materials, machinery, tools, equipment and other facilities, and will perform or cause to be performed all activities necessary or incidental to the performance of work herein called for, complete in every respect, in strict compliance with the Contract Documents. Also, they agree to accept as full compensation only those amounts provided in Potential Study Funding and Budget Allocations section of the RFP unless otherwise provided in the Contract.

Bidder acknowledges the PWC schedule and hereby agrees to commence work under an executed Contract on or before __<Date>_______________, and to fully complete the potential Study not later than February 2015 adjusted to reflect delays in Contract approval Bidder acknowledges that PWC reserves the right to reject any and all bids or proposals or any part thereof for any reason or for no reason at all at any point prior to the execution of a contract.

Bidder acknowledges receipt of the following Addenda: ______________________________________________________ Date: _____________________ ______________________________________________________ Date: _____________________ ______________________________________________________ Date: ______________________

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Respectfully submitted: Full Company Name: _______________________________________________________________ Printed Name: ____________________________________________________________________ Signature: _________________________________________ Date: _________________________ Title: ____________________________________________________________________________ Mailing address: ___________________________________________________________________ Contact information in the event of questions on the RFP: Name: ___________________________________________________________________________ Email address: ___________________________________ Phone #: _________________________

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APPENDIX B: BIDDER CERTIFICATION

COMPLETE AND RETURN THIS SHEET

PROPOSAL NUMBER: 2014-101 PROPOSAL FOR: Arkansas IOU Potential Study Bidder certifies that they agree to all provisions of the Bid Documents including, but not limited to, the Request for Proposals including Exhibits, Proposal Form, Bidder Certification, List of Proposed Subcontractors, Reference Form, Sample Contract and other related documents as referenced in any special instructions or cover letter, except as specifically listed below. _________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Are exceptions being submitted on the sample contract order terms and conditions? If yes, list exceptions. _____________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ Respectfully submitted: Full Company Name: _______________________________________________________________ Printed Name: _____________________________________________________________________ Signature: _________________________________________ Date: _________________________ Title: ____________________________________________________________________________

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APPENDIX C: LIST OF PROPOSED SUBCONTRACTORS

COMPLETE AND RETURN THIS SHEET

PROPOSAL NUMBER: 2014-101 PROPOSAL FOR: Arkansas IOU Potential Study I, the undersigned, agree that if I am the successful bidder and if the following Subcontractors are approved, I will not enter into contracts with others prior to written approval from the PWC.

PAYMENTS TO SUBCONTRACTORS

I, the undersigned, further agree that, if I am the successful bidder, I shall pay each Subcontractor, upon receipt of payment from IOU’s, an amount equal to the percentage of completion allowed to me on account of such Subcontractor's Work, less the percentage retained from payments to me. I shall also require each Subcontractor to make similar payments to their subcontractors.

Subcontractor Contractor Name Address Type of Work License Number Contact Name/Phone Minority Contractor/Type Certifications, license no. for key staff Contractor Name Address Type of Work License Number Contact Name/Phone Minority Contractor/Type Certifications, license no. for key staff Contractor Name Address Type of Work License Number Contact Name/Phone Minority Contractor/Type Certifications, license no. for key staff

The PWC Reserves The Right To Reject Any Subcontractor. If additional space is required please detail this information on your letterhead and attached to this page. Respectfully submitted: Full Company Name: _____________________________________________________________ Printed Name: __________________________________________________________________ Signature: _________________________________________ Date: ________________________ Title: __________________________________________________________________________ * Signature must be the same as on the Proposal.

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APPENDIX D: REFERENCES FORM

COMPLETE AND RETURN THIS SHEET

PROPOSAL NUMBER: 2014-101 PROPOSAL FOR: Arkansas IOU Potential Study

Company Name:

Company Address:

Contact Name:

Contact Title:

Contact Telephone:

Contact Email:

Description of Services:

Company Name:

Company Address:

Contact Name:

Contact Title:

Contact Telephone:

Contact Email:

Description of Services:

Company Name:

Company Address:

Contact Name:

Contact Title:

Contact Telephone:

Contact Email:

Description of Services:

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APPENDIX E: PROJECT COST ALLOCATION TEMPLATE

COMPLETE AND RETURN THIS SHEET

Staff Name Title

Hourly Rate

Task 1 Hours

Task 2 Hours

Task 3 Hours

Task 4 Hours

Task 5 Hours

Task 6 Hours

Total Hours

Total Dollars

Lead Firm Staff 1 Staff 2 Staff 3 Staff 4

Total Lead Firm

Subcontractor 1… Staff 1 Staff 2 Staff 3 Staff 4

Total Sub 1 Direct Costs - Travel Direct Costs – Other (as needed)

Overall Project Cost

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APPENDIX F: REQUIRED PROPOSAL FORMAT

Title Page

The title page should include the RFP subject, the name and address of the Bidder and the date of the proposal and contact person, direct phone number and email.

Transmittal Letter

The Transmittal Letter should include (Maximum of 2 pages):

� The names, titles, addresses and telephone numbers of the individuals who are authorized to make representations on behalf of the Bidder;

� A statement of any potential or perceived conflicts of interest; and

� A signature and statement that the person signing the Transmittal Letter is authorized to legally bind the Bidder and that the proposal shall remain firm for a period of ninety days (90).

Table of Contents

The contents should be identified by section, description and page number.

Executive Summary

The Executive Summary must be limited to two (2) pages and should include:

� A brief description of the Bidder’s experience and qualifications; and

� A brief statement of the Bidder’s understanding of the Scope of Work.

Proposal

Bidder should describe how it will design, research and report EE Potential described in Section 5. Bidder should also detail any innovative approaches it suggests for meeting the program’s budget. Proposal must adhere to the following set format. Refer to Section 5 – Scope of Work and Section 6 ─ Qualifications and Experience for details on the specific requirements to address in each section below:

I. Scope of Work (Maximum of 20 pages)

II. Qualifications and Experience (Maximum of 10 pages)

� Management Structure

� Savings Potential Research Experience and References

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� Conflict of Interest Disclosure

� General Requirements

III. Cost Proposal (Maximum of 5 Pages)

� Cost Allocation Template

IV. Required Forms

� Proposal Form

� Bidder Certification Form

o If exceptions are taken to the Sample Contract, Bidders are required to provide a redlined mark-up of the Sample Contract with their submission.

� List of Proposed Subcontractor(s) Form

� References Form

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EXHIBIT A: ARKANSAS PUBLIC SERVICE COMMISSION ORDER NO.7

DOCKET 13-002-U APPROVING POTENTIAL STUDY

http://www.apscservices.info/pdf/13/13-002-u_72_1.pdf

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EXHIBIT B: EM&V PROTOCOLS, SELF-DIRECT RULES AND ACT 253

EM&V Protocols: http://www.apscservices.info/EEInfo/TRM.pdf

Self-Direct Rules: http://www.apscservices.info/pdf/10/10-101-r_287_1.pdf

Act 253: http://www.apscservices.info/EEInfo/ACT253.pdf