HomeMy WebLinkAboutGeneral Services Administration - lease agreement-6/27/2016LEASE NO. GS-06P-LIA61005
Please return this copy to:
City Clerk & Finance Dept.
715 Mulberry St.
Waterloo, IA 50703
On -Airport Lease
GSA FORM L201D (September 2015)
This Lease is made and entered into between
City of Waterloo
(Lessor), whose principal place of business is 2790 Livingston Ln. Waterloo, IA, 50703-9678, and whose interest in the Property described herein is
that of Fee Owner, and
The United States of America
(Government), acting by and through the designated representative of the General Services Administration (GSA), upon the terms and conditions set
forth herein.
Witnesseth: The parties hereto, for the consideration hereinafter mentioned, covenant and agree as follows:
Lessor hereby leases to the Government the Premises described herein, being all or a portion of the Property located at
2790 Livingston Ln.
Waterloo, IA 50703
and more fully described in Section 1 together with rights to the use of parking and other areas as set forth herein, to be used for such purposes as
determined by GSA.
LEASE TERM
To Have and To Hold the said Premises with its appurtenances for the term beginning upon acceptance of the Premises as required by this Lease and
continuing for a period of
5 Years, 2 Years Firm,
subject to termination and renewal rights as may be hereinafter set forth. The commencement date of this Lease, along with any applicable
termination and renewal rights, shall be more specifically set forth in a Lease Amendment upon substantial completion and acceptance of the Space
by the Government.
In Witness Whereof, the parties to this Lease evidence their agreement to allterms and conditions set forth herein by their signatures below, to be
effective as of the date of delivery of the fully executed Lease to the Lessor. -
FOR THE LESSOR:
Name: &\)U-1 \ 1-*
Title:
--
Title: P.' \(Y.\ O {
Entity Name: City of Waterloo
Date: 11/221 /t (c
WITNESSED FOR THE LESSOR BY:
CC
Name: S+,, S
Title: C -1-4H
Date: 4'lvzt)�
FOR THE GOVERNMENT:
Name: Patrick G. Walsh
Title: Lease Contracting Office?
General Services Administration, Public Buildings Service
Date:
LEASE NO. GS-06P=LIA61005 LESSOR
VERNMENT:
GSA FORM L201D (09/15)
TABLE OF CONTENTS
ON -AIRPORT LEASE
1.01 THE PREMISES (SEP 2015) - - 1
1.02 EXPRESS APPURTENANT RIGHTS (SEP 2013) - 1
1.03 RENT AND OTHER CONSIDERATION (ON -AIRPORT) (SEP 2015) 1
1.04 TERMINATION RIGHTS (ON -AIRPORT) (SEP 2013) 1
1.05 - - _ - _ _ INTENTIONALLY DELETED 2
1.06 DOCUMENTS INCORPORATED -IN THE LEASE (ON -AIRPORT) (APR 2015) - 2
1.07 OPERATING COST BASE (SEP 2013) - 2
SECTION 2 GENERAL TERMS, CONDITIONS, AND STANDARDS 3
2.01 DEFINITIONS AND GENERAL TERMS (SEP 2013) 3
2.02 AUTHORIZED REPRESENTATIVES (JUN 2012) 3
2.03 WAIVER OF RESTORATION (APR 2011) 4
2.04 OPERATING COSTS ADJUSTMENT (JUN 2012) 4
2.05 RELOCATION RIGHTS (JUN 2012) - 4
2.06 RECITALS FOR TRANSPORTATION SECURITY ADMINISTRATION (ON -AIRPORT) (JUN 2012) 4
2.07 ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY (ON -AIRPORT) (MAY 2015) 4
2.08 ALTERATIONS PRIOR TO ACCEPTANCE (JUN 2012) - 4
2.09 SYSTEM FOR AWARD MANAGEMENT (APR 2015) 5
2.10 SECURITY UPGRADES DUE TO IMMEDIATE THREAT (APR 2011) 5
SECTION 3 CONSTRUCTION STANDARDS AND SHELL COMPONENTS 6
3.01 BUILDING SHELL REQUIREMENTS (ON -AIRPORT) (SEP 2013) - - 6
3.02 MEANS OF EGRESS (MAY 2015) 6
3.03 AUTOMATIC FIRE SPRINKLER SYSTEM (SEP 2013) 6
3.04 FIRE ALARM SYSTEM (SEP 2013) . 6
3.05 ENERGY INDEPENDENCE AND SECURITY ACT (DEC 2011) . . 7
3,06 ACCESSIBILITY (FEB 2007) 7
3.07 MECHANICAL, ELECTRICAL, PLUMBING: GENERAL(APR 2011) 7
3.08 RESTROOMS (ON -AIRPORT) (JUN 2012) . 7
3.09 HEATING, VENTILATION, AND AIR CONDITIONING (ON-AIRPORT)(APR 2011) 7
3.10 TELECOMMUNICATIONS: LOCAL EXCHANGE ACCESS (ON -AIRPORT) (SEP 2013) - 7
SECTION 4 UTILITIES, SERVICES, AND OBLIGATIONS DURING THE LEASE TERM 8
4.01 SERVICES, UTILITIES, AND MAINTENANCE (ON -AIRPORT) (XXX 2013) 8
4.02 PROVISION OF SERVICES, ACCESS, AND NORMAL HOURS FOR AIRPORT OCCUPANCIES (SEP 2013) 8
4.04 RECYCLING (ON -AIRPORT) (JUN 2012) 8
4.05 RANDOLPH-SHEPPARD COMPLIANCE (SEP 2013) 8
4.06 SAFEGUARDING AND DISSEMINATION OF SENSITIVE BUT UNCLASSIFIED (SBU) BUILDING INFORMATION (SEP 2013) 8
4.07 INDOOR AIR QUALITY (SEP 2013) - 9
4.08 HAZARDOUS MATERIALS (ON -AIRPORT) (SEP 2013) ' 10
_4.09 OCCUPANT EMERGENCY PLANS (SEP 2013) . 10
SECTION 5 ADDITIONAL TERMS AND CONDITIONS 11
LEASE NO. GS-06P-LIA61005 LESSOR:
GOVERNMENT: GSA FORM L201D (09/15)
SECTION 1 THE PREMISES, RENT, AND OTHER TERMS`
1.01 THE PREMISES (SEP 2015)
The Premises are described as follows:
A. Office and Related Space: 920 rentable square feet (RSF), yielding 920 ANSI/ROMA Office Area (ABOA) square feet (SF) of office and
related Space located on the 15and 2"" floors of the Building..
B. Common Area Factor: The Common Area Factor (CAF), isestablishedas 1.00. This factor, which represents the conversion from ABOA to
rentable square feet, rounded to the nearest whole percentage, shall be used for purposes of rental adjustments in accordance with the Payment
Clause of the General Clauses.
1.02 EXPRESS APPURTENANT RIGHTS (SEP 2013)
The Government shall have the non-exclusive right to the use of Appurtenant Areas, and shall have the right to post Rules and Regulations Governing
Conduct on Federal Property, Title 41, CFR, Part 102-74; Subpart C within such areas, The Government will coordinate with Lessor to ensure
signage is consistent with Lessor's standards. Appurtenant to the Premises and included in the Lease are rights to use the following:
A. Parking: 2 parking spaces for the exclusive use of the Government, of which 2 shall be surface/outside parking spaces. In addition, the
Lessor shall provide such additional parking spaces as required by the applicable code of the local government entity having jurisdiction over the
Property.
B. Antennas, Satellite Dishes and Related Transmission Devices:. (1) Space located on the roof of the Building sufficient in size for the
installation and placement of telecommunications equipment, (2) the right toaccess the roof of the Building, and (3) use of all Building areas (e.g.,
chases, plenums, etc.) necessary for the use, operation, and maintenance of such telecommunications equipment at all times during the term of this
Lease. ..
1.03 RENT AND OTHER CONSIDERATION (ON -AIRPORT) (SEP 2015)
A. The Government shall pay the Lessor annual rent payable monthly in arrears at the following, rates:
B. Rent is subject to adjustment based upon a mutual measurementof the Space upon acceptance, not to exceed 920 ABOA SF. based upon
the methodology outlined under the "Payment". clause of GSA Form _3517.'.
D. If the Government occupies the Premises for less than a full calendar month, then rent shall be prorated based on the actual number of days
of occupancy for that month.
E. Rent shall be paid to Lessor by electronic funds transfer in accordance with the provisions of the General Clauses. Rent shall be payable to
the Payee designated by the Lessor in the System for Award Management. (SAM). If the is different from the Lessor, both payee and Lessor
must be registered in SAM. This registration service is free of charge: -.
F. The Lessor shall provide to the Government, in exchange for the payment of rental and other specified consideration, the following:
1. The leasehold interest in the Property described in the paragraph entitled "The Premises,"
2. Performance or satisfaction of all other obligationsset forth in this Lease; and,
4. All services, utilities, and maintenance required for the proper operation of the Property, the Building, and the Premises in accor-
dance with the terms of the Lease, including, but not limited to, all inspections, modifications, repairs, replacements, and improvements required to be
made thereto to meet the requirements of this Lease.
1.04 TERMINATION RIGHTS (ON -AIRPORT) (SEP 2013).
LEASE NO. GS-06P-LIA61005 LESSOR: \" , G • VERNMENT:'
GSA FORM L201D (09/15)
Years 1 - 2
Years 3 - 5
Annual Rent
AnnualRate/
RSF
Annual Rent
Annual Rate /
RSF
Shell Rental Rate
Operating Costs
Full Service Rate
$16,720.00
$5,225.00
$21,945.00
$18.1739130.
$5.6793478.
$23.8532609
$20,900.00
--.. $5,225.00
$26,125.00
$22.7173913
,-$5.6793478
-. $28:3967391
B. Rent is subject to adjustment based upon a mutual measurementof the Space upon acceptance, not to exceed 920 ABOA SF. based upon
the methodology outlined under the "Payment". clause of GSA Form _3517.'.
D. If the Government occupies the Premises for less than a full calendar month, then rent shall be prorated based on the actual number of days
of occupancy for that month.
E. Rent shall be paid to Lessor by electronic funds transfer in accordance with the provisions of the General Clauses. Rent shall be payable to
the Payee designated by the Lessor in the System for Award Management. (SAM). If the is different from the Lessor, both payee and Lessor
must be registered in SAM. This registration service is free of charge: -.
F. The Lessor shall provide to the Government, in exchange for the payment of rental and other specified consideration, the following:
1. The leasehold interest in the Property described in the paragraph entitled "The Premises,"
2. Performance or satisfaction of all other obligationsset forth in this Lease; and,
4. All services, utilities, and maintenance required for the proper operation of the Property, the Building, and the Premises in accor-
dance with the terms of the Lease, including, but not limited to, all inspections, modifications, repairs, replacements, and improvements required to be
made thereto to meet the requirements of this Lease.
1.04 TERMINATION RIGHTS (ON -AIRPORT) (SEP 2013).
LEASE NO. GS-06P-LIA61005 LESSOR: \" , G • VERNMENT:'
GSA FORM L201D (09/15)
A. The Government may terminate this Lease, in whole or in part, at any time duringthe term of this lease with 60 days' prior written notice to
the Lessor if (i) regularly scheduled commercial air services cease, (ii) the airport opts toreplace-TSA screeners with private contractors, (iii) the
checkpoint supported by the leased Space is closed, or (iv) the Government reduces its presence at the airport due to a reduction in enplanements.
The effective date of the termination shall be the day following the expiration of the required notice period or the termination date set forth in the notice,
whichever is later. No rental shall accrue after the effective date' of termination.
1.05 - - - INTENTIONALLY DELETED
1.06 DOCUMENTS INCORPORATED IN THE LEASE (ON -AIRPORT) (APR 2015)
The following documents are attached to and made part of the Lease:
DOCUMENT NAME
No. or
PAGES
EXHIBIT.:
GSA Form 3517B, General Clauses
46
GSA Form 3518 -SAM, Addendum to System for Award
Management (SAM) Representations and Certifications
(Acquisitions of Leasehold Interests in Real Property)
2
ti
-„
1.07 OPERATING COST BASE (SEP 2013)
The parties agree, for the purpose of applying the paragraph titled "Operating Costs Adjustment," that the Lessor's base rate for operating costs shall
be $5.6793478 per RSF ($5,225.00/annum).
LEASE NO. GS-06P-LIA61005, PAGE 2 LESSOR: GOVERNMENT: GSA FORM L201D (09/15)
SECTION 2 GENERAL TERMS, CONDITIONS, AND STANDARDS
2.01 DEFINITIONS AND GENERAL TERMS (SEP 2013)
Unless otherwise specifically noted, all terms and conditions set forth in this Lease shall be interpreted by reference to the following definitions,
standards, and formulas:
A. Appurtenant Areas. Appurtenant Areas are defined as those areas and facilities on the Property that are not located within the Premises,
but for which rights are expressly granted under this Lease, or for which- rights to use are reasonably necessary or reasonably anticipated
with respect to the Government's enjoyment of the Premises and express appurtenant rights. •
B. Broker. If GSA awarded this Lease using a contract real estate broker, Broker shall refer to GSA's broker.
C. Building. The building(s) situated on the Property in which the Premises are located shall be referred, to as the Building(s).
D. Commission Credit. If GSA awarded this Lease using a Broker, and the Broker agreed to forego a percentage of its commission to which it
is entitled in connection with the award of this Lease, the amount of this credit is referred to as the Commission Credit.
E. Common Area Factor (CAF). The Common Area Factor (CAF) is a conversion factor determined by the Building owner and applied by the
owner to the ABOA SF to determine the RSF for the leased Space. The CAF is expressed as a percentage of the difference between the
amount of rentable SF and ABOA SF, divided by the ABOA SF. For example 11,500 RSF and 10,000 ABOA SF will have a CAF of 15%
[(11,500 RSF-10,000 ABOA SF)/10,000 ABOA SF]. For the purposes of this Lease, the CAF shall be determined in accordance with the
applicable ANSI/BOMA standard for the type of space to which the CAF shall apply.
F. Contract. Contract and contractor means Lease and Lessor, respectively.
G. Days. All references to "day".or "days" in this Lease shall mean calendar days, unless specified otherwise.
H. FAR/GSAR. All references to the FAR shall be understood to mean the Federal Acquisition Regulation, codified at 48 CFR Chapter 1. All
references to the GSAR shall be understood to mean the GSA supplement to the FAR, codified at 48 CFR Chapter 5.
I. Firm Term/Non-Firm Tenn: The Firm Term is that part of the Lease term that is not subject to termination rights. The Non -Firm Term is that
part of the Lease term following the end of the Firm Term.
J. Lease Term Commencement Date, The Lease Term Commencement Date means the date on which the Lease term commences.
K. Lease Award Date. The Lease Award Date means the date of execution of the Lease by the LCO and the mailing or otherwise furnishing
written notification of the executed Lease to the successful Offeror (and on which the parties' obligations under the Lease begin).
L. Premises. The Premises are defined as the total Office Area or other type of Space, together with all associated common areas, described
in Section 1 of this Lease, and delineated by plan in the attached exhibit. Parking and other areas to which the Government has rights
under this Lease are not included in the Premises.
M. Property. The Property is defined as the land and Buildings in which the Premises are located, including all Appurtenant Areas (e.g.,
parking areas) to which the Government is granted rights.
N. Rentable Space or Rentable Square Feet (RSF). Rentable Space is the area for which a tenant is charged rent. It is determined by the
Building owner and may vary by city or by building within the same city. The Rentable Space may include a share of Building
supporUcommon areas such as elevator lobbies, Building corridors, and floor service areas. Floor service areas typically include restrooms,
janitor rooms, telephone closets, electrical closets, and mechanical rooms. The Rentable Space does not include vertical building
penetrations and their enclosing walls, such as stairs, elevator shafts, and vertical ducts. Rentable Square Feet is calculated using the
following formula for each type of Space (e.g., office, warehouse, etc.) included in the Premises: ABOA SF of Space x (1 + CAF) = RSF.
O. Space. The Space shall refer to that part of the Premises to which the Government has exclusive use, such as Office Area, or other type of
Space. Parking areas to which the Government has rights under this Lease are not included in the Space.
P. Office Area. For the purposes of this Lease, Space shall be measured in accordance with the standard (Z65.1-1996) provided by American
National Standards Institute/Building Owners and Managers Association (ANSI/BOMA) for Office Area, which means "the area where a
tenant normally houses personnel and/or furniture, for which a measurement is to be computed.' References to ABOA mean ANSI/BOMA
Office Area.
O. Working Days. Working Days shall mean weekdays, excluding Saturdays and Sundays and Federal holidays.
2.02 AUTHORIZED REPRESENTATIVES (JUN 2012)
The signatories to this Lease shall have full authority to bind their respective principals with regard to allmattersrelating to this Lease. No other
persons shall be understood to have any authority to bind their respective principals, except to the extent that such authority may be- explicitly
LEASE NO. GS-06P-LIA61005, PAGE 3 LESSOR GOVERNMENT: GSA FORM L201 D (09/15)
delegated by notice to the other party, or to the extent that such authority is transferred by succession of interest. The Government shall have the right
to substitute its Lease Contracting Officer (LCO) by notice, without an express delegation by the prior LCO.
2.03 WAIVER OF RESTORATION (APR 2011)
The Lessor shall have no right to require the Government to restore the Premises upon termination of the Lease, and waives all claims against the
Government for waste, damages, or restoration arising from or related to (a) the Government's normal and customary use of the Premises during the
-term of the Lease (including any extensions thereof), as well as (b) any initial or subsequent alteration to the Premises regardless of whether such
alterations are performed by the Lessor or by the Government. At its sole option, the Government may abandon property in the Space following
expiration of the Lease, in which case the property will become the property of the Lessor and the Government will be relieved of any liability in
connection therewith.
2.04 OPERATING COSTS ADJUSTMENT (JUN 2012)
•
A. Beginning with the second year of the Lease and each year thereafter, the Government shall pay annual incremental adjusted rent for
changes in costs for cleaning services, supplies, materials, maintenance, trash removal, landscaping, water, sewer charges, heating, electricity, and
certain administrative expenses attributable to occupancy.
B. The amount of adjustment will be determined by multiplying the base rate by the annual percent of change in the Cost of Living Index. The
percent change will be computed by comparing the index figure published for the month prior to the Lease Term Commencement Date with the index
figure published for the month prior which begins each successive 12 -month period. For example, a Lease which commences in June of 2005 would
use the index published for May of 2005, and that figure would be compared with the index published for May of 2006, May of 2007, and so on, to
determine the percent change. The Cost of Living Index will be measured by the Department of Labor revised Consumer Price Index for Urban Wage
Earners and Clerical Workers (CPI -W), U.S. city average, all items, (1982 to 1984 = 100) published by the Bureau of Labor Statistics. Payment will be
made with the monthly installment of fixed rent. Rental adjustments will be effective on the anniversary date of the Lease; however, payment of the
adjusted rental rate will become due on the first workday of the second month following the publication of the Cost of Living Index for the month prior to
the commencement of each 12 -month period.
C. In the event of any decreases in the Cost of Living Index occurring during the term of the occupancy under the Lease, the rental amount will
be reduced accordingly. The amount of such reductions will be determined in the same manner as increases in rent provided under this paragraph.
D. If the Government exercises an option to extend the Lease term at the same rate as that of the original term, the option price will be based
on the adjustment during the original term. Annual adjustments will continue.
2.05 RELOCATION RIGHTS (JUN 2012)
If it becomes necessary in the orderly development of the Airport, Lessor may require the relocation of Premises to other space at the Airport which, in
the reasonable judgment of Lessor, is similar and suitable for the purposes for which this Lease Is entered as such purposes are set forth herein.
Should such relocation be necessary, the Lessor shall provide the Government a minimum of 120 days prior written notice. Lessor shall be
responsible for all costs for such relocation, including all costs for moving furniture, office equipment, telephone and data lines, and any other costs
associated with replicating necessary operational features provided in the space originally leased. The Airport shall provide such relocated Premises
at the same rental rate as the original Premises, unless the new Premises are located in an area for which the Airport charges tenants a lower rate, in
which event the parties shall negotiate a reduction in the rental rate.
2.06 RECITALS FOR TRANSPORTATION SECURITY ADMINISTRATION (ON -AIRPORT) (JUN 2012)
A. The Transportation Security Administration (TSA) is required, pursuant to 49 U.S.C. 40101—The Aviation and Transportation Security Act
(ATSA), to oversee security measures at the Airport.
B. TSA is responsible for airline passenger and baggage screening services at the Airport.
C. The U.S. General Services Administration (GSA), on behalf of TSA, leases certain facilities on the Airport premises for administrative offices
and/or break rooms in support of airport passenger and baggage screening services by the TSA.
•
D. Space for TSA to screen passengers and baggage is expressly excluded from this Lease.
2.07 ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY (ON -AIRPORT) (MAY 2015)
A. The Lessor shall provide floor plans for the Space and a valid Certificate of Occupancy (C of 0), issued by the local jurisdiction, for the
intended use of the Government. If the local jurisdiction does not issue C of O's or if the C of 0 is not available, the Lessor may satisfy this condition
by providing a report prepared by a licensed fire protection engineer that verifies that'the Space complies with all applicable local fire protection and
life safety codes and ordinances and all fire protection and life safety-related requirements of this Lease.
B. Neither the Government's acceptance of the Premises for occupancy or acceptance of related appurtenances, nor the Government's occupancy of
the Premises, shall be construed as a waiver of any requirement or right of the Government under this lease, or as otherwise prejudicing the Government
with respect to any such requirement or right, or as an acceptance of any latent defect or condition.
2.08 ALTERATIONS PRIOR TO ACCEPTANCE (JUN 2012) -
The Government's rights stated under the General Clause "Alterations" also apply to initial build -out of the Premises.
LEASE NO. GS-06P-LIA61005, PAGE 4 LESSOR: `V' GOVERNMENT: GSA FORM L201D (09/15)
2.09 SYSTEM FOR AWARD MANAGEMENT (APR 2015)
The Offeror must have an active registration in the System for Award Management (SAM), via the Internet at https://www.acquisition.gov, prior to the
Lease award and throughout the life of the Lease. To remain active, the Offeror/Lessor is required to update or renew its registration annually. The
Government will not process rent payments to Lessors without an active registration in SAM. No change of ownership of the leased Premises will be
recognized by the Government until the new owner registers in SAM.
2.10 SECURITY UPGRADES DUE TO IMMEDIATE THREAT (APR 2011)
The Government reserves the right, at its own expense and with its own personnel, to heighten security in the Building under Lease during heightened
security conditions due to emergencies such as terrorist attacks, natural disaster, and civil unrest.
LEASE NO. GS-06P-LIA61005, PAGE 5 LESSOR: GOVERNMENT: GSA FORM L201D (09115)
SECTION 3 CONSTRUCTION STANDARDS AND SHELL COMPONENTS
3.01 BUILDING SHELL REQUIREMENTS (ON -AIRPORT) (SEP 2013)
A. The Building Shell shall be designed, constructed, and maintained in accordance with the standards set forth herein and completed prior to
acceptance of Space. For pricing, fulfillment of all requirements not specifically designated as operating costs or other rent components as indicated
shall be deemed included in the Shell Rent.
B. Base structure and Building enclosure components shall be complete. All common areas accessible by the Government, such as lobbies, fire
egress corridors and stairwells, elevators, garages, andservice areas, shall be complete. Restrooms shall be complete and operational. All newly
installed Building shell components, including but not limited to, heating, ventilation, and air conditioning (HVAC), electrical, ceilings, sprinklers, etc.,
shall be furnished, installed, and coordinated with Tls. Circulation corridors are provided as part of the base Building only on multi -tenanted floors
where the corridor is common to more than one tenant. On single tenant floors, only the fire egress corridor(s) necessary to meet code is provided as
part of the shell.
3.02 MEANS OF EGRESS (MAY 2015)
A. Prior to occupancy, the Premises and any parking garage areas shall meet or will be upgraded to meet, either the applicable egress
requirements in the National Fire Protection Association, Life Safety Code (NFPA 101), or the International Code Council, International Building Code
(IBC), each current as of the Lease Award Date, or use an alternative approach or method that achieves an equivalent level of safety deemed
acceptable by the Government.
B. The Space shall have unrestricted access to a minimum of two remote exits on each floor of Government occupancy.
C. Interlocking or scissor stairs located on the floor(s) where Space is located shall only count as one exit stair.
D. A fire escape located on the floor(s) where Space is located shall not be counted as an approved exit stair.
E. Doors shall not be locked in the direction of egress unless equipped with special locking hardware in accordance with requirements of NFPA
101 or the IBC.
3.03 AUTOMATIC FIRE SPRINKLER SYSTEM (SEP 2013)
A. Any portion of the Space located below -grade, including parking garage areas, and all areas in a Building referred to as "hazardous areas"
(defined in National Fire Protection Association (NFPA) 101) that are located within the entire Building (including non -Government areas) shall be
protected by an automatic fire sprinkler system or an equivalent level of safety. •
B. For Buildings in which any portion of the Space is on or above the sixth floor, then, at a minimum, the Building up to and including the
highest floor of Government occupancy shall be protected by an automatic fire sprinkler system or an equivalent level of safety.
C. For Buildings in which any portion of the Space is on or above the sixth floor, and lease of the Space will result, either individually or.in
combination with other Government Leases in the Building, in the Government leasing 35,000 or more ANSI/BOMA Office Area SF. of Space in the
Building, then the entire Building shall be protected throughout by an automatic fire sprinkler system or an equivalent level of safety.
D. Automatic fire sprinkler system(s) shall be installed in accordance with the requirements of NFPA 13, Standard for the Installation of
Sprinkler Systems that was in effect on the actual date of installation. _
E. Automatic fire sprinkler system(s) shall be maintained in accordance with the requirements of NFPA 25, Standard for the Inspection,
Testing, and Maintenance of Water-based Fire Protection Systems (current as of the Lease Award Date).
F. "Equivalent level of safety" means an alternative design or system (which may include automatic fire sprinkler systems), based upon fire
protection engineering analysis, which achieves a level of safety equal to or greater than that provided by automatic fire sprinkler systems.
3.04 FIRE ALARM SYSTEM (SEP 2013)
A. A Building -wide fire alarm system shall be installed in the entire Building in which any portion of the Space is located on the 3itl floor or
higher.
B. The fire alarm system shall be installed in accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code that was
in effect on the actual date of installation.
C. The fire alarm system shall be maintained in accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code
(current as of the Lease Award Date).
D. The fire alarm system shall transmit all fire alarm signals to the local fire department via any of the following means: directly to the local fire
department, to the (911) public communications center, to a central station, to a remote supervising station, or to a proprietary supervising station.
LEASE NO. GS-06P-LIA61005, PAGE 6 LESSOR:" GOVERNMENT: GSA FORM L201D (09/15)
E. If the Building's fire alarm control unit is over 25 years old as of the Lease Award Date, Lessor shall install a new fire alarm system in
accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code (current as of the Lease Award Date), prior to Government
acceptance and occupancy of the Space.
3.05 ENERGY INDEPENDENCE AND SECURITY ACT (DEC 2011)
A. The Energy Independence and Security Act (EISA) establishes the following requirements for Government Leases in Buildings that have not
earned the ENERGY STAR@ Label conferred by the Environmental Protection Agency (EPA) within one year prior to the due date for final proposal
revisions ("most recent year").
B. If this Lease was awarded under any of EISA's Section 435 statutory exceptions, the Lessor shall either:
1. Earn the ENERGY STAR@ Label prior to acceptance of the Space (or not later than one year after the Lease Award Date of a succeeding or
superseding Lease); or
2. Complete energy efficiency and conservation improvements if any, agreed to by Lessor in lieu of earning the ENERGY STAR® Label prior to
acceptance of the Space (or not later than one year after the Lease Award Date of a succeeding or superseding Lease).
C. If this Lease was awarded to a Building to be built or to a Building predominantly vacant as of the due date for final proposal revisions and was
unable to earn the ENERGY STAR@ label for the most recent year (as defined above) due to insufficient occupancy, but was able to demonstrate
sufficient evidence of capability to earn the ENERGY STAR® label, then Lessor must earn the ENERGY STAR® label within 18 months after
occupancy by the Government.
3.06 ACCESSIBILITY (FEB 2007)
The Building, leased Space, and areas serving the leased Space shall be accessible to persons with disabilities in accordance with the Architectural
Barriers Act Accessibility Standard (ABAAS), Appendices C and D to 36 CFR Part 1191 (ABA Chapters 1 and 2, and Chapters 3 through 10). To the
extent the standard referenced in the preceding sentence conflicts with local accessibility requirements, the more stringent shall apply.
3.07 MECHANICAL, ELECTRICAL, PLUMBING: GENERAL (APR 2011)
The Lessor shall provide and operate all Building equipment and systems in accordance with applicable technical publications, manuals, and standard
procedures. Mains, lines, and meters for utilities shall be provided by the Lessor. Exposed ducts, piping, and conduits are not permitted in office
Space.
3.08 RESTROOMS (ON -AIRPORT) (JUN 2012)
Government employees shall have access to all public restroom facilities for men and women in the Airport terminal at all times without additional
payment.
3.09 HEATING, VENTILATION, AND AIR CONDITIONING (ON -AIRPORT) (APR 2011)
A. Temperatures shall conform to local commercial equivalent temperature levels and operating practices to maximize tenant satisfaction.
These temperatures shall be maintained throughout the leased Premises and service areas, regardless of outside temperatures, during the hours of
operation specified in this Lease. The Lessor shall perform any necessary systems start-up required to meet the commercially equivalent temperature
levels prior to the first hour of each day's operation. At all times, humidity shall be maintained below 60 percent relative humidity.
B. The Lessor shall conduct HVAC system balancing after all HVAC system alterations during the term of the Lease and shall make a
reasonable attempt to schedule major construction outside of office hours.
C. Normal HVAC systems maintenance shall not disrupt tenant operations.
3.10 TELECOMMUNICATIONS: LOCAL EXCHANGE ACCESS (ON -AIRPORT) (SEP 2013)
A. The Government may elect to contract its own telecommunications (voice, data, video, Internet, or other emerging technologies) service in the
Space. The Government may contract with one or more parties to have inside wiring (or other transmission medium) and telecommunications
equipment installed.
B. The Lessor shall allow the Government's designated telecommunications providers access to utilize existing Building wiring to connect its
services to the Government's Space: If the existing Building wiring is insufficient to handle the transmission requirements of the Government's
designated telecommunications providers, the Lessor shall provide access from the point of entry into the Building to the Government's floor
Space, subject to any inherent limitations in the pathway involved.
C. The Lessor shall allow the Government's designated telecommunications providers to affix telecommunications antennas (high frequency,
mobile, microwave, satellite, or other emerging technologies), subject to weight and wind load conditions, to roof, parapet, or Building envelope
as required.
LEASE NO. GS-06P-LIA61005, PAGE 7 LESSOR: w GOVERNMENT: GSA FORM L201D (09115)
9-
SECTION 4 UTILITIES, SERVICES, AND OBLIGATIONS DURING THE LEASE TERM
4.01 SERVICES, UTILITIES, AND MAINTENANCE (ON -AIRPORT) (XXX 2013)
•
The Lessor is responsible for providing all utilities necessary for base building and tenant operations and all associated costs are included as a part of
the established rental rates. The following services, utilities, and maintenance shall be provided by the Lessor as part of the rental consideration
(check all that apply):
❑ HEAT
® ELECTRICITY
❑ POWER (Special Equip.)
El WATER (Hot & Cold)
® SNOW REMOVAL
® TRASH REMOVAL ® ELEVATOR SERVICE
® CHILLED DRINKING WATER - N WINDOW WASHING
® AIR CONDITIONING Fryquency
® RESTROOM SUPPLIES Z CARPET CLEANING
® JANITORIAL SERV. & SUPP. Frequency
• INITIAL&REPLACEMENT ❑ OTHER
LAMPS, TUBES & BALLASTS (Specify below)
® PAINTING FREQUENCY
Space 5 years
Public Areas 3 years.
The Lessor shall have an onsite building superintendent or a locally designated representative available topromptly respond to deficiencies, and
immediately address all emergency situations. .
4.02 PROVISION OF SERVICES, ACCESS, AND NORMAL HOURS "FOR AIRPORT OCCUPANCIES (SEP 2013)
The Government shall have access to the Premises and its'Appurtenant Areas at all times without additional payment, including the use, during other
than normal hours, of necessary services and utilities such as elevators; restrooms, lights, and electric power. Cleaning shall be performed after
tenant working hours unless daytime cleaning is specified as a special requirement elsewhere in this Lease. Janitorial Services shall not be required
on weekends or Federal holidays. Services, maintenance, and utilities shall be provided from 5:00 AM to 6:00 PM, 7 Days Per Week., Monday —
Sunday.
4.03 MAINTENANCE AND TESTING OF SYSTEMS (SEP 2013)
A. The Lessor is responsible for the total maintenance and repairofthe leased Premises. Such maintenance and repairs include the site and
private access roads. All equipment and systems shall be maintained .to provide reliable, energy efficient service without unusual interruption,
disturbing noises, exposure to fire or safety hazards, uncomfortable drafts, excessive air velocities, or unusual emissions of dirt. The Lessor's
maintenance responsibility includes initial supply and replacement - of all supplies, materials, and equipment necessary for such maintenance.
Maintenance, testing, and inspection of appropriate equipment and systems shall be done in accordance with current applicable codes, and inspection
certificates shall be displayed as appropriate. Copies of all records in this regard shall be forwarded to the Government's designated representative.
B. At the Lessor's expense, the Government reserves the right to. require documentation of proper operations, inspection, testing, and
maintenance of fire protection systems, such as, but not limited to, fire alarm, fire sprinkler, standpipes, fire pump, emergency lighting, illuminated exit
signs, emergency generator, prior to occupancy to ensure proper operation. These tests shall be witnessed by the Government's designated
representative. . .. -
4.04 - RECYCLING (ON -AIRPORT) (JUN 2012)
Where state or local law, code, or ordinance requires recycling programs (including mercury -containing lamps) for the Space to be provided pursuant
to this Lease, the Lessor shall comply with such state and local law, code, or ordinance 'in accordance with GSA Form 3517, General Clauses,
552.270-8, Compliance with Applicable Law. During the lease- term, the Lessor agrees, upon request, to provide the Government with additional
information concerning recycling programs maintained in the Building andinthe Leased Space.
4.05 RANDOLPH-SHEPPARD COMPLIANCE (SEP 2013)
During the term of the Lease, the Lessor may not establish vending facilities within the leased Space that will- compete with any Randolph -Sheppard
vending facilities. ..
4.06 SAFEGUARDING AND DISSEMINATION OF SENSITIVE BUT UNCLASSIFIED (SBU) BUILDING INFORMATION (SEP 2013)
•
This paragraph applies to all recipients of SBU Building information, including, bidders, awardees, contractors, subcontractors, Lessors,' suppliers, and
manufacturers. - •
A. MARKING SBU. Contractor -generated documents that contain Building Information.must be reviewed by GSA to identify any SBU content,
before the original or any copies are disseminated to any other parties. If SBU content is identified, the LCO may direct the contractor, as specified
elsewhere in this contract, to imprint or affix SBU document markings to the original documents -and all copies, before any dissemination.
B. AUTHORIZED RECIPIENTS. Building information considered, SBU- must be protected with access strictly controlled and limited to those
individuals having a need to know such information. Those with a heed to know may include Federal, state, and local government entities, and
nongovernment entities engaged in the conduct of business on behalf of or with GSA. Nongovernment entities may include architects, engineers,
consultants, contractors, subcontractors, suppliers, and others subrilitting an offer or bid to GSA or performing work under a GSA contract or
subcontract. Contractors must provide SBU Building information when needed for the performance of official Federal, state, and local government
functions, such as for code compliance reviews and for the issuance of -Building permits. Public safety entities such as fire and utility departments may
LEASE NO. GS-06P-LIA61005, PAGE 8 - LESSOR: `'� GOVERNMENT: GSA FORM L201 D (09/15)
require access to SBU Building information on a need to know basis. This paragraph must not prevent or encumber the dissemination of SBU Building
information to public safety entities.
C. DISSEMINATION OF SBU BUILDING INFORMATION:
1. BY ELECTRONIC TRANSMISSION. Electronic transmission of SBU information outside of the GSA firewall and network must
use session (or alternatively file encryption). Sessions (or files) must be encrypted with an approved NIST algorithm, such as Advanced Encryption
Standard (AES) or Triple Data Encryption Standard (3DE5), in accordance with Federal Information Processing Standards Publication (FIPS PUB)
140-2, Security Requirements for Cryptographic Modules. Encryption tools that meet FIPS 140-2 are referenced on the NIST web page found at the
following URL: http://csrc.nist.gov/groups/STM/cmvp/documents/140-1/1401vend.htm. All encryption products used to satisfy the FIPS 140-2
requirement should have a validation certificate that can be verified at the http://csrc.nist.gov/groups/STM/cmvp/validation.html#02. (Not all vendors of
security products that claim conformance with FIPS 140-2 have validation certificates.) Contractors must provide SBU Building information only to
authorized representatives of state, Federal, and local government entities and firms currently registered as "active" in the SAM database at
https://www.acquisition.gov that have a need to know such information. If a subcontractor is not registered in SAM and has a need to possess SBU
Building information, the subcontractor shall provide to the contractor its DUNS number or its tax ID number and a copy of its business license.
2. BY NON -ELECTRONIC FORM OR ON PORTABLE ELECTRONIC DATA STORAGE DEVICES. Portable electronic data storage
devices include but are not limited to CDs, DVDs, and USB drives. Non -electronic forms of SBU Building information include paper documents.
a. By mail. Utilize only methods of shipping that provide services for monitoring receipt such as track and confirm, proof of delivery,
signature confirmation, or return receipt.
b. In person. Contractors must provide SBU Building information only to authorized representatives of state, Federal, and local
government entities and firms currently registered as "active" in the SAM database that have a need to know such information.
3. RECORD KEEPING. Contractors must maintain a list of the state, Federal, and local government entities and the firms to which
SBU is disseminated under sections C1 and C2 of this paragraph. This list must include at a minimum
a. The name of the state, Federal, or local government entity or firm to which SBU has been disseminated;
b. The name of the individual at the entity or firm who is responsible for protecting the SBU Building information, with access
strictly controlled and limited to those individuals having a need to know such information;
c. Contact information for the named individual; and
d. A description of the SBU Building information provided.
Once work is completed, or for leased Space with the submission of the as built drawings, the contractor must collect all lists maintained in accordance
with this paragraph, including those maintained by any subcontractors and suppliers, and submit them to the LCO.
D. RETAINING SBU DOCUMENTS. SBU Building information (both electronic and paper formats) must be protected, with access strictly
controlled and limited to those individuals having a need to know such information.
E. DESTROYING SBU BUILDING INFORMATION. SBU Building information must be destroyed such that the marked information is rendered
unreadable and incapable of being restored, or returned to the LCO, when no longer needed, in accordance with guidelines provided for media
sanitization available at http://csrc.nist.gov/publications/PubsTC.html#Forensics. At the Web site, locate SP 800-88, Guidelines for Media Sanitization,
available at HTTP://CSRC.NIST.GOV/PUBLICATIONS/NISTPUBS/800-88/NISTSP800-88_REVI.PDF.and click on the file name NISTSP800-
88 REV1.pdf. From there, you can choose to "Save" or "Download" the file. If SBU Building information is not returned to the LCO, examples of
acceptable destruction methods for. SBU Building information are burning or shredding hardcopy; physically destroying portable electronic storage
devices such as CDs, DVDs, and USB drives; deleting and removing files from electronic recycling bins; and removing material from computer hard
drives using a permanent -erase utility such as bit -wiping software or disk crushers.
F. NOTICE OF DISPOSAL. The contractor must notify the LCO that all SBU Building information has been destroyed, or returned to the LCO,
by the contractor and its subcontractors or suppliers in accordance with section (e) of this paragraph, with the exception of the contractor's record
copy. This notice must be submitted to the LCO at the completion of the contract in order to receive final payment. For Leases, this notice must be
submitted to the LCO at the completion of the Lease term.
G. INCIDENTS. All improper disclosures of SBU Building information must be reported immediately to the LCO. If the contract provides for
progress payments, the LCO may withhold approval of progress payments until the contractor provides a corrective action plan explaining how the
contractor will prevent future improper disclosures of SBU Building information. Progress payments may also be withheld for failure to comply with any
provision in this paragraph until the contractor provides a corrective action plan explaining how the contractor will rectify any noncompliance and
comply with the paragraph in the future.
H. SUBCONTRACTS. The Contractor must insert the substance of this paragraph in all subcontracts.
4.07 INDOOR AIR QUALITY (SEP 2013)
A. The Lessor shall control contaminants at the source and/or operate the Space in such a manner that the GSA indicator levels for carbon
monoxide (CO), carbon dioxide (CO2), and formaldehyde (HCHO) are not exceeded. The indicator levels for office areas shall be: CO 9 ppm time
weighted average (TWA 8 hour sample); CO2 1,000 ppm (TWA); HCHO 0.1 ppm (TWA).
LEASE NO. GS-06P-LIA61005, PAGE 9 LESSOR:
OVERNMENT: GSA FORM L201O (09/15)
B. The Lessor shall make a reasonable attempt to apply insecticides, paints, glues, adhesives, and HVAC system cleaning compounds with
highly volatile or irritating organic compounds, outside of working hours. Except in an emergency, the Lessor shall provide at least 72 hours advance
notice to the Government before applying noxious chemicals in occupied spaces and shall adequately ventilate those spaces during and after
application.
C. The Lessor shall promptly investigate indoor air quality (IAQ) complaints and shall implement the necessary controls to address the
complaint.
D. The Government reserves the right to conduct independent IAQ assessments and detailed studies in Space that it occupies, as well as in
space serving the Space (e.g., common use areas, mechanical rooms, HVAC systems, etc.). The Lessor shall assist the Government in its
assessments and detailed studies by:
1. Making available information on Building operations and Lessor activities;
2, Providing access to Space for assessment and testing, if required; and
3. Implementing corrective measures required by the LCO.
E. The Lessor shall provide to the Government material safety data sheets (MSDS) upon request for the following products prior to their use
during the term of the Lease: adhesives, caulking, sealants, insulating materials, fireproofing or firestopping materials, paints, carpets, floor and wall
patching or leveling materials, lubricants, clear finish for wood surfaces, janitorial cleaning products, pesticides, rodenticides, and herbicides. The
Government reserves the right to review such products used by the Lessor within:
1. The Space;
2. Common Building areas;
3. Ventilation systems and zones serving the Space; and
4. The area above suspended ceilings and engineering space in the same ventilation zone as the Space.
F. Where hazardous gasses or chemicals (any products with data in the Health and Safety section of the MSDS sheets) may be present or
used, including large-scale copying and printing rooms, segregate areas with deck -to -deck partitions with separate outside exhausting at a rate of at
least 0.5 cubic feet per minute per SF, no air recirculation. The mechanical system must operate at a negative pressure compared with the
surrounding spaces of at least an average of 5 Pa (pascal) (0.02 inches of water gauge) and with a minimum of 1 Pa (0004 inches of water gauge)
when the doors to the rooms are closed.
4.08 HAZARDOUS MATERIALS (ON -AIRPORT) (SEP 2013)
The leased Space shall be free of hazardous materials, hazardous substances, and hazardous wastes, as defined by and according to applicable
Federal, state, and local environmental regulations including, but not limited to, the following:
A. The leased Space shall be free of all asbestos containing materials, except undamaged asbestos flooring in the Space or undamaged boiler
or pipe insulation outside the Space, in which case an asbestos management program conforming to EPA guidance shall be implemented.
B. • The Lessor shall provide Space to the Government that is free from actionable mold and free from any conditions that reasonably can be
anticipated to permit the growth of actionable mold or are indicative of the possibility that actionable mold will be present (indicators).
1. Actionable mold is mold of types and concentrations in excess of that found in the local outdoor air.
2. The Lessor shall be responsible for conducting the remediation in accordance with the relevant provisions of the document entitled
"Mold Remediation in Schools and Commercial Buildings" (EPA 402-K-01-001, March 2001), published by EPA, as same may be amended or revised
from time to time, and any other applicable Federal, state, or local laws, regulatory standards, and guidelines.
•
3. The Lessor acknowledges and agrees that the Government shall have a reasonable opportunity to inspect the leased Space after
conclusion of the remediation. If the results of the Government's inspection indicate that the remediation does not comply with the plan or any other
applicable Federal, state, or local laws, regulatory standards, or guidelines, the Lessor, at its sole cost, expense, and risk, shall immediately take all
further actions necessary to bring the remediation into compliance.
4. If the Lessor fails to exercise due diligence, or is otherwise unable to remediate the actionable mold, the Government may implement
a corrective action program and deduct its costs from the rent.
4.09 OCCUPANT EMERGENCY PLANS (SEP 2013)
The Lessor Is required to cooperate, participate and comply with the development and implementation of the Government's Occupant Emergency Plan
(OEP) and if necessary, a supplemental Shelter -in Place (SIP) Plan. Periodically, the Government may request that the Lessor assist in reviewing and
revising its OEP and SIP. The Plan, among other things, must include an annual emergency evacuation drill, emergency notification procedures for the
Lessor's Building engineer or manager, Building security, local emergency personnel, and Government agency personnel.
LEASE NO. GS-06P-LIA61005, PAGE 10 LESSOR. GOVERNMENT: GSA FORM L201 D (09/15)
SECTION 5 ADDITIONAL TERMS AND CONDITIONS
Lessor will provide separately controlled Thermostat or uninterrupted access to temperature controls for all agency space to include 2"d floor training
room.
LEASE NO. GS-06P-LIA61005, PAGE 11 LESSOR: GOVERNMENT:
GSA FORM L201D (09/15)
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
CATEGORY CLAUSE NO. 48 CFR REF. CLAUSE TITLE
GENERAL
PERFORMANCE
1 SUBLETTING AND ASSIGNMENT
2 552.270-11 SUCCESSORS BOUND
3 552.270-23 SUBORDINATION, NON -DISTURBANCE AND
ATTORNMENT
4 552.270-24 STATEMENT OF LEASE
5 552.270-25 SUBSTITUTION OF TENANT AGENCY
6 552.270-26 NO WAIVER
7 INTEGRATED AGREEMENT
8 552.270-28 MUTUALITY OF OBLIGATION
9 DELIVERY AND CONDITION
10 DEFAULT BY LESSOR
11 552.270-19 PROGRESSIVE OCCUPANCY
12 MAINTENANCE OF THE PROPERTY, RIGHT TO
INSPECT
13 FIRE AND CASUALTY DAMAGE
14 COMPLIANCE WITH APPLICABLE LAW
15 552.270-12 ALTERATIONS
16 ACCEPTANCE OF SPACE AND CERTIFICATE OF
OCCUPANCY
PAYMENT 17 52.204-7 SYSTEM FOR AWARD MANAGEMENT
18 52.204-13 SYSTEM FOR AWARD MANAGEMENT
MAINTENANCE
19 552.270-31 PROMPT PAYMENT
20 552.232-23 ASSIGNMENT OF CLAIMS
21 552.270-20 PAYMENT
22 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER—
SYSTEM FOR AWARD MANAGEMENT
STANDARDS OF CONDUCT 23 52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND
CONDUCT
24 552.270-32 COVENANT AGAINST CONTINGENT FEES
25 52-203-7 ANTI -KICKBACK PROCEDURES
26 52-223-6 DRUG-FREE WORKPLACE
27 52.203-14 DISPLAY OF HOTLINE POSTER(S)
ADJUSTMENTS 28 552.270-30 PRICE ADJUSTMENT FOR ILLEGAL OR
IMPROPER ACTIVITY
29 52-215-10 PRICE REDUCTION FOR DEFECTIVE COST OR
PRICING DATA
30 552.270-13 . PROPOSALS FOR ADJUSTMENT
31 CHANGES
AUDITS
INITIALS
32 552.215-70 EXAMINATION OF RECORDS BY GSA
33 52.215-2 AUDIT AND RECORDS—NEGOTIATION
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 3517R PAGF 1 (RFV 114/1 Al
DISPUTES 34 52.233-1 DISPUTES
LABOR STANDARDS
SUBCONTRACTING
35 52.222-26 EQUAL OPPORTUNITY
36 52.222-21 PROHIBITION OF SEGREGATED FACILITIES
37 52.219-28 POST -AWARD SMALL BUSINESS PROGRAM
REREPRESENTATION
38 52.222-35 EQUAL OPPORTUNITY FOR VETERANS
39 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH
DISABILITIES
40 52.222-37 EMPLOYMENT REPORTS VETERANS
41 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST
WHEN SUBCONTRACTING WITH CONTRACTORS
DEBARRED, SUSPENDED, OR PROPOSED FOR
DEBARMENT
42 52.215-12 SUBCONTRACTOR CERTIFIED COST OR
PRICING DATA
43 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS
44 52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN
45 52.219-16 LIQUIDATED DAMAGES—SUBCONTRACTING
PLAN
46 52.204-10 REPORTING EXECUTIVE COMPENSATION AND
FIRST-TIER SUBCONTRACT AWARDS
The information collection requirements contained in this solicitation/contract that are not required by regulation
have been approved by the Office of Management and Budget (OMB) pursuant to the Paperwork Reduction Act
and assigned the OMB Control No. 3090-0163.
INITIALS:
Lease No. GS-06P-LIA61005
GOVERNMENT fSA FORM 3517R PACIF 7 (RFVflA/951
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
1. SUBLETTING AND ASSIGNMENT (JAN 2011)
The Government may sublet any part of the premises but shall nth be relieved from any obligations under this
lease by reason of any such subletting. The Government may at any time assign this lease, and be relieved from
all obligations to Lessor under this lease excepting only unpaid rent and other liabilities, if any, that have accrued
to the date of said assignment. Any subletting or assignment shall be subject to prior written consent of Lessor,
which shall not be unreasonably withheld.
2. 552.270-11 SUCCESSORS BOUND (SEP 1999)
This lease shall bind, and inure to the benefit of, the parties and their respective heirs, executors, administrators,
successors, and assigns.
3. 552.270-23 SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT (SEP 1999)
(a) Lessor warrants that it holds such title to or other interest in the premises and other property as is
necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the
provisions of this lease. Government agrees, in consideration of the warranties and conditions set forth in this
clause, that this lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other
liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension
thereof. It is the intention of the parties that this provision shall be self -operative and that no further instrument
shall be required to effect the present or subsequent subordination of this lease. Government agrees, however,
within twenty (20) business days next following the Contracting Officer's receiptof a written demand, to execute
such instruments as Lessor may reasonably request to evidence further the subordination of this lease to any
existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water,
sewer or access easement necessary or desirable to serve the premises or adjoining property oWned in whole or
in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government
under this lease.
(b) No such subordination, to either existing or future mortgages, deeds of trust or other lien or security
instrument shall operate to affect adversely any right of the Government under this lease so long as the
Government is not in default under this lease. Lessor will include in any future mortgage, deed of trust or other
security instrument to which this lease becomes subordinate, or in a separate non -disturbance agreement, a
provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by
existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause,
and agrees to provide true copies of all such consents to the Contracting Officer promptly upon demand.
(c) In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any such
mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the Government
will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the premises or any
portion thereof and its or their successors and assigns, and any such purchasers and transferees will be deemed
to have assumed all obligations of the Lessor under this lease, so as to establish direct privity of estate and
contract between Government and such purchasers or transferees, with the same force, effect and relative priority
in time and right as if the lease had initially been entered into between such purchasers or transferees and the
Government; provided, further, that the Contracting Officer and such purchasers or transferees shall, with
reasonable promptness following any such sale or deed delivery in lieu of foreclosure, execute all such. revisions
to this lease, or other writings, as shall be necessary to document the foregoing relationship.
(d) None of the foregoing provisions may be deemed or construed to imply a waiver of the
Government's rights as a sovereign.
Lease No. GS-06P-LIA61005
INITIALS: &
FRS f flVFRMMFMT f]RG Pf1DM 1F10R Dafl 2 /DC\/OAMF\
4. 552.270-24 STATEMENT OF LEASE (SEP 1999)
(a) The Contracting Officer will, within thirty (30) days next following the Contracting Officer's receipt of a
joint written request from Lessor and a prospective lender or purchaser of the building, execute and deliver to
Lessor a "letter stating that the same is issued subject to the conditions stated in this clause and, if such is the
case, that (1) the lease is in full force and effect; (2) the date to which.the rent and other charges have been paid
in advance, if any; and (3) whether any notice of default has been issued.
(b) Letters issued pursuant to this clause are subject to the following conditions:
(1) That they are based solely upon a reasonably diligent review of the Contracting Officer's
lease file as of the date of issuance;
(2) That the Government shall not be held liable because of any defect in or condition of the
premises or building;
(3) That the Contracting Officer does not warrant or represent that the premises or building
comply with applicable Federal, State and local law; and
(4) That the Lessor, and each prospective lender and purchaser are deemed to have
constructive notice of such facts as would be ascertainable by reasonable pre -purchase and pre -commitment
inspection of the Premises and Building and by inquiry to appropriate Federal, State and local Government
officials.
5. 552.270-25 SUBSTITUTION OF TENANT AGENCY (SEP 1999)
The Government may, at any time and from time to time, substitute any Government agency or agencies for the
Government agency or agencies, if any, named in the lease.
6. 552.270-26 NO WAIVER (SEP 1999)
No failure by either party to insist upon the strict performance of any provision of this lease or to exercise any right
or remedy consequent upon a breach thereof, and no acceptance of full or partial rent or other performance by
either party during the continuance of any such breach shall constitute a waiver of any such breach of such
provision.
7. INTEGRATED AGREEMENT (JUN 2012)
This Lease, upon execution, contains the entire agreement of the parties and no prior written or oral agreement,
express or implied, shall be admissible to contradict the provisions of the Lease. Except as expressly attached to
and made a part of the Lease, neither the Request for Lease Proposals nor any pre -award communications by
either party shall be incorporated in the Lease.
8. 552.270-28 MUTUALITY OF OBLIGATION (SEP 1999)
The obligations and covenants of the Lessor, and the Government's obligation to pay rent and other Government
obligations and covenants, arising under or related to this Lease, are interdependent. The Government may, upon
issuance of and delivery to Lessor of a final decision asserting a claim against Lessor, set off such claim, in whole
or in part, as against any payment or payments then or thereafter due the Lessorunder this lease. No setoff
pursuant to this clause shall constitute a breach by the Government of this lease.
9. DELIVERY AND CONDITION (JAN 2011)
(a) Unless the Government elects to have the space occupied in increments, the space must be
delivered ready for occupancy as a complete unit.
INITIALS
Lease No. GS-06P-LIA61005
1 FCq(1RGM/FONMFNT (.IRA FIIOM'3F17n OA r2P A /OF\/OA/1F \
(b) The Government may elect to accept the Space notwithstanding the Lessor's failure to deliver the
Space substantially complete; if the Government so elects, it may reduce the rent payments.
10. DEFAULT BY LESSOR (APR 2012)
(a) The following conditions shall constitute default by the Lessor, and shall give rise to the following
rights and remedies for the Government:
(1) Prior to Acceptance of the Premises. Failure by the Lessor to diligently perform all
obligations required for Acceptance of the Space within the times specified, without excuse, shall constitute a
default by the Lessor. Subject to provision of notice of default to the Lessor, and provision of a reasonable
opportunity for the Lessor to cure its default, the Government may terminate the Lease on account of the Lessor's
default.
(2) After Acceptance of the Premises. Failure by the Lessor to perform any service, to provide
any item, or satisfy any requirement of this Lease, without excuse, shall constitute a default by the Lessor.
Subject to provision of notice of default to the Lessor, and provision of a reasonable opportunity for the Lessor to
cure its default, the Government may perform the service, provide the item, or obtain satisfaction of the
requirement by its own employees or contractors. If the Government elects to take such action, the Government
may deduct from rental payments its costs incurred in connection with taking the action. Alternatively, the
Government may reduce the rent by an amount reasonably calculated to approximate the cost or value of the
service not performed, item not provided, or requirement not satisfied, such reduction effective as of the date of
the commencement of the default condition.
(3) Grounds for Termination. The Government may terminate the Lease if:
(i) The Lessor's default persists notwithstanding provision of notice and reasonable
opportunity to cure by the Government, or
default conditions,
(ii) The Lessor fails to take such actions as are necessary to prevent the recurrence of
and such conditions (i) or (ii) substantially impair the safe and healthful occupancy of the Premises, or render the
Space unusable for its intended purposes.
(4) Excuse. Failure by the Lessor to timely deliver the Space or perform any service, provide
any item, or satisfy any requirement of this Lease shall not be excused if its failure in performance arises from:
(i)
Circumstances within the Lessor's control;
(H) Circumstances about which the Lessor had actual or constructive knowledge prior to
the Lease Award Date that could reasonably be expected to affect the Lessor's capability
to perform, regardless of the Government's knowledge of such matters;
(Hi) The condition of the Property;
(iv) The acts or omissions of the Lessor, its employees, agents or contractors; or
(v) The Lessor's inability to obtain sufficient financial resources to perform its
obligations.
(5) The rights and remedies specified in this clause are in addition to any and all remedies to
which the Government may be entitled as a matter of law.
INITIALS
Lease No. GS-06P-LIA61005
1 FRM nrnirommAPKIT nen enonn ocnVo innf-c th Mar nn en c‘
11. 552.270-19 PROGRESSIVE OCCUPANCY (SEP 1999)
The Government shall have the right to elect to occupy the space in partial increments prior to the substantial
completion of the entire leased premises, and the Lessor agrees to schedule its work so as to deliver the space
incrementally as elected by the Government. The Government shall pay rent commencing with the first business
day following substantial completion of the entire leased premise unless the Government has elected to occupy
the leased premises incrementally. In case of incremental occupancy, the Government shall pay rent pro rata
upon the first business day following substantial completion of each incremental unit. Rental payments shall
become due on the first workday of the month following the month in which an increment of space is substantially
complete, except that should an increment of space be substantially completed after the fifteenth day of the
month, the payment due. date will be the first workday of the second month following the month in which it was
substantially complete. The commencement date of the firm lease term will be a composite determined from all
rent commencement dates.
12. MAINTENANCE OF THE PROPERTY, RIGHT TO INSPECT (APR 2015)
The Lessor shall maintain the Property, including the building, building systems, and all equipment, fixtures, and
appurtenances furnished by the Lessor under this Lease, in good repair and tenantable condition so that they are
suitable in appearance and capable of supplying such heat, air conditioning, light, ventilation, safety systems,
access and other things to the premises, without reasonably preventable or recurring disruption, as is required for
the Government's access to, occupancy, possession, use and enjoyment of the premises as provided in this
lease. For the purpose of so maintaining the premises, the Lessor may at reasonable times enter the premises
with the approval of the authorized Government representative in charge. Upon request of the Lease Contracting
Officer (LCO), the Lessor shall provide written documentation that building systems have been properly
maintained, tested, and are operational within manufacturer's warranted operating standards. The Lessor shall
maintain the Premises in a safe and healthful condition according to applicable OSHA standards and all other
requirements of this Lease, including standards governing indoor air quality, existence of mold and other
biological hazards, presence of hazardous materials, etc. The Government shall have the right, at any time after
the Lease Award Date and during the term of the Lease, to inspect all areas of the Property to which access is
necessary for the purpose of determining the Lessor's compliance with this clause.
13. FIRE AND CASUALTY DAMAGE (MAR 2013)
If the building in which the Premises are located is totally destroyed or damaged by fire or other casualty, this
Lease shall immediately terminate. If the building in which the Premises are located are only partially destroyed
or damaged, so as to render the Premises untenantable, or not usable for their intended purpose, the Lessor shall
have the option to elect to repair and restore the Premises or terminate the Lease. The Lessor shall be permitted
a reasonable amount of time, not to exceed 270 days from the event of destruction or damage, to repair or
restore the Premises, provided that the Lessor submits to the Government a reasonable schedule for repair of the
Premises within 60 days of the event of destruction or damage. If the Lessor fails to timely submit a reasonable
schedule for completing the work, the Government may elect to terminate the Lease effective as of the date of the
event of destruction or damage. If the Lessor elects to repair or restore the Premises, but fails to repair or restore
the Premises within 270 days from the event of destruction or damage, or fails to diligently pursue such repairs or
restoration so as to render timely completion commercially impracticable, the Government may terminate the
Lease effective as of the date of the destruction or damage. During the time that the Premises are unoccupied,
rent shall be abated. Termination of the Lease by either party under this clause shall not give rise to liability for
either party.
This clause shall not apply if the event of destruction or damage is caused by the Lessor's negligence or willful
misconduct.
14. COMPLIANCE WITH APPLICABLE LAW (JAN 2011)
Lessor shall comply with all Federal, state and local laws applicable to its ownership and leasing of the Property,
including, without limitation, laws applicable to the construction, ownership, alteration or operation of all buildings,
structures, and facilities located thereon, and obtain all necessary permits, licenses and similar items at its own
expense. The Government will comply with all Federal, State and local laws applicable to and enforceable against
INITIALS:
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 35178 PAGE 6 (REV 04/15)
it as a tenant under this lease, provided that nothing in this Lease shall be construed as a waiver of the sovereign
immunity of the Government. This Lease shall be governed by Federal law.
15. 552.270-12 ALTERATIONS (SEP 1999)
The Government shall have the right during the existence of this lease to make alterations, attach fixtures, and
erect structures or signs in or upon the premises hereby leased, which fixtures, additions or structures so placed
in, on, upon, or attached to the said premises shall be and remain the property of the Government and may be
removed or otherwise disposed of by the Government. If the lease contemplates that the Government is the sole
occupant of the building, for purposes of this clause, the leased premises include the land on which the building is
sited and the building itself. Otherwise, the Government shall have the right to tie into or make any physical
connection with any structure located on the property as is reasonably necessary for appropriate utilization of the
leased space.
16. ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY (APR 2015)
(a) Ten (10) working days prior to the completion of the Space, the Lessor shall issue written notice
to the Government to schedule the inspection of the Space for acceptance. The Government shall accept the
Space only if the construction of building shell and Tls conforming to this Lease and the approved DIDs is
substantially complete, and a Certificate of Occupancy has been issued as set forth below.
(b) The Space shall be considered substantially complete only if the Space may be used for its
intended purpose and completion of remaining work will not unreasonably interfere with the Governments
enjoyment of the Space. Acceptance shall be final and binding upon the Government with respect to
conformance of the completed Tls to the approved DIDs, with the exception of items identified on a punchlist
generated as a result of the inspection, concealed conditions, latent defects, or fraud, but shall not relieve the
Lessor of any other Lease requirements.
(c) The Lessor shall provide a valid Certificate of Occupancy, issued by the local jurisdiction, for the
intended use of the Government. If the local jurisdiction does not issue Certificates of Occupancy or if the
Certificate of Occupancy is not available, the Lessor may satisfy this condition by providing a report prepared by a
licensed fire protection engineer that indicates that the Space and Building are compliant with all applicable local
codes and ordinances and all fire protection and life safety-related requirements of this Lease to ensure an
acceptable level of safety is provided. Under such circumstances, the Government shall only accept the Space
without a Certificate of Occupancy if a licensed fire protection engineer determines that the offered space is
compliant with all applicable local codes and ordinances and fire protection and life safety-related requirements of •
this Lease.
17. 52.204-7 SYSTEM FOR AWARD MANAGEMENT (JUL 2013)
(a) Definitions. As used in this provision—
"Data Universal Numbering System (DUNS) number" means the 9 -digit number assigned by Dun and
Bradstreet, Inc. (D&B) to identify unique business entities.
"Data Universal Numbering System +4 (DUNS+4) number" means the DUNS number assigned by D&B
plus a 4 -character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4 -character
suffix.) This 4 -character suffix may be assigned at the discretion of the business concern to establish additional
System for Award Management records for identifying alternative Electronic Funds Transfer (EFT) accounts (see
the FAR at Subpart 32.11) for the same concern.
"Registered in the System for Award Management (SAM) database" means that—
INITIALS:
Lease No. GS-06P-LIA61005
LESSOR - GOVERNMENT GSA FORM 3517B PAGE 7 (REV 04/15)
(1) The offeror has entered all mandatory information, including the DUNS number or the DUNS+4
number, the Contractor and Government Entity (CAGE) code, as well as data required by the Federal Funding
Accountability and Transparency Act of 2006 (see Subpart 4.14) into the SAM database;
(2) The offeror has completed the Core, Assertions, and Representations and Certifications, and
Points of Contact sections of the registration in the SAM database;
(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer
Identification Number (TIN) with the Internal Revenue Service (IRS). The offeror will be required to provide
consent for TIN validation to the Government as a part of the SAM registration process; and
(4) The Government has marked the record "Active".
(b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee
shall be registered in the SAM. database prior to award, during performance, and through final payment of any
contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this
solicitation.
(2) The offeror shall enter, in the block with its name and address on the cover page of its offer, the
annotation "DUNS" or "DUNS +4" followed by the DUNS or DUNS +4 number that identifies the offeror's name
and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that
the offeror is registered in the SAM database.
(c)
obtain one.
(1)
If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to
An offeror may obtain a DUNS number—
(i) Via the Internet at http://fedqov.dnb.com/webform or if the offeror does not have Internet access, it may
call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or
(H) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should
indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office.
(2) The offeror should be prepared to provide the following information:
INITIALS:
(i) Company legal business.
(H) Tradestyle, doing business, or other name by which your entity is commonly recognized.
(iii) Company Physical Street Address, City, State, and ZIP Code.
(iv) Company Mailing Address, City, State and ZIP Code Of separate from physical).
(v) Company Telephone Number.
(vi) Date the company was started.
(vii) Number of employees at your location.
(viii) Chief executive officer/key manager.
(ix) Line of business (industry).
(x) Company Headquarters name and address (reporting relationship within your entity).
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 35178 PAGE 8 (REV 04/15)
(d) If the Offeror does not become registered in the SAM database in the time prescribed by the
Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered
Offeror.
(e) Processing time, which normally takes 48 hours, should be taken into consideration when
registering. Offerors who are not registered should consider applying for registration immediately upon receipt of
this solicitation.
(f) Offerors may obtain information on registration at https://www.acquisition.gov
18. 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (JUL 2013)
(a) Definitions. As used in this clause—
"Data Universal Numbering System (DUNS) number" means the 9 -digit number assigned by Dun and
Bradstreet, Inc. (D&B) to identify unique business entities, which is used as the identification number for Federal
contractors.
"Data Universal Numbering System+4 (DUNS+4) number" means the DUNS number assigned by D&B plus a
4 -character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4 -character
suffix.) This 4 -character suffix may be assigned at the discretion of the business concern to establish additional
SAM records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at subpart 32.11)
for the same concern.
"Registered in the System for Award Management (SAM) database" means that—
(1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4
number, the Contractor and Government Entity (CAGE) code, as well as data required by the Federal Funding
Accountability and Transparency Act of 2006 (see Subpart 4.14), into the SAM database;
(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of
Contact sections of the registration in the SAM database;
(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer
Identification Number (TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide
consent for TIN validation to the Government as a part of the SAM registration process; and
(4) The Government has marked the record "Active".
"System for Award Management (SAM)" means the primary Government repository for prospective Federal
awardee and Federal awardee information and the centralized Government system for certain contracting, grants,
and other assistance -related processes. It includes—
(1) Data collected from prospective Federal awardees required for the conduct of business with the
Government;
(2) Prospective contractor -submitted annual representations and certifications in accordance with FAR
Subpart 4.14; and
INITIALS
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 3517B PAGE 9 (REV 04/15)
(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and
certain types of Federal financial and non-financial assistance and benefits.
(b) The Contractor is responsible for the accuracy and completeness of the data within the SAM database, and
for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in
the SAM database after the initial registration, the Contractor is required to review and update on an annual basis,
from the date of initial registration or subsequent updates, its information in the SAM database to ensure it is
current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this
contract and is not a substitute for a properly executed contractual document.
(c) (1) (i) If a Contractor has legally changed its business name, doing business as name, or division name
(whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not
completed the necessary requirements regarding novation and change -of -name agreements in subpart 42.12 the
Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification
of its intention to—
(A) Change the name in the SAM database;
(B) Comply with the requirements of subpart 42.12 of the FAR; and
(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer.
The Contractor shall provide with the notification sufficient documentation to support the legally changed name.
(ii) If the Contractor fails to comply with the requirements of paragraph (c)(1)(i) of this clause, or fails to
perform the agreement at paragraph (c)(1)0)(C) of this clause, and, in the absence of a properly executed
novation or change -of -name agreement, the SAM information that shows the Contractor to be other than the
Contractor indicated in the contract will be considered to be incorrect information within the meaning of the
"Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract.
(2) The Contractor shall not change the name or address for EFT payments or manual payments, as
appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR subpart
32.8 Assignment of Claims). Assignees shall be separately registered in the SAM. Information provided to the
Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other
than that Contractor will be considered to be incorrect information within the meaning of the "Suspension of
Payment" paragraph of the EFT clause of this contract.
(3) The Contractor shall ensure that the DUNS number is maintained with Dun & Bradstreet throughout the
life of the contract. The Contractor shall communicate any change to the DUNS number to the Contracting Officer
within 30 days after the change, so an appropriate modification can be issued to update the data on the contract.
A change in the DUNS number does not necessarily require a novation be accomplished. Dun & Bradstreet may
be contacted
(i) Via the internet at http://fedqov.dnb.com/webform or if the contractor does not have internet access, it
may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or
(H) If located outside the United States, by contacting the local Dun and Bradstreet office.
(d) Contractors may obtain additional information on registration and annual confirmation requirements at
https://www.acquisition.qov.
19. 552.270-31 PROMPT PAYMENT (JUN 2011)
INITIALS:
Lease No. GS-06P-LIA61005
LESSOR GOVERNMENT GSA FORM 3517B PAGE 10 (REV 04/151
The Government will make payments under the terms and conditions specified in this clause. Payment shall be
considered as being made on the day a check is dated or an electronic funds transfer is made. All days referred
to in this clause are calendar days, unless otherwise specified.
(a) Payment due date—
(1) Rental payments. Rent shall be paid monthly in arrears and will be due on the first workday
of each month, and only as provided for by the lease.
(i) When the date for commencement of rent falls on the 15th day of the month or
earlier, the initial monthly rental payment under this contract shall become due on the first workday of the month
following the month in which the commencement of the rent is effective.
(ii) When the date for commencement of rent falls after the 15th day of the month, the
initial monthly rental payment under this contract shall become due on the first workday of the second month
following the month in which the commencement of the rent is effective.
(2) Other payments. The due date for making payments other than rent shall be the later of the
following two events:
Contractor.
(i) The 30th day after the designated billing office has received a proper invoice from the
(ii) The 30th day after Government acceptance of the work or service. However, if the
designated billing office fails to annotate the invoice with the actual date of receipt, the invoice payment due date
shall be deemed to be the 30th day after the Contractor's invoice is dated, provided a proper invoice is received
and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.
(b) Invoice and inspection requirements for payments other than rent.
(1) The Contractor shall prepare and submit an invoice to the designated billing office after
completion of the work. A proper invoice shall include the following items:
(i) Name and address of the Contractor.
(ii) Invoice date.
(iii) Lease number.
(iv) Government's order number or other authorization.
(v) Description, price, and quantity of work or services delivered.
(vi) Name and address of Contractor official to whom payment is to be sent (must be the
same as that in the remittance address in the lease or the order).
(vii) Name (where practicable), title, phone number, and mailing address of person to be
notified in the event of a defective invoice.
(2) The Government will inspect and determine the acceptability of the work performed or
services delivered within seven days after the receipt of a proper invoice or notification of completion of the work
or services unless a different period is specified at the time the order is placed. If actual acceptance occurs later,
for the purpose of determining the payment due date and calculation of interest, acceptance will be deemed to
occur on the last day of the seven day inspection period. If the work or service is rejected for failure to conform to
the technical requirements of the contract, the seven days will be counted beginning with receipt of a new invoice
or notification. In either case, the Contractor is not entitled to any payment or interest unless actual acceptance by
the Government occurs.
INITIALS
GOVERNMENT
Lease No. GS-06P-LIA61005
GSA FORM 35178 PAGE 11 (REV 04/15)
(c) Interest Penalty.
(1) An interest penalty shall be paid automatically by the Government, without request from the
Contractor, if payment is not made by the due date.
(2) The interest penalty shall be at the rate established by the Secretary of the Treasury under
Section 12 of the Contract Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day after the due date.
This rate is referred to as the 'Renegotiation Board Interest Rate," and it is published in the Federal Register
semiannually on or about January 1 and July 1. The interest penalty shall accrue daily on the payment amount
approved by the Government and be compounded in 30 -day increments inclusive from the first day after the due
date through the payment date.
(3) Interest penalties will not continue to accrue after the filing of aclaim for such penalties
under the clause at 52.233-1, Disputes, or for more than one year. Interest penalties of less than $1.00 need not
be paid.
(4) Interest penalties are not required on payment delays due to disagreement between the
Government and Contractor over the payment amount or other issues involving contract compliance or on
amounts temporarily withheld or retained in accordance with the terms of the contract. Claims involving disputes,
and any interest that may be payable, will be resolved in accordance with the clause at 52.233-1, Disputes.
(d) Overpayments. If the Lessor becomes aware of a duplicate payment or that the Government has
otherwise overpaid on a payment, the Contractor shall—
(1) Return the overpayment amount to the payment office cited in the contract along with a
description of the overpayment including,the—
(i) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment,
liquidation errors, date(s) of overpayment);
(ii) Affected lease number; (Hi) Affected lease line item or sub -line item; if applicable; and
(iii) Lessor point of contact.
(2) Provide a copy of the remittance and supporting documentation to the Contracting Officer.
20. 552.232-23 ASSIGNMENT OF CLAIMS (SEP 1999)
(Applicable to leases over $3,000.)
In order to prevent confusion and delay in making payment, the Contractor shall not assign any claim(s) for
amounts due or to become due under this contract. However, the Contractor is permitted to assign separately to a
bank, trust company, or other financial institution, including any Federal lending agency, under the provisions of
the Assignment of Claims Act, as amended, 31 U.S.C. 3727, 41 U.S.C. 15 (hereinafter referred to as "the Act"), all
amounts due or to become due under any order amounting to $1,000 or more issued by any Government agency
under this contract. Any such assignment takes effect only if and when the assignee files written notice of the
assignment together with a true copy of the instrument of assignment with the contracting officer issuing the order
and the finance office designated in the order to make payment. Unless otherwise stated in the order, payments
to an assignee of any amounts due or to become due under any order assigned may, to the extent specified in
the Act, be subject to reduction or set-off.
21. 552.270-20 PAYMENT (MAY 2011)
(a) When space is offered and accepted, the amount of American National Standards
Institute/Building Owners and Managers Association Office Area (ABOA) square footage delivered will be
confirmed by:
INITIALS
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 35178 PAGE 12 (REV 04/15)
(1) The Government's measurement of plans submitted by the successful Offeror as approved
by the Government, and an inspection of the space to verify that the delivered space is in conformance with such
plans or
necessary.
(2) A mutual on-site measurement of the space, if the Contracting Officer determines that it is
(b) Payment will not be made for space which is in excess of the amount of ABOA square footage
stated in the lease.
(c) If it is determined that the amount of ABOA square footage actually delivered is less than the
amount agreed to in the lease, the lease will be modified to reflect the amount of ABOA space delivered and the
annual rental will be adjusted as follows:
ABOA square feet not delivered multiplied by one plus the common area factor (CAF), multiplied
by the rate per rentable square foot (RSF). That is: (1+CAF) x Rate per RSF = Reduction in Annual Rent
22. 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER—SYSTEM FOR AWARD
MANAGEMENT (JUL 2013)
(a) Method of payment.
(1) All payments by the Government under this contract shall be made by electronic funds transfer
(EFT), except as provided in paragraph (a)(2) of this clause. As used in this clause, the term "EFT" refers to the
funds transfer and may also include the payment information transfer.
(2) In the event the Government is unable to release one or more payments by EFT, the Contractor
agrees to either—
(i) Accept payment by check or some other mutually agreeable method of payment; or
(ii) Request the Government to extend the payment due date until such time as the
Government can make payment by EFT (but see paragraph (d) of this clause).
(b) Contractor's EFT information. The Government shall make payment to the Contractor using the EFT
information contained in the System for Award Management (SAM) database. In the event that the EFT
information changes, the Contractor shall be responsible for providing the updated information to the SAM
database.
(c) Mechanisms for EFT payment. The Government may make payment by EFT through either the Automated
Clearing House (ACK) network, subject to the rules of the National Automated Clearing House Association, or the
Fedwire Transfer System. The rules governing Federal payments through the ACH are contained in 31 CFR
Part 210.
(d) Suspension of payment. If the Contractor's EFT information in the SAM database is incorrect, then the
Government need not make payment to the Contractor under this contract until correct EFT information is entered
into the SAM database; and any invoice or contract financing request shall be deemed not to be a proper invoice
for the purpose of prompt payment under this contract. The prompt payment terms of the contract regarding
notice of an improper invoice and delays in accrual of interest penalties apply.
(e) Liability for uncompleted or erroneous transfers.
(1) If an uncompleted or erroneous transfer occurs because the Government used the Contractor's
EFT information incorrectly, the Government remains responsible for—
(1) Making a correct payment;
,: Lease No. GS-06P-LIA61005
INITIALS: 111 &
LESSOR GOVERNMENT GSA FORM 3517B PAGE 13 (REV 04/15)
(ii) Paying any prompt payment penalty due; and
(iii) Recovering any erroneously directed funds.
(2) If an uncompleted or erroneous transfer occurs because the Contractor's EFT information was
incorrect, or was revised within 30 days of Government release of the EFT payment transaction instruction to the
Federal Reserve System, and—
(i) If the funds are no longer under the control of the payment office, the Government is deemed
to have made payment and the Contractor is responsible for recovery of any erroneously directed funds;
or
(ii) If the funds remain under the control of the payment office, the Government shall not make
payment, and the provisions of paragraph (d) of this clause shall apply.
(f) EFT and prompt payment. A payment shall be deemed to have been made in a timely manner in
accordance with the prompt payment terms of this contract if, in the EFT payment transaction instruction released
to the Federal Reserve System, the date specified for settlement of the paymentis on or before the prompt
payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve
System.
(g) EFT and assignment of claims. If the Contractor assigns the proceeds of this contract as provided
for in the assignment of claims terms of this contract, the Contractor shall require as a condition of any such
assignment, that the assignee shall register separately in the SAM database and shall be paid by EFT in
accordance with the terms of this clause. Notwithstanding any other requirement of this contract, payment to an
ultimate recipient other than the Contractor, or a financial institution properly recognized under an assignment of
claims pursuant to Subpart 32.8, is not permitted. In all respects, the requirements of this clause shall apply to the
assignee as if it were the Contractor. EFT information that shows the ultimate recipient of the transfer to be other
than the Contractor, in the absence of a proper assignment of claims acceptable to the Government, is incorrect
EFT information within the meaning of paragraph (d) of this clause.
(h) Liability for change of EFT information by financial agent. The Government is not liable for errors
resulting from changes to EFT information made by the Contractor's financial agent.
(i) Payment information. The payment or disbursing office shall forward to the Contractor available payment
information that is suitable for transmission as of the date of release of the EFT instruction to the Federal Reserve
System. The Government may request the Contractor to designate a desired format and method(s) for delivery of
payment information from a list of formats and methods the payment office is capable of executing. However, the
Government does not guarantee that any particular format or method of delivery is available at any particular
payment office and retains the latitude to use the format and delivery method most convenient to the Government.
If the Government makes payment by check in accordance with paragraph (a) of this clause, the Government
shall mail the payment information to the remittance address contained in the SAM database.
23. 52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND CONDUCT (APR 2010)
(Applicable to leases over $5 million and performance period is 120 days or more.)
(a) Definitions. As used in this clause—
"Agent" means any individual, including a director, an officer, an employee, or an independent Contractor,
authorized to act on behalf of the organization.
INITIALS:
"Full cooperation"—
(1) Means disclosure to the Government of the information sufficient for law enforcement to
identify the nature and extent of the offense and the individuals responsible for the conduct. It includes
providing timely and complete response to Government auditors' and investigators' request for
documents and access to employees with information;
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 3517B PAGE 14 (REV 04/15)
(2) Does not foreclose any Contractor rights arising in law, the FAR, or the terms of the
contract. It does not require—
(i) A Contractor to waive its attorney-client privilege or the protections afforded by the
attorney work product doctrine; or
(0) Any officer, director, owner, or employee of the Contractor, including a sole
proprietor, to waive his or her attorney client privilege or Fifth Amendment rights; and
(3) Does not restrict a Contractor from—
(i) Conducting an internal investigation; or
(ii) Defending a proceeding or dispute arising under the contract or related toa potential
or disclosed violation. •
"Principal" means an officer, director, owner, partner, or a person having primary management or
supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or
business segment; and similar positions).
"Subcontract" means any contract entered into by a subcontractor to furnish supplies or services for
performance of a prime contract or a subcontract.
"Subcontractor" means any supplier, distributor, vendor, or firm that furnished supplies or services to or
for a prime contractor or another subcontractor.
"United States," means the 50 States, the District of Columbia, and outlying areas.
(b) Code of business ethics and conduct.
(1) Within 30 days after contract award, unless the Contracting Officer establishes a longer
time period, the Contractor shall—
(i) Have a written code of business ethics and conduct; and
(0) Make a copy of the code available to each employee engaged in performance of the
contract.
(2) The Contractor shall—
(i) Exercise due diligence to prevent and detect criminal conduct; and
(ii) Otherwise promote an organizational culture that encourages ethical conduct and a
commitment to compliance with the law.
(3) (i) The Contractor shall timely disclose, in writing, to the agency Office of the Inspector
General (OIG), with a copy to the Contracting Officer, whenever, in connection with the award, performance, or
closeout of this contract or any subcontract thereunder, the Contractor has credible evidence that a principal,
employee, agent, or subcontractor of the Contractor has committed—
(A) A violation of Federal criminal law involving fraud, conflict of interest, bribery,
or gratuity violations found in Title 18 of the United States Code; or
(B) A violation of the civil False Claims Act (31 U.S.C. 3729-3733).
(ii) The Government, to the extent permitted by law and regulation, will safeguard and
treat information obtained pursuant to the Contractor's disclosure as confidential where the information has been
Lease No. GS-06P-LIA61005
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LESSOR GOVERNMENT GSA FORM 35178 PAGE 15 (REV 04/15)
marked "confidential" or "proprietary" by the company. To the extent permitted by law and regulation, such
information will not be released by the Government to the public pursuant to a Freedom of Information. Act
request, 5 U.S.C. Section 552 without prior notification to the Contractor. The Government may transfer
documents provided by the Contractor to any department or agency within the Executive Branch if the information
relates to matters within the organization's jurisdiction.
(iii) If the violation relates to an order against a Governmentwide acquisition contract, a
multi -agency contract, a multiple -award schedule contract such as the Federal Supply Schedule, or any other
procurement instrument intended for use by multiple agencies, the Contractor shall notify the OIG of the ordering
agency and the IG of the agency responsible for the basic contract.
(c) Business ethics awareness and compliance program and internal control system. This paragraph
(c) does not apply if the Contractor has represented itself as a small business concern pursuant to the award of
this contract or if this contract is for the acquisition of a commercial item as defined at FAR 2.101. The Contractor
shall establish the following within 90 days after contract award, unless the Contracting Officer establishes a
longer time period:
(1) An ongoing business ethics awareness and compliance program.
(i) This program shall include reasonable steps to communicate periodically and in a practical
manner the Contractor's standards and procedures and other aspects of the Contractor's business ethics
awareness and compliance program and internal control system, by conducting effective training programs and
otherwise disseminating information appropriate to an individual's respective roles and responsibilities.
(ii) The training conducted under this program shall be provided to the Contractor's principals
and employees, and as appropriate, the Contractor's agents and subcontractors. .
(2) An internal control system.
(1)
The Contractor's internal control system shall—
(A) Establish standards and procedures to facilitate timely discovery of improper
conduct in connection with Government contracts; and
(B) Ensure corrective measures are promptly instituted and carried out.
(ii) At a minimum, the Contractor's internal control system shall provide for the following:
(A) Assignment of responsibility at a sufficiently high level and adequate resources to
ensure effectiveness of the business ethics awareness and compliance program and internal control system.
(B) Reasonable efforts not to include an individual as a principal, whom due diligence
would have exposed as having engaged in conduct that is in conflict with the Contractor's code of business ethics
and conduct.
(C) Periodic reviews of company business practices, procedures, policies, and internal
controls for compliance with the Contractor's code of business ethics and conduct and the special requirements of
Government contracting, including—
• Monitoring and auditing to detect criminal conduct;
• Periodic evaluation of the effectiveness of the business ethics awareness and
compliance program and internal control system, especially if criminal conduct has been detected; and
• Periodic assessment of the risk of criminal conduct, with appropriate steps to
design, implement, or modify the business ethics awareness and compliance program and the internal control
system as necessary to reduce the risk of criminal conduct identified through this process.
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(D) An internal reporting mechanism, such as a hotline, which allows for anonymity or
confidentiality, by which employees may report suspected instances of improper conduct, and
instructions that encourage employees to make such reports.
(E) Disciplinary action for improper conduct or for failing to take reasonable steps to
prevent or detect improper conduct.
(F) Timely disclosure, in writing, to the agency 010, with a copy to the Contracting
Officer, whenever, in connection with the award, performance, or closeout of any Government contract
performed by the Contractor or a subcontract thereunder, the Contractor has credible evidence that a
principal, employee, agent, or subcontractor of the Contractor has committed a violation of Federal
criminal law involving fraud, conflict of interest, bribery, or gratuity violations found in Title 18 U.S.C. or
a violation of the civil False Claims Act (31 U.S.C. 3729-3733).
• If a violation relates to more than one Government contract, the Contractor
may make the disclosure to the agency OIG and Contracting Officer responsible for the largest dollar value
contract impacted by the violation.
• If the violation relates to an order against a Governmentwide acquisition
contract, a multi -agency contract, a multiple -award schedule contract such as the Federal Supply Schedule, or
any other procurement instrument intended for use by multiple agencies, the contractor shall notify the OIG of the
ordering agency and the IG of the agency responsible for the basic contract, and the respective agencies'
contracting officers.
• The disclosure requirement for an individual contract continues until at least
3 years after final payment on the contract.
• The Government will safeguard such disclosures in accordance with
paragraph (b)(3)(ii) of this clause.
(G) Full cooperation with any Government agencies responsible for audits,
investigations, or corrective actions.
(d) Subcontracts.
(1) The Contractor shall include the substance of this clause, including this paragraph (d), in
subcontracts that have a value in excess of $5,000,000 and a performance period of more than 120 days.
(2) In altering this clause to identify the appropriate parties, all disclosures of violation of the
civil False Claims Act or of Federal criminal law shall be directed to the agency Office of the Inspector
General, with a copy to the Contracting Officer.
24. 552.270-32 COVENANT AGAINST CONTINGENT FEES (JUN 2011)
(Applicable to leases over $150,000 average net annual rental including option periods.)
(a) The Contractor warrants that no person or agency has been employed or retained to solicit or
obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or
agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without
liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount
of the contingent fee.
(b) Bona fide agency, as used in this clause, means an established commercial or selling agency
(including licensed real estate agents or brokers), maintained by a Contractor for the purpose of securing
business, that neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts
nor holds itself out as being able to obtain any Government contract or contracts through improper influence.
INITIALS
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ESSOR - GOVERNMENT GSA FORM 35178 PAGE 17 (REV 04/15)
(1) Bona fide employee, as used in this clause, means a person, employed by a Contractor and
subject to the Contractor's supervision and control as to time, place, and manner of performance, who neither
exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds out as being
able to obtain any Government contract or contracts through improper influence.
(2) Contingent fee, as used in this clause, means any commission, percentage, brokerage, or
other fee that is contingent upon the success that a person or concern has in securing a Government contract.
(3) Improper influence, as used in this clause, means any influence that induces or tends to
induce a Government employee or officer to give consideration or to act regarding a Government contract on any
basis other than the merits of the matter.
25. 52.203-7
ANTI -KICKBACK PROCEDURES (MAY 2014)
(Applicable to leases over $150,000 average net annual rental including option periods.)
(a) Definitions.
"Kickback," as used in this clause, means any money, fee, commission, credit, gift, gratuity, thing of value,
or compensation of any kind which is provided, directly or indirectly, to any prime Contractor, prime Contractor
employee, subcontractor, or subcontractor employee for the purpose of improperly obtaining or rewarding
favorable treatment in connection with a prime contractor in connection with a subcontract relating to a prime
contract.
"Person," as used in this clause, means a corporation, partnership, business association of any kind,
trust, joint-stock company, or individual.
"Prime contract," as used in this clause, means a contract or contractual action entered into by the United
States for the purpose of obtaining supplies, materials, equipment, or services of any kind.
"Prime Contractor" as used in this clause, means a person who has entered into a prime contract with the
United States.
"Prime Contractor employee," as used in this clause, means any officer, partner, employee, or agent of a
prime Contractor.
"Subcontract" as used in this clause, means a contract or contractual action entered into by a prime
Contractor or subcontractor for the purpose of obtaining supplies, materials, equipment, or services of any kind
under a prime contract.
"Subcontractor," as used in this clause, (1) means any person, other than the prime Contractor, who
offers to furnish or furnishes any supplies, materials, equipment, or services of any kind under a prime contract or
a subcontract entered into in connection with such prime contract, and (2) includes any person who offers to
furnish or furnishes general supplies to the prime Contractor or a higher tier subcontractor.
"Subcontractor employee," as used in this clause, means any officer, partner, employee, or agent of a
subcontractor.
(b) 41 U.S.C. chapter 87, Kickbacks, prohibits any person from—
(1) Providing or attempting to provide or offering to provide any kickback;
(2) Soliciting, accepting, or attempting to accept any kickback; or
(3) Including, directly or indirectly, the amount of any kickback in the contract price charged by a
prime Contractor to the United States or in the contract price charged by a subcontractor to a prime Contractor or
higher tier subcontractor.
INITIALS
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GOVERNMENT GSA FORM 35178 PAGE 18 (REV 04/15)
(c) (1) The Contractor shall have in place and follow reasonable procedures designed to prevent
and detect possible violations described in paragraph (b) of this clause in its own operations and direct business
relationships.
(2) When the Contractor has reasonable grounds to believe that a violation described in
paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible
violation. Such reports shall be made to the inspector general of the contracting agency, the head of the
contracting agency if the agency does not have an inspector general, or the Attorney General.
(3) The Contractor shall cooperate fully with any Federal agency investigating a possible violation
described in paragraph (b) of this clause.
(4) The Contracting Officer may (i) offset the amount of the kickback against any monies owed by the
United States under the prime contract and/or (ii) direct that the Prime Contractor withhold from sums owed a
subcontractor under the prime contract the amount of the kickback. The Contracting Officer may order that
monies withheld under subdivision (c)(4)(ii) of this clause be paid over to the Government unless the Government
has already offset those monies under subdivision (c)(4)(i) of this clause. In either case, the Prime Contractor
shall notify the Contracting Officer when the monies are withheld.
(5) The Contractor agrees to incorporate the substance of this clause, including paragraph (c)(5) but
excepting paragraph (c)(1), in all subcontracts under this contract which exceed $150,000.
26. 52.223-6 DRUG-FREE WORKPLACE (MAY 2001)
(Applicable to leases over $150,000 average net annual rental including option periods, as
well as to leases of any value awarded to an individual.)
(a) Definitions. As used in this clause—
"Controlled substance" means a controlled substance in schedules I through V of section 202 of the
Controlled Substances Act (21 U.S.C. 812) and as further defined in regulation at 21 CFR 1308.11 - 1308.15.
"Conviction" means a finding of guilt (including a plea of nolo contendere) or imposition of sentence,
or both, by any judicial body charged with the responsibility to determine violations of the Federal or State criminal
drug statutes.
"Criminal drug statute" means a Federal or non -Federal criminal statute involving the manufacture,
distribution, dispensing, possession, or use of any controlled substance.
"Drug-free workplace" means the site(s) for the performance of work done by the Contractor in
connection with a specific contract where employees of the Contractor are prohibited from engaging in the
unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance.
"Employee" means an employee of a Contractor directly engaged in the performance of work under
a Government contract. "Directly engaged" is defined to include all direct cost employees and any other
Contractor employee who has other than a minimal impact or involvement in contract performance.
"Individual" means an Offeror/Contractor that has no more than one employee including the
Offeror/Contractor.
(b) The Contractor, if other than an individual, shall—within 30 days after award (unless a longer period
is agreed to in writing for contracts of 30 days or more performance duration), or as soon as possible for contracts
of less than 30 days performance duration—
(1) Publish a statement notifying its employees that the unlawful manufacture, distribution,
dispensing, possession, or use of a controlled substance is prohibited in the Contractor's workplace and
specifying the actions that will be taken against employees for violations of such prohibition;
INITIALS
8
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GOVERNMENT GSA FORM 35178 PAGE 19 (REV 04/15)
programs; and
(2) Establish an ongoing drug-free awareness program to inform such employees about—
(i) The dangers of drug abuse in the workplace;
(ii)The Contractor's policy of maintaining a drug-free workplace;
(Hi) Any available drug counseling, rehabilitation, and employee assistance
(iv) The penalties that may be imposed upon employees for drug abuse
violations occurring in the workplace;
(3) Provide all employees engaged in performance of the contract with a copy of the
statement required by paragraph (b)(1) of this clause;
(4) Notify such employees in writing in the statement required by paragraph (b)(1) of this
clause that, as a condition of continued employment on this contract, the employee will—
(i) Abide by the terms of the statement; and
(ii) Notify the employer in writing of the employee's conviction under a criminal drug
statute for a violation occurring in the workplace no later than 5 days after such conviction;
(5) Notify the Contracting Officer in writing within 10 days after receiving notice under
subdivision (b)(4)(ii) of this clause, from an employee or otherwise receiving actual notice of such conviction. The
notice shall include the position title of the employee;
(6) Within 30 days after receiving notice under subdivision (b)(4)(ii) of this clause of a
conviction, take one of the following actions with respect to any employee who is convicted of a drug abuse
violation occurring in the workplace:
termination; or
(1) Taking appropriate personnel action against such employee, up to and including
(ii) Require such employee to satisfactorily participate in a drug abuse assistance or
rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other
appropriate agency; and
(7) Make a good faith effort to maintain a drug-free workplace through implementation of
paragraphs (b)(1) through (b)(6) of this clause.
(c) The Contractor, if an individual, agrees by award of the contract or acceptance of a purchase
order, not to engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled
substance while performing this contract.
(d) In addition to other remedies available to the Government, the Contractor's failure to comply
with the requirements of paragraph (b) or (c) of this clause may, pursuant to FAR 23.506, render the Contractor
subject to suspension of contract payments, termination of the contract or default, and suspension or debarment.
27. 52.203-14 DISPLAY OF HOTLINE POSTER(S) (DEC 2007)
(Applicable to leases over $5 Million and performance period is 120 days or more.)
(a) Definition.
"United States," as used in this clause, means the 50 States, the District of Columbia, and outlying areas.
(b) Display of fraud hotline poster(s). Except as provided in paragraph (c)—
INITIALS
LESSOR
Lease No. GS-06P-LIA61005
GOVERNMENT .GSA FORM 35178 PAGE 20 (REV 04/151
(1) During contract performance in the United States, the Contractor shall prominently display in
common work areas within business segments performing work under this contract and at contract work sites—
(i) Any agency fraud hotline poster or Department of Homeland Security (DHS) fraud hotline
poster identified in paragraph (b)(3) of this clause; and
(ii) Any DHS fraud hotline poster subsequently identified by the Contracting Officer.
(2) Additionally, if the Contractor maintains a company website as a method of providing information to
employees, the Contractor shall display an electronic version of the poster(s) at the website.
(3)
Any required posters may be obtained as follows:
Poster(s) Obtain from
(Contracting Officer shall insert—
(i)
nsert(i) Appropriate agency name(s) and/or title of applicable Department of Homeland Security
fraud hotline poster); and
(ii) The website(s) or other contact information for obtaining the poster(s).)
(c) If the Contractor has implemented a business ethics and conduct awareness program, including a
reporting mechanism, such as a hotline poster, then the Contractor need not display any agency fraud hotline
posters as required in paragraph (b) of this clause, other than any required DHS posters.
(d) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph
(d), in all subcontracts that exceed $5,000,000, except when the subcontract—
(1) Is for the acquisition of a commercial item; or
(2) Is performed entirely outside the United States.
28. 552.270-30 PRICE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (JUN 2011)
(Applicable to leases over $150,000 average net annual rental including option periods.)
(a) If the head of thecontracting activity (HCA) or his or her designee determines that there was a
violation of subsection 27(a) of the Office of Federal Procurement Policy Act, as amended (41 U.S.C. 423), as
implemented in the Federal Acquisition Regulation, the Government, at its election, may—
(1) Reduce the monthly rental under this lease by five percent of the amount of the rental
for each month of the remaining term of the lease, including any option periods, and recover five
percent of the rental already paid;
(2) Reduce payments for alterations 'not included in monthly rental payments by five
percent of the amount of the alterations agreement; or
(3) Reduce the payments for violations by a Lessor's subcontractor by an amount not to
exceed the amount of profit or fee reflected in the subcontract at the time the subcontract was
placed.
(b) Prior to making a determination as set forth above, the HCA or designee shall provide to the
Lessor a written notice of the action being considered and the basis thereof. The Lessor shall have a period
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LESSOR W - GOVERNMENT GSA FORM 35178 PAGE 21 (REV 04/15)
determined by the agency head or designee, but not less than 30 calendar days after receipt of such notice, to
submit in person, in writing, or through a representative, information and argument in opposition to the proposed
reduction. The agency head or designee may, upon good cause shown, determine to deduct less than the above
amounts from payments.
(c) The rights and remedies of the Government specified herein are not exclusive, and are in
addition to any other rights and remedies provided by law or under this lease.
29. 52.215-10 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (AUG 2011)
(Applicable when cost or pricing data are required for work or services over $700,000.)
(a) If any price, including profit or fee, negotiated in connection with this contract, or any cost
reimbursable under this contract, was increased by anysignificant amount because—
(1) The Contractor or a subcontractor furnished certified cost or pricing data that were not
complete, accurate, and current as certified in its Certificate of Current Cost or Pricing Data;
(2) A subcontractor or prospective subcontractor furnished the Contractor certified cost or
pricing data that were not complete, accurate, and current as certified in the Contractor's Certificate of Current
Cost or Pricing Data; or
(3) Any of these parties furnished data of any description that were not accurate, the price
or cost shall be reduced accordingly and the contract shall be modified to reflect the reduction.
(b) Any reduction in the contract price under paragraph (a) of this clause due to defective data
from a prospective subcontractor that was not subsequently awarded the subcontract shall be limited to the
amount, plus applicable overhead and profit markup, by which (1) the actual subcontract or (2) the actual cost to
the Contractor, if there was no subcontract, was less than the prospective subcontract cost estimate submitted by
the Contractor; provided, that the actual subcontract price was not itself affected by defective certified cost or
pricing data.
(c) (1) If the Contracting Officer determines under paragraph (a) of this clause that a price or
cost reduction should be made, the Contractor agrees not to raise the following matters as a defense:
(1) The Contractor or subcontractor was a sole source supplier or otherwise was in a
superior bargaining position and thus the price of the contract would not have been modified even if accurate,
complete, and current certified cost or pricing data had been submitted.
(ii) The Contracting Officer should have known that the certified cost or pricing data in
issue were defective even though the Contractor or subcontractor took no affirmative action to bring the character
of the data to the attention of the Contracting Officer.
(Hi) The contract was based on an agreement about the total cost of the contract and
there was no agreement about the cost of each item procured under the contract.
(iv) The Contractor or subcontractor did not submit a Certificate of Current Cost or
Pricing Data.
(2) (i) Except as prohibited by subdivision (c)(2)(ii) of this clause, an offset in an amount
determined appropriate by the Contracting Officer based upon the facts shall be allowed against the amount of a
contract price reduction if—
(A) The Contractor certifies to the Contracting Officer that, to the best of the
Contractor's knowledge and belief, the Contractor is entitled to the offset in the amount requested; and
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LESSO GOVERNMENT GSA FORM 35178 PAGE 22 (REV 04/15)
(B) The Contractor proves that the certified cost or pricing data were available
before the as of date specified on its Certificate of Current Cost or Pricing Data, and that the data were not
submitted before such date.
(ii) An offset shall not be allowed if—
(A) The understated data were known by the Contractor to be understated
before the "as of date specified on its Certificate of Current Cost or Pricing Data; or
(B) The Government proves that the facts demonstrate that the contract price
would not have increased in the amount to be offset even if the available data had been submitted before the "as
of' date specified on its Certificate of Current Cost or Pricing Data.
(d) If any reduction in the contract price under this clause reduces the price of items for which
payment was made prior to the date of the modification reflecting the price reduction, the Contractor shall be
liable to and shall pay the United States at the time such overpayment is repaid—
(1) Interest compounded daily, as required by 26 U.S.C. 6622, on the amount of such
overpayment to be computed from the date(s) of overpayment to the Contractor to the date the Government is
repaid by the Contractor at the applicable underpayment rate effective for each quarter prescribed by the
Secretary of the Treasury under 26 U.S.C. 6621(a)(2); and
(2) A penalty equal to the amount of the overpayment, if the Contractor or subcontractor
knowingly submitted certified cost or pricing data that were incomplete, inaccurate, or noncurrent.
30. 552.270-13 PROPOSALS FOR ADJUSTMENT (SEP 1999)
(a) The Contracting Officer may, from time to time during the term of this lease, require changes to
be made in the work or services to be performed and in the terms or conditions of this lease. Such changes will
be required under the Changes clause.
(b) If the Contracting Officer makes a change within the general scope of the lease, the Lessor shall
submit, in a timely manner, an itemized cost proposal for the work to be accomplished or services to be
performed when the cost exceeds $100,000. The proposal, including all subcontractor work, will contain at least
the following detail—
(1) Material quantities and unit costs;
(2) Labor costs (identified with specific item or material to be placed or operation to be performed;
(3) Equipment costs;
(4) Worker's compensation and public liability insurance;
(5) Overhead;
(6) Profit; and
(7) Employment taxes under FICA and FUTA:
(c) The following Federal Acquisition Regulation (FAR) provisions also apply to all proposals
exceeding $500,000 in cost—
(1) The Lessor shall provide cost or pricing data including subcontractor cost or pricing
data (48 CFR 15.403-4) and
INITIALS:
(2) The Lessor's representative, all Contractors, and subcontractors whose portion of the
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 3517B PAGE 23 (REV 04/151
work exceeds $500,000 must sign and return the "Certificate of Current Cost or Pricing Data" (48 CFR 15.406-2).
(d) Lessors shall also refer to 48 CFR Part 31, Contract Cost Principles, for information on which
costs are allowable, reasonable, and allocable in Government work.
31. CHANGES (MAR 2013)
(a) The LCO may at any time, by written order, direct changes to the Tenant Improvements within the
Space, Building Security Requirements, or the services required under the Lease.
(b) If any such change causes an increase or decrease in Lessor's costs or time required for
performance of its obligations under this Lease, whether or not changed by the order, the Lessor shall be entitled
to an amendment to the Lease providing for one or more of the following:
(1) An adjustment of the delivery date;
(2) An equitable adjustment in the rental rate;
(3) A lump sum equitable adjustment; or
(4) A change to the operating cost base, if applicable.
(c) The Lessor shall assert its right to an amendment under this clause within 30 days from the date
of receipt of the change order and shall submit a proposal for adjustment. Failure to agree to any adjustment
shall be a dispute under the Disputes clause. However, the pendency of an adjustment or existence of a dispute
shall not excuse the Lessor from proceeding with the change as directed.
(d) Absent a written change order from the LCO, or from a Government official to whom the LCO
has explicitly and in writing delegated the authority to direct changes, the Government shall not be liable to Lessor
under this clause.
32. 552.215-70 EXAMINATION OF RECORDS BY GSA (FEB 1996)
The Contractor agrees that the Administrator of General Services or any duly authorized representative shall, until
the expiration of 3 years after final payment under this contract, or of the time periods for the particular records
specified in Subpart 4.7 of the Federal Acquisition Regulation (48 CFR 4.7), whichever expires earlier, have
access to and the right to examine any books, documents, papers, and records of the Contractor involving
transactions related to this contract or compliance with any clauses thereunder. The Contractor further agrees to
include in all its subcontracts hereunder a provision to the effect that the subcontractor agrees that the
Administrator of General Services or any duly authorized representatives shall, until the expiration of 3 years after
final payment under the subcontract, or of the time periods for the particular records specified in Subpart 4.7 of
the Federal Acquisition Regulation (48 CFR 4.7), whichever expires earlier, have access to and the right to
examine any books, documents, papers, and records of such subcontractor involving transactions related to the
subcontract or compliance with any clauses thereunder. The term "subcontract". as used in this clause excludes
(a) purchase orders not exceeding $100,000 and (b) subcontracts or purchase orders for public utility services at
rates established for uniform applicability to the general public.
33. 52.215-2 AUDIT AND RECORDS—NEGOTIATION (OCT 2010)
(Applicable to leases over $150,000 average net annual rental including option periods.)
(a) As used in this clause, "records" includes books, documents, accounting procedures and practices,
and other data, regardless of type and regardless of whether such items are in written form, in the form of
computer data, or in. any other form.
(b) Examination of costs. If this is a cost -reimbursement, incentive, time -and -materials, labor -hour, or
price re -determinable contract, or any combination of these, the Contractor shall maintain and the Contracting
Officer, or an authorized representative of the Contracting Officer, shall have the right to examine and audit all
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LESSOGOVERNMENT GSA FORM 3517R PAGF 9d (PF/ nei9 F�
records and other evidence sufficient to reflect properly all costs claimed to have been incurred or anticipated to
be incurred directly or indirectly in performance of this contract. This right of examination shall include inspection
at all reasonable times of the Contractor's plants, or parts of them, engaged in performing the contract.
(c) Certified cost or pricing data. If the Contractor has been required to submit certified cost or pricing
data in connection with any pricing action relating to this contract, the Contracting Officer, or an authorized
representative of the Contracting Officer, in order to evaluate the accuracy, completeness, and currency of the
certified cost or pricing data, shall have the right to examine and audit all of the Contractor's records, including
computations and projections, related to—
(1)
(2)
(3)
(4)
The proposal for the contract, subcontract, or modification;
The discussions conducted on the proposal(s), including those related to negotiating;
Pricing of the contract, subcontract, or modification; or
Performance of the contract, subcontract or modification.
(d) Comptroller General—
(1) The Comptroller General of the United States, or an authorized representative, shall
have access to and the right to examine any of the Contractor's directly pertinent records involving transactions
related to this contract or a subcontract hereunder and to interview any current employee regarding such
transactions.
(2) This paragraph may not be construed to require the Contractor or subcontractor to
create or maintain any record that the Contractor or subcontractor does not maintain in the ordinary course of
business or pursuant to a provision of law.
(e) Reports. If the Contractor is required to furnish cost, funding, or performance reports, the
Contracting Officer or an authorized representative of the Contracting Officer shall have the right to examine and
audit the supporting records and materials, for the purpose of evaluating—
(1) The effectiveness of the Contractor's policies and procedures to produce data
compatible with the objectives of these reports; and
(2) The data reported.
(f) Availability. The Contractor shall make available at its office at all reasonable times the records,
materials, and other evidence described in paragraphs (a), (b), (c), (d), and (e) of this clause, for examination,
audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in
Subpart 4.7, Contractor Records Retention, of the Federal Acquisition Regulation (FAR), or for any longer period
required by statute or by other clauses of this contract. In addition—
(1) If this contract is completely or partially terminated, the Contractor shall make available
the records relating to the work terminated until 3 years after any resulting final termination settlement; and
(2) The Contractor shall make available records relating to appeals under the Disputes
clause or to litigation or the settlement of claims arising under or relating to this contract until such appeals,
litigation, or claims are finally resolved.
(g) The Contractor shall insert a clause containing all the terms of this clause, including this
paragraph (g), in all subcontracts under this contract that exceed the simplified acquisition threshold, and—
(1) That are cost -reimbursement, incentive, time -and -materials, labor -hour, or price
re -determinable type or any combination of these;
INITIALS:
(2) For which certified cost or pricing data are required; or
LESSOR
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GOVERNMENT GSA FORM 35178 PAGE 25 (REV 04/15)
(3)
clause.
That require the subcontractor to furnish reports as discussed in paragraph (e) of this
The clause may be altered only as necessary to identify properly the contracting parties and the
Contracting Officer under the Government prime contract.
34. 52.233-1 DISPUTES (MAY 2014)
(a) This contract is subject to 41 U.S.0 chapter 71, Contract Disputes.
(b) Except as provided in 41 U.S.0 chapter 71 all disputes arising under or relating to this contract shall be
resolved under this clause.
(c) "Claim," as used in this clause, means a written demand or written assertion by one of the contracting
parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of
contract terms, or other relief arising under or relating to this contract. However, a written demand or written
assertion by the Contractor seeking the payment of money exceeding $100,000 is not a claim under 41 U.S.0
chapter 71 until certified. A voucher, invoice, or other routine request for payment that is not in dispute when
submitted is not a claim under 41 U.S.0 chapter 71. The submission may be converted to a claim under 41 U.S.0
chapter 71 by complying with the submission and certification requirements of this clause, if it is disputed either
as to liability or amount or is not acted upon in a reasonable time.
(d) (1) A claim by the Contractor shall be made in writing and, unless otherwise stated in this contract,
submitted within 6 years after accrual of the claim to the Contracting Officer for a written decision. A claim by the
Government against the Contractor shall be subject to a written decision by the Contracting Officer.
(2) (i) The Contractor shall provide the certification specified in paragraph (d)(2)0ii) of this clause when
submitting any claim exceeding $100,000.
(ii) The certification requirement does not apply to issues in controversy that have not been
submitted as all or part of a claim.
(iii) The certification shall state as follows: "I certify that the claim is made in good faith; that the
supporting data are accurate and complete to the best of my knowledge and belief; that the amount requested
accurately reflects the contract adjustment for which the Contractor believes the Government is liable; and that I
am authorized to certify the claim on behalf of the Contractor."
(3)
the claim.
The certification may be executed by any person authorized to bind the Contractor with respect to
(e) For Contractor claims of $100,000 or less, the Contracting Officer must, if requested in writing by the
Contractor, render a decision within 60 days of the request. For Contractor -certified claims over $100,000, the
Contracting Officer must, within 60 days, decide the claim or notify the Contractor of the date by which the
decision will be made.
(f) The Contracting Officer's decision shall be final unless the Contractor appeals or files a suit as provided' in
41 U.S.0 chapter 71.
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(g) If the claim by the Contractor is submitted to the Contracting Officer or a claim by the Government is
presented to the Contractor, the parties, by mutual consent, may agree to use alternative dispute resolution
(ADR). If the Contractor refuses an offer for ADR, the Contractor shall inform the Contracting Officer, in writing, of
the Contractor's specific reasons for rejecting the offer.
(h) The Government shall pay interest on the amount found due and unpaid from (1) the date that the
Contracting Officer receives the claim (certified, if required); or (2) the date that payment otherwise would be due,
if that date is later, until the date of payment. With regard to claims having defective certifications, as defined in
FAR 33.201, interest shall be paid from the date that the Contracting Officer initially receives the claim. Simple
interest on claims shall be paid at the rate, fixed by the Secretary of the Treasury as provided in the Act, which is
applicable to the period during which the Contracting Officer receives the claim and then at the rate applicable for
each 6 -month period as fixed by the Treasury Secretary during the pendency of the claim.
(i) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any
request for relief, claim, appeal, or action arising under or relating to the contract, and comply with any decision of
the Contracting Officer.
35. 52.222-26 EQUAL OPPORTUNITY (MAR 2007)
(a) Definition. "United States," as used in this clause, means the 50 States, the District of Columbia,
Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, and Wake Island.
(b) (1) If, during any 12 -month period (including the 12 months preceding the award of this
contract), the Contractor has been or is awarded nonexempt Federal contracts and/or subcontracts that have an
aggregate value in excess of $10,000, the Contractor shall comply with this clause, except for work performed
outside the United States by employees who were not recruited within the United States. Upon request, the
Contractor shall provide information necessary to determine the applicability of this clause.
(2) If the Contractor is a religious corporation, association, educational institution, or
society, the requirements of this clause do not apply with respect to the employment of individuals of a particular
religion to perform work connected with the carrying on of the Contractor's activities (41 CFR 60-1.5).
(c) (1) The Contractor shall not discriminate against any employee or applicant for
.employment because of race, color, religion, sex, or national origin. However, it shall not be a violation of this
clause for the Contractor to extend a publicly announced preference in employment to Indians living on or near an
Indian reservation, in connection with employment opportunities on or near an Indian reservation, as permitted by
41 CFR 60-1.5.
(2) The Contractor shall take affirmative action to ensure that applicants are employed, and
that employees are treated during employment, without regard to their race, color, religion, sex, or national origin.
This shall include, but not be limited to—
(i) Employment;
(ii) Upgrading;
(iii) Demotion;
(iv) Transfer;
(v) Recruitment or recruitment advertising;
(vi) Layoff or termination;
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(vii) Rates of pay or other forms of compensation; and
(viii) Selection for training, including apprenticeship.
(3) The Contractor shall post in conspicuous places available to employees and applicants
for employment the notices to be provided by the Contracting Officer that explain this clause.
(4) The Contractor shall, in all solicitations or advertisements for employees placed by or
on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without
regard to race, color, religion, sex, or national origin.
(5) The Contractor shall send, to each labor union or representative of workers with which it
has a collective bargaining agreement or other contract or understanding, the notice to be provided by the
Contracting Officer advising the labor union or workers' representative of the Contractor's commitments under this
clause, and post copies of the notice in conspicuous places available to employees and applicants for
employment.
(6) The Contractor shall comply with Executive Order 11246, as amended, and the rules,
regulations, and orders of the Secretary of Labor.
(7) The Contractor shall furnish to the contracting agency all information required by
Executive Order 11246, as amended, and by the rules, regulations, and orders of the Secretary of Labor. The
Contractor shall also file Standard Form 100 (EEO -1), or any successor form, as prescribed in 41 CFR Part 60-1.
Unless the Contractor has filed within the 12 months preceding the date of contract award, the Contractor shall,
within 30 days after contract award, apply to either the regional Office of Federal Contract Compliance Programs
(OFCCP) or the local office of the Equal Employment Opportunity Commission for the necessary forms.
(8) The Contractor shall permit access to its premises, during normal business hours, by
the contracting agency or the OFCCP for the purpose of conducting on-site compliance evaluations and complaint
investigations. The Contractor shall permit the Government to inspect and copy any books, accounts, records
(including computerized records), and other material that may be relevant to the matter under investigation and
pertinent to compliance with Executive Order 11246, as amended, and rules and regulations that implement the
Executive Order.
(9) If the OFCCP determines that the Contractor is not in compliance with this clause or
any rule, regulation, or order of the Secretary of Labor, this contract may be canceled, terminated, or suspended
in whole or in part and the Contractor may be declared ineligible for further Government contracts, under the
procedures authorized in Executive Order 11246, as amended. In addition, sanctions may be imposed and
remedies invoked against the Contractor as provided in Executive Order 11246, as amended; in the rules,
regulations, and orders of the Secretary of Labor; or as otherwise provided by law.
(10) The Contractor shall include the terms and conditions of this clause in every
subcontract or purchase order that is not exempted by the rules, regulations, or orders of the Secretary of Labor
issued under Executive Order 11246, as amended, so that these terms and conditions will be binding upon each
subcontractor or vendor.
(11) The Contractor shall take such action with respect to any subcontract or purchase order
as the Contracting Officer may direct as a means of enforcing these terms and conditions, including sanctions for
noncompliance, provided, that if the Contractorbecomes involved in, or is threatened with, litigation with a
subcontractor or vendor as a result of any direction, the Contractor may request the United States to enter into the
litigation to protect the interests of the United States.
(d) Notwithstanding any other clause in this contract, disputes relative to this clause will be
governed by the procedures in 41 CFR 60-1.1.
36. 52.222-21 PROHIBITION OF SEGREGATED FACILITIES (FEB 1999)
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(a) "Segregated facilities," as used in this clause, means any waiting rooms, work areas, rest
rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or
dressing areas, parking Tots, drinking fountains, recreation or entertainment areas, transportation, and housing
facilities provided for employees, that are segregated by explicit directive or are in fact segregated on the basis of
race, color, religion, sex, or national origin because of written or oral policies or employee custom. The term does
not include separate or single -user rest rooms or necessary dressing or sleeping areas provided to assure privacy
between the sexes.
(b) The Contractor agrees that it does not and will not maintain or provide for its employees any
segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform
their services at any location under its control where segregated facilities are maintained. The Contractor agrees
that a breach of this clause is a violation of the Equal Opportunity clause in this contract.
(c) The Contractor shall include this clause in every subcontract and purchase order that is
subject to the Equal Opportunity clause of this contract.
37. 52.219-28 POST -AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JUL 2013)
(Applicable to leases exceeding $3,000.)
(a) Definitions. As used in this clause—
Long-term contract means a contract of more than five years in duration, including options. However, the
term does not include contracts that exceed five years in duration because the period of performance has been
extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend
Services, or other appropriate authority.
Small business concern means a concern, including its affiliates, that is independently owned and operated,
not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small
business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a
concern is "not dominant in its field of operation" when it does not exercise a controlling or major influence on a
national basis in a kind of business activity in which a number of business concerns are primarily engaged. In
determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of
business, number of employees, financial resources, competitive status or position, ownership or control of
materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.
(b) If the Contractor represented that it was a small business concern prior to award of this contract,
the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable,
paragraph (g) of this clause, upon the occurrence of any of the following:
(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the
contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the
contract.
(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after
modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this
clause in the contract.
INITIALS
(3) For long-term contracts—
Within 60 to 120 days prior to the end of the fifth year of the contract; and
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(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option
thereafter.
(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the
time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code
assigned to this contract. The small business size standard corresponding to this NAICS code can be found at
htto://www.sba.qovicontent/table-small-business-size-standards.
(d) The small business size standard for a Contractor providing a product which it does not
manufacture itself, for a contract other than a construction or service contract, is 500 employees.
(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the representation
required by paragraph (b) of this clause by validating or updating all its representations in the Representations
and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary,
to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting office in
writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or
updated, and provide the date of the validation or update.
(f) If the Contractor represented that it was other than a small business concern prior to award of this
contract, the Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this
clause.
(g) If the Contractor does not have representations and certifications in SAM, or does not have a
representation in SAM for the NAICS code applicable to this contract, the Contractor is required to complete the
following rerepresentation and submit it to the contracting office, along with the contract number and the date on
which the rerepresentation was completed:
The Contractor represents that it ❑• is, ❑ is not a small business concern under NAICS Code
assigned to contract number
[Contractor to sign and date and insert authorized signer's name and title].
38. 52.222-35 EQUAL OPPORTUNITY FOR VETERANS (JUL 2014)
(Applicable to leases over $100,000.)
(a) Definitions. As used in this clause—
"Active duty wartime or campaign badge veteran," "Armed Forces service medal veteran/' "disabled veteran,"
"protected veteran," "qualified disabled veteran," and "recently separated veteran" have the meanings given at
FAR 22.1301.
(b) Equal opportunity clause. The Contractor shall abide by the requirements of the equal opportunity clause
at 41 CFR 60-300.5(a), as of March 24, 2014. This clause prohibits discrimination against qualified protected
veterans, and requires affirmative action by the Contractor to employ and advance in employment qualified
protected veterans.
(c) Subcontracts. The Contractor shall insert the terms of this clause in subcontracts of $100,000 or more
unless exempted by rules, regulations, or orders of the Secretary of Labor. The Contractor shall act as specified
by the Director, Office of Federal Contract Compliance Programs, to enforce the terms, including action for
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noncompliance. Such necessary changes in language may be made as shall be appropriate to identify properly
the parties and their undertakings.
39. 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES (JUL 2014)
(Applicable to leases over $15,000.)
(a) Equal opportunity clause. The Contractor shall abide by the requirements of the equal opportunity clause
at 41 CFR 60-741.5(a), as of March 24, 2014. This clause prohibits discrimination against qualified individuals on
the basis of disability, and requires affirmative action by the Contractor to employ and advance in employment
qualified individuals with disabilities.
(b) Subcontracts. The Contractor shall include the terms of this clause in every subcontract or purchase order
in excess of $15,000 unless exempted by rules, regulations, or orders of the Secretary, so that such provisions
will be binding upon each subcontractor or vendor. The Contractor shall act as specified by the Director, Office of
Federal Contract Compliance Programs of the U.S. Department of Labor, to enforce the terms, including action
for noncompliance. Such necessary changes in language may be made as shall be appropriate to identify
properly the parties and their undertakings.
40. 52.222-37 EMPLOYMENT REPORTS VETERANS (JUL 2014)
(Applicable to leases over $100,000.).
(a) Definitions. As used in this clause, "Armed Forces service medal veteran," "disabled veteran," "active duty
wartime or campaign badge veteran," and "recently separated veteran," have the meanings given in FAR
22.1301.
(b) Unless the Contractor is a State or local government agency, the Contractor shall report at least annually,
as required by the Secretary of Labor, on—
(1) The total number of employees in the contractor's workforce, by job category and hiring location,
who are disabled veterans, other protected veterans (i.e., active duty wartime or campaign badge veterans),
Armed Forces service medal veterans, and recently separated veterans;
(2) The total number of new employees hired during the period covered by the report, and of the total,
the number of disabled veterans, other protected veterans (i.e., active duty wartime or campaign badge veterans),
Armed Forces service medal veterans, and recently separated veterans; and
(3) The maximum number and minimum number of employees of the Contractor or subcontractor at
each hiring location during the period covered by the report.
(c) The Contractor shall report the above items by completing the Form VETS -100A, entitled "Federal
Contractor Veterans' Employment Report (VETS -100A Report)."
(d) The Contractor shall submit VETS -100A Reports no later than September 30 of each year.
(e) The employment activity report required by paragraphs (b)(2) and (b)(3) of this clause shall reflect total
new hires, and maximum and minimum number of employees, during the most recent 12–month period preceding
the ending date selected for the report. Contractors may select an ending date—
(1)
INITIALS
As of the end of any pay period between July 1 and August 31 of the year the report is due; or
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(2) As of December 31, if the Contractor has prior written approval from the Equal Employment
Opportunity Commission to do so for purposes of submitting the Employer Information Report EEO -1 (Standard
Form 100).
(f) The number of veterans reported must be based on data known to the contractor when completing the
VETS -100A. The contractor's knowledge of veterans status may be obtained in a variety of ways, including an
invitation to applicants to self -identify (in accordance with 41 CFR 60-300.42), voluntary self -disclosure by
employees, or actual knowledge of veteran status by the contractor. This paragraph does not relieve an employer
of liability for discrimination under 38 U.S.C. 4212.
(g) The Contractor shall insert the terms of this clause in subcontracts of $100,000 or more unless exempted
by rules, regulations, or orders of the Secretary of Labor.
41. 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH
CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT (AUG 2013)
(Applicable to leases over $30,000.)
(a) Definition. "Commercially available off-the-shelf (COTS)" item, as used in this clause—
(1) Means any item of supply (including construction material) that is—
(i)
A commercial item (as defined in paragraph (1) of the definition in FAR 2.101);
(ii) Sold in substantial quantities in the commercial marketplace; and
(iii) Offered to the Government, under a contract or subcontract at any tier, without
modification, in the same form in which it is sold in the commercial marketplace; and
(2) Does not include bulk cargo, as defined in 46 U.S.C. 40102(4) such as agricultural products
and petroleum products.
(b) The Government suspends or debars Contractors to protect the Government's interests. Other
than a subcontract for a commercially available off-the-shelf item, the Contractor shall not enter into any
subcontract, in excess of $30,000 with a Contractor that is debarred, suspended, or proposed for debarment by
any executive agency unless there is a compelling reason to do so.
(c) The Contractor shall require each proposed subcontractor whose subcontract will exceed
$30,000, other than a subcontractor providing a commercially available off-the-shelf item, to disclose to the
Contractor, in writing, whether as of the time of award of the subcontract, the subcontractor, or its principals, is or
is not debarred, suspended, or proposed for debarment by the Federal, Government.
(d) A corporate officer or a designee of the Contractor shall notify the Contracting Officer, in writing,
before entering into a subcontract with a party (other than a subcontractor providing a commercially available off-
the-shelf item) that is debarred, suspended, or proposed for debarment (see FAR 9.404 for information on the
System for Award Management (SAM) Exclusions). The notice must include the following:
(1) The name of the subcontractor.
in SAM.
(2) The Contractor's knowledge of the reasons for the subcontractor being listed with an exclusion
(3) The compelling reason(s) for doing business with the subcontractor notwithstanding its being
listed with an exclusion in SAM.
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(4) The systems and procedures the Contractor has established to ensure that it is fully protecting
the Government's interests when dealing with such subcontractor in view of the specific basis for the party's
debarment, suspension, or proposed debarment.
(e) Subcontracts. Unless this is a contract for the acquisition of commercial items, the Contractor
shall include the requirements of this clause, including this paragraph (e) (appropriately modified for the
identification of the parties), in each subcontract that—
(1) Exceeds $30,000 in value; and
(2) Is not a subcontract for commercially available off-the-shelf items.
42. 52.215-12 SUBCONTRACTOR CERTIFIED COST OR PRICING DATA (OCT 2010)
(Applicable if over $700,000.)
(a) Before awarding any subcontract expected to exceed the threshold for submission of certified cost
or pricing data at FAR 15.403-4, on the date of agreement on price or the date of award, whichever is later; or
before pricing any subcontract modification involving a pricing adjustment expected to exceed the threshold for
submission of certified cost or pricing data at FAR 15.403-4, the Contractor shall require the subcontractor to
submit certified cost or pricing data (actually or by specific identification in writing), in accordance with FAR
15.408, Table 15-2 (to include any information reasonably required to explain the subcontractor's estimating
process such as the judgmental factors applied and the mathematical or other methods used in the estimate,
including those used in projecting from known data, and the nature and amount of any contingencies included in
the price), unless an exception under FAR 15.403-1 applies.
(b) The Contractor shall require the subcontractor to certify in substantially the form prescribed in
FAR 15.406-2 that, to the best of its knowledge and belief, the data submitted under paragraph (a) of this clause
were accurate, complete, and current as of the date of agreement on the negotiated price of the subcontract or
subcontract modification.
(c) In each subcontract that exceeds the threshold for submission of certified cost or pricing data at
FAR 15.403-4, when entered into, the Contractor shall insert either—
(1) The substance of this clause, including this paragraph (c), if paragraph (a) of this clause
requires submission of certified cost or pricing data for the subcontract; or
(2) The substance of the clause at FAR 52.215-13, Subcontractor Certified Cost or Pricing Data—
Modifications.
43. 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (OCT 2014)
(Applicable to leases over $150,000 average net annual.rental including option periods.)
(a) Definitions. As used in this contract—
"HUBZone small business concern" means a small business concern that appears on the List of Qualified
HUBZone Small Business Concerns maintained by the Small Business Administration.
"Service -disabled veteran -owned small business concern"—
(1)
Means a small business concern—
(i) Not less than 51 percent of which is owned by one or more service -disabled veterans or, in the
case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more
service -disabled veterans; and
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(ii) The management and. daily business operations of which are controlled by one or more service -
disabled veterans or, in the case of a service -disabled veteran with permanent and severe disability, the spouse
or permanent caregiver of such veteran.
(2) Service -disabled veteran means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is
service -connected, as defined in 38 U.S.C. 101(16).
"Small business concern" means a small business as defined pursuant to Section 3 of the Small Business Act
and relevant regulations promulgated pursuant thereto.
"Small disadvantaged business concern", consistent with 13 CFR 124.1002, means a small business concern
under the size standard applicable to the acquisition, that—
(1) Is at least 51 percent unconditionally and directly owned (as defined at 13 CFR 124.105) by—
(i) . One or more socially disadvantaged (as defined at 13 CFR 124.103) and economically
disadvantaged (as defined at 13 CFR 124.104) individuals who are citizens of the United States; and
(ii) Each individual claiming economic disadvantage has a net worth not exceeding $750,000 after
taking into account the applicable exclusions set forth at 13 CFR 124.104(c)(2); and
(2) The management and daily business operations of which are controlled (as defined at 13.CFR
124.106) by individuals, who meet the criteria in paragraphs (1)0) and (ii) of this definition.
"Veteran -owned small business concern" means a small business concern—
(1) Not less than 51 percent of which is owned by one or more veterans (as defined at 38 U.S.C.
101(2)) or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by
one or more veterans; and
(2) The management and daily business operations of which are controlled by one or more veterans.
"Women -owned small business concern" means a small business concern—
(1) That is at least 51 percent owned by one or more women, or, in the case of any publicly owned
business, at least 51 percent of the stock of which is owned by one or more women; and
(2) Whose management and daily business operations are controlled by one or more women.
(b) It is the policy of the United States that small business concerns, veteran -owned small business concerns,
service -disabled veteran -owned small business concerns, HUBZone small business concerns, small
disadvantaged business concerns, and women -owned small business concerns shall have the maximum
practicable opportunity to participate in performing contracts let by any Federal agency, including contracts and
subcontracts for subsystems, assemblies, components, and related services for major systems. It is further the
policy of the United States that its prime contractors establish procedures to ensure the timely payment of
amounts due pursuant to the terms of their subcontracts with small business concerns, veteran -owned small
business concerns, service -disabled veteran -owned small business concerns, HUBZone small business
concerns, small disadvantaged business concerns, and women -owned small business concerns.
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(c) The Contractor hereby agrees to carry out this policy in the awarding of subcontracts to the fullest extent
consistent with efficient contract performance. The Contractor further agrees to cooperate in any studies or
surveys as may be conducted by the United States Small Business Administration or the awarding agency of the
United States as may be necessary to determine the extent of the Contractor's compliance with this clause.
(d) (1) Contractors acting in good faith may rely on written representations by their subcontractors
regarding their status as a small business concern, a veteran -owned small business concern, a service -disabled
veteran -owned small business concern, a small disadvantaged business concern, or a women -owned small
business concern.
(2) The Contractor shall confirm that a subcontractor representing itself as a HUBZone small business
concern is certified by SBA as a HUBZone small business concern by accessing the System for Award
Management database or by contacting the SBA. Options for contacting the SBA include—
(i) HUBZone small business database search application web page at
http://dsbs.sba.gov/dsbs/search/dsp searchhubzone.cfm; or http:f/www.sba.gov/hubzone•
(ii) In writing to the Director/HUB, U.S. Small Business Administration, 409 3rd Street, SW.,
Washington, DC 20416; or
(iii) The SBA HUBZone Help Desk at hubzone@sba.gov.
44. 52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN (OCT 2014) ALTERNATE III (OCT 2014)
(Applicable to leases over $650,000.)
a) This clause does not apply to small business concerns.
(b) Definitions. As used in this clause—
"Alaska Native Corporation (ANC)" means any Regional Corporation, Village Corporation, Urban Corporation,
or Group Corporation organized under the laws of the State of Alaska in accordance with the Alaska Native
Claims Settlement Act, as amended (43 U.S.C. 1601 et seq.) and which is considered a minority and
economically disadvantaged concern under the criteria at43 U.S.C. 1626(e)(1). This definition also includes ANC
direct and indirect subsidiary corporations, joint ventures, and partnerships that meet the requirements of 43
U.S.C. 1626(e)(2).
"Commercial item means a product or service that satisfies the definition of commercial item in section 2.101
of the Federal Acquisition Regulation.
"Commercial plan" means a subcontracting plan (including goals) that covers the offeror's fiscal year and that
applies to the entire production of commercial items sold by either the entire company or a portion thereof (e.g.,
division, plant, or product line).
"Electronic Subcontracting Reporting System (eSRS)" means the Governmentwide, electronic, web -based
system for small business subcontracting program reporting. The eSRS is located at http://www.esrs.gov.
GOVERNMENT
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"Indian tribe" means any Indian tribe, band, group, pueblo, or community, including native villages and native
groups (including corporations organized by Kenai, Juneau, Sitka, and Kodiak) as defined in the Alaska Native
Claims Settlement Act (43 U.S.C.A. 1601 et seq.), that is recognized by the Federal Government as eligible for
services from the Bureau of Indian Affairs in accordance with 25 U.S.C. 1452(c). This definition also includes
Indian -owned economic enterprises that meet the requirements of 25 U.S.C. 1452(e).
"Individual contract plan" means a subcontracting plan that covers the entire contract period (including option
periods), applies to a specific contract, and has goals that are based on the offeror's planned subcontracting in
support of the specific contract, except that indirect costs incurred for common or joint purposes may be allocated
on a prorated basis to the contract.
"Master plan" means a subcontracting plan that contains all the required elements of an individual contract
plan, except goals, and may be incorporated into individual contract plans, provided the master plan has been
approved.
"Subcontract" means any agreement (other than one involving an employer-employee relationship) entered into
by a Federal Government prime Contractor or subcontractor calling for supplies or services required for
performance of the contract or subcontract.
(c) The offeror, upon request by the Contracting Officer, shall submit and negotiate a subcontracting plan,
where applicable, that separately addresses subcontracting with small business, veteran -owned small business,
service -disabled veteran -owned small business, HUBZone small business concerns, small disadvantaged
business, and women -owned small business concerns. If the offeror is submitting an individual contract plan, the
plan must separately address subcontracting with small business, veteran -owned small business, service -
disabled veteran -owned small business, HUBZone small business, small disadvantaged business, and women -
owned small business concerns, with a separate part for the basic contract and separate parts for each option (if
any). The plan shall be included in and made a part of the resultant contract. The subcontracting plan shall be
negotiated within the time specified by the Contracting Officer. Failure to submit and negotiate the subcontracting
plan shall make the offeror ineligible for award of a contract.
(d) The offeror's subcontracting plan shall include the following:
(1) Goals, expressed in terms of percentages of total planned subcontracting dollars, for the use of
small business, veteran -owned small business, service -disabled veteran -owned small business, HUBZone small
business, small disadvantaged business, and women -owned small business concerns as subcontractors. The
offeror shall include all sub -contracts that contribute to contract performance, and may include a proportionate
share of products and services that are normally allocated as indirect costs. In accordance with 43 U.S.C. 1626:
(i) Subcontracts awarded to an ANC or Indian tribe shall be counted towards the subcontracting goals
for small business and small disadvantaged business (SDB) concerns, regardless of the size or Small Business
Administration certification status of the ANC or Indian tribe.
(ii) Where one or more subcontractors are in the subcontract tier between the prime contractor and the
ANC or Indian tribe, the ANC or Indian tribe shall designate the appropriate contractor(s) to count the subcontract
towards its small business and small disadvantaged business subcontracting goals.
(A) In most cases, the appropriate Contractor is the Contractor that awarded the subcontract to the
ANC or Indian tribe.
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(B) If the ANC or Indian tribe designates more than one Contractor to count the subcontract toward its
goals, the ANC or Indian tribe shall designate only a portion of the total subcontract award to each Contractor.
The sum of the amounts designated to various Contractors cannot exceed the total value of the subcontract.
(C) The ANC or Indian tribe shall give a copy of the written designation to the Contracting Officer, the
prime Contractor, and the subcontractors in between the prime Contractor and the ANC or Indian tribe within 30
days of the date of the subcontract award.
(D) If the Contracting Officer does not receive a copy of the ANC's or the Indian tribe's written
designation within 30 days of the subcontract award, the Contractor that awarded the subcontract to the ANC or
Indian tribe will be considered the designated Contractor.
(2) A statement of—
(i) Total dollars planned to be subcontracted for an individual contract plan; or the offeror's total
projected sales, expressed in dollars, and the total value of projected subcontracts to support the sales for a
commercial plan;
(ii)
tribes);
Total dollars planned to be subcontracted to small business concerns (including ANC and Indian
(iii) Total dollars planned to be subcontracted to veteran -owned small business concerns;
(iv) Total dollars planned to be subcontracted to service -disabled veteran -owned small business;
(v) Total dollars planned to be subcontracted to HUBZone small business concerns;
(vi) Total dollars planned to be subcontracted to small disadvantaged business concerns (including
ANCs and Indian tribes); and
(vii) Total dollars planned to be subcontracted to women -owned small business concerns.
(3) A description of the principal types of supplies and services to be subcontracted, and an
identification of the types planned for subcontracting to—
(i) Small business concerns;
(0) Veteran -owned small business concerns;
(iii) Service -disabled veteran -owned small business concerns;
(iv) HUBZone small business concerns;
(v) Small disadvantaged business concerns; and
(vi) Women -owned small business concerns.
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(4) A description of the method used to develop the subcontracting goals in paragraph (d)(1) of this
clause.
(5) A description of the method used to identify potential sources for solicitation purposes (e.g.,
existing company source lists, the System for Award Management (SAM), veterans service organizations, the
National Minority Purchasing Council Vendor Information Service, the Research and Information Division of the
Minority Business Development Agency in the Department of Commerce, or small, HUBZone, small
disadvantaged, and women -owned small business trade associations). A firm may rely on the information
contained in SAM as an accurate representation of a concern's size and ownership characteristics for the
purposes of maintaining a small, veteran -owned small, service -disabled veteran -owned small, HUBZone small,
small disadvantaged, and women -owned small business source list. Use of SAM as its source list does not relieve
a firm of its responsibilities (e.g., outreach, assistance, counseling, or publicizing subcontracting opportunities) in
this clause.
(6) A statement as to whether or not the offeror included indirect costs in establishing subcontracting
goals, and a description of the method used to determine the proportionate share of indirect costs to be incurred
with—
(i) Small business concerns (including ANC and Indian tribes);
(ii) Veteran -owned small business concerns;
(iii) Service -disabled veteran -owned small business concerns;
(iv) HUBZone small business concerns;
(v) Small disadvantaged business concerns (including ANC and Indian tribes); and
(vi) Women -owned small business concerns.
(7) The name of the individual employed by the offeror who will administer the offeror's subcontracting
program, and a description of the duties of the individual.
(8) A description of the efforts the offeror will make to assure that small business, veteran -owned small
business, service -disabled veteran -owned small business, HUBZone small business, small disadvantaged
business, and women -owned small business concerns have an equitable opportunity to compete for
subcontracts.
(9) Assurances that the offeror will include the clause of this contract entitled "Utilization of Small
Business Concerns" in all subcontracts that offer further subcontracting opportunities, and that the offeror will
require all subcontractors (except small business concerns) that receive subcontracts in excess of $650,000 ($1.5
million for construction of any public facility) with further subcontracting possibilities to adopt a subcontracting plan
that complies with the requirements of this clause.
(10) Assurances that the offeror will—
(i)
Cooperate in any studies or surveys as may be required;
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(ii) Submit periodic reports so that the Government can determine the extent of compliance by the
offeror with the subcontracting plan;
(iii) Submit Standard Form (SF) 294 Subcontracting Report for Individual Contract in accordance
with paragraph (I) of this clause. Submit the Summary Subcontract Report (SSR), in accordance with
paragraph (I) of this clause using the Electronic Subcontracting Reporting System (eSRS) at
http://www.esrs.gov. The reports shall provide information on subcontract awards to small business
concerns (including ANCs and Indian tribes that are not small businesses), veteran -owned small business
concerns, service -disabled veteran -owned small business concerns, HUBZone small business concerns,
small disadvantaged business concerns (including ANCs and Indian tribes that have not been certified by
the Small Business Administration as small disadvantaged businesses), women -owned small business
concerns, and for NASA only, Historically Black Colleges and Universities and Minority Institutions.
Reporting shall be in accordance with this clause, or as provided in agency regulations; and
(iv) Ensure that its subcontractors with subcontracting plans agree to submit the SF 294 in
accordance with paragraph (I) of this clause. Ensure that its subcontractors with subcontracting plans agree
to submit the SSR in accordance with paragraph (I) of this clause using the eSRS.
(11) A description of the types of records that will be maintained concerning procedures that have been
adopted to comply with the requirements and goals in the plan, including establishing source lists; and a
description of the offeror's efforts to locate small business, veteran -owned small business, service -disabled
veteran -owned small business, HUBZone small business, small disadvantaged business, and women -owned
small business concerns and award subcontracts to them. The records shall include at least the following (on a
plant -wide or company -wide basis, unless otherwise indicated):
(i) Source lists (e.g., SAM), guides, and other data that identify small business, veteran -owned small
business, service -disabled veteran -owned small business, HUBZone small business, small disadvantaged
business, and women -owned small business concerns.
(ii) Organizations contacted in an attempt to locate sources that are small business, veteran -owned
small business, service -disabled veteran -owned small business, HUBZone small business, small disadvantaged
business, or women -owned small business concerns.
not;
INITIALS:
(iii) Records on each subcontract solicitation resulting in an award of more than $150,000, indicating—
(A) Whether small business concerns were solicited and, if not, why not;
(B) Whether veteran -owned small business concerns were solicited and, if not, why not;
(C) Whether service -disabled veteran -owned small business concerns were solicited and, if not, why
(D) Whether HUBZone small business concerns were solicited and, if not, why not;
(E) Whether small disadvantaged business concerns were solicited and, if not, why not;
(F) Whether women -owned small business concerns were solicited and, if not, why not; and
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(G) If applicable, the reason award was not made to a small business concern.
(iv) Records of any outreach efforts to contact—
(A) Trade associations;
(B) Business development organizations;
(C) Conferences and trade fairs to locate small, HUBZone small, small disadvantaged, and women -
owned small business sources; and
(D) Veterans service organizations.
(v) Records of internal guidance and encouragement provided to buyers through—
(A) Workshops, seminars, training, etc.; and
(B) Monitoring performance to evaluate compliance with the program's requirements.
(vi) On a contract -by -contract basis, records to support award data submitted by the offeror to the
Government, including the name, address, and business size of each subcontractor. Contractors having
commercial plans need not comply with this requirement.
(e) In order to effectively implement this plan to the extent consistent with efficient contract performance, the
Contractor shall perform the following functions:
(1) Assist small business, veteran -owned small business, service -disabled veteran -owned small
business, HUBZone small business, small disadvantaged business, and women -owned small business concerns
by arranging solicitations, time for the preparation of bids, quantities, specifications, and delivery schedules so as
to facilitate the participation by such concerns. Where the Contractor's lists of potential small business, veteran -
owned small business, service -disabled veteran -owned small business, HUBZone small business, small
disadvantaged business, and women -owned small business subcontractors are excessively long, reasonable
effort shall be made to give all such small business concerns an opportunity to compete over a period of time.
(2) Provide adequate and timely consideration of the potentialities of small business, veteran -owned
small business, service -disabled veteran -owned small business, HUBZone small business, small disadvantaged
business, and women -owned small business concerns in all "make -or -buy" decisions.
(3) Counsel and discuss subcontracting opportunities with representatives of small business, veteran -
owned small business, service -disabled veteran -owned small business, HUBZone small business, small
disadvantaged business, and women -owned small business firms,
(4) Confirm that a subcontractor representing itself as a HUBZone small business concern is identified
as a certified HUBZone small business concern by accessing the SAM database or by contacting SBA.
(5) Provide notice to subcontractors concerning penalties and remedies for misrepresentations of
business status as small, veteran -owned small business, HUBZone small, small disadvantaged, or women -owned
small business for the purpose of obtaining a subcontract that is to be included as part or all of a goal contained in
the Contractor's subcontracting plan.
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(6) For all competitive subcontracts over the simplified acquisition threshold in which a small business
concern received a small business preference, upon determination of the successful subcontract offeror, the
Contractor must inform each unsuccessful small business subcontract offeror in writing of the name and location
of the apparent successful offeror prior to award of the contract.
(f) A master plan on a plant or division -wide basis that contains all the elements required by paragraph (d) of
this clause, except goals, may be incorporated by reference as a part of the subcontracting plan required of the
offeror by this clause; provided—
(1)
The master plan has been approved;
(2) The offeror ensures that the master plan is updated as necessary and provides copies of the _.
approved master plan, including evidence of its approval, to the Contracting Officer; and
(3) Goals and any deviations from the master plan deemed necessary by the Contracting Officer to
satisfy the requirements of this contract are set forth in the individual subcontracting plan.
(g) A commercial plan is the preferred type of subcontracting plan for contractors furnishing commercial items.
The commercial plan shall relate to the offeror's planned subcontracting generally, for both commercial and
Government business, rather than solely to the Government contract. Once the Contractor's commercial plan has
been approved, the Government will not require another subcontracting plan from the same Contractor while the
plan remains in effect, as long as the product or service being provided by the Contractor continues to meet the
definition of a commercial item. A Contractor with a commercial plan shall comply with the reporting requirements
stated in paragraph (d)(10) of this clause by submitting one SSR in eSRS for all contracts covered by its
commercial plan. This report shall be acknowledged or rejected in eSRS by the Contracting Officer who approved.
the plan. This report shall be submitted within 30 days after the end of the Government's fiscal year.
(h) Prior compliance of the offeror with other such subcontracting plans under previous contracts will be
considered by the Contracting Officer in determining the responsibility of the offeror for award of the contract,
(i) A contract may have no more than one plan. When a modification meets the criteria in 19.702 for a plan,
or an option is exercised, the goals associated with the modification or option shall be added to those in the
existing subcontract plan.
(j) Subcontracting plans are not required from subcontractors when the prime contract contains the clause at
52.212-5, Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial
Items, or when the subcontractor provides a commercial item subject to the clause at 52.244-6 Subcontracts for
Commercial Items, under a prime contract.
(k) The failure of the Contractor or subcontractor to comply in good faith with—
(1) The clause of this contract entitled "Utilization Of Small Business Concerns;" or
(2) An approved plan required by this clause, shall be a material breach of the contract.
(1) The Contractor shall submit a SF 294. The Contractor shall submit SSRs using the web -based
eSRS at http://www.esrs.gov. Purchases from a corporation, company, or subdivision that is an affiliate of
the prime Contractor or subcontractor are not included in these reports. Subcontract award data reported by
INITIALS:
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prime Contractors and subcontractors shall be limited to awards made to their immediate next -tier
subcontractors. Credit cannot be taken for awards made to lower tier subcontractors, unless the Contractor
or subcontractor has been designated to receive a small business or small disadvantaged business credit
from an ANC or Indian tribe. Only subcontracts involving performance in the U.S. or its outlying areas should
be included in these reports with the exception of subcontracts under a contract awarded by the State
Department or any other agency that has statutory or regulatory authority to require subcontracting plans for
subcontracts performed outside the United States and its outlying areas.
(1) SF 294. This report is not required for commercial plans. The report is required for each contract
containing an individual subcontract plan. For prime contractors the report shall be submitted to the
contracting officer, or as specified elsewhere in this contract. In the case of a subcontract with a
subcontracting plan, the report shall be submitted to the entity that awarded the subcontract.
(i) The report shall be submitted semi-annually during contract performance for the periods ending
March 31 and September 30. A report is also required for each contract within 30 days of contract
completion. Reports are due 30 days after the close of each reporting period, unless otherwise directed by
the Contracting Officer. Reports are required when due, regardless of whether there has been any
subcontracting activity since the inception of the contract or the previous reporting period.
(fi) When a subcontracting plan contains separate goals for the basic contract and each option, as
prescribed by FAR 19.704(c), the dollar goal inserted on this report shall be the sum of the base period
through the current option; for example, for a report submitted after the second option is exercised, the dollar
goal would be the sum of the goals for the basic contract, the first option, and the second option.
(2) SSR. (i) Reports submitted under individual contract plans—
(A) This report encompasses all subcontracting under prime contracts and subcontracts with
the awarding agency, regardless of the dollar value of the subcontracts.
(B) The report may be submitted on a corporate, company or subdivision (e.g. plant or
division operating as a separate profit center) basis, unless otherwise directed by the agency.
(C) If a prime Contractor and/or subcontractor is performing work for more than one
executive agency, a separate report shall be submitted to each executive agency covering only that
agency's contracts, provided at least one of that agency's contracts is over $550,000 (over $1,000,000 for
construction of a public facility) and contains a subcontracting plan. For DoD, a consolidated report shall be
submitted for all contracts awarded by military departments/agencies and/or subcontracts awarded by DoD
prime Contractors. However, for construction and related maintenance and repair, a separate report shall be
submitted for each DoD component.
(D) For DoD and NASA, the report shall be submitted semi-annually for the six months
ending March 31 and the twelve months ending September 30. For civilian agencies, except NASA, it shall
be submitted annually for the twelve-month period ending September 30. Reports are due 30 days after the
close of each reporting period.
(E) Subcontract awards that are related to work for more than one executive agency shall be
appropriately allocated.
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(F) The authority to acknowledge or reject SSRs in the eSRS, including SSRs submitted by
subcontractors with subcontracting plans, resides with the Government agency awarding the prime contracts
unless stated otherwise in the contract.
(ii) Reports submitted under a commercial plan—
(A) The report shall include all subcontract awards under the commercial plan in effect
during the Government's fiscal year.
(B) The report shall be submitted annually, within thirty days after the end of the
Government's fiscal year.
(C) If a Contractor has a commercial plan and is performing work for more than one
executive agency, the Contractor shall specify the percentage of dollars attributable to each agency from
which contracts for commercial items were received.
(D) The authority to acknowledge or reject SSRs for commercial plans resides with the
Contracting Officer who approved the commercial plan.
45. 52.219-16 LIQUIDATED DAMAGES—SUBCONTRACTING PLAN (JAN 1999)
(Applicable to leases over $650,000.)
(a) Failure to make a good faith effort to comply with the subcontracting plan, as used in this clause,
means a willful or intentional failure to perform in accordance with the requirements of the subcontracting plan
approved under the clause in this contract entitled "Small Business Subcontracting Plan,". or willful or intentional
action to frustrate the plan.
(b) Performance shall be measured by applying the percentage goals to the total actual subcontracting
dollars or, if a commercial plan is involved, to the pro rata share of actual subcontracting dollars attributable to
Government contracts covered by the commercial plan. If, at contract completion or, in the case of a commercial
plan, at the close of the fiscal year for which the plan is applicable, the Contractor has failed to meet its
subcontracting goals and the Contracting Officer decides in accordance with paragraph (c) of this clause that the
Contractor failed to make a good faith effort to comply with its subcontracting plan, established in accordance with
the clause in this contract entitled "Small Business Subcontracting Plan," the Contractor shall pay the
Government liquidated damages in an amount stated. The amount of probable damages attributable to the
Contractor's failure to comply shall be an amount equal to the actual dollar amount by which the Contractor failed
to achieve each subcontract goal.
(c) Before the Contracting Officer makes a final decision that the Contractor has failed to make such
good faith effort, the Contracting Officer shall give the Contractor written notice specifying the failure and
permitting the Contractor to demonstrate what good faith efforts have been made and to discuss the matter.
Failure to respond to the notice may be taken as an admission that no valid explanation exists. If, after
consideration of all the pertinent data, the Contracting Officer finds that the Contractor failed to make a good faith
effort to comply with the subcontracting plan, the Contracting Officer shall issue a final decision to that effect and
require that the Contractor pay the Government liquidated damages as provided in paragraph (b) of this clause.
(d) With respect to commercial plans, the Contracting Officer who approved the plan will perform the
functions of the Contracting Officer under this clause on behalf of all agencies with contracts covered by the
commercial plan.
(e) The Contractor shall have the right of appeal, under the clause in this contract entitled, Disputes,
from any final decision of the Contracting Officer.
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(f) Liquidated damages shall be in addition to any other remedies that the Government may have.
46 52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER SUBCONTRACT
AWARDS (JUL 2013)
(Applicable if over $25,000.)
(a) Definitions. As used in this clause:
"Executive" means officers, managing partners, or any other employees in management positions.
"First-tier subcontract" means a subcontract awarded directly by the Contractor for the purpose of acquiring
supplies or services (including construction) for performance of a prime contract. It does not include the
Contractor's supplier agreements with vendors, such as long-term arrangements for materials or supplies that
benefit multiple contracts and/or the costs of which are normally applied to a Contractor's general and
administrative expenses or indirect costs.
"Months of award" means the month in which a contract is signed by the Contracting Officer or the month in
which a first-tier subcontract is signed by the Contractor.
"Total compensation" means the cash and noncash dollar value earned by the executive during the
Contractor's preceding fiscal year and includes the following (for more information see 17 CFR 229.402(o)(2)):
(1) Salary and bonus.
(2) Awards of stock, stock options, and stock appreciation rights. Use the dollar amount recognized for
financial statement reporting purposes with respect to the fiscal year in accordance with the Financial
Accounting Standards Board's Accounting Standards Codification (FASB ASC) 718, Compensation -
Stock Compensation.
(3) Earnings for services under non -equity incentive plans. This does not include group life, health,
hospitalization or medical reimbursement plans that do not discriminate in favor of executives, and are
available generally to all salaried employees.
(4). Change in pension value. This is the change in present value of defined benefit and actuarial pension
plans.
(5) Above -market earnings on deferred compensation which is not tax -qualified.
(6) Other compensation, if the aggregate value of all such other compensation (e.g., severance, termination
payments, value of life insurance paid on behalf of the employee, perquisites or property) for the
executive exceeds $10,000.
(b) Section 2(d)(2) of the Federal Funding Accountability and Transparency Act of 2006 (Pub. L. 109-282), as
amended by section 6202 of the Government Funding Transparency Act of 2008 (Pub. L. 110-252), requires the
Contractor to report information on subcontract awards. The law requires all reported information be made public,
therefore, the Contractor is responsible for notifying its subcontractors that the required information will be made
public.
(c) Nothing in this clause requires the disclosure of classified information
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(d) (1) Executive compensation of the prime contractor. As a part of its annual registration requirement in
the System for Award Management (SAM) database (FAR provision 52.204-7), the Contractor shall report the
names and total compensation of each of the five most highly compensated executives for its preceding
completed fiscal year, if—
(i) in the Contractor's preceding fiscal year, the Contractor received—
(A) 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans,
grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance;
and
(6) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans,
grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance;
and
(ii) The public does not have access to information about the compensation of the executives
through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934
(15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine
if the public has access to the compensation information, see the U.S. Security and Exchange
Commission total compensation filings at http://www.sec.gov/answers/execomp.htm.)
(2) First-tier subcontract information. Unless otherwise directed by the contracting officer, or as
provided in paragraph (h) of this clause, by the end of the month following the month of award of a first-tier
subcontract with a value of $25,000 or more; the Contractor shall report the following information at
http://www.fsrs.qov for that first-tier subcontract. (The Contractor shall follow the instructions at
http://www.fsrs.gov to report the data.)
(i) Unique identifier (DUNS Number) for the subcontractor receiving the award and for the
subcontractor's parent company, if the subcontractor has a parent company.
(0) Name of the subcontractor.
(iii) Amount of the subcontract award.
(iv) Date of the subcontract award.
(v) A description of the products or services (including construction) being provided under the
subcontract, including the overall purpose and expected outcomes or results of the subcontract.
(vi) Subcontract number (the subcontract number assigned by the Contractor).
(vii) Subcontractor's physical address including street address, city, state, and country. Also include the
nine -digit zip code and congressional district.
(viii) Subcontractor's primary performance location including street address, city, state, and country.
Also include the nine -digit zip code and congressional district.
(ix) The prime contract number, and order number if applicable.
(x) Awarding agency name and code.
(xi) Funding agency name and code.
(xii) Government contracting office code.
(xiii) Treasury account symbol (TAS) as reported in FPDS.
(xiv) The applicable North American Industry Classification System code (NAICS).
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GOVERNMENT
Lease No. GS-06P-LIA61005
GSA FORM 3517B PAGE 45 (REV 04/15)
(3) Executive compensatioin of the first-tier subcontractor. Unless otherwise directed by the
Contracting Officer, by the end of the month following the month of award of a first-tier subcontract with a value of
$25,000 or more, and annually thereafter (calculated from the prime contract award date), the Contractor shall
report the names and total compensation of each of the five most highly compensated executives for that first-tier
subcontractor for the first-tier subcontractor's preceding completed fiscal year at http://www.fsrs.gov , if—
(i) In the subcontractor's preceding fiscal year, the subcontractor received—
(A) 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans,
grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance; and
(B) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans,
grants (and subgrants), cooperative agreemehts, and other forms of Federal financial assistance; and
(ii) The public does not have access to information about the compensation of the executives through
periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a),
78o(d)) or section 6104 of the internal Revenue Code of 1986. (To determine if the public has access to the
compensation information, see the U.S. Security and Exchange Commission total compensation filings at
http://www.sec.qov/answers/execomp.htm.)
(e) The Contractor shall not split or break down first-tier subcontract awards to a value less than $25,000 to
avoid the reporting requirements in paragraph (d).
(f) The Contractor is required to report information on a first-tier subcontract covered by paragraph (d) when
the subcontract is awarded. Continued reporting on the same subcontract is not required unless one of the
reported data elements changes during the performance of the subcontract. The Contractor is not required to
make further reports after the first-tier subcontract expires.
(g) (1) If the Contractor in the previous tax year had gross income, from all sources, under $300,000, the
Contractor is exempt from the requirement to report subcontractor awards.
(2) if a subcontractor in the previous tax year had gross income from all sources under $300,000, the
Contractor does not need to report awards for that subcontractor.
(h) The FSRS database at http://www.fsrs.qov will be prepopulated with some information from SAM and
FPDS databases. If FPDS information is incorrect, the contractor should notify the contracting officer. If the SAM
database information is incorrect, the.contractor is responsible for correcting this information.
INITIALS:
LESSOR
Lease No. GS-06P-LIA61005
GOVERNMENT GSA FORM 3517B PAGE 46 (REV 04/15)
ADDENDUM to the System for Award Management (SAM)
REPRESENTATIONS AND CERTIFICATIONS (Acquisitions
of Leasehold Interests in Real Property)
LEASE NUMBER:
GS-06P-LIA61005
Dated
Complete appropriate boxes, sign the form, and attach to offer.
The Offeror makes the following additional Representations. NOTE: The "Offeror;" as used on this form,
is the owner of the property offered, not an individual or agent representing the owner.
1. ANNUAL REPRESENTATIONS AND CERTIFICATIONS FOR LEASEHOLD ACQUISITIONS
(APR 2015)
(a) (1) The North American Industry Classification System (NAICS) code for this acquisition is
531120, unless the real property is self -storage (#531130), land (#531190), or residential
(#531110).
(2) The small business size standard is 38.5 Million in annual average gross revenue of the
concern for the last 3 fiscal years.
(3) The small business size standard for a concern which submits an offer in its own name,
other than on a construction or service contract, but which proposes to furnish a product
which it did not itself manufacture, is 500 employees.
(b) The System for Award Management (SAM) is a centrally located, searchable database which
assists in the development, maintenance, and provision of sources for future procurements. The
Offeror, by signing this addendum, hereby certifies he is registered in SAM.
Registration Active and Copy Attached
2. 552.203-72 REPRESENTATION BY CORPORATIONS REGARDING AN UNPAID
DELINQUENT FEDERAL TAX LIABILITY OR A FELONY CONVICTION UNDER ANY FEDERAL LAW
(DEVIATION) (OCT 2013)
(a) In accordance with Sections 630 and 631 of Division of the Consolidated Appropriations Act,
2012 (Pub. L. 112-74), and Section 101 of the Continuing Appropriations Act, 2014 (Pub. L.
113-16) none of the funds made available by the Continuing Appropriations Act 2014 may be
used to enter into a contract action with any corporation that ---
(1)
Has any unpaid Federal tax liability that has been assessed, for which all judicial and
administrative remedies have been exhausted or have lapsed, and that is not being
paid in a timely manner pursuant to an agreement with the authority responsible for
collecting the tax liability, where the awarding agency is aware of the unpaid tax
liability, unless the agency has considered suspension or debarment of the
corporation and made a determination that this further action is not necessary to
protect the interests of the Government, or
(2) Was convicted, or had an officer or agent of such corporation acting on behalf of the
corporation convicted of a felony criminal violation under any Federal law within the
preceding 24 months, where the awarding agency is aware of the conviction, unless
the agency has considered suspension or debarment of the corporation or such officer
or agent and made a determination that this action is not necessary to protectthe
interestsof the Government.
(b) The Contractor represents that—
(1)
It is [ ] is not [ ] a corporation that has any unpaid Federal tax liability that has been
assessed, for which all judicial and administrative remedies have been exhausted or
Piro
INITIALS: LESSOR V,` GOVT. GSA FORM 3518 -SAM PAGE 1 (REV 01/16)
have lapsed, and that is not being paid in a timely manner pursuant to an agreement
with the authority responsible for collecting the tax liability.
(2) It is [ ] is not [ ] a corporation that was convicted, or had an officer or agent of the
corporation acting on behalf of the corporation, convicted of a felony criminal violation
under any Federal law within the preceding 24 months.
3. OFFEROR'S DUNS NUMBERC
(a) Enter number: L gO'/ 7C, s-cI
(b) An offeror may obtain a DUNS number (i) via the Internet at
http://fedgov.dnb.com/webform or if the offeror does not have Internet access, it may call Dun and
Bradstreet at 1-866-705-5711 if located within the United States; or (ii) If located outside the United
States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror
for a U.S. Government contract when contacting the local Dun and Bradstreet office.
OFFEROR OR
LEGALLY AUTHORIZED
REPRESENTATIVE
NAME, ADDRESS (INCLUDING ZIP CODE)
Signature
TELEPHONE NUMBER
Date
INITIALS: LESSORGSA FORM 3518 -SAM PAGE 2 (REV 01/16)
MICHELLE WESTPHAL
From: Keith Kaspari
Sent: Wednesday, August 10, 2016 12:1
To: MICHELLE WESTPHAL
Cc: QUENTIN HART; SUZY SCHARES; I
Subject: Request for Signature
Good Afternoon Michelle —
(c)(d-i7(
r
will be forwarding to your attention tomorrow morning, two (2) copies of an agreement with the
General Services Administration (GSA), for the lease of office space by the Dept. of Homeland Security
and the TSA. This was approved by the City Council at their meeting held on June 27tH
Both copies will require signature by Mayor Hart, and a Witness to the Lessor (City).
After both copies are signed, please return to my office and I will forward to GSA's Kansas City office for
final signature and execution.
Once this is complete, we will then have a formal and final document.
Nancy, once returned, I'll provide you the Original, and burn myself a copy for my tenant /
correspondence file.
Thank you —
Keith
Keith D. Kaspari, MPA, C.M., Director of Aviation
City of Waterloo, Iowa dba Waterloo Regional Airport
2790 Livingston Lane, Waterloo, Iowa 50701
Office: 319-291-4483
Fax: 319-291-4250
Mobile: 319-529-1388
Email: Keith.Kaspari@,waterloo-ia.org
Website: www.FlyALO.com
"Excellence is the gradual result of always striving to do better."
-- Pat Riley, Basketball Coach
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July 28, 2016
City of Waterloo
c/o Mr. Keith Kaspari
Director of Aviation
2790 Livingston Lane
Waterloo, IA 50703-9678
Re: Revised Lease Number GS-06P-LIA61005
Dear Mr. Kaspari:
GSA Heartland Region, Kansas City
Enclosed for your execution are two copies of the revised proposed Lease Contract
Number GS-06P-LIA61005 reflecting the terms and conditions negotiated between us for
space located at 2970 Livingston Lane, Waterloo, Iowa.
Please sign and date both copies of the enclosed lease (signatures must be witnessed);
initial all pages, and return both copies to this office within seven (7) business days of the
date of this letter.
Please be aware that this is not to be construed as a lease award. The agreement is
not binding until execution by the General Services Administration. Upon execution and
award, a copy will be returned to you for your records. You are reminded that no
information about this project shall be released until after award.
Should you require any further information regarding this requirement, you may contact
me at 816-823-2232.
Sincerely,
Traun Roberts
Leasing Specialist
East Leasing Services Branch (6P1 RE)
Real Estate Acquisition Division
Enclosed: 2 copies of Lease Contract GS-06P-LIA61005
U.S. General Services Administration
Two Pershing Square
2300 Main Street
Kansas City, MO 64108