0 - Katy TX OPC - R100.pdf

GSA TEMPLATE R100 FOR VA (10/24)

DEPARTMENT OF

VETERANS

AFFAIRS (VA)

REQUEST FOR

LEASE

PROPOSALS

NO.

36C10F25R0024

KATY, TX - OPC

Offers due by

08/06/2025

In order to be considered for award, offers conforming to the requirements of the RLP shall be received no later than 4:00PM EST on the date above. See “Receipt Of Lease Proposals” herein for additional information. Questions are due by 4:00PM EST on 06/26/2025. A Pre-Bid conference is scheduled to be held virtually at 11:00am EST on 06/20/2025. Parties interested in attending are required to pre-register by submitting a completed registration table (see in list of RLP documents) to James Cassidy at JAMES@DHCRES.COM with a copy to Brandy Pilco at BRANDY.PILCO@CUSHWAKE.COM, no later than 4:00PM EST on 06/18/2025.

SDVOSB SET-ASIDE

This Request for Lease Proposals ("RLP") sets forth instructions and requirements for proposals for a Lease described in the RLP documents. Proposals conforming to the RLP requirements will be evaluated in accordance with the Method of Award set forth herein to select an Offeror for award. The Government will award the Lease to the selected Offeror, subject to the conditions herein.

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 pursuant to the Paperwork Reduction Act and assigned the OMB Control No. 3090-0086.

GLOBAL RLP

GSA TEMPLATE R100 for VA (10/24)

TABLE OF CONTENTS

GLOBAL RLP

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (VA OCT 2024)

1.02 AMOUNT AND TYPE OF SPACE, LEASE TERM, AND OCCUPANCY DATE (VA OCT 2024)

1.03 AREA OF CONSIDERATION (OCT 2021)

1.04 UNIQUE REQUIREMENTS (VA OCT 2024)

1.05 NEIGHBORHOOD, PARKING, LOCATION AMENITIES, AND PUBLIC TRANSPORTATION (VA OCT 2024)

1.06 LIST OF RLP DOCUMENTS (VA OCT 2024)

1.07 AMENDMENTS TO THE RLP (JUN 2012)

1.08 LEASE DESCRIPTION (VA OCT 2024)

1.09 RELATIONSHIP OF RLP BUILDING MINIMUM REQUIREMENTS AND LEASE OBLIGATIONS (VA OCT 2024)

1.10 PRICING OF SECURITY REQUIREMENTS (OCT 2022)

1.11 SECURITY LEVEL DETERMINATION FOR FACILITY HOUSING OTHER FEDERAL TENANTS (APR 2011)

1.12 INSPECTION—RIGHT OF ENTRY (OCT 2021)

1.13 AUTHORIZED REPRESENTATIVES (OCT 2020)

1.14 LEASE ACQUISITION FEE (VA OCT 2024)

1.15 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE

STANDARD (OCT 2023)

1.16 UNIQUE ENTITY IDENTIFIER (OCT 2021)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (AUG 2011)

2.02 FLOOD PLAINS (VA OCT 2024)

2.03 INTENTIONALLY DELETED

2.04 INTENTIONALLY DELETED

2.05 INTENTIONALLY DELETED

2.06 ASBESTOS (OCT 2024)

2.07 ACCESSIBILITY (SEP 2013)

2.08 FIRE PROTECTION AND LIFE SAFETY (SEP 2013)

2.09 ENERGY INDEPENDENCE AND SECURITY ACT (VA OCT 2024)

2.10 ENVIRONMENTAL CONSIDERATIONS (SEP 2013)

2.11 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS - RLP (VA OCT 2024)

2.12 NATIONAL HISTORIC PRESERVATION ACT REQUIREMENTS - RLP (OCT 2023)

2.13 CULTURAL RESOURCES STUDY (VA OCT 2024)

SECTION 3 HOW TO OFFER

3.01 GENERAL INSTRUCTIONS (JUN 2012)

3.02 RECEIPT OF LEASE PROPOSALS (VA OCT 2024)

3.03 PRICING TERMS (VA OCT 2024)

3.04 BUDGET SCOREKEEPING; OPERATING LEASE TREATMENT (APR 2011)

3.05 PROSPECTUS LEASE (VA OCT 2024)

3.06 ADDITIONAL SUBMITTALS (VA OCT 2024)

3.07 TENANT IMPROVEMENTS INCLUDED IN OFFER (VA OCT 2024)

3.08 INTENTIONALLY DELETED

3.09 INTENTIONALLY DELETED

3.10 GREEN BUILDING RATING CERTIFICATION FOR TENANT INTERIORS (OCT 2023)

3.11 OPERATING COSTS REQUIREMENTS INCLUDED IN OFFER (VA OCT 2024)

3.12 INTENTIONALLY DELETED

SECTION 4 METHOD OF AWARD

4.01 NEGOTIATIONS (OCT 2023)

4.02 HUBZONE SMALL BUSINESS CONCERN PRICE PREFERENCE WAIVER (OCT 2023)

4.03 INTENTIONALLY DELETED

4.04 AWARD BASED ON BEST VALUE TRADE OFF (VA OCT 2024)

4.05 PRESENT VALUE PRICE EVALUATION (VA OCT 2024)

4.06 AWARD (VA OCT 2024)

SECTION 5 ADDITIONAL TERMS AND CONDITIONS

5.01 MODIFIED RLP PARAGRAPHS (VA OCT 2024)

5.02 OFF-SITE IMPROVEMENTS (VA OCT 2024)

5.03 DUE DILIGENCE (VA OCT 2024)

5.04 APPLICABLE LAW (VA OCT 2024)

5.05 PARTNERING (VA OCT 2024)

5.06 TEAMING ARRANGEMENT (VA OCT 2024)

5.07 INTENTIONALLY DELETED

RLP NO. 36C10F25R0024, PAGE 1 GSA TEMPLATE R100 FOR VA (10/24)

REQUEST FOR LEASE

PROPOSALS NO.

36C10F25R0024

06/05/2025

GLOBAL RLP

GSA TEMPLATE R100 for VA (OCT 2024)

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (VA OCT 2024)

A. This Request for Lease Proposals (RLP) sets forth instructions and requirements for proposals for a Lease described in the

RLP documents. The Government will evaluate proposals conforming to the RLP requirements in accordance with the Method of Award set forth below to select an Offeror for award. The Government will award the Lease to the selected Offeror, subject to the conditions below. This solicitation is not binding and does not obligate the government to make a contract award. The Government may award the Lease Contract to the selected Offeror, subject to the conditions herein and availability of funds.

The Government’s intent is to award off of initial offers. The Government intends to evaluate proposals and award a lease without discussions with offerors (except clarifications as described in FAR 15.306(a)). Therefore, the offeror’s initial proposal should contain the offeror’s best terms from a cost or price and technical standpoint. The Government reserves the right to conduct discussions if the Contracting Officer later determines them to be necessary. If the Contracting Officer determines that the number of proposals that would otherwise be in the competitive range exceeds the number at which an efficient competition can be conducted, the Contracting Officer may limit the number of proposals in the competitive range to the greatest number that will permit an efficient competition among the most highly rated proposal.

B. Included in the RLP documents is a lease template setting forth the preferred lease term and other terms and conditions of the Lease contemplated by this RLP and a GSA Proposal to Lease Space (GSA Form 1364) on which Offeror shall submit its offered rent and other price data, together with required information and submissions. Offerors are to provide the required rent and other price data for each requested lease term scenario as described in Section 1.02, Paragraph F below. The Lease paragraph titled “Definitions and General Terms” shall apply to the terms of this RLP.

C. Do not attempt to complete the lease template. Upon selection for award, VA will transcribe the successful Offeror’s final offered rent and other price data included on the GSA Form 1364 and/or GSA Form 1364 Attachment No. 1 into the lease and transmit the completed Lease, including the awarded lease term and any appropriate attachments, to the successful Offeror for execution. Neither the RLP nor any other part of an Offeror’s proposal shall be part of the Lease except to the extent expressly incorporated therein. The Offeror should review the completed Lease for accuracy and consistency with his or her proposal, sign and date the first page, initial each subsequent page of the Lease, and return it to the Lease Contracting Officer

(LCO).

D. The Offeror's executed Lease shall constitute a firm offer. No Lease shall be formed until the LCO executes the Lease and delivers a signed copy to the Offeror.

E. Offeror may not use Federal agency name(s) and/or acronym(s), e.g., General Services Administration, GSA, in the entity name that owns and/or leases the Space to VA.

1.02 AMOUNT AND TYPE OF SPACE, LEASE TERM, AND OCCUPANCY DATE (VA OCT 2024)

A. The Government is seeking a minimum of 149,010 to a maximum of 175,306 of American National Standards Institute/Building

Owners and Managers Association (ANSI/BOMA) Occupant Area (ABOA) square feet (SF) of contiguous space within the Area of Consideration set forth below. See Section 2 of the Lease for applicable ANSI/BOMA standards. The proposed Rentable Square Feet (RSF) shall not exceed 197,219 RSF.

B. The Space shall be located in a modern quality Building of sound and substantial construction with a facade of stone, marble, brick, stainless steel, aluminum or other permanent materials in good condition and acceptable to the LCO. If not a new Building, the Space offered shall be in a Building that has undergone, or will complete by occupancy, modernization or adaptive reuse for the Space with modern conveniences.

C. INTENTIONALLY DELETED

D. As part of the rental consideration, the Government may require use of part of the Building roof for the installation of antenna(s).

If antenna space is required, specifications regarding the type of antenna(s) and mounting requirements are included in the agency requirements information provided with this RLP.

E. Approximately 250 ABOA SF will be used for the operation of a vending facility under the provisions of the Randolph-Sheppard

Act (20 USC 107 et. seq.). The Government will control the number, kind, and locations of vending facilities and will control and receive income from all automatic vending machines. Offeror shall provide necessary utilities and make related alterations. The cost of the improvements is part of Tenant Improvement (TI) costs. The Government will not compete with other facilities having exclusive rights in the Building. The Offeror shall advise the Government if such rights exist.

RLP NO. 36C10F25R0024, PAGE 2 GSA TEMPLATE R100 FOR VA (10/24)

F. The Offeror must submit price proposals for each of the following scenarios:

• Alternative A) 15-year firm term; and

• Alternative B) 20-year firm term.

The CO reserves the right to award a contract based on any alternative lease term listed above in the best interest of the Government. All the terms and conditions contained herein shall prevail throughout the term of the lease. The Offeror is advised that it must submit pricing for all alternates listed above in order to be considered responsive. An Offeror submitting different or fewer pricing alternates may be rejected as non-responsive by the Contracting Officer.

G. The Lease Term Commencement Date will be upon acceptance of the Space. It is anticipated that Substantial Completion will not be more than 35 months from award.

1.03 AREA OF CONSIDERATION (OCT 2021)

The Government requests Space in an area bounded as follows:

Northern Boundary: Freeman Rd to FM 529 to Spencer Rd Southern Boundary: Westpark Tollway to FM 1093 Rd Eastern Boundary: Highway 6 Western Boundary: FM 1463 Rd to Katy Rd (FM 1463 Rd) to Cane Island Parkway to Interstate 10 W to Pederson Rd to Katy Brookshire Rd (Highway 90) to FM 2855 Rd

Buildings with Property boundary(ies) on the boundary streets are deemed to be within the delineated Area of Consideration.

1.04 UNIQUE REQUIREMENTS (VA OCT 2024)

The offered Building and/or Property must have the following features as a minimum requirement:

A. Bifurcated sites, inclusive of parking, are not permissible.

B. The following space configurations will not be considered: Space with atriums or other areas interrupting contiguous space, extremely long or narrow runs of space (more than twice as long as wide), irregularly shaped space configurations or other unusual building features adversely affecting usage.

C. Offered space will not be considered if located in close proximity to residential or industrial areas.

D. Space will not be considered where apartment space or other living quarters are located within the same building.

RLP NO. 36C10F25R0024, PAGE 3 GSA TEMPLATE R100 FOR VA (10/24)

E. Offered space must be compatible for VA’s intended use.

F. Offered space will not be considered if it is located in close enough proximity to railroad tracks or within flight paths any existing facility, business or operations that produces excessive noise or vibrations which may impact or interfere with the clinic operations and or veteran satisfaction.

G. Offered space will not be considered if located in close proximity to property with incompatible uses, including but not limited to the following uses: retail liquor establishments, treatment centers, correctional facilities (jails or otherwise), businesses where firearms are sold/discharged, railroad tracks, or within flight paths if flight paths are a noise or vibration disturbance.

H. Offered space will not be considered if located where overhead high-voltage power lines cross site

1.05 NEIGHBORHOOD, PARKING, LOCATION AMENITIES, AND PUBLIC TRANSPORTATION (VA OCT 2024)

A. Neighborhood:

Space shall be located in an appropriately zoned district. The neighborhood shall be suitable for the intended use of the Space and Building. Space shall also be located in an area where streets and public sidewalks are well maintained

B. Parking:

The parking-to-square-foot ratio available on-site shall at least meet current local code requirements. On-site parking must contain at a minimum 1,000 parking spaces. Underground parking is prohibited.

C. Amenities:

1. Employee and visitor entrances of the Building must be connected to public sidewalks when present by continuous, accessible sidewalks.

2. A variety of employee services, such as restaurants, retail shops, cleaners, and banks, shall be located within close proximity of the Building. The primary functional entrance of the Building shall be within close proximity of amenities, two of which must be inexpensive or moderately priced fast-food or eat-in restaurants.

Diverse Use Category Uses Food Retail Supermarket, Other food store with produce Community-Serving Retail Clothing store or department store selling clothes, Convenience store, Farmer’s market, Hardware store, Pharmacy, Other retail

Services Bank, Gym, Health club, Exercise studio, Hair care, Laundry, Dry cleaner, Restaurant, Café, Diner (excluding establishments with only drive-throughs), Family entertainment venue (e.g., theater, sports)

Civic and Community Facilities Adult or senior care (licensed), Child care (licensed), Community or recreation center, Cultural arts facility (museum, performing arts), Educational facility (including K–12 school, university, adult education center, vocational school, community college), Family entertainment venue (theater, sports), Government office that serves public on-site, Place of worship, Medical clinic or office that treats patients, Police or fire station, Post office, Public library, Public park, Social services center

To be considered, amenities must be existing, or the Offeror must demonstrate to the Government’s reasonable satisfaction that such amenities will exist by the Government’s required occupancy date.

D. Transit Accessibility: A subway, light rail, or bus rapid transit stop shall be located within the immediate vicinity of the Building, but generally not exceeding a safely accessible, walkable 1,320 feet from the principal functional entrance of the building, as determined by the LCO.

1.06 LIST OF RLP DOCUMENTS (VA OCT 2024)

A. The following documents are attached to and included as part of this RLP package:

DOCUMENT NAME File Name Prefix No. of Pages Lease No. [XX] (GSA Template L100 for VA) 1 49 Agency Specific Requirements (ASR) Package – Cover Page 2 1 Appendix A – Program for Design (PFD) 2A 21 Appendix A.1 – Project Room Contents List (PRC) 2B 474 Appendix A.2 – Lease Design Narrative (LDN) 2C 56 Appendix A.3 – Room Data Matrix (RDM) 2D - Appendix A.4 – VA CBOC Information Transport Systems Specifications 2E 19 Appendix A.4.1 – OIT Data Center Design Narrative 2E.1 66

RLP NO. 36C10F25R0024, PAGE 4 GSA TEMPLATE R100 FOR VA (10/24)

DOCUMENT NAME File Name Prefix No. of Pages Appendix A.5 – Facility Security Level Requirements for FSL II 2F 15 Appendix A.6 – KATY, TX - OPC Conceptual Floor Plan 3 4 Appendix B – Lease Service Narrative 4 25 Offering Entity Acknowledgement Form 5 1 Offeror Proposal Compliance Matrix 6 5 Proposal to Lease Space (GSA Form 1364) 7 4 Attachment No. 1 to GSA Form 1364 8 - GSA Form 1217 – Lessor's Annual Cost Statement 9 3 VA Form 10091 – VA-FSC Vendor File Request Form 10 2 Past Performance Questionnaire Form for VA 11 5 SF-330 – Architect-Engineer Qualifications 12 14 GSA Form 527 – Contractor’s Qualifications and Financial Information 13 6 VA Handbook 6500.6 Appendix C 14 46 GSA Template 3516 – Solicitation Provisions 15 7 GSA Template 3516A – Provision Addendum to GSA Template 3516 15A 1 GSA Template 3517B – General Clauses 16 23 GSA Form 12000 for Prelease Fire Protection and Life Safety Evaluation for an Office Building (Part A or Part B) (See Section 3 for applicable requirements) 17 6

Certification of Building Energy Performance 18 1 DOL County Wage Determination 19 22 FAR 52.204-24, Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment 20 4

Seismic Offer Forms 21 - GSAR 552.270-33 Foreign Ownership and Financing Representation for High-Security Leased Space 22 -

Pre-Bid Conference Registration Form 23 1 Broker Commission Agreement (to be provided upon request)* 24 1 Contractor Confidentiality Certificate 25 1

* Broker firm shall provide and send as a separate document to each offeror

B. In addition to the documents identified above, this RLP package includes additional agency requirements containing sensitive information that is only available to Offerors upon request to the LCO or Alternate Government Contact as listed under Section 1 of this RLP.

1.07 AMENDMENTS TO THE RLP (JUN 2012)

This RLP may be amended by notice from the LCO. Amendments may modify the terms of this RLP, or the terms, conditions, and requirements of the Lease contemplated by the RLP.

1.08 LEASE DESCRIPTION (VA OCT 2024)

A. Offeror shall examine the Lease template included in the RLP documents to understand the Government's and the Lessor's respective rights and responsibilities under the contemplated Lease.

B. The Lease contemplated by this RLP includes:

1. The term of the Lease, and renewal option, if any.

2. Terms and Conditions of the Lease, including Definitions, Standards, and Formulas applicable to the Lease and this

RLP.

3. Building Shell standards and requirements.

4. Information concerning the tenant agency's buildout requirements, to be supplemented after award.

5. Security Requirements.

6. A description of all services to be provided by the Lessor.

C. Should the Offeror be awarded the Lease, the terms of the Lease shall be binding upon the Lessor without regard to any statements contained in this RLP.

D. The Lease contemplated by this RLP is a fully serviced Lease. Rent shall be based upon a proposed rental rate per Rentable

Square Foot (RSF), limited by the offered rate and the maximum ABOA SF solicited under this RLP. Although certain Tenant Improvement (TI) requirements information is provided with this RLP and will be incorporated into the Lease, the TIs to be delivered by the Lessor will be based on the final design to be developed after award of the Lease, which reflects the Agency’s full requirements. The Lessor shall design and build the TIs and will be compensated for TI costs, together with design and project management fees to be set under the Lease. Although the TI requirements will not be developed fully until after award, Offerors shall provide the allowance stated in the Tenant Improvement Allowance paragraph of the Lease.

Unless the Government prepares Design Intent Drawings (DIDs), after award the Lessor must prepare DIDs for the leased Space conforming to the lease requirements and other Government-supplied information related to the client agency’s interior build-out requirements. The Government will have the opportunity to review the Lessor's DIDs to determine that the Lessor's

RLP NO. 36C10F25R0024, PAGE 5 GSA TEMPLATE R100 FOR VA (10/24)

design meets the requirements of the Lease. Only after the Government approves the DIDs and a final price for TIs is negotiated will the Lessor be released to proceed with buildout. The Lease also provides that the Government may modify the TI requirements, subject to the Lessor's right to receive compensation for such changes.

E. INTENTIONALLY DELETED

F. Upon completion and acceptance of the leased Space, the Space will be measured for establishing the actual annual rent, and the lease term shall commence. In instances involving an incumbent Lessor where the Government commences the lease term pending completion of TI alterations, the Government shall withhold TI rent pursuant to Section 1 of the Lease until such time as the TI is completed and accepted by the Government. During the term of the Lease, rent will be adjusted for changes to the Lessor's operating costs and real estate taxes, pursuant to paragraphs set forth in the Lease.

G. Offerors are advised that doing business with the Government carries special responsibilities with respect to sustainability, fire protection and life safety, and security, as well as other requirements not typically found in private commercial leases. These are set forth both in the lease template and in the GSA Form 3517B, General Clauses, and will be made part of the Lease.

1.09 RELATIONSHIP OF RLP BUILDING MINIMUM REQUIREMENTS AND LEASE OBLIGATIONS (VA OCT 2024)

The Lease and associated appendices establish various requirements relating to the Building shell. Such requirements are not deemed TIs. There are certain Building requirements that are established as minimum requirements in this RLP. If the Lessor's Building does not meet the requirements at the time of award, the Lessor may still be awarded the Lease. However, as a condition of award, the Government will require Lessor to identify those Building improvements that will bring the Building into compliance with RLP requirements. Upon award of the Lease, completion of those Building improvements will become Lease obligations.

1.10 PRICING OF SECURITY REQUIREMENTS (OCT 2022)

A. The proposed Lease contains an attachment with the security requirements and obligations for the Building, which are based on the facility security level (FSL). The Federal Government determines the facility’s FSL rating, which ranges from FSL I to FSL IV. The FSL is based on client agency mix, required size of space, number of employees, use of the space, location, configuration of the site and lot, and public access into and around the facility.

B. The security requirements attached to this Lease includes a general list of countermeasures to be installed in the leased

Space

C. There shall be no charge to the Government for any items that already exist in the offered Building or facility.

1.11 SECURITY LEVEL DETERMINATION FOR FACILITY HOUSING OTHER FEDERAL TENANTS (APR 2011)

If an Offeror is offering Space in a facility currently housing a Federal agency, the security requirements of the facility may be increased and the Offeror may be required to adhere to a higher security standard than other Offerors competing for the same space requirement.

If two or more Federal space requirements are being competed at the same time, an Offeror submitting on both or more space requirements may be subject to a higher security standard if the Offeror is determined to be the successful Offeror on more than one space requirement. It is incumbent upon the Offeror to prepare the Offeror’s proposal accordingly.

1.12 INSPECTION—RIGHT OF ENTRY (OCT 2021)

A. At any time and from time to time after receipt of an offer (until the same has been duly withdrawn or rejected), the agents, employees and contractors of the Government may, upon reasonable prior notice to Offeror, enter upon the offered Space or the Premises, and all other areas of the Building access to which is necessary to accomplish the purposes of entry, to determine the potential or actual compliance by the Offeror with the requirements of the RLP and its attachments, which purposes shall include, but not be limited to:

1. Inspecting, sampling, and analyzing of suspected asbestos-containing materials and air monitoring for asbestos fibers, and/or reviewing similar existing Offeror records.

2. Inspecting the heating, ventilation and air conditioning system, maintenance records, and mechanical rooms for the offered Space or the Premises.

3. Inspecting for any leaks, spills, or other potentially hazardous conditions which may involve tenant exposure to hazardous or toxic substances.

4. Inspecting for any current or past hazardous waste operations, to ensure that appropriate actions were taken to alleviate any environmentally unsound activities in accordance with Federal, state, and local law.

B. Nothing in this paragraph shall be construed to create a Government duty to inspect for toxic materials or to impose a higher standard of care on the Government than on other lessees. The purpose of this paragraph is to promote the ease with which the Government may inspect the Building. Nothing in this paragraph shall act to relieve the Offeror of any duty to inspect or liability which might arise because of Offeror’s failure to inspect for or correct a hazardous condition.

RLP NO. 36C10F25R0024, PAGE 6 GSA TEMPLATE R100 FOR VA (10/24)

1.13 AUTHORIZED REPRESENTATIVES (OCT 2020)

With respect to all matters relating to this RLP, only the Government's LCO designated below shall have the authority to amend the RLP and award a Lease. The Government shall have the right to substitute its LCO by notice, without an express delegation by the prior LCO.

Lease LCO:

Cynthia White United States Department of Veterans Affairs (VA) U.S. Department of Veterans Affairs (VA) Office of Construction & Facilities Management Office of Real Property Phone: 504.920.7603 Email: CYNTHIA.WHITE6@VA.GOV

As to all other matters, Offerors may contact the Alternate Government Contact designated below.

Alternate Government Contact:

DHC Real Estate Services James Cassidy Email: JAMES@DHCRES.COM Office Phone: 917.633.8116 Cell Phone: 973.975.6000

With a copy to Brandy Pilco Email: BRANDY.PILCO@CUSHWAKE.COM Cell Phone: 818.900.2414

1.14 LEASE ACQUISITION FEE (VA OCT 2024)

The Lessor shall be responsible for paying all real estate commissions due in connection with the consummation of this Lease.

For purposes of this Solicitation, the real estate firm of DHC Real Estate Services, LLC is the authorized representative of the VA and is providing Lease Acquisition Services to VA in connection with this transaction. It is understood between Lessor and VA that DHC Real Estate Services, LLC has provided Lease Acquisition Services on behalf of VA to assist in the completion of this transaction.

In connection with the provisions of such Lease Acquisition Services and in the event of consummation of a lease agreement between Lessor and VA, Lessor will pay a commission or lease acquisition fee to DHC Real Estate Services, LLC in the amount of a percentage equal to the percentage specified in the brokerage commission agreement of the total aggregate lease value. The aggregate lease value shall include, but not be limited to, base rent (including fixed rental increases or as annualized), other rental income, operating expenses (base year), real estate taxes (base year), and amortized tenant improvements (if applicable). The aggregate lease value shall not include any rental abatement provided to the VA pursuant to the Lease; any rental escalations covering operating expenses and/or real estate tax increases during the lease term; any additional amounts paid by VA for services over and above those furnished by Lessor; any lump sum payments for tenant improvements. Commissions will not be collected on option periods or for lease terms beyond the firm term of the lease.

The aggregate lease value will be used to determine the commission due and payable and will be established based on the final lease documents upon lease execution or as amended thereof. Such commission or lease acquisition fee shall be due and payable, as follows:

Seventy-five percent (75%) of commission or lease acquisition fee shall be paid to DHC Real Estate Services, LLC within thirty (30) calendar days following lease execution between Lessor and VA; and

The remaining twenty-five percent (25%) of commission or lease acquisition fee shall be paid to DHC Real Estate Services, LLC within thirty (30) calendar days following the earlier to occur of VA’s acceptance of space or commencement of rent payments.

The Lessor’s responsibilities to pay the commission(s) or lease acquisition fee is independent of any other Lessor financial responsibilities of this Lease and shall not be used to negotiate or offset any credits owed VA by the Lessor. However, in the event Lessor shall fail to pay the commission(s) or lease acquisition fee amount owed to DHC Real Estate Services, LLC pursuant to the compensation schedule outlined herein, VA, at VA’s sole option, shall pay the commission(s) or lease acquisition fee on behalf of Lessor to DHC Real Estate Services, LLC out of rent payments and/or any lump-sum payments owed or to be owed to Lessor for reimbursement(s) of tenant improvement costs or payment(s) for services/work provided by Lessor. The Lease Acquisition Fee shall not exceed one million five hundred thousand dollars ($1,500,000.00).

mailto:CYNTHIA.WHITE6@VA.GOV

RLP NO. 36C10F25R0024, PAGE 7 GSA TEMPLATE R100 FOR VA (10/24)

1.15 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE

STANDARD (OCT 2023)

A. The North American Industry Classification System (NAICS) code for this acquisition is 531120 (Exception).

B. The small business size standard for the applicable NAICS code is found HTTPS://WWW.SBA.GOV/FEDERAL-

CONTRACTING/CONTRACTING-GUIDE/SIZE-STANDARDS.

1.16 UNIQUE ENTITY IDENTIFIER (OCT 2021)

Unique entity identifier means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See WWW.SAM.GOV for the designated entity for establishing unique entity identifiers. If an offeror does not have a unique entity identifier, it should contact the entity designated at www.sam.gov for establishment of the unique entity identifier directly to obtain one.

https://www.sba.gov/federal-contracting/contracting-guide/size-standards https://www.sba.gov/federal-contracting/contracting-guide/size-standards http://www.sam.gov/

RLP NO. 36C10F25R0024, PAGE 8 GSA TEMPLATE R100 FOR VA (10/24)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (AUG 2011)

A. In order to be acceptable for award, the offered Space must provide for an efficient layout as determined by the LCO.

B. To demonstrate potential for efficient layout, VA may request the Offeror to provide a test fit layout at the Offeror’s expense. The

Government will advise the Offeror if the test fit layout demonstrates that the Government's requirement cannot be accommodated within the Space offered. The Offeror will have the option of increasing the ABOA square footage offered, if it does not exceed the maximum ABOA square footage in this RLP offer package. If the Offeror is already providing the maximum ABOA square footage and cannot house the Government's space requirements efficiently, then the Government will advise the Offeror that the offer is unacceptable.

2.02 FLOOD PLAINS (VA OCT 2024)

A Lease will not be awarded for any offered Property with a plan for the site disturbance or development within a 1-percent-annual-chance floodplain (formerly referred to as 100-year floodplain) unless the Government has determined that there is no practicable alternative. An Offeror may offer less than its entire site in order to exclude a portion of the site that falls within a floodplain, so long as the portion offered meets all the requirements of this RLP and does not impact the Government’s full use and enjoyment of the Premises. If an Offeror intends that the offered Property that will become the Premises for purposes of this Lease will be something other than the entire site as recorded in tax or other property records the Offeror shall clearly demarcate the offered Property on its site plan/map submissions and shall propose an adjustment to property taxes on an appropriate pro rata basis. For such an offer, the Government may determine that the offered Property does not adequately avoid development in a 1-percent-annual-chance floodplain.

In addition, a Lease will not be awarded for any offered Property adjacent to 1-percent-annual-chance floodplain, where such an adjacency would, as determined by the Government, restrict ingress or egress to the Premises in the event of a flood, unless there is no practicable alternative.

2.03 INTENTIONALLY DELETED

2.04 INTENTIONALLY DELETED

2.05 INTENTIONALLY DELETED

2.06 ASBESTOS (OCT 2024)

A. The Government requires space with no asbestos-containing materials (ACM), or with undamaged, nonfriable ACM. For purposes of this paragraph, “space” includes the 1) space offered for lease; 2) common building area; 3) ventilation systems and zones serving the space offered; and 4) the area above suspended ceilings and engineering space in the same ventilation zone as the space offered. Notwithstanding the preceding, if no offers are received for such space, the Government may consider space with thermal system insulation ACM (e.g., wrapped pipe or boiler lagging), which is not damaged or subject to damage by routine operations.

B. ACM is defined as any material with a trace or more of asbestos quantity present.

C. Space with ACM of any type or condition may be upgraded by the Offeror to meet conditions described in sub-paragraph A by abatement (removal, enclosure, encapsulation, or repair) of ACM not meeting those conditions. If any offer involving abatement of ACM is accepted by the Government, the successful Offeror will be required to successfully complete the abatement in accordance with OSHA, EPA, Department of Transportation (DOT), state, and local regulations and guidance prior to occupancy.

D. Management Plan and Reinspection Report Submittals. If space is offered which contains ACM, the Offeror shall submit a current asbestos-related management plan or operations and maintenance plan, along with a current asbestos re-inspection report (performed within the past 5 years) that includes a list of all ACM and their condition for acceptance by the Government prior to lease award. The management plan or operations and maintenance plan, and re-inspection report shall conform to generally accepted industry practice in accordance with EPA guidance.

E. The Government reserves the right to review Offeror’s existing records for compliance.

2.07 ACCESSIBILITY (SEP 2013)

The Lease contemplated by this RLP contains requirements for Accessibility. In order to be eligible for award, Offeror must either:

A. Verify in the Lease proposal that the Building, offered Space, and areas serving the offered Space meet the Lease accessibility requirements, or

RLP NO. 36C10F25R0024, PAGE 9 GSA TEMPLATE R100 FOR VA (10/24)

B. Include as a specific obligation in its Lease proposal that improvements to bring the Building, offered Space, and areas serving the offered Space into compliance with Lease accessibility requirements will be completed prior to acceptance of the Space.

2.08 FIRE PROTECTION AND LIFE SAFETY (SEP 2013)

The Lease contemplated by this RLP contains Building requirements for Means of Egress, Automatic Fire Sprinkler System, and Fire Alarm System. In order to be eligible for award, Offeror must either:

A. Verify in the Lease proposal that the Building in which Space is offered meets the Means of Egress, Automatic Fire Sprinkler

System, and Fire Alarm System requirements of the Lease; or

B. Include as a specific obligation in its Lease proposal that improvements to bring the Building into compliance with Lease requirements will be completed prior to acceptance of the Space.

2.09 ENERGY INDEPENDENCE AND SECURITY ACT (VA OCT 2024)

A. The Energy Independence and Security Act (EISA) establishes requirements for Government leases relating to energy efficiency standards and potential cost-effective energy efficiency and conservation improvements.

B. Subject to the exceptions below, unless one of the statutory exceptions listed in sub-paragraph C below applies, VA may award a lease for a Building only if the Building has earned the ENERGY STAR® label conferred by the U.S. Environmental Protection Agency (EPA) within the most recent year prior to the due date for final proposal revisions. The term “most recent year” means that the date of award of the ENERGY STAR® label by EPA must not be more than 1 year prior to the due date of final proposal revisions. For example, an ENERGY STAR® label awarded by EPA on October 1, 2023, is valid for all lease procurements where final proposal revisions are due on or before September 30, 2024. Notwithstanding the above, buildings that meet any of the following are considered as equivalent to having an Energy Star label in the most recent year, provided they achieve an ENERGY STAR® label within 18 months after occupancy by the Government:

1. All new Buildings being specifically constructed for the Government, provided they achieve an ENERGY STAR® label within 18 months after occupancy by the Government, and received the “Designed to Earn the Energy Star®” certification prior to construction;

2. All existing Buildings that have had an Energy Star® label but are unable to obtain a label in the most recent year (i.e., within 12 months prior to the due date for final proposal revisions) because of insufficient occupancy;

3. Newly built Buildings that have used Energy® Star’s Target Finder tool and either achieved a “Designed to Earn the

Energy Star®” certification or received an unofficial score (in strict adherence to Target Finder’s usage instructions, including the use of required energy modeling) of 75 or higher prior to the due date for final proposal revisions and who are unable to obtain a label in the most recent year because of insufficient occupancy; or

4. An existing Building that is unable to obtain a label because of insufficient occupancy but that can produce an indication, through the use of energy modeling or past utility and occupancy data input into Energy Star’s® Portfolio Manager tool or Target Finder, that it can receive an unofficial score of 75 or higher using all other requirements of Target Finder or Portfolio Manager, except for actual data from the most recent year.

ENERGY STAR® tools and resources can be found at HTTPS://WWW.ENERGYSTAR.GOV/BUILDINGS/TOOLS-AND-

RESOURCES.

C. Subject to subparagraph D below, EISA allows a Federal agency to lease Space in a Building that does not have an ENERGY

STAR® Label if:

1. No Space is offered in a Building with an ENERGY STAR® Label that meets RLP requirements, including locational needs;

2. The agency will remain in a Building it currently occupies;

3. The Lease will be in a Building of historical, architectural, or cultural significance listed or eligible to be listed on the

National Register of Historic Places (NRHP); or

4. The Lease is for 10,000 RSF or less.

D. If one or more of the statutory exceptions applies, and the offered Space is not in a Building that has earned the ENERGY

STAR® Label within one year prior to the due date for final proposal revisions, Offerors are required to include in their lease proposal an agreement to renovate the Building for all energy efficiency and conservation improvements that it has determined would be cost effective over the Firm Term of the Lease, if any, prior to acceptance of the Space (or not later than one year after the Lease Award Date of a succeeding or superseding lease). Such improvements may consist of, but are not limited to, the following:

https://www.energystar.gov/BUILDINGS/TOOLS-AND-RESOURCES

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1. Heating, Ventilating, and Air Conditioning (HVAC) upgrades, including boilers, chillers, and Building Automation System (BAS)/Monitoring/Control System (EMCS).

2. Lighting Improvements.

3. Building Envelope Modifications.

NOTE: Additional information can be found on HTTPS://WWW.GSA.GOV/REAL-ESTATE/REAL-ESTATE- SERVICES/LEASING/SUSTAINABILITY-POLICIES under “Sustainability Policies.”

E. The term "cost effective" means an improvement that will result in substantial operational cost savings by reducing electricity or fossil fuel consumption, water, or other utility costs. The term "operational cost savings" means a reduction in operational costs through the application of Building improvements that achieve cost savings over the Firm Term of the Lease sufficient to pay the incremental additional costs of making the Building improvements.

F. Instructions for obtaining an ENERGY STAR® Label are provided at http://www.energystar.gov/buildings/facility-owners-and-managers/existing-buildings/earn-recognition/energy-star-certification (use “Portfolio Manager” to apply). ENERGY STAR® tools and resources can be found at HTTPS://WWW.ENERGYSTAR.GOV/BUILDINGS/TOOLS-AND-RESOURCES. The ENERGY STAR® Building Upgrade Manual (http://www.energystar.gov/buildings/facility-owners-and-managers/existing-buildings/save-energy/comprehensive-approach/energy-star) and Building Upgrade Value Calculator (http://www.energystar.gov/buildings/tools-and-resources/building-upgrade-value-calculator) are tools which can be useful in considering energy efficiency and conservation improvements to Buildings.

G. If one or more of the statutory exceptions applies, and the offered Space is not in a Building that has earned the ENERGY

STAR® Label within one year prior to the due date for final proposal revisions, the successful Offeror will be excused from performing any agreed-to energy efficiency and conservation renovations, and benchmarking with public disclosure (as provided in (I) below, if it obtains the ENERGY STAR® Label prior to the Government’s acceptance of the Space (or not later than one year after the Lease Award Date for succeeding and superseding leases).

H. If no improvements are proposed, the Offeror must demonstrate to the Government using the ENERGY STAR® Online Tools why no energy efficiency and conservation improvements are cost effective. If such explanation is unreasonable, the offer may be rejected.

I. As described in Section 3 of the Lease, successful Offerors meeting one of the statutory exceptions above must agree to benchmark and publicly disclose the Building’s current ENERGY STAR® score, using EPA’s Portfolio Manager online software application. See the Lease for additional details.

J. All new Buildings being specifically constructed for the Government must achieve the ENERGY STAR® Label within 18 months after occupancy by the Government.

K. INTENTIONALLY DELETED

2.10 ENVIRONMENTAL CONSIDERATIONS (SEP 2013)

A. The Government requests space with no recognized environmental conditions identified in a Phase I environmental site assessment (see 2.11.A) or other known hazardous conditions that would pose a health and safety risk or environmental liability to the Government.

B. Upon request by the Government, Offeror must provide all known previous use of the Building.

C. Offeror must indicate in its written offer any known hazardous conditions or environmental releases with/from the offered

Space, Building or Property

2.11 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS - RLP (VA OCT 2024)

A. Environmental Due Diligence

1. The Offeror’s proposal must provide, at the Offeror’s sole cost and expense, a current Phase I Environmental Site Assessment (ESA), conducted in accordance with the ASTM International Standard E1527-21, or most recent revision as such standard may be revised from time to time. In accordance with ASTM Standard E1527-21, the study must be completed within 180 days before initial offers due date. . The study must be performed by an environmental professional with qualifications as defined in the ASTM standards. This Phase I ESA must be prepared with a focus on the Government being the “user” of the Phase I ESA, as the term “user” is defined in E1527-21. Failure to submit the required study may result in dismissal from consideration.

2. If the Phase I ESA identifies any recognized environmental conditions (RECs), the Offeror will be responsible for addressing such RECs, at its sole cost and expense, including performing any necessary Phase II ESA (using ASTM Standard E1903-19), performing any necessary cleanup actions in accordance with federal and state standards and requirements and submitting a proposed schedule for complying with these obligations. The Government will evaluate whether the nature of any of the RECs, the results of the Phase II, any completed cleanup, and the proposed schedule

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meet the Government’s needs. The LCO reserves the right to dismiss an offer from consideration if RECs are identified or if the schedule for or effectiveness of resolving RECs is uncertain, lengthy, or otherwise does not meet the Government’s requirements.

B. National Environmental Policy Act

1. While the Offeror is responsible for performing all environmental due diligence studies of the offered Property, the Government is responsible for compliance with NEPA, whether in whole or in part, on its own or with the assistance of the Offerors. NEPA requires federal agencies to consider the effects of their actions on the quality of the human environment as part of the federal decision-making process and, to that end, the Government’s obligations may, and in some cases will, be augmented by the Offerors as described in greater detail in the RLP.

2. The Government may either request information or additional field studies, including wetland survey and delineation, biological surveys, or any other studies required to complete a NEPA analysis from the Offerors to help it meet its obligations under NEPA. At its discretion, the Government may either conduct such studies or request the Offeror to perform any such additional studies, on a schedule consistent with the lease procurement process. The Government may share information provided in response to this provision with federal, state and local regulatory agencies as part of its compliance responsibilities under NEPA and other applicable federal, state and local environmental laws and regulations.

Further consultation with these regulatory agencies may be necessary as part of the NEPA process.

3. The Offerors are advised that the Government may be required to release the location of each offered site and other building specific information in public hearings or in public NEPA documents. By submitting an offer in response to this RLP and without the need for any further documentation, the Offeror acknowledges and consents to such release.

4. The Government reserves the right to reject any offer where (i) the studies or documentation supporting the NEPA process provided by the Offeror for the offered Property are inadequate, (ii) the offer entails unacceptably adverse impacts on the human environment, (iii) the identified adverse impacts cannot be readily mitigated, or (iv) the level of NEPA analysis is more extensive than is acceptable to the Government, as determined by the LCO, in their sole discretion.

5. An Offeror must allow the Government access to the offered Property to conduct studies in furtherance of NEPA compliance. This requires research and field surveys to assess the potential impacts to the natural, social and cultural environments. Any recent studies previously conducted by the Offeror may be submitted to be included in the NEPA process.

6. The Government will not proceed with Lease award until the NEPA process is complete as evidenced by the

Government’s issuance of a completed CATEX, EA finding of no significant impact, or Environmental Impact Statement (EIS) Record of Decision. Upon Lease award, any mitigation measures, whether optional or mandatory, identified and adopted by the Government will become Lease obligations. All costs and expenses for development of design alternatives, mitigation measures and review submittals for work to be performed under the Lease will be the sole responsibility of Lessor.

2.12 NATIONAL HISTORIC PRESERVATION ACT REQUIREMENTS - RLP (OCT 2023)

A. The Government is responsible for complying with Section 106 of the National Historic Preservation Act (NHPA) of 1966, as amended, 54 U.S.C. § 306108 (Section 106). Section 106 requires federal agencies to consider the effects of their actions on historic properties prior to expending any federal funds on the undertaking. The Government is responsible for identifying whether any historic properties exist in, on, under, or near the offered Property that could be affected by the leasing action.

Historic properties include both above-grade (i.e., buildings and historic districts) and below-grade (i.e., archeological sites) resources. The Government is responsible for assessing effects to identified historic properties and for consulting with the State Historic Preservation Officer (SHPO), the Tribal Historic Preservation Officer (THPO), if applicable, any local Historic Preservation or Landmarks Commission, and other interested parties, if applicable, in accordance with the implementing regulations set forth at 36 C.F.R. part 800 (Protection of Historic Properties).

B. An Offeror must allow the Government access to the offered Property to conduct studies in furtherance of Section 106 compliance. This requires research and field surveys to assess the potential presence of historic properties that may be affected by construction activity, both above- and below-grade. Compliance also may require below-grade testing to determine the presence of archeological resources and possible artifact recovery, recordation and interpretation mitigation measures.

C. Demolition or destruction of a historic property by an Offeror in anticipation of an award of a Government lease may disqualify the Offeror from further consideration.

D. The Government reserves the right to reject any offer where documentation for the offered Property is inadequate or otherwise indicates preservation concerns or adverse effects to historic properties that cannot be minimized or reasonably mitigated, or where the level of NHPA analysis is…