Solicitation for Lease Proposals 2024-160 Complete Package.pdf

FOR OFFICIAL USE ONLY

Solicitation for Lease Proposals

(SLP)

SLP # 2024-160

THE UNITED STATES

GOVERNMENT

HAS A REQUIREMENT FOR A MINIMUM OF

17,000

USABLE SQUARE FEET OF CLEAN,

UNCONTAMINATED WAREHOUSE SPACE IN

THE NEW CASTLE, PENNSYLVANIA AREA

NAME: JESSICA BRANNON

TITLE: REALTY SPECIALIST

TABLE OF CONTENTS

1.0 Project Summary

1.1 General Provisions

1.2 Lease Authority

1.3 Project Overview / General Requirements

1.4 Amount, Location, and Type of Space

1.5 Sequence of Events to Lease

1.6 Lease Term

1.7 Site Security and Minimum Requirements for Work at the Facility

2.0 Submission Requirements and Technical Evaluation Factors

2.1 Overview of Evaluation and Selection Process

2.2 Description of Evaluation Factors

3.0 Offeror Submissions

3.1 Clarifications

3.2 Submission Requirements

3.3 Written Submission Requirements

3.4 Review of Offers and Award

3.5 Non Publicity / Security

3.6 Notifications

4.0 Documents Referenced within or Related to the SLP

4.1 Attachments

The Following Documents are attached and are made a part of this SLP

1. U.S. Army Corps of Engineers Lease Document and General Clauses

2. Offeror’s Financial Terms Summary Worksheet

3. Offeror’s General Building Information Summary Worksheet

SLP# 2024-160

1.0 PROPOSED PROJECT SUMMARY

1.1 General provisions

A. Unless otherwise noted, all obligations and references to “provide” and “install” shall be the sole responsibility of the Offeror/Lessor.

B. All references made to “number of days” in this SLP shall mean calendar days not work days.

C. Unless otherwise noted, all references in this SLP to square feet shall mean Usable Square Feet (USF).

D. “Offeror” and “Lessor” are used interchangeably throughout this SLP.

E. Unless otherwise noted, “Facility” shall mean the site and all improvements thereupon (such as the Building, parking, internal roads, fences, etc.).

1.2 Lease Authority

A. The United States Government may enter into a lease using the authorities and subject to limitations and provisions of 10 U.S.C. 2661.

B. This SLP and award of Lease is subject to the following:

1. Subject to adequate appropriations being made available for Lease costs;

2. Government Convenience. This SLP may be withdrawn or cancelled at any time at the convenience of the Government;

3. Offeror’s acceptance and agreement to terms and conditions of USACE Lease;

Any proposed changes to the Government’s Lease, as a condition of or in conjunction with the Offeror’s proposal, may result in Offeror being deemed nonresponsive to the solicitation;

4. Approval of Office of Management and Budget (OMB) Prospectus reporting if required;

5. Lease scores as “Operating” in accordance with OMB Circular A-11 (2016);

6. Building Ownership is restricted to U.S. Companies;

7. Successful Offeror will be required to register in the System for Award Management (SAM) central contractor registration site via www.sam.gov

8. Other criteria as included within the SLP.

(See, Attachment 1 for standard USACE Lease terms and conditions).

http://www.sam.gov/

1.3 Project Overview / General Requirements

A. The United States Government (“USG”) is interested in leasing the following space requirements:

• 17,000 SF of enclosed dry warehouse space for three 32’ x 96’ maintenance bays, maintenance administrative space, and supporting facility space.

• Maintenance bay doors 24ft wide x 18ft high

• Foundation floor requirement: sealed concrete, with the ability to support a 60 ton vehicle

• 6,400 sq yd of perimeter concrete apron

• 1,800 sq yd for military equipment parking

• 525 sq yd for personal vehicle parking

• Access to public utilities and major roadway corridors

• Roadways must accommodate commercial transport vehicles

B. Offeror proposals must be valid through 9 March 2024.

1.4 Amount, Location, and Type of Space

A. The space must be at least 17,000 USF of enclosed dry warehouse space.

B. The building must be within 50 mile radius of New Castle, PA

1.5 Sequence of Events to Lease and Written Notification

A. The purpose of this procurement is to select the most qualified Offeror in conformance with the SLP using the Evaluation Factors outlined herein. The Government will issue a written notice to the successful Offeror, and upon receipt of all necessary approvals the Government will begin to finalize a lease agreement for the required space.

B. The written notice will include the following:

1. Statement of Government’s intent to award a lease subject to any remaining prerequisites and necessary approvals.

2. Lessor’s acknowledgement of acceptance of the form and terms and conditions of the USACE Lease.

3. Reference to the forms, Attachments, and Exhibits anticipated being included in the Lease; The Offeror may assume that the Lease will include all the Attachments and Exhibits (modified as required) used by USACE as further outlined herein and shown in the attached Lease template.

C. Lease Acquisition Project Planning Calendar

Note: all dates approximate and subject to change at the discretion of the Government.

Action Date(s) Notes

Request for Lease Proposals Issued 02/07/2024

Deadline for response to SLP 02/29/2024 Proposal submission to USACE by COB (1700 EDT)

Notification of Award or non- Award to all Offerors

03/15/2024 via email

Lease Execution 06/1/2024 NLT 06/30/2024

1.6 Lease Term

A. Subject to compliance with OMB lease scoring rules, the lease term shall be for a one year base term plus four (4) one year option renewal terms, as set forth below:

This lease shall be for a one year base term plus four one year option renewal terms. The lease will be renewed from year to year for four (4) additional one (1) year periods, for a total of five (5) one (1) year periods, provided that the Government gives the Lessor ninety (30) days written notice and provided further that adequate appropriations are available from year to year for the payment of rentals. The Government shall have no further liability for the period following the effective date of termination.

B. Rental shall be structured as a Triple Net (NNN) Lease. Rent shall be composed of “Base Rent” and “Additional Rent” for O&M Expenses.

1.7 Site Security and Minimum Requirements for Work at the Facility

A. Offeror must comply with Specific Security provisions as shown in Lease.

B. All workers performing construction/fit-up services within the subject lease space must be legal residents of the United States.

C. All workers performing services for the Government in the subject lease space upon BOD and occupancy by the Government’s using Agency:

1. Must be U.S. Citizens.

2. Must pass a fingerprint-based check of state and national arrests and fugitive files in order to be granted access.

2.0 SUBMISSION REQUIREMENTS AND TECHNICAL EVALUATION FACTORS

2.1 Overview of Evaluation and Selection Process

A. This procurement and evaluation process and factors herein reflect a Source Selection Plan (“SSP”) approved by the Government’s Source Selection Authority (“SSA”) for this procurement. This SSP defines the Government’s approach for selecting a qualified lease facility and Lessor to provide and maintain a facility via a leasehold arrangement with the Government. It serves to ensure a thorough, fair, equitable, and unbiased evaluation of each Offeror’s proposal is conducted. Only the evaluation factors listed herein will be used in the evaluation of the Offer.

B. The Government will award to the responsible Offeror whose proposal represents the lowest Net Present Value (NPV) cost per Usable Square Foot (USF) (defined as the cumulative NPV of the five

(5) year cost of Rent, inclusive of Base rent, the additional rental costs for Real Estate Taxes, Insurance and Administrative/Property Management Fees divided by the USF of the proposed facility) to the Government for a building(s) that are technically acceptable. The Government will issue a written notice to the selected offeror, and begin to finalize a lease.

Upon receipt of all necessary approvals the Offeror and Government will execute the lease(s) agreement for the required space(s). If agreement on the lease cannot be reached, the Contracting Officer will authorize the Government’s Realty Specialist to begin finalizing a lease with the next lowest cost, technically acceptable Offeror. All actions will be reviewed and approved by the Government’s Real Estate Contracting Officer.

2.2 Description of Evaluation Factors

The evaluation factors to determine acceptability are as follows:

A. Technical

Factor 1 Space: the space must be approximately 17,000 SF of enclosed, clean, and uncontaminated warehouse space. The building should have the following: A minimum of 17,000 SF of enclosed warehouse space, 6,400 SY of concrete apron, 1,800 SY of MEP Parking, 525 SY of vehicle parking, a minimum of (3) 32’ x 96’ maintenance bays (24ft wide x 18 ft high), maintenance admin space, supporting facility space, foundation floor must be sealed concrete, and able to support a 60-ton vehicle.

Topographic requirements: Generally flat and open with no features, such as landfills, cliffs, extensive drainage ditches, wetlands, or ravines.

Must be ready access to public utilities, major roadway corridors, and adjacent roadways to the property must accommodate commercial transport vehicles. This factor will be evaluated as either Acceptable or Unacceptable. Proposals received for space that do not meet this requirement will not be evaluated and will not receive any further consideration for this SLP. (ACCEPTABLE/UNACCEPTABLE Factor)

Factor 2 Location; 50 mile radius of New Castle, PA. Proposals received for space which do not meet this requirement will not be evaluated and will not receive any further consideration for this SLP.

(ACCEPTABLE/UNACCEPTABLE Factor)

Factor 3 Access; The Offeror shall propose space that will be accessible 24 hours a day, 7 days a week (24/7). Proposals received for space which do not meet this requirement will not be evaluated and will not receive any further consideration for this SLP.

(ACCEPTABLE/UNACCEPTABLE Factor)

B. Cost

Factor 1 Cost to Government; Cost to Government for each proposal will be the total NPV cost per usable square foot (USF) calculated as follows:

1. Total Base Rent for a 5 year period net of any additional rental abatement beyond

BOD.

2. Plus the total of select O&M Costs for same period (separately reimbursable Real Estate Taxes, Insurance and Management Fees).

3. The NPV shall be calculated as the sum of 1 and 2 above utilizing the discount factor as prescribed by OMB Circular No. A-11 (2018) Appendix B – Budgetary Treatment of Lease- Purchases and Leases of Capital Assets).

4. The total NPV cost per USF shall be calculated as the total NPV determined in 3 above divided by the USF.

3.0 SUBMISSION REQUIREMENTS

3.1 Request For Information (RFI)

Questions pertaining to the SLP shall be directed to Bryan Gordy or Jessica Brannon by email at bryan.p.gordy@usace.army.mil or jessica.e.brannon@usace.army.mil.

Written RFI answers shall be provided to all parties.

3.2 Submission Requirements

A. All Offers shall be in writing and submitted as follows:

• I. Technical Proposal (Do not include Rent or other economic factors.)

• II. Cost Proposal

1. Offers shall be due no later than 1700 EDT on 29 February 2024.

2. Submissions shall be delivered by email Bryan Gordy or Jessica Brannon at bryan.p.gordy@usace.army.mil, jessica.e.brannon@usace.army.mil.

mailto:bryan.p.gordy@usace.army.mil mailto:jessica.e.brannon@usace.army.mil mailto:bryan.p.gordy@usace.army.mil mailto:jessica.e.brannon@usace.army.mil

B. This procurement shall be administered through the U.S. Army Corps of Engineers, Real Estate Division.

3.3 Written Proposal Requirements

A. Offeror shall submit a Technical Proposal to include the following:

1. Offeror’s official Letter form Proposal responding to the Techincal Factors listed in section 2.2.A and summarizing any additional technical terms conditions, exclusions, etc. (Do not include Rent, or other economic factors.)

2. Commercial listing/property information sheet or brochure to include the Plat and Legal Description of the facility.

3. Telephone and email contact information for Leasing Representative and other Key project team members.

4. Other Required Technical Submissions:

• Offeror shall provide a floor plan for the proposed building space.

• Offeror shall submit a map showing the location of the proposed building space within the New Castle, Pennsylvania area.

• Offeror shall provide building tenant list, including any subtenants.

• Offeror shall indicate whether the leased space will have the capability of being supported by back-up power.

B. Cost Proposal Submission:

1. Letter summarizing economic terms, conditions, exclusions, etc. Proposal must affirm and expressly state that the terms of the offer are in effect through 30 June 2024.

2. Government’s Financial Terms Summary Worksheet (completed).

3.4 Review of Offers and Award

A. The Government will review all offers received in accordance with the schedule for submission of offers. The Government will contact Offerors individually if any clarification is required on the Offeror’s submission package.

B. The Government will award to the Offeror whose proposal represents the lowest cost, technically acceptable offer to the Government on the basis of the Technical and Cost evaluation factors.

C. All proposals must be received complete by the established deadline.

3.5 Non Publicity / Security

It is a material condition of this agreement that the Lessor and its subcontractors shall comply with the security requirements of the Lease, and shall not use or allow to be used with the Lessor’s knowledge any aspect of the Lease for publicity or advertisement.

3.6 Notifications

USACE will notify the successful and unsuccessful Offerors via email.

4.0 Documents Referenced within or Related to the SLP

4.1 Attachments

A. The following documents are attached and are made a part of this SLP:

1. U.S. Army Corps of Engineers (USACE) Lease Document and General

Clauses

2. Offeror’s Financial Terms Summary Worksheet

3. Offeror’s General Building Information Summary Worksheet

End of SLP

LEASE NO. DACAXX5XXXXXXXXX LESSOR: ______ GOVERNMENT: ________

USACE RECRUITING LEASE FORM L100 (XX/19) Page 1

U. S. GOVERNMENT LEASE NO. DACAXX5XXXXXXXXX

Prior Lease No. DACAXX5XXXXXXXXX

TAX ID # (TIN or Last 4 SSN): _______________________________

DUNS # (per SAM): ________________________________________

CAGE Code #: ___________________________________________

A ______________________ sf N ______________________ sf AF ______________________ sf AFR ______________________ sf MC ______________________ sf ANG ______________________ sf ARNG ______________________ sf TOTAL ______________________ sf

FOR GOVERNMENT PURPOSES ONLY:

GREX No. ____________________

Child Lease No. DACAXX5XXXXXXXXX

This Lease is made and entered into between

[Insert Lessor’s Full Legal Name] (note: exactly as registered in the System for Award Management (SAM))

(“Lessor”), whose principal place of business is [Insert Lessor’s Address], 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 U.S. Army Corps of Engineers (USACE), 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

[Insert Address of Property to be Leased] and more fully described in Section 1.01, The Premises, and Exhibit A, Floor Plan, together with rights to the use of parking (note:

remove if not applicable) and other areas as set forth herein, to be used for such purposes as determined by USACE.

LEASE TERM

(Option 1: GSA Categorical Delegation)

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 [Insert Number of Years] Years (note: initial term, not including renewal options), subject to termination and renewal rights as may be hereinafter set forth. The commencement date of this Lease, estimated to be [Insert Month, Day, Year], shall be more specifically set forth in a Supplemental Agreement to be executed upon substantial completion and acceptance of the Space, as defined in Section 2.01, Definitions and General Terms, of this Lease, by the Government. The Government’s obligation and legal liability for performance of this Lease beyond 30 September of any year during the term of this Lease is contingent upon the availability of annually appropriated funds. Nothing in this Lease shall constitute, or be deemed to constitute, an obligation of future appropriations by the United States or considered as implying that the Congress will appropriate additional funds. It is understood and agreed that no rental shall accrue until the actual delivery date and acceptance of the Space by the Government. Right of entry for the

Government shall commence on the execution date of this Lease.

(Option 2: 10 U.S.C. § 2661 Authority)

USACE RECRUITING LEASE FORM L100 (XX/19) Page 2

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 [Insert Number of Years] Years (note: initial term, not including renewal options), subject to termination and renewal rights as may be hereinafter set forth and subject to adequate appropriation of funds by Congress from year to year for the payment of rental. The commencement date of this Lease, estimated to be [Insert Month, Day, Year], shall be more specifically set forth in a Supplemental Agreement to be executed upon substantial completion and acceptance of the Space, as defined in Section 2.01, Definitions and General Terms, of this Lease, by the Government. It is understood and agreed that no rental shall accrue until the actual delivery date and acceptance of the Space by the Government. Right of entry for the Government shall commence on the execution date of this Lease.

In Witness Whereof, the parties to this Lease evidence their agreement to all terms and conditions set forth herein by their signatures below, to be effective as of the date of execution by the Government.

LESSOR:

Signature: ________________________________________________

Name (please print): ________________________________________

Title: ____________________________________________________

Date: ____________________________________________________

GOVERNMENT:

Signature: _______________________________________________

Name (please print): _______________________________________

Title: Real Estate Contracting Officer

Execution Date: ___________________________________________

THIS LEASE IS NOT SUBJECT TO TITLE 10, UNITED STATES CODE, SECTION 2662. (note: Delete if lease did require reporting under 10 U.S.C. 2662)

USACE RECRUITING LEASE FORM L100 (XX/19) Page 3

TABLE OF CONTENTS

SECTION 1 THE PREMISES, RENT, AND OTHER TERMS

1.01 THE PREMISES

1.02 RENT AND OTHER CONSIDERATION

1.03 TERMINATION RIGHTS

1.04 RENEWAL RIGHTS

1.05 CONDITION REPORT

1.06 DOCUMENTS INCORPORATED IN THE LEASE

1.07 NOTICES

1.08 INITIAL ALTERATIONS

1.09 INSURANCE CERTIFICATION

1.10 HUBZONE SMALL BUSINESS CONCERNS ADDITIONAL PERFORMANCE REQUIREMENTS

1.11 LESSOR’S DUNS NUMBER

SECTION 2 GENERAL TERMS, CONDITIONS, AND STANDARDS

2.01 DEFINITIONS AND GENERAL TERMS

2.02 AUTHORIZED REPRESENTATIVES

2.03 ALTERATIONS REQUESTED BY THE GOVERNMENT

2.04 ADJUSTMENT FOR VACANT PREMISES

2.05 FIRE AND CASAULTY DAMAGE

2.06 DEFAULT BY LESSOR

2.07 INTEGRATED AGREEMENT

2.08 MUTUALITY OF OBLIGATION

2.09 COMPLIANCE WITH APPLICABLE LAW

2.10 MAINTENANCE OF THE PROPERTY, RIGHT TO INSPECT

2.11 CLAUSES INCORPORATED BY REFERENCE

2.12 WAIVER OF RESTORATION

2.13 CHANGE OF OWNERSHIP

2.14 EMERGENCY MAINTENANCE AND REPAIRS

2.15 OWNERSHIP CERTIFICATION

2.16 DAMAGES

2.17 GRATUITIES TO GOVERNMENT EMPLOYEES

2.18 OFFICIALS NOT TO BENEFIT

2.19 LESSOR INSURANCE

SECTION 3 CONSTRUCTION SPECIFICATIONS / ALTERATIONS

3.01 WORK PERFORMANCE

3.02 EXISTING FIT-OUT, SALVAGED, OR REUSED BUILDING MATERIAL

3.03 RESPONSIBILITY OF THE LESSOR AND LESSOR’S ARCHITECT/ENGINEER

3.04 QUALITY AND APPEARANCE OF BUILDING

3.05 MEANS OF EGRESS

3.06 AUTOMATIC SPRINKLER SYSTEM……………………………………………………………………………………………………………...17

3.07 FIRE ALARM SYSTEM……………………………………………………………………………………………………………………………...17

3.08 BUILDING DIRECTORY

3.09 ELEVATORS

3.10 DEMOLITION

3.11 ACCESSIBILITY

3.12 MECHANICAL, ELECTRICAL, PLUMBING GENERAL

3.13 INDOOR AIR QUALITY DURING CONSTRUCTION…………………………………………………………………………………………….18

3.14 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS…………………………………………………..19

3.15 NATIONAL HISTORIC PRESERVATION ACT REQUIREMENTS – LEASE………………………………………………………………….19

SECTION 4 DESIGN, CONSTRUCTION, AND POST AWARD ACTIVITIES

4.01 CONSTRUCTION SCHEDULE AND INITIAL CONSTRUCTION MEETING

4.02 CONSTRUCTION INSPECTIONS

4.03 ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY

4.04 AS-BUILT DRAWINGS

SECTION 5 UTILITIES, SERVICES, AND OBLIGATIONS DURING THE LEASE TERM

5.01 PROVISION OF SERVICES, ACCESS, AND NORMAL HOURS

5.02 UTILITIES SEPARATE FROM RENTAL

5.03 MAINTENANCE AND TESTING OF SYSTEMS

5.04 ONSITE LESSOR MANAGEMENT

5.05 RANDOLPH-SHEPPARD COMPLIANCE

5.06 INDOOR AIR QUALITY

5.07 HAZARDOUS MATERIALS

USACE RECRUITING LEASE FORM L100 (XX/19) Page 4

5.08 MOLD………………………………………………………………………………………………………………………………………………….22

5.09 RADON IN AIR……………………………………………………………………………………………………………………………………….23

5.10 UTILITY CONSUMPTION REPORTING

SECTION 6 DISPUTES

6.01 DISPUTES

SECTION 7 RESTORATION

7.01 RESTORATION………………………………………………………………………………………………………………………………………25

7.02 RECONCILIATION CLAUSE

USACE RECRUITING LEASE FORM L100 (XX/19) Page 5

SECTION 1 THE PREMISES, RENT, AND OTHER TERMS

1.01 THE PREMISES

The Lessor hereby Leases to the Government the following described Premises: Exclusive use of approximately [Insert Number of Square Feet] rentable square feet (“RSF”) of space located at [Insert Address] as more particularly shown on Exhibit A, Floor Plan, attached hereto and made a part hereof, to be used for Government purposes. (note: remove the next sentence if parking is not provided as part of the Premises) It is also understood and agreed that the Lessor shall provide adequate designated parking for [Insert Number] Government vehicles, both during the day and overnight in the areas within the Lessor’s property as shown and marked on Exhibit B, Site/Parking Plan, attached hereto and made a part hereof. The Government shall have unrestricted access to the Premises 24 hours per day, 7 days per week and shall have the non-exclusive right to the use of Appurtenant Areas as defined in Section 2.01, Definitions and General Terms.

1.02 RENT AND OTHER CONSIDERATION

The Government shall pay the Lessor annual rent of $[Insert Amount] (note: also state amount in words) at the rate of $[Insert Amount] (note: also state amount in words) per calendar month in arrears. Consideration for a lesser period shall be prorated. Rent shall be paid to Lessor by electronic funds transfer in accordance with the provisions of the General Clauses, GSA Form 3517B, attached hereto and made a part hereof as Exhibit C. Rent shall be payable to the payee designated by the Lessor in the System for Award Management (SAM). If the payee is different from the Lessor, both payee and Lessor must be registered and active in SAM.

The Lessor shall provide to the Government, in exchange for the payment of the rental consideration, the following:

A. The leasehold interest in the Property described herein in Section 1.01, The Premises.

B. Tenantable premises that comply with applicable building codes and standards, including fire alarm and safety equipment (as provided in this Lease and its Exhibits). Performance and/or satisfaction of all other obligations set forth in this Lease, and all services, utilities, and maintenance required for the proper operation of the Property, the Building, and the Premises in accordance 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.

C. The Lessor, at its sole cost, shall provide and install separate meters for utilities. Sub-meters are not acceptable. The Lessor shall furnish in writing to the Real Estate Contracting Officer (RECO), prior to occupancy by the Government, a record of the meter numbers and verification that the meters measure Government usage only. Proration is not permissible. The Lessor is to provide utilities and communications connections to demarcation points within the Premises. In addition, an automatic control system shall be provided to assure compliance with heating and air conditioning requirements. The Lessor shall certify that the mechanical equipment, Building systems, and the utilities are in good serviceable and operating condition. The Lessor is responsible for providing, maintaining and repairing all systems, equipment, fixtures, and appurtenances necessary for the provision and use of the below services: (note: check all that apply)

☐ Electricity / Gas ☐ Heating oil ☐ Water ☐ Sanitary sewer ☐ Trash removal

☐ High-speed internet ☐ Phone service ☐ Power to adequately light recruiting sign ☐ Other ___________

Payment by Lessor for the following utilities or services (to be provided 24 hours per day, 7 days per week, including holidays): (note:

check all that apply)

☐ Heating oil ☐ Electricity / Gas ☐ Water ☐ Sanitary sewer ☐ Trash removal

☐ Janitorial ☐ Other [Insert Utility or Service]

D. Maintenance of the Premises and common areas and all related insurance, including:

Common area maintenance, including but not limited to, private streets and driveways, curbs, parking areas, service alleys, loading areas, retaining walls, sidewalks, landscaping, lighting, hallways, restrooms, stairwells, lobbies, and elevators;

Replace stained/damaged ceiling tiles during the term of the Lease, as necessary;

USACE RECRUITING LEASE FORM L100 (XX/19) Page 6

Replacement of all light bulbs, L.E.D.’s, fluorescent tubes, starters and ballasts to provide a minimum 50-foot candles of illumination at working surface height in all office spaces. All other nonworking areas will have a minimum of 30-foot candles of illumination at floor level;

Maintenance of exit signs; emergency lighting; portable fire extinguishers; and, fire protection networks, such as sprinkler systems and alarms, which meet fire protection standards established by applicable state statutes, fire regulations, building codes and local ordinances.

This includes, but is not limited to, the inspection, recharging, annual backflow testing and, if necessary, replacement of fire extinguishers.

Replacement with long-life lithium batteries in smoke detectors. Equipment, services or utilities furnished, and activities of other occupants, shall be free of safety, health and fire hazards.

E. The Lessor is responsible for providing, maintaining (including the replacement of air filters as needed) and repairing the heating, ventilation and air conditioning (HVAC) systems, equipment, fixtures, and appurtenances capable of maintaining a minimum temperature of 70 degrees Fahrenheit during the heating season and a maximum temperature of 78 degrees Fahrenheit during the cooling season.

The Lessor shall conduct HVAC system balancing after any HVAC system alterations during the term of the Lease and as requested by the Government. Normal maintenance of the HVAC systems shall not disrupt Government operations.

F. During working hours in periods of heating and cooling, ventilation shall be provided in accordance with the latest edition of the American National Standards Institute, American Society of Heating, Refrigeration and Air-Conditioning Engineers (ANSI/ASHRAE) Standard 62.1, Ventilation for Acceptable Indoor Air Quality.

G. Heating and air-conditioning air distribution systems (air handling units, VAV boxes, fan coil units, etc.) for the Space shall be equipped with particulate matter air filters that meet the Minimum Efficiency Reporting Value (MERV) specified in the current edition of ANSI/ASHRAE Standard 62.1. Locations that do not meet the EPA National Ambient Air Quality Standards (NAAQS) for particulates (PM 10 or PM 2.5) must be equipped with additional filtration on outdoor air intakes as required in ANSI/ASHRAE Standard 62.1. NAAQS information can be found at HTTPS://WWW.EPA.GOV/GREEN-BOOK.

H. Provide means for mail delivery (e.g. cluster box within the center’s property). An individual box is required for each Military Service Branch, if more than one Military Service Branch is located at the Premises. Mail slots are not acceptable.

I. Provide pest and rodent control measures and pesticides that conform to local health department regulations to keep the Premises free from pests and in a tenantable condition, including emergency treatment as necessary.

J. Service and maintain any interior and exterior signs. Service and maintenance shall include, but shall not be limited to: washing and cleaning of all sign surfaces, as needed; repainting the sides of each letter, as required; replacing all electrical and neon components, as required; and repair or replacement of broken or damaged plastic, as required. Remove any Government signs, perforated window graphics and lettering within thirty (30) days after the space is vacated by the Government.

K. Remove snow, ice, and any excess sand/ice melts from parking lots, sidewalks, and other areas as necessary in a timely manner. In addition to snow removal, the Lessor shall keep the walkways, sidewalks, and the parking lot clear of ice during normal business hours.

Lessor shall take all appropriate measures to protect the safety of the pedestrians.

L. Lawn care as required. Landscape maintenance shall be performed during the growing season at not less than a weekly cycle and shall consist of watering, weeding, mowing, and policing the area to keep it free of debris. Pruning and fertilization shall be done on an as-needed basis. In addition, dead, dying, or damaged plants shall be replaced promptly.

M. Provide janitorial services and supplies as more particularly described in Exhibit D, Janitorial Specifications, attached hereto and made a part hereof. (note: remove if not applicable)

1.03 TERMINATION RIGHTS

(Option 1: Standard GSA language)

The Government may terminate this Lease, in whole or in parts, at any time effective after, or on, the expiration date of the initial term, by providing not less than ninety (90) days’ (note: a period of less than 90 days may be negotiated) prior written notice to the Lessor.

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. If the Lease is terminated in whole, no rental shall accrue after the effective date of termination. If the Lease is terminated in part, the rental due after the effective date of termination shall be adjusted and a Supplemental Agreement executed.

https://www.epa.gov/green-book

USACE RECRUITING LEASE FORM L100 (XX/19) Page 7

(Option 2: To be used if termination prior to expiration of the initial term can be negotiated)

The Government may terminate this Lease, in whole or in parts, at any time effective after [Insert Day, Month, Year], by providing not less than ninety (90) days’ (note: a period of less than 90 days may be negotiated) prior written notice to the Lessor. 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. If the Lease is terminated in whole, no rental shall accrue after the effective date of termination. If the Lease is terminated in part, the rental due after the effective date of termination shall be adjusted and a Supplemental Agreement executed.

1.04 RENEWAL RIGHTS

A. This Lease may be renewed at the option of the Government for [Insert Number] additional one-year terms, and the Government shall pay the Lessor annual rental of $[Insert Amount] (note: also state amount in words) at the rate of $[Insert Amount] (note: also state amount in words) per calendar month in arrears; provided, written notice is provided to the Lessor at least [Insert Number] days before the end of the original Lease term or any extension thereof. In no event shall the Lease term be extended beyond [Insert Day, Month, Year]. All other terms and conditions of this Lease, as same may have been amended, shall remain in full force and effect during any renewal term.

B. Termination rights outlined above in Section 1.03, Termination Rights, apply to all renewal terms.

1.05 CONDITION REPORT

A joint physical inspection of the Premises shall be made as of the delivery date of said Premises, reflecting the then present condition, and will be documented on behalf of the parties hereto. Upon expiration or termination of this Lease, a final inspection shall be conducted by representatives of both the Lessor and the Government.

1.06 DOCUMENTS INCORPORATED IN THE LEASE

The following documents are attached to and made part of the Lease:

DOCUMENT NAME

EXHIBIT

Floor Plan A

Site/Parking Plan(s) B

General Clauses, GSA Form 3517B C

Janitorial Specifications (note: delete if janitorial not included) D

Construction and Security Specifications E

Certificate of Authorization (note: delete if not applicable) F

Agency Agreement / Authorization for Property Manager to act on behalf of Owner (note: delete if not applicable)

G

Seismic Form C, Building Retrofit or New Construction Pre-Award Commitment (note: delete if not applicable)

H

Other

1.07 NOTICES

Any notice under this Lease is to be given in writing and delivered by “Certified Mail, Return Receipt Requested” or registered mail, Express Mail or comparable service, or delivered by hand and delivery, whether accepted or refused, attempted delivery, or marked undeliverable, shall be deemed notice under the terms of this Lease. Any notice given by the Lessor to the Government shall be addressed to: [Insert Address]. Any notice given by the Government to the Lessor or his/her agent shall be addressed to: [Insert Address] and e-mail [Insert E-Mail], or as may from time to time otherwise be directed in writing by the parties. Both Lessor and Government have an obligation to ensure that the other party has their accurate address. Any such notice and correspondence shall include the lease number.

The Lessor shall provide an onsite Building superintendent or a locally designated representative available to promptly respond to deficiencies and immediately address all emergency situations. In the event of an emergency, Government may contact: [Insert Name and Phone Number of Lessor Point of Contact]. For maintenance purposes, the Government’s notice to the Lessor shall be addressed to: [Insert Name, E-Mail, and Phone].

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1.08 INITIAL ALTERATIONS

It is agreed that the Lessor shall complete alterations in accordance with Exhibit “A”, Floor Plan, and Exhibit “E”, Construction and Security Specifications, attached hereto and made a part hereof. Said alterations shall commence after Government execution of this Lease and Government has issued a notice to proceed (NTP).

It is agreed by and between the parties hereto that upon the Government accepting the Space, ownership of all alterations to the property, both real and personal that are placed upon or added to the Premises by reason of this provision, shall be and will immediately become the property of the Government and may be removed from the Premises or abandoned in place by the Government.

The total cost of alterations is in the amount of $[Insert Amount]. (note: also state lump sum amount in words)

(Delete the following paragraph if the Lessor is not contributing any funds towards alterations)

The Lessor has agreed to pay all of / a portion of [Select as appropriate] the cost of alterations in the amount of $[Insert Amount].

(note: also state lump sum amount in words) (note: Include the following sentence where Lessor is paying for all of the cost of alterations.) The parties hereby agree that if the cost of alterations exceeds the total amount listed herein, the Lessor shall promptly pay [the Government or the third party owed] for such additional amounts to avoid any delay in the alterations being completed or the Government accepting the Space.

(If the Lessor is paying for all alterations, delete the following Option 1 and Option 2. If the Lessor isn’t paying for all or a portion of the alterations, choose Option 1 or Option 2.)

(Option 1: One-Time Reimbursement Payment)

The Government shall reimburse the Lessor by a lump sum payment the cost of alterations completed at Government expense, in an amount not to exceed $[Insert Amount]. (note: also state lump sum amount in words) Such payment shall be made upon completion of the alterations and acceptance by the Government.

(Option 2: Three-Part Reimbursement Payment)

The following milestones shall govern the partial payment reimbursements allowed to the Lessor by the Government:

A. The first 30% payment shall be released upon 50% of work completion, based on submitted invoices for materials requiring lead time, or space support work required for Government Space build-out requirements, and evidenced by completion of demolition work, rough plumbing, HVAC, electrical, and similar work, as determined by the RECO or their authorized representative.

B. The second 30% payment shall be released upon 75% completion of the initial scope of work, evidenced by completion of drywall, electrical, plumbing, HVAC, receipt of doors and assemblies, new windows, and invoices for other materials ordered and not already included in the first progress payment.

C. The final 40% shall be released upon 100% completion and acceptance of the Space by the Government.

1.09 INSURANCE CERTIFICATION

The United States Government is self-insured; therefore, the Government does not purchase insurance from outside sources.

The parties to this Lease evidence their agreement to all terms and conditions set forth herein by their signatures below.

1.10 HUBZONE SMALL BUSINESS CONCERNS ADDITIONAL PERFORMANCE REQUIREMENTS (OPTIONAL)

If the Lessor is a qualified HUBZone small business concern (SBC) that did not waive the price evaluation preference then as required by 13 CFR 126.700, the HUBZone SBC must spend at least 50% of the cost of the contract incurred for personnel on its own employees or employees of other qualified HUBZone SBC’s and must meet the performance of the work requirements for subcontracting in 13 CFR 125.6(c). If the Lessor is a HUBZone joint venture, the aggregate of the qualified HUBZone SBC’s to the joint venture, not each concern separately, must perform the applicable percentage of work required by this clause.

If the Lessor is a HUBZone small business concern (SBC) that did not waive the price evaluation preference, the Lessor shall provide a certification within ten (10) days after lease award to the RECO (or representative designated by the RECO) that the Lessor was an eligible HUBZone SBC on the date of award. If it is determined within twenty (20) days after award that a HUBZone SBC Offeror that has been awarded the Lease was not an eligible HUBZone SBC at the time of award, and the HUBZone SBC Lessor failed to provide the RECO with information regarding a change to its HUBZone eligibility prior to award, then the Lease shall be subject, at the RECO’s

USACE RECRUITING LEASE FORM L100 (XX/19) Page 9 sole discretion, to termination, and the Government will be relieved of all obligations to the Lessor in such an event and not be liable to the Lessor for any costs, claims, fees, or damages of any nature whatsoever.

1.11 LESSOR’S DUNS NUMBER

Lessor’s Dun & Bradstreet DUNS Number: [Insert Number].

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SECTION 2 GENERAL TERMS, CONDITIONS, AND STANDARDS

2.01 DEFINITIONS AND GENERAL TERMS

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:

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.

Building. The building(s) situated on the Property in which the Premises are located.

Contract. “Contract” shall mean this Lease.

Contractor. “Contractor” shall mean Lessor.

Days. All references to “day” or “days” in this Lease shall mean calendar days, unless specified otherwise.

FAR. All references to the FAR shall be understood to mean the Federal Acquisition Regulation, codified at 48 CFR Chapter 1.

Firm Term/Non-Firm Term. 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.

Government Officials. Any reference to GSA is interchangeable with USACE, and any reference to LCO, Contracting Officer, or Government representative are interchangeable with Real Estate Contracting Officer or RECO.

GSAR. All references to the GSAR shall be understood to mean the GSA supplement to the FAR, codified at 48 CFR Chapter 5.

Lease Award Date. The date the RECO executes the Lease and mails or otherwise furnishes written notification of the executed Lease to the successful Offeror (date on which the parties’ obligations under the Lease begin).

Lease Term Commencement Date. The date on which the Government’s obligation to pay rent commences after it has accepted the Space/Premises.

Premises. The Premises are defined as the total office area or other type of Space, together with all associated common areas, described in Section 1.01, The Premises, of this Lease, and delineated by floor/site plan in the attached exhibit(s). Parking and other areas to which the Government has rights under this Lease are not included in the Premises.

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.

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.

Working Days. Working Days shall mean weekdays, excluding Saturdays and Sundays and Federal holidays.

2.02 AUTHORIZED REPRESENTATIVES

Signatories to this Lease shall have full authority to bind their respective principals with regard to all matters relating 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 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 RECO by notice, without an express delegation by the prior RECO. Lessor is hereby notified that Government tenant occupants are not authorized to negotiate, modify, or contract with the Lessor on any matters related to this Lease or its terms and conditions, Construction and Security Specifications, or to obligate the Government for expenditure of funds.

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2.03 ALTERATIONS REQUESTED BY THE GOVERNMENT

A. The Government may request the Lessor to provide alterations during the term of the Lease. Alterations will be ordered by issuance of a Supplemental Agreement. The General Services Administration Acquisition Manual (“GSAM”) clause, 552.270-31, Prompt Payment, including its invoice requirements, shall apply to orders for alterations. All orders are subject to the terms and conditions of this Lease and may be placed by the RECO or an authorized USACE representative.

B. The Government shall have the right during the existence of this Lease to make alterations, attach fixtures, and erect additions, structures or signs in or upon the Premises hereby leased. Upon Government request, the Lessor shall be required to promptly obtain bids for the said work and to provide the bids to the Government. All work shall be performed through the Lessor and will be implemented by Supplemental Agreement. The Government’s portion of the expense will be paid on a reimbursable basis. Such fixtures, additions, or structures shall be and remain the property of the Government and may be removed prior to the expiration or termination of this Lease or abandoned in place.

2.04 ADJUSTMENT FOR VACANT PREMISES

A. If the Government fails to occupy any portion of the leased Premises or vacates the Premises in whole or in part prior to expiration of the term of the Lease, the rental rate will be reduced by the agreed rate reduction.

B. If no rate reduction has been established in this Lease, the rate will be reduced by that portion of the costs per SF of rent, and operating expenses not required to maintain the Space.

C. Said reduction shall occur after the Government gives thirty (30) calendar days’ prior notice to the Lessor and shall continue in effect until the Government occupies the vacant Premises or the Lease expires or is terminated.

2.05 FIRE AND CASUALTY DAMAGE

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 is 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 one hundred and eighty (180) days from the event of destruction or damage, to repair or restore the Premises, if the Lessor submits to the Government a reasonable schedule for repair of the Premises within thirty (30) 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 one hundred and eighty (180) 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 cannot reasonably be utilized for its intended use, 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.

2.06 DEFAULT BY LESSOR

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 the Government accepting the Space. Failure by the Lessor to diligently perform all obligations required for the Government’s 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 the Government accepts the Space. 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 satisified, 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 nothwithstanding provision of notice and reasonable opportunity to cure by the Government, or

USACE RECRUITING LEASE FORM L100 (XX/19) Page 12

(ii) The Lessor fails to take such actions as are necessary to prevent the recurrence of default conditions, and such conditions 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 reqirement of this Lease shall not be excused if its failure in performance arises from:

(i) Circumstances within the Lessor’s control;

(ii) Circumstances about which the Lessor had actual or constructive knowledge prior to award fo the Lease that could reasonably be expected to affect the Lessor’s capability to perform, regardless of the Government’s knowledge of such matters;

(iii) 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 Section…