2UT0314_Warehouse RLP_05-11-23.pdf

GSA TEMPLATE R101WH (10/22)

GSA REQUEST

FOR LEASE

PROPOSALS

NO. 2UT0314

OGDEN, UT

Offers due by 06/12/2023

In order to be considered for award, offers conforming to the requirements of the RLP shall be received no later than 5:00 PM MT on the date above. See “Receipt Of Lease Proposals” herein for additional information.

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. 3090-0163.

Warehouse RLP

TABLE OF CONTENTS

WAREHOUSE RLP

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (WAREHOUSE) (OCT 2020)

1.02 AMOUNT AND TYPE OF SPACE, LEASE TERM, AND OCCUPANCY DATE (WAREHOUSE) (OCT 2022)

1.03 UNIQUE REQUIREMENTS (OCT 2021)

1.04 AREA OF CONSIDERATION (OCT 2021)

1.05 PARKING (WAREHOUSE) (OCT 2021)

1.06 LIST OF RLP DOCUMENTS (WAREHOUSE) (OCT 2022)

1.07 AMENDMENTS TO THE RLP (JUN 2012)

1.08 LEASE DESCRIPTION (WAREHOUSE) (OCT 2021)

1.09 RELATIONSHIP OF RLP BUILDING MINIMUM REQUIREMENTS AND LEASE OBLIGATIONS (OCT 2016)

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 BROKER COMMISSION AND COMMISSION CREDIT (OCT 2020)

1.15 PLANNED USE BY GOVERNMENT (WAREHOUSE) (MAY 2014)

1.16 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE STANDARD (OCT 2020) 6

1.17 UNIQUE ENTITY IDENTIFIER (OCT 2021)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (WAREHOUSE) (MAY 2014)

2.02 FLOOD PLAINS (OCT 2022)

2.03 SEISMIC SAFETY–—MODERATE SEISMICITY (OCT 2022)

2.04 SEISMIC SAFETY–—HIGH SEISMICITY (OCT 2022)

2.05 HISTORIC PREFERENCE (SEP 2013)

2.06 ASBESTOS (OCT 2021)

2.07 ACCESSIBILITY (SEP 2013)

2.08 FIRE PROTECTION AND LIFE SAFETY (SEP 2013)

2.09 ENERGY INDEPENDENCE AND SECURITY ACT (OCT 2022)

2.10 ENVIRONMENTAL CONSIDERATIONS (SEP 2013)

2.11 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS - RLP (SEP 2014)

2.12 NATIONAL HISTORIC PRESERVATION ACT REQUIREMENTS - RLP (OCT 2020)

SECTION 3 HOW TO OFFER

3.01 GENERAL INSTRUCTIONS (JUN 2012)

3.02 RECEIPT OF LEASE PROPOSALS (OCT 2020)

3.03 PRICING TERMS (WAREHOUSE) (OCT 2022)

3.04 BUDGET SCOREKEEPING; OPERATING LEASE TREATMENT (APR 2011)

3.05 PROSPECTUS LEASE (OCT 2022)

3.06 ADDITIONAL SUBMITTALS (WAREHOUSE) (OCT 2022)

3.07 TENANT IMPROVEMENTS INCLUDED IN OFFER (WAREHOUSE) (OCT 2020)

3.08 SECURITY IMPROVEMENTS INCLUDED IN OFFER (OCT 2022)

3.09 OPERATING COSTS REQUIREMENTS INCLUDED IN OFFER (JUN 2012)

3.10 OPERATING COSTS REQUIREMENTS INCLUDED IN OFFER–—MODIFIED NET (WAREHOUSE) (MAY 2014)

3.11 UTILITIES SEPARATE FROM RENTAL / BUILDING OPERATING PLAN (WAREHOUSE) (MAY 2014)

SECTION 4 METHOD OF AWARD

4.01 NEGOTIATIONS (JUN 2012)

4.02 HUBZONE SMALL BUSINESS CONCERN ADDITIONAL PERFORMANCE REQUIREMENTS (SEP 2015)

4.03 AWARD BASED ON PRICE (JUN 2012)

4.04 OTHER AWARD FACTORS (OCT 2016)

4.05 FACTOR DESCRIPTIONS (OCT 2016)

4.06 FACTOR MINIMUM STANDARDS (OCT 2016)

4.07 FACTOR SUBMITTAL REQUIREMENTS (OCT 2016)

4.08 DOCUMENTATION REQUIREMENTS (OCT 2016)

4.09 PRESENT VALUE PRICE EVALUATION–—WAREHOUSE CUBIC FOOT METHOD (OCT 2022)

4.10 PRESENT VALUE PRICE EVALUATION—WAREHOUSE SQUARE FOOT METHOD (OCT 2022)

4.11 AWARD (OCT 2022)

SECTION 5 ADDITIONAL TERMS AND CONDITIONS

5.01 MODIFIED RLP PARAGRAPHS (OCT 2016)

5.02 SWING SPACE - RLP (OCT 2022)

RLP NO. 2UT0314, PAGE 1 GSA TEMPLATE R101WH (10/22)

REQUEST FOR LEASE

PROPOSALS NO. 2UT0314

May 11, 2023

WAREHOUSE RLP GSA TEMPLATE R101WH (OCT 2022)

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (WAREHOUSE) (OCT 2020)

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

B. The RLP documents include a lease template setting forth the terms and conditions of the Lease contemplated by this RLP. The RLP documents include a GSA Proposal to Lease Space (GSA Form 1364WH) on which Offeror shall submit its offered rent and other price data, together with required information and submissions. The Lease paragraph titled "Definitions and General Terms" shall apply to the terms of this RLP.

C. Offeror should not attempt to complete the lease template. Upon selection for award, GSA will transcribe the successful Offeror's final offered rent and other price data as provided by Offeror in its GSA Form 1364WH into the GSA Form L201WH lease template , creating a completed Lease.

GSA will transmit the completed Lease, including 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 signature page, initial each page of the Lease, and return it to the Lease Contracting Officer (LCO).

D. The Offeror's executed Lease shall constitute a firm offer. The Lease is not a binding contract until the LCO executes the Lease and delivers a signed copy to the Offeror.

1.02 AMOUNT AND TYPE OF SPACE, LEASE TERM, AND OCCUPANCY DATE (WAREHOUSE) (OCT 2022)

A. The Government seeks a minimum of 15,392 to a maximum of 16,970 square feet of contiguous space on a single floor in a warehouse type building. The required space is to be measured and offered by Offerors in square feet in accordance with American National Standards Institute/Building Owners and Managers Association (ANSI/BOMA) Occupant Area (ABOA) square feet (SF), (hereinafter referred to as “ANSI/BOMA ABOA SF” or “ABOA SF”) of contiguous space within the area of consideration set forth below. Mezzanines are excluded from the area calculation of the size of the space.

See section 2 of the lease for applicable ANSI/BOMA standards. The required space shall be contiguous space located all on ground level. Also see Section 4 of this RLP for details on the calculation of the Present Value Price Evaluation–—Warehouse Square Foot Method that will determine the lowest priced offer. The space shall have a minimum clear ceiling height of 20 feet.

B. The space shall be located in a modern quality building of sound and substantial construction in good condition and acceptable to the LCO. If not a new building, the offered space shall be in a building that has undergone, or will complete by occupancy, modernization or adaptive reuse for the space in conformance with this RLP and the associated documents either attached to or incorporated by reference (and itemized in the paragraph entitled “List Of RLP Documents”). Unless specifically stated as tenant improvements (TI), the Lessor shall perform all work at Lessor’s sole cost and expense.

C. Bay Width, Bay Depth, and Column Spacing: INTENTIONALLY DELETED

1. Bay Width: XX’ XX” (the distance from one side of the bay to the other side of the bay in linear feet and inches)

2. Bay Depth: XX’ XX” (the distance from the front of the bay to the back of the bay in linear feet and inches)

3. Column Spacing: Columns shall be at least XX’XX” linear feet apart, measured from the nearest surface of each.

D. Floors and Floor Load: See lease Paragraph entitled FLOORS AND FLOOR LOAD–—SHELL (WAREHOUSE) in Section 3 of the Lease.

E. Automobile Parking: XXX parking spaces for automobiles of which XX spaces shall be marked as reserved for the exclusive use of the Government. INTENTIONALLY DELETED. All spaces must be secured and lit in accordance with the Security Requirements set forth in this Lease.

The cost of this parking shall be included as part of the rental consideration.

F. Semi-Trailer Staging Area/Parking: XXX parking spaces sized for [TYPE OF] semis and [TYPE OF] trucks of which XX shall be reserved for the exclusive use of the Government: XX of the reserved spaces shall also be secured within a fenced-in area with a 10 foot high fence with barbed wire angled outward, said fencing to be considered part of Shell Rent. In addition, the Lessor shall provide such additional truck parking spaces as required by the applicable code of the local government entity having jurisdiction over the Property. INTENTIONALLY DELETED

G. Delivery Route: At least one unobstructed route at least 36 inches wide having no steps or abrupt changes in level to connect all accessible elements, spaces, buildings, and courses of passage.

H. Loading Docks: (Also see the “LOADING DOCKS—SHELL (WAREHOUSE)” paragraph in Section 3 of the lease form).

Lessor shall provide a minimum of 2 loading dock(s) for the exclusive use of the Government. The dock height and configuration shall be __________________XXXXXXXXXXXXXXXXXXXXXXXXXX__________________________. INTENTIONALLY DELETED All dock doors shall

RLP NO. 2UT0314, PAGE 2 GSA TEMPLATE R101WH (10/22)

include electronic openers as a part of Shell Rent unless otherwise specified in the Agency Special Requirements. Any other upgrades (e.g., security enhancements) to the dock doors shall be considered to be Tenant Improvements.

I. Truck Turning Radius: At a minimum, a truck turning radius of XX feet sized for [TYPE OF] trucks for all loading docks designed for such sized trucks. INTENTIONALLY DELETED One-way design for service traffic is preferred in order to avoid the need for large turning areas.

J. Wareyard: A secured (fenced), level, wareyard area of XXX,XXX square feet is required, the entrance of which must be within X,XXX feet of one of the Government’s warehouse entrances. The fencing shall be provided as part of Shell Rent and shall be a minimum of 10 feet high with barbed wire angled outward. At a minimum, the wareyard surface shall be __________ [Insert: dirt, gravel, paved asphalt or concrete] __________ capable of withstanding _________ [Describe proposed use] ___________. The wareyard shall be lit, (the cost of lighting fixtures and installation being a part of Shell Rent) in accordance with the same standards set forth for parking areas as covered in Lease Section 3.42. INTENTIONALLY DELETED

K. Property Perimeter Fencing: Perimeter fencing of the shall be provided in accordance with the Agency Special Requirements (“ASRs”) attached hereto as Exhibit “_”. This requirement may be met with existing fencing if acceptable to the Lease Contracting Officer in which case the existing fencing will be considered a part of Shell Rent. Should new perimeter fencing be required then a reasonable requirement will be considered as meeting the Building Security Amortized Capital (“BSAC”) requirements of security fixtures and shall not be part of Shell Rent or TI, but will be amortized separately as BSAC. INTENTIONALLY DELETED

L. Approximately XX 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. INTENTIONALLY DELETED

L. The Government may provide vending machines within the Government's leased area 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.

M. 5 Years, 3 Years Firm, with Government termination rights, in whole or in parts, effective at any time after the Firm Term of the Lease by providing not less than 90 days’ prior written notice. This Lease may be renewed at the option of the Government for X, X-year terms. The Government reserves the right in the Lease to not include an option, or to reduce the length of an option, if inclusion of the option would cause the Lease to score as a capital lease, in accordance with the Budget Scorekeeping: Operating Lease Treatment paragraph of this RLP. Should the Government make the determination to modify the term or option(s), an amendment to the RLP will be issued. INTENTIONALLY DELETED

N. Occupancy is required in accordance with the schedule outlined in the Schedule for Completion of Space paragraph under the Lease.

O. See loading dock requirements and other requirements in Section 3 of the Lease.

P. The space requirement identified in subparagraph “A” will include XX,XXX ABOA SF of [OFFICE] and related space. The ceiling height of this area shall be as outlined in the Special Requirements, but for price evaluation purposes using cubic volume the height of this area shall be considered to be 10 feet. INTENTIONALLY DELETED

1.03 UNIQUE REQUIREMENTS (OCT 2021) INTENTIONALLY DELETED

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

A.

B.

C.

1.04 AREA OF CONSIDERATION (OCT 2021)

The Government requests offers of space in the area bounded as follows:

North: 4300 N and 1100 W, Pleasant View, UT South: Interstate 84 and S 1050 W, Riverdale, UT East: Harrison Blvd and Canyon Road, Ogden, UT West: N 6700 W and W 200 N, Warren, UT

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

1.05 PARKING (WAREHOUSE) (OCT 2021)

A. INSIDE CITY CENTER:

RLP NO. 2UT0314, PAGE 3 GSA TEMPLATE R101WH (10/22)

Parking facilities with an adequate availability of parking spaces open to the general public to accommodate employees and visitors shall be located within the immediate vicinity of the Building but generally not exceeding a walkable XX feet of the employee entrance of the offered Building as determined by the LCO. These parking facilities do not substitute for the required parking under Paragraph 1.02(c). INTENTIONALLY DELETED

B. OUTSIDE CITY CENTER: Please provide the parking ratio. The parking-to-square-foot ratio available on-site shall at least meet current local code requirements. or, in the absence of a local code requirement, on-site parking shall be available at a ratio of one (1) space for every XX RSF of Space. INTENTIONALLY DELETED

C. See Lease (GSA Form L201WH) for additional parking provisions.

1.06 LIST OF RLP DOCUMENTS (WAREHOUSE) (OCT 2022)

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

DOCUMENT NAME NO. OF PAGES EXHIBIT

Lease No. GS-08P-LUT00922 (Template L201WH) 52 A Agency’s Special Requirements (including Racking Plan(s)) Dated 1/20/2023 4 B Security Requirements for Level 1 5 C GSA Form 3516, Solicitation Provisions 6 D GSA Form 3517B, General Clauses 21 E Proposal to Lease Space (GSA Form 1364WH) 4 F GSA Form 1217, Lessor's Annual Cost Statement 3 G GSA Form 12000-WH for Prelease Fire Protection and Life Safety Evaluation for a Warehouse Building (Part A or Part B) (See Section 3 for applicable requirements)

8 H

Security Unit Price List - - Seismic Offer Forms 8 I DOL Wage Determination - - GSAR 552.270-33 Foreign Ownership and Financing Representation for High Security Leased Space

FAR 52.204-24, Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment

4 J

Broker Commission Agreement - -

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 (WAREHOUSE) (OCT 2021)

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 (“Special 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. See RLP Paragraphs 3.03 and 3.09 for further details on financial responsibility for various Operating Expenses. 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

RLP NO. 2UT0314, PAGE 4 GSA TEMPLATE R101WH (10/22)

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.

E. 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 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.

F. The security pricing process is described in a separate paragraph.

G. 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 and/or BSAC alterations, the Government shall withhold TI and/or BSAC rent pursuant to Section 1 of the Lease until such time as the TI and/or BSAC 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.

H. 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 form and in the GSA Form 3517B, and will be made part of the Lease.

1.09 RELATIONSHIP OF RLP BUILDING MINIMUM REQUIREMENTS AND LEASE OBLIGATIONS (OCT 2016)

The Lease establishes various requirements relating to the Building shell. Such requirements are not deemed TIs. There are 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 list of security countermeasures that must be installed in the leased Space. The Offeror shall use the Security Unit Price List to provide the Government with itemized costs of these security countermeasures, and he or she shall amortize the cost of any Building Specific Amortized Capital (BSAC) into the rent. INTENTIONALLY DELETED

B. The security requirements attached to this Lease includes a general list of countermeasures that may be installed in the leased Space as part of the Building Specific Amortized Capital (BSAC). The final list of security countermeasures will be determined during the design phase and identified in the design intent drawings and construction documents. After completing the construction documents, the Lessor shall submit a list of the itemized costs. Such costs shall be subject to negotiation. The Lessor shall design and build the BSAC and will be compensated for BSAC costs, together with design and project management fees to be set under the Lease. INTENTIONALLY DELETED

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.

RLP NO. 2UT0314, PAGE 5 GSA TEMPLATE R101WH (10/22)

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.

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:

John Ben Tiner One Denver Federal Center, Building 41, Room 240 P.O. Box 25546 Denver, CO 80225-0546

(303) 676-7047 john.tiner@gsa.gov

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

Alternate Government Contact:

Katherine Roxborough One Denver Federal Center, Building 41, Room 240 P.O. Box 25546 Denver, CO 80225-0546

(720) 654-3454 katherine.roxborough@gsa.gov

1.14 BROKER COMMISSION AND COMMISSION CREDIT (OCT 2020) INTENTIONALLY DELETED

A. For the purposes of this RLP, _________________________________ (the Broker) is the authorized contractor real estate broker representing GSA. The Government expects the Lessor to pay a commission to the Broker. By submitting an offer, the Offeror agrees that if the Offeror is paying a commission or fee in connection with this Lease to a listing agent, an offering agent, or broker, property manager, developer, or any other agent or representative, then the Offeror will pay a commission to the Broker to which the Broker would ordinarily be entitled consistent with local business practices, as evidenced through a brokerage agreement between the Offeror and the Broker. The commission will be negotiated between the Offeror and the Broker and will be based on a Lease term not to exceed the Firm Term of the Lease contemplated by this RLP. Commissions will not be negotiated or collected on option periods or for Lease terms beyond the Firm Term of the Lease. As part of the offer, the Offeror shall disclose all commissions and/or fees to be paid by the Offeror including both the Offeror’s agent(s), broker(s), property manager, developer or any other agent or representative and the Broker. The Offeror shall enter the commission amounts for its representative and the amount to GSA’s Broker in blocks 31a and 31b respectively on GSA Form 1217, Lessors Annual Cost Statement. An executed commission agreement reflecting this agreement shall be submitted with the initial offer.

B. Offerors are advised that there is a potential for a dual agency situation to arise under this procurement, whereby the Broker may represent both GSA and another Offeror under this lease action. By submitting an offer, the Offeror acknowledges the potential for a dual agency situation. Should there be an actual dual agency, the Broker will notify all Offerors of the actual dual agency and request written acknowledgement statements from all Offerors.

C. For the benefit of the Government, the Broker has agreed to forego a percentage of any commission that it is entitled to receive in connection with the contemplated Lease. This amount shall be specifically set forth at time of lease award. The resulting total dollar value of the foregone commission (the Commission Credit) shall be applied in equal monthly amounts against rental payments due and owing under the Lease. The rental amount payable shall be reduced by the Commission Credit at the commencement of the Lease, over the minimum number of months that will not exceed the monthly shell rental, until the Commission Credit has been fully recaptured. The parties agree to execute a Lease Amendment setting forth the full nature, extent, terms, and conditions of commissions paid to the Broker and the Commission Credit to be applied against the Government’s rental payment obligations under the Lease. Commissions and/or credits shall be treated as confidential financial information and Offerors will refrain from public disclosure or using the information for any other purpose than that for which it was furnished without consent of the GSA LCO.

D. For purposes of price evaluation, the Commission Credit shall be treated as a deduction from the rent in accordance with the Method of Award.

The amount of any commission paid to the Broker shall not be considered separately as part of this price evaluation since the value of the commission is included in the rental consideration.

1.15 PLANNED USE BY GOVERNMENT (WAREHOUSE) (MAY 2014)

RLP NO. 2UT0314, PAGE 6 GSA TEMPLATE R101WH (10/22)

The Government shall be entitled to use the space for any lawful purpose. However, the Government intends to initially use the space for the storage of computers and IT equipment. Such use may involve the use of hazardous materials. The Government will agree in the Lease to use and maintain any hazardous materials in conformance with all applicable Federal, state, and local environmental regulations.

1.16 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE STANDARD (OCT 2020)

A. The North American Industry Classification System (NAICS) code for this acquisition is 531120, unless the real property is self-storage (#531130), land (#531190), or residential (#531110).

B. The small business size standard for the applicable NAICS codes is found at HTTPS://WWW.SBA.GOV/SIZE-STANDARD/.

1.17 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/SIZE-STANDARD/ http://www.sam.gov/

RLP NO. 2UT0314, PAGE 7 GSA TEMPLATE R101WH (10/22)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (WAREHOUSE) (MAY 2014)

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, GSA 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.

C. Space offered must have a minimum column spacing of XX feet XX inches, an overall minimum width of XX feet XX inches, and an overall minimum depth of XX feet XX inches. INTENTIONALLY DELETED

2.02 FLOOD PLAINS (OCT 2022)

A Lease will not be awarded for any offered Property located 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 a 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 SEISMIC SAFETY–—MODERATE SEISMICITY (OCT 2022) INTENTIONALLY DELETED

A. The Government intends to award a Lease to an Offeror of a Building that is in compliance with the Seismic Standards. If an offer is received which is in compliance with the Seismic Standards and the other requirements of this RLP, then other offers which do not comply with the Seismic Standards will not be considered. If none of the offers is in compliance with the Seismic Standards, the LCO will make the award to the Offeror whose offer meets the other requirements of this RLP and provides the best value to the Government, taking into account price, seismic safety and any other award factors specified in this RLP.

B. An offered Building will be considered to be in compliance with the Seismic Standards if it meets one of the following conditions:

1. The offer includes a representation that the Building will have less than 10,000 ABOA SF of Space leased to the Federal Government upon commencement of the lease term (Seismic Form D),

2. The offer includes a Seismic Certificate certifying that the Building is a Benchmark Building (Seismic Form A).

3. The offer includes a Seismic Certificate based on a Tier I Evaluation showing that the Building meets the Seismic Standards (Seismic Form B). The submission must include the checklists and backup calculations from the Tier 1 Evaluation.

4. The offer includes a Seismic Certificate based on a Tier 2 or Tier 3 Evaluation showing that the Building complies with the Seismic Standards (Seismic Form B). If the certificate is based on a Tier 2 or Tier 3 Evaluation, the data, working papers, calculations and reports from the evaluation must be made available to the Government.

5. The offer includes a commitment to retrofit the Building to satisfy all of the Basic Safety Objective requirements of ASCE/SEI 41 (Seismic Form C, Part 1). If the Offeror proposes to retrofit the Building, the offer must include a Tier 1 report with all supporting documents, a narrative explaining the process and scope of retrofit, and a schedule for the seismic retrofit. The Offeror shall provide a construction schedule, concept design for the seismic upgrade, and supporting documents for the retrofit, including structural calculations, drawings, specifications, and geotechnical report to the Government for review and approval prior to award. The documentation must demonstrate the seismic retrofit will meet the seismic standards and be completed within the time frame required.

6. The offer includes a pre-award commitment to construct a new Building, using local building codes (Seismic Form C, Part 2).

C. The LCO may allow an Offeror to submit a Seismic Certificate after the deadline for final proposal revisions. However, the LCO is not obligated to delay award in order to enable an Offeror to submit a Seismic Certificate.

D. Definitions. For the purpose of this paragraph:

1. “ASCE/SEI 31” means the American Society of Civil Engineers standard, Seismic Evaluation of Existing Buildings. You can purchase ASCE/SEI from ASCE at (800) 548-2723 or by visiting HTTP://WWW.ASCE.ORG/PUBLICATIONS/.

http://www.asce.org/publications/

RLP NO. 2UT0314, PAGE 8 GSA TEMPLATE R101WH (10/22)

2. “ASCE/SEI 41” means American Society of Civil Engineers standard, Seismic Rehabilitation of Existing Buildings. You can purchase ASCE/SEI from ASCE at (800) 548-2723 or by visiting HTTP://WWW.ASCE.ORG/PUBLICATIONS/.

3. “Benchmark Building” means a building that was designed and built, or retrofitted, in accordance with the seismic provisions of the applicable codes specified in Section 1.3.1 of RP 8.

4. Engineer” means a professional engineer who is licensed in Civil or Structural Engineering and qualified in the structural design of buildings. They must be licensed in the state where the property is located.

5. “RP 8” means “Standards of Seismic Safety for Existing Federally Owned and Leased Buildings ICSSC Recommended Practice 8 (RP 8),” issued by the Interagency Committee on Seismic Safety in Construction as ICSSC RP 8 and the National Institute of Standards and Technology as NIST GCR 11-917-12. RP 8 can be obtained from the NIST PUBLICATION STANDARDS ON SEISMIC SAFETY.

6. “Seismic Certificate” means a certificate executed and stamped by an Engineer on the appropriate Certificate of Seismic Compliance form included with this RLP together with any required attachments.

7. “Seismic Standards” means the requirements of RP 8 Section 2.2 for Life Safety Performance Level in ASCE/SEI 31 or the Basic Safety Objective in ASCE/SEI 41, unless otherwise specified.

8. “Tier 1 Evaluation” means an evaluation by an Engineer in accordance with Chapters 2.0 and 3.0 of ASCE/SEI 31. A Tier 1 Evaluation must include the appropriate Structural, Nonstructural and Geologic Site Hazards and Foundation Checklists.

9. “Tier 2 Evaluation” means an evaluation by an Engineer in accordance with Chapter 4.0 of ASCE/SEI 31.

10. “Tier 3 Evaluation” means an evaluation by an Engineer in accordance with Chapter 5.0 of ASCE/SEI 31.

2.04 SEISMIC SAFETY–—HIGH SEISMICITY (OCT 2022)

A. The Government intends to award a Lease to an Offeror of a Building that is in compliance with the Seismic Standards. If an offer is received which is in compliance with the Seismic Standards and the other requirements of this RLP, then other offers which do not comply with the Seismic Standards must not be considered. If none of the offers is in compliance with the Standards, the LCO will make the award to the Offeror whose offer meets the other requirements of this RLP and provides the best value to the Government, taking into account price, seismic safety and any other award factors specified in this RLP.

B. An offered Building will be considered to be in compliance with the Seismic Standards if it meets one of the following conditions:

1. The offer includes a representation that the Premises will be in a one-story Building of steel light frame or wood construction with less than 3,000 ABOA SF of space in the Building (Seismic Form D).

2. The offer includes a Seismic Certificate certifying that the Building is a Benchmark Building (Seismic Form A).

3. The offer includes a Seismic Certificate based on a Tier I Evaluation showing that the Building meets the Seismic Standards (Seismic Form B). The submission must include the checklists and backup calculations from the Tier 1 Evaluation.

4. The offer includes a Seismic Certificate based on a Tier 2 or Tier 3 Evaluation showing that the Building complies with the Seismic Standards (Seismic Form B). If the certificate is based on a Tier 2 or Tier 3 Evaluation, the data, working papers, calculations and reports from the evaluation must be made available to the Government.

5. The offer includes a commitment to retrofit the Building to satisfy all of the Basic Safety Objective requirements of ASCE/SEI 41 (Seismic Form C, Part 1). If the Offeror proposes to retrofit the Building, the offer must include a Tier 1 report with all supporting documents, a narrative explaining the process and scope of retrofit and a schedule for the seismic retrofit. The Offeror shall provide a construction schedule, concept design for the seismic upgrade and supporting documents for the retrofit, including structural calculations, drawings, specifications, and geotechnical report to the Government for review and approval prior to award. The documentation must demonstrate the seismic retrofit will meet the seismic standards and be completed within the time frame required.

6. The offer includes a pre-award commitment to construct a new Building, using local building codes (Seismic Form C, Part 2).

C. The LCO may allow an Offeror to submit a Seismic Certificate after the deadline for final proposal revisions. However, the LCO is not obligated to delay award in order to enable an Offeror to submit a Seismic Certificate.

D. Definitions. For the purpose of this paragraph:

1. “ASCE/SEI 31” means the American Society of Civil Engineers standard, Seismic Evaluation of Existing Buildings. You can purchase

2. “ASCE/SEI 41” means American Society of Civil Engineers standard, Seismic Rehabilitation of Existing Buildings. You can purchase

3. “Benchmark Building” means a building that was designed and built, or retrofitted, in accordance with the seismic provisions of the applicable codes specified in Section 1.3.1 of RP 8.

https://www.nist.gov/publications/standards-seismic-safety-existing-federally-owned-and-leased-buildings-icssc

RLP NO. 2UT0314, PAGE 9 GSA TEMPLATE R101WH (10/22)

4. Engineer” means a professional engineer who is licensed in Civil or Structural Engineering and qualified in the structural design of buildings. They must be licensed in the state where the property is located.

5. “RP 8” means “Standards of Seismic Safety for Existing Federally Owned and Leased Buildings ICSSC Recommended Practice 8 (RP 8),” issued by the Interagency Committee on Seismic Safety in Construction as ICSSC RP 8 and the National Institute of Standards and Technology as NIST GCR 11-917-12. RP 8 can be obtained from HTTPS://WWW.NIST.GOV/PUBLICATIONS/STANDARDS-SEISMIC-

SAFETY-EXISTING-FEDERALLY-OWNED-AND-LEASED-BUILDINGS-ICSSC.

6. “Seismic Certificate” means a certificate executed and stamped by an Engineer on the appropriate Certificate of Seismic Compliance form included with this RLP together with any required attachments.

7. “Seismic Standards” means the requirements of RP 8 Section 2.2 for Life Safety Performance Level in ASCE/SEI 31 or the Basic Safety Objective in ASCE/SEI 41, unless otherwise specified.

8. “Tier 1 Evaluation” means an evaluation by an Engineer in accordance with Chapters 2.0 and 3.0 of ASCE/SEI 31. A Tier 1 Evaluation must include the appropriate Structural, Nonstructural and Geologic Site Hazards and Foundation Checklists.

9. “Tier 2 Evaluation” means an evaluation by an Engineer in accordance with Chapter 4.0 of ASCE/SEI 31.

10. “Tier 3 Evaluation” means an evaluation by an Engineer in accordance with Chapter 5.0 of ASCE/SEI 31.

2.05 HISTORIC PREFERENCE (SEP 2013)

A. The Government will give preference to offers of Space in Historic Properties and/or Historic Districts following this hierarchy of consideration:

1. Historic Properties within Historic Districts.

2. Non-historic developed sites and non-historic undeveloped sites within Historic Districts.

3. Historic Properties outside of Historic Districts.

B. Definitions:

1. Determination of eligibility means a decision by the Department of the Interior that a district, site, Building, structure or object meets the National Register criteria for evaluation although the Property is not formally listed in the National Register (36 CFR 60.3(c)).

2. Historic District means a geographically definable area, urban or rural, possessing a significant concentration, linkage, or continuity of sites, Buildings, structures, or objects united by past events or aesthetically by plan or physical development. A district may also comprise individual elements separated geographically but linked by association or history (36 CFR 60.3(d)). The Historic District must be included in or be determined eligible for inclusion in the National Register of Historic Places (NRHP).

3. Historic Property means any prehistoric or Historic District, site, building, structure, or object included in or been determined eligible for inclusion in the NRHP maintained by the Secretary of the Interior (36 CFR 800.16(l)).

4. National Register of Historic Places means the National Register of districts, sites, buildings, structures and objects significant in American history, architecture, archeology, engineering and culture that the Secretary of the Interior is authorized to expand and maintain under the National Historic Preservation Act (36 CFR 60.1).

C. The offer of Space must meet the terms and conditions of this RLP package and its attachments. The LCO has discretion to accept alternatives to certain architectural characteristics and safety features defined elsewhere in this RLP package to maintain the historical integrity of an Historic Building, such as high ceilings and wooden floors, or to maintain the integrity of an Historic District, such as setbacks, floor-to-ceiling heights, and location and appearance of parking.

D. When award will be based on the lowest price technically acceptable source selection process, the Government will give a price evaluation preference, based on the total annual ABOA SF present value cost to the Government, to Historic Properties as follows:

1. First to suitable Historic Properties within Historic Districts, a 10 percent price preference.

2. If no suitable Historic Property within an Historic District is offered, or the 10 percent preference does not result in such property being the lowest price technically acceptable offer, the Government will give a 2.5 percent price preference to suitable non-historic developed or undeveloped sites within Historic Districts.

3. If no suitable, non-historic, developed, or undeveloped site within a Historic District is offered, or the 2.5 percent preference does not result in such property being the lowest price technically acceptable offer, the Government will give a 10 percent price preference to suitable Historic Properties outside of Historic Districts.

4. Finally, if no suitable Historic Property outside of Historic Districts is offered, no historic price preference will be given to any property offered.

https://www.nist.gov/publications/standards-seismic-safety-existing-federally-owned-and-leased-buildings-icssc https://www.nist.gov/publications/standards-seismic-safety-existing-federally-owned-and-leased-buildings-icssc

RLP NO. 2UT0314, PAGE 10 GSA TEMPLATE R101WH (10/22)

E. When award will be based on the best value tradeoff source selection process, which permits tradeoffs among price and non-price factors, the Government will give a price evaluation preference, based on the total annual ABOA SF present value cost to the Government, to Historic Properties as follows:

1. First, to suitable Historic Properties within Historic Districts, a 10 percent price preference.

2. If no suitable Historic Property within a Historic District is offered or remains in the competition, the Government will give a 2.5 percent price preference to suitable non-historic developed or undeveloped sites within Historic Districts.

3. If no suitable, non-historic developed or undeveloped site within an Historic District is offered or remains in the competition, the Government will give a 10 percent price preference to suitable Historic Properties outside of Historic Districts.

4. Finally, if no suitable Historic Property outside of Historic Districts is offered, no historic price preference will be given to any property offered.

F. The Government will compute price evaluation preferences by reducing the price(s) of the Offerors qualifying for a price evaluation preference by the applicable percentage provided in this provision. The price evaluation preference will be used for price evaluation purposes only. The Government will award a Lease for the actual prices proposed by the successful Offeror and accepted by the Government.

G. To qualify for a price evaluation preference, Offeror must provide satisfactory documentation in their offer that their property qualifies as one of the following:

1. A Historic Property within a Historic District.

2. A non-historic developed or undeveloped site within a Historic District.

3. A Historic Property outside of a Historic District.

2.06 ASBESTOS (OCT 2021)

A. 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.