36C10F19R0068-002.pdf

U.S. Department of Veterans Affairs WLA Campus Chapel RLP

July 15, 2019 Page 1

REQUEST FOR LEASE PROPOSALS - 36C10F19R0068

PROPOSED LEASE - HISTORIC WADSWORTH CHAPEL

WEST LOS ANGELES VA MEDICAL CENTER

11301 WILSHIRE BOULEVARD, LOS ANGELES, CALIFORNIA

1. EXECUTIVE SUMMARY

1.1. The United States Department of Veterans Affairs (“VA” or “Government”) is pleased to issue this Request for Lease Proposals (“RLP” or Solicitation”), pursuant to its authority under the West Los Angeles Leasing Act of 2016 (Public Law 114-226) (“West L.A.

Leasing Act”) as amended by Section 303 of the VA Expiring Authorities Act of 2018 (Public Law 115-251) (“VA Expiring Authorities Act”) seeking competitive offers from established businesses with respect to the Historic Wadsworth Chapel, VA Building Number 20 (“Chapel” or “Property”) located on its West Los Angeles VA Medical Center campus (the “WLA Campus”) located at 11301 Wilshire Boulevard, Los Angeles, California 90073. The objective of this Solicitation is for VA to enter into a lease agreement (“Lease”) of the Chapel that will allow a selected offeror (“Offeror” or “Lessee”) to provide services that principally benefit Veterans and their families, including services for the purpose of the promotion of health and wellness, including nutrition and spiritual wellness, within the Chapel. To carry out such services within the Chapel, the Offeror will be required to fund, design, preserve, and renovate the Chapel (“Project”). The Project shall be undertaken by the Lessee in a diligent, careful, and first-class manner at no cost to VA, consistent with the requirements stated in this RLP and subject to applicable Federal, State, and local laws, codes, ordinances, and regulations, including the West L.A. Leasing Act.

1.2. The wooden-frame shingle-style Chapel was constructed in 1900, added to the National Register of Historic Places (“NRHP”) in 1972, and is a contributing element to the 2014 NRHP listing for the WLA Campus Historic District. Closed since 1971 due to earthquake damage, the Chapel is still largely intact and contains many of its original elements. However, the structure and systems are in an advanced state of deterioration, currently in poor condition, and in urgent need of preservation. Significant capital investment and a comprehensive renovation scope of work is anticipated. The Chapel is comprised of one-story containing approximately 5,350 square feet and the associated site area contains approximately 40,000 square feet (“Chapel Site”).

1.3. The Lease will be solicited on an unrestricted basis.

1.4. VA reserves the right, at any time, without notice, at its sole and absolute discretion, to (a) modify, suspend, or waive any terms and conditions of this RLP; (b) waive any deficiency or irregularity in any response submitted; (c) reject any or all responses; (d) extend any deadline set forth in this RLP; (e) terminate the RLP process, in whole or in part; (f) discuss any submission with the Offeror that submitted it and require the submission of additional information regarding any aspect of the Offeror’s response; (g) make an award to an Offeror that submits a response that is not the response that would provide VA with the highest value in terms of

July 15, 2019 Page 2 consideration to be paid under the Lease or otherwise; and (h) initiate further discussions and/or negotiations directly with the Offeror.

1.5. By submitting a response, each Offeror accepts all of the terms and conditions set forth in this RLP and its Attachments, which are identified in Section 2 of this RLP and contained in the addenda of this RLP.

2. LIST OF ATTACHMENTS

Attachment A: WLA Campus & Chapel Location

Attachment B: Chapel Site & Exterior Pictures

Attachment C: Chapel Floor Plan

Attachment D: West L.A. Leasing Act & VA Expiring Authorities Act

Attachment E: Chapel NRHP Nomination

Attachment F: WLA Campus Historic District Boundaries

Attachment G: WLA Campus NRHP Nomination

Attachment H: Draft Lease

Attachment I: Chapel Environmental Information

Attachment J: 2018 Chapel Restoration Plan

3. TRANSACTION SUMMARY

3.1. Overview

Following award of the Lease, VA is anticipating that the selected Offeror will advance the Project under the following general timelines:

3.1.1.1. Commence in earnest comprehensive fundraising, in accordance with Section

3.6.7 of this RLP, or other activities to secure funding for the Project no later than thirty (30) days after the award of the Lease;

3.1.1.2. Finalize design efforts no later than two (2) years after the award of the Lease;

3.1.1.3. Obtain all required approvals no later than three (3) years after the award of the Lease,

3.1.1.4. Commence construction activities no later than three (3) years after the award of the Lease.

3.1.2. The Proposal must include Lessee’s detailed plans for the preservation and renovation of the Chapel and related landscape.

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3.1.3. The demolition of all of the existing improvements and/or new construction of ancillary buildings is prohibited.

3.1.4. The Proposal must also include Lessee’s plans for providing ongoing services within the Chapel post-construction that “principally benefit Veterans and their families”, as that term is defined in Section 2(l) of the West L.A. Leasing Act, for one or more of the following purposes as described in Section 2(b)(2)(A) through Section 2(b)(2)(I) of the West L.A. Leasing Act, which is excerpted below for reference:

“(A) The promotion of health and wellness, including nutrition and spiritual wellness.

(B) Education.

(C) Vocational training, skills building, or other training related to employment.

(D) Peer activities, socialization, or physical recreation.

(E) Assistance with legal issues and Federal benefits.

(F) Volunteerism.

(G) Family support services, including child care.

(H) Transportation.

(I) Services in support of one or more of the purposes specified in subparagraphs (A) through (H).”

3.2. Lease Information Session

VA will conduct a Lease Information Session in order to provide Offerors with an opportunity to see the Chapel and the WLA Campus, enter existing improvements, and understand how the Chapel relates to the rest of the WLA Campus and surrounding community.

Date: July 31, 2019 at 11:00 A.M. PDT

Location: West Los Angeles VA Medical Center, 11301 Wilshire Boulevard, Sixth Floor, Conference Room 6400, Los Angeles, CA 90073

If you are interested in attending the Lease Information Session, please contact Amanda Simmons via electronic mail Amanda.Simmons2@va.gov by no later than July 26, 2019 2:00 PM PDT to confirm your attendance. When emailing, please note in the subject “WLA Campus Chapel RLP Tour Registration.” Advance RSVP/registration is required in order to attend the Lease Information Session.

3.3. Chapel Description

The wooden-frame shingle-style Chapel was constructed in 1900, added to the NRHP in 1972, and is a contributing element to the 2014 NRHP listing for the West Los Angeles VA Historic

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District. Closed since 1971 due to earthquake damage, the Chapel is still largely intact and contains many of its original elements. However, the structure and systems are in an advanced state of deterioration, currently in poor condition, and in urgent need of preservation. Significant capital investment and a comprehensive renovation scope of work are anticipated. The Chapel Site is comprised of the site area containing approximately 40,000 square feet bounded by Parking Lot Number 7 to the West, Eisenhower Avenue to the North and the interior edge of the walkway located to the East and South, of the Chapel. Attachments A, B, and C contain additional descriptive information regarding the Chapel and the Chapel Site.

The Chapel is an early American example of a multi-denominational chapel, a building that includes multiple chapels under one roof. In this case, there are two chapels, which are separated by an interior wall that is buffered by four-inches of space intended as soundproofing, a consideration necessitated by a desire to allow both chapels to operate simultaneously so that neither faith could be said to have been given a preferential time slot. The Chapel was used for religious services, weddings, substance abuse counseling, and funeral rites by both Veterans and members of the local community until the Sylmar earthquake of 1971 made the building unsafe for use.

The NRHP Nomination can be accessed at:

https://npgallery.nps.gov/NRHP/AssetDetail?assetID=d8b15062-ff45-468c-b0f8-5caea1056460 and is also contained in the Attachments to this RLP.

Additional information regarding the Chapel can be accessed at:

https://www.losangeles.va.gov/chapel/index.asp.

Parking will be available on a non-exclusive basis during operating hours in the parking lots located adjacent to the Chapel, including Parking Lot Number 7, within the WLA Campus.

3.4. WLA Campus Description

The WLA Campus is an integral part of the Greater Los Angeles Healthcare System (GLAHS), serving more than 80,000 unique Veterans annually who reside throughout the five counties of Kern, Los Angeles, San Luis Obispo, Santa Barbara, and Ventura. The WLA Campus is located at the intersection of Sepulveda Boulevard, the San Diego Freeway (Interstate 405 or I-405), and Wilshire Boulevard in Los Angeles, California, and shares several borders with the densely urbanized Brentwood and Westwood neighborhoods. The WLA Campus provides a full range of medical services to eligible Veterans, including state-of-the-art inpatient hospital care and outpatient care, rehabilitation services, residential care, supportive housing, and long-term care services.

The Draft Master Plan for the WLA Campus is a framework that will assist VA in determining the most effective use of the campus for Veterans, particularly, homeless Veterans, including underserved populations such as female Veterans, aging Veterans, and those who are severely physically or mentally disabled. Additional information regarding the Draft Master Plan can be accessed at: http://westladraftmasterplan.org/

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In operation since 1888, the WLA Campus reflects the stories, service, and sacrifices of many generations of Veterans of the United States Armed Forces. In honor and recognition of this history, the National Park Service included the West Los Angeles VA Historic District on the NRHP in 2014 for its contribution to the “development of a national policy for Veteran health care” and as a “tangible manifestation of the federal government’s commitment to the health care of Veterans of World War I, which resulted in the nation’s largest network of hospitals.” The West Los Angeles VA Historic District was also found significant for the quality of its Mission Revival architectural style, which reflected both the national taste for reviving Colonial-era styles and a local desire for reflecting local history and context in architecture. The designated West Los Angeles VA Historic District includes 66 contributing buildings and structures, as well as site plan and landscape features and streetscapes, extending over four discontinuous areas of the WLA Campus.

The West Los Angeles VA Historic District NRHP Nomination can be accessed at:

https://www.nps.gov/nr/feature/places/pdfs/14000926.pdf. The boundaries of the West Los Angeles VA Historic District, its contributing resources, and the NRHP Registration Form are also contained in the Attachments to this RLP.

3.5. General Lease Requirements

The selected Lessee will be responsible for the following general requirements to be further detailed in the Lease:

3.5.1. Lease Term

The proposed Lease term is a fifty (50) year Lease, including twenty (20) years firm with three (3) additional ten (10) year option terms, subject to termination and renewal rights hereinafter set forth.

3.5.2. Services that Principally Benefit Veterans and their Families

The primary purpose of the Lease will be the provision of services that principally benefit Veterans and their families. Such services must include services to preserve the Chapel, as well as services provided within the renovated structure consistent with one or more of Sections 2(b)(2)(A) through (2)(b)(2)(I) of the West L.A. Leasing Act. For purposes of section 2(b)(2)(I) of the West L.A. Leasing Act, VA considers services to renovate and preserve the Chapel to be services in support of the services to be provided in the Chapel post-renovation. The term “services that principally benefit Veterans and their families” is defined in Section (2)(l)(1) of the West L.A. Leasing Act to mean services “provided exclusively to veterans and their families”, or services “that are designed for the particular needs of veterans and their families, as opposed to the general public, and any benefit to the general public is distinct from the intended benefit to veterans and their families”. Section 2(l)(2) of the West L.A. Leasing Act further provides that services in which the only benefit to Veterans and their families is the generation of revenue for VA do not meet the definition of “services that principally benefit Veterans and their families.” Any services provided to Veterans and their families by Lessee within the Chapel post-restoration

July 15, 2019 Page 6 must be coordinated with VA to ensure that such services complement the care and services provided by VA and are consistent with applicable Federal laws.

3.5.3. Historic Preservation

In accordance with Section 2(b)(2)(I) of the West L.A. Leasing Act, Lessee shall fund, design, and construct all aspects of the Project for the renovation and historic preservation of the Chapel. The Lessee will be responsible, at its sole cost and liability, for the restoration or rehabilitation of the Chapel in a manner that is consistent with the Secretary of the Interior’s Standards for the Treatment of Historic Properties. Consistent with Section 2(h) of the West L.A.

Leasing Act, such historic preservation must be carried out consistent with all applicable Federal laws relating to environmental and historic preservation, and subject to VA’s pre-approval of Lessee’s detailed final restoration and historic preservation plans and specifications (“Final Plans”), which approval shall be withheld only if VA determines that Lessee’s Final Plans are not consistent with all applicable Federal laws and regulations, including but not limited to those relating to environmental and historic preservation, and/or will materially interfere with the health and safety of Veterans, employees, and visitors to the WLA Campus, or otherwise interfere with the effective operation of the WLA Campus and/or as a medical facility and home for Veterans.

3.5.4. Maintenance and Repairs

Lessee shall keep the Chapel clean and in a proper state of maintenance and repair, including pest control, in accordance with standards of cleanliness, maintenance and repair similar to other historically significant properties in the City of Los Angeles.

3.5.5. Management and Use

Lessee shall restore, preserve, manage, operate, and maintain the Chapel in a diligent, careful, and first-class manner consistent with the solemnity and historic significance of the Chapel, with the WLA Campus’ intended purpose as a home for Veterans, and with the requirement in the West L.A. Leasing Act that leases on the WLA Campus result in services that principally benefit Veterans and their families. Lessee shall act in accordance with Federal laws and regulations and all Lease requirements with respect to the proper protection of, and accounting for VA’s assets. Lessee shall not use or occupy the Chapel or any portion thereof, or permit any other person to use or occupy the Chapel or any portion thereof, in any manner or for any purpose which (a) would constitute a nuisance, (b) which would injure the reputation of the Chapel or VA, or (c) would unreasonably disturb Veterans living or receiving care and/or services on the WLA Campus.

3.5.6. Safety, Complaints, and Problems

Lessee shall employ or contract for sufficient safety and maintenance personnel to maintain the Chapel and the Chapel Site during the Lease term. Lessee must promptly alert the VA police of any potential health, safety, or security events observed at or near the Chapel and the Chapel Site. Lessee shall also promptly advise VA of all claims or complaints about the Chapel and the Chapel Site and/or Lessee’s renovation and/or operation thereof. Lessee shall also make every effort to proceed and resolve all claims and complaints arising from renovation

July 15, 2019 Page 7 of the Chapel and from services provided within the Chapel post-renovation. Lessee shall be responsible for indemnifying VA from any and all such claims.

3.5.7. Reporting & Audit

Lessee shall at all times cooperate in good faith with respect to the actions of VA necessary to comply with the audit and reporting requirements of the West L.A. Leasing Act. This includes, without limitation, complying with any request from VA necessary to implement recommendations and requests of the VA Office of Inspector General, at VA’s sole and absolute discretion. On an annual basis during the Lease term at its sole expense, Lessee shall obtain an independent third-party audit report of Lessee’s obligations under the Lease Agreement, detailing the extent to which the obligations are being met, as well as specific recommendations to address any identified deficiencies going forward. The independent audit shall contain a section containing feedback and input the auditor solicits and receives as part of their audit report preparation, from stakeholders including the California congressional delegation, the former Plaintiffs in the Valentini v. McDonald lawsuit, Veteran Service Organizations, and Veterans, through means such as town halls, interviews, focus groups, written responses and/or surveys.

Within sixty (60) days of the completion of the third-party audit and its delivery to VA, the Parties’ shall engage in discussions to review the report and address the auditor’s recommendations regarding compliance with the terms of the Lease, and to explore potential improvements to address any identified deficiencies in or necessary adjustments to the delivery of Lessee benefits and services to Veterans and their families.

3.5.8. Termination for Government Convenience

VA may, during the Lease term, terminate for convenience the Lease, if the VA Contracting Officer determines that doing so is in the VA’s interest. The VA Contracting Officer shall terminate by delivering to the Lessee a Notice of Termination specifying the termination and the effective date. Any costs arising from or related to such termination, incurred by Lessee, shall be borne by the Lessee.

3.5.9. Termination for Default

VA may, by written notice of default to the Lessee, terminate this lease in whole or in part if the Lessee fails to (a) To perform the services within the time specified in this lease agreement or any extension; (b) Make progress, so as to endanger performance of this lease; or (c) Perform any of the other provisions of this lease. VA’s right to terminate this lease, may be exercised if the Lessee does not cure such failure within ten (10) days (or more if authorized in writing by the VA Contracting Officer) after receipt of the notice from the VA Contracting Officer specifying the failure. If the VA terminates this lease in whole or in part, it may acquire, under the terms and in the manner the VA Contracting Officer considers appropriate, services similar to those terminated, and the Lessee will be liable to the Government for any excess costs for those services. However, the Lessee shall continue the work not terminated. Except for defaults of subcontractors at any tier, the Lessee shall not be liable for any excess costs if the failure to perform the lease arises from causes beyond the control and without the fault or negligence of the Lessee. Examples of such causes include: (1) acts of God or of the public enemy; (2) acts of the Government in either

July 15, 2019 Page 8 its sovereign or contractual capacity; (3) fires; (4) floods; (5) epidemics; (6) quarantine restrictions;

(7) strikes; (8) freight embargoes, and (9) unusually severe weather. In each instance the failure to perform must be beyond the control and without the fault or negligence of the Lessee. If the failure to perform is caused by the default of a subcontractor at any tier, and if the cause of the default is beyond the control of both the Lessee and subcontractor, and without the fault or negligence of either, the Lessee shall not be liable for any excess costs for failure to perform, unless the subcontracted services were obtainable from other sources in sufficient time for the Lessee to meet the required delivery schedule.

3.5.10. Renewal Rights

The Lease may be renewed based upon mutual agreement of the Parties. Lessee shall notify the Government in writing requesting renewal of an option term at least one hundred eighty

(180) calendar days prior to the end of the original lease term or any option extension thereof.

The Lease term, including all renewal options, cannot exceed fifty (50) years, as authorized by the West L.A. Leasing Act. The Government shall provide a written response to the renewal request and acceptance or rejection thereof, within thirty (30) calendar days of receipt of such notice. Acceptance or rejection of any renewal request will be at VA’s sole and absolute discretion.

3.5.11. Lease Form

The Lease will be in the form contained in Attachment H to this RLP, with such modifications as are deemed necessary and appropriate by VA at VA’s sole and absolute discretion. In the event of a conflict between this RLP and the Lease, the Lease shall control.

3.6. Prospective Offeror Considerations

In considering whether to submit a Proposal, Offerors should consider the following requirements.

3.6.1. Timeline

Proposals must be received by August 15, 2019 2:00 PM PDT (the “Closing Time”). VA anticipates selecting the potential awardee of the Lease for the Project by September 13, 2019.

VA will, pursuant to the West L.A. Leasing Act Section 2(j)(1), notify the Committees on Veterans’ Affairs of the Senate and House of Representatives, the Committees on Appropriations of the Senate and House of Representatives, and each Member of the Senate and the House of Representatives who represents the area in which the Campus is located of the intent of VA to enter into the lease agreement not later than forty-five (45) days before entering the lease agreement. Following the required Congressional notice period, as described above, VA intends to enter into the Lease with the selected Offeror.

3.6.2. National Historic Preservation Act

The Lessee must coordinate with VA to fulfill the requirements of the National Historic Preservation Act, 54 U.S.C. §§ 300101, et seq. (“NHPA”) in conjunction with the Project. NHPA

July 15, 2019 Page 9 requires the consideration of the effects of the Project on historic properties and provides representatives of the state and local governments and other interested parties sufficient opportunity to consult on the proposed Project. Section 106 of the NHPA requires the seeking of ways to avoid, minimize, or mitigate adverse effects that the Project might have on any historic properties during the execution stage of the Lease. For guidelines related to historic preservation at VA, visit http://www.cfm.va.gov/historic/.

3.6.3. National Environmental Policy Act and Other Environmental Considerations

The Lease will be subject to all applicable Federal, State, and local environmental laws, codes, ordinances, and regulations, including but not limited to, the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), 42 U.S.C. §§ 9601-9675;

the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C. §§ 6901, et seq; and the National Environmental Policy Act (“NEPA”), 42 U.S.C. §§ 4321-4347. NEPA requires that Federal agencies, including VA, identify and evaluate environmental impacts when considering Federal actions (e.g., a lease) that could affect the quality of the human environment. The Offeror will be required to provide specific information to support VA’s NEPA analysis. The NEPA documentation must be completed prior to execution of the Lease. The Offeror will be responsible for complying with mitigation requirements, if any, identified in the NEPA analysis. In addition, the Offeror will be responsible for complying with regulatory requirements for the removal of any asbestos and/or lead-containing material. The available environmental information for the Chapel can be found in Attachment I. Other than the information referenced in Attachment I, all required environmental studies, reports, land, and property condition assessments, and any required or appropriate remediation or abatement, as well as compliance with all applicable environmental laws, will be the responsibility of the Offeror, unless and to the extent that VA otherwise agrees at its sole and absolute discretion.

3.6.4. Utilities

As part of the Project, the selected Offeror will install separate meter(s) for utilities that service the Chapel and to the extent allowable by the respective utility provider and economically feasible for Lessee, reconfigure the utility services to be separate and distinct from the utilities currently provided by VA. Throughout the term of the Lease, it is the responsibility of the selected Offeror to pay for all utilities through separate metering with all payments remitted directly to the public utility provider and reimbursement to VA for utility consumption during the period prior to the implementation of separate meters.

3.7. Legal and Other Considerations

3.7.1. Overview

The Offeror is responsible for conducting its own due diligence regarding the Chapel, which shall include, without limitation: (a) an operation and maintenance plan of the Chapel, as contemplated within its proposal, that can and will be accomplished in compliance with applicable Federal, State, and local requirements (including fire, life safety, accessibility, zoning, State and

July 15, 2019 Page 10 local building codes, and other local land use restrictions); (b) evaluation that the condition of the Chapel is suitable for the Offeror’s contemplated use; (c) evaluation that the necessary permits, variances, special exceptions and other governmental actions or approvals required for the contemplated project can be reasonably obtained (at no cost or expense to VA); and (d) evaluation that the contemplated use is otherwise practical and economically feasible. To facilitate the Offeror’s due diligence activities, VA will provide a guided tour of the Chapel via pre-arranged site visit as outlined in Section 3.2 of this RLP.

3.7.2. West L.A. Leasing Act

The prospective Lease, the Project, and this RLP are all subject to the terms and provisions of the West L.A. Leasing Act. In particular, Offerors must address in their Proposal the proposed strategy to fulfill the need to provide services that “principally benefit Veterans and their families,” as provided in Section 2(b)(2) and defined in Section 2(l) of the West L.A. Leasing Act.

In this regard, Offerors should note that the Lease will provide that any activities to be conducted on the Chapel cannot conflict with the West L.A. Leasing Act, other applicable laws and regulations, or with VA’s ongoing mission and operations.

3.7.3. Taxes

The Lessee during the Lease term will be subject to any and all applicable State and local taxes, fees, assessments, and special assessments legally chargeable to the Chapel, the Offeror’s leasehold interest, and the Offeror’s underlying improvements. However, neither VA’s interest in the Lease nor the United States’ fee interest in the underlying property shall be subject, directly, or indirectly, to any State or local laws, including those relative to taxation, fees, assessments, or special assessments.

3.7.4. Physical Security

The Offeror shall include in their proposal an overview of the physical security that will be provided for the proposed Lease and the Project.

3.7.5. Energy Conservation and Sustainable Design Requirements

The VA Sustainable Design Manual is the guidance that defines the methodology to incorporate sustainable design on every phase of this Project, from proposals, goal setting, and preliminary planning, through design and construction. Offerors will be evaluated on their plan to meet Federal mandates as outlined in VA’s Sustainable Design and Energy Reduction Manual, which can be accessed at: http://www.cfm.va.gov/til/sustain.asp.

To take advantage of existing sustainable work in the private sector that is well accepted by the construction industry, VA has determined that using a third-party rating system is the most efficient methodology for achieving the federal mandates. The Offeror may propose using either the Leadership in Energy and Environmental Design (LEED) or the Green Globes rating system.

VA requires that the Project obtain a minimum of either LEED Silver or Two Green Globes certification by their respective rating organizations. However, VA encourages innovative thinking

July 15, 2019 Page 11 in terms of sustainability over and above the current standards found in the VA Sustainable Design Manual.

3.7.6. Prevailing Wages

Unless the Offeror can demonstrate to the satisfaction of VA in the form of a written determination or written correspondence from the U.S. Department of Labor that the Offeror or the Project is exempt therefrom, Offeror shall comply with the requirements of the Davis-Bacon Act, as amended, 40 U.S.C. §§ 3141, et seq. and the relevant rules, regulations, and orders of the Secretary of Labor applicable thereto.

3.7.7. Fundraising

Fundraising is strictly prohibited on property owned by VA. See 38 C.F.R. § 1.218(a)(8).

For that reason, the Offeror will be strictly prohibited from conducting any fundraising activity, soliciting alms and contributions, commercial soliciting and vending of all kinds, displaying or distributing commercial advertising, or collecting private debts in or near the Chapel or elsewhere on the WLA Campus.

3.7.8. Handicap Accessibility

The Offeror will be required to ensure that the Project, and all activities on the WLA Campus and within the Chapel comply in all respects with the Americans with Disabilities Act of 1990, 42 U.S.C. §§ 12101, et seq., and the Architectural Barriers Act of 1968, 42 U.S.C. §§ 4151, et seq., as amended.

3.7.9. Lease Consideration

In exchange for VA entering into the prospective Lease, in addition to providing the renovation, preservation, and other services described herein, the Lessee will be required to provide VA with fair monetary consideration to include the monthly payment of base rent, any required reimbursements for utilities and/or in-kind lease consideration offering among other things, significant employment opportunities and training for Veterans, as approved by the Secretary of VA.

The Lease, the Project, and this RLP are all entered into or issued in accordance with Section 2(b)(2) of the West L.A. Leasing Act and are all subject to all applicable terms and provisions of the West L.A. Leasing Act. In particular, Offerors must address and fulfill the requirement that the Lease be to provide one or more of the services enumerated in Section 2(b)(2) of the West L.A. Leasing Act that “principally benefit veterans and their families”, as that term is defined in Section 2(l) of the West L.A. Leasing Act – which states as follows:

“(l) Principally Benefit Veterans and Their Families Defined.--In this section the term “principally benefit veterans and their families”, with respect to services provided by a person or entity under a lease of property or land-sharing agreement--(1) means services--(A) provided exclusively to veterans and their families; or (B) that are designed for the particular needs of veterans and their families, as opposed to the general public, and any benefit of those services

July 15, 2019 Page 12 to the general public is distinct from the intended benefit to veterans and their families; and (2) excludes services in which the only benefit to veterans and their families is the generation of revenue for the Department of Veterans Affairs.”

In this regard, Offerors should note that the Lease will provide that any activities to be conducted on the WLA Campus and within the Chapel cannot conflict with the West L.A. Leasing Act, other applicable laws and regulations, or VA’s ongoing mission and operations.

3.7.10. Other Considerations

When preparing proposals in response to this RLP, Offerors should be cognizant of the following:

VA will not participate in, or allow its or the United States’ interest in the Chapel to be used as, security for financing for the Project or otherwise, including without limitation, providing any kind of guaranty or act in any way as a beneficiary for a financing vehicle.

In regard to any proposed Project-related financing to be obtained by the Offeror, VA as a general rule will not approve any financing that includes requirements that operate to deny, restrict, or subordinate VA’s right to terminate the Lease upon the Offeror’s failure to cure an outstanding event of default thereunder. Any proposed Project financing that does not comply with this restriction must be explicitly identified in the RLP proposal for VA’s unilateral review and evaluation.

The selected Offeror must establish and maintain positive relations and communications with State and local governmental authorities and the local communities during negotiations with VA and any of its representatives.

The successful Offeror must integrate design, renovation, services, and operational activities with cultural resources and historic preservation and environmental policy management requirements in support of VA’s mission and operations.

The selected Offeror will be responsible for coordinating the work schedule with VA in order to minimize disruption to the WLA Campus’ activities and operations. This coordination includes the work of any contractor or subcontractor that the Offeror retains in connection with the Project.

4. CONTENTS AND PROCESS FOR SUBMISSION OF PROPOSALS

4.1. Submission of Proposals

Offerors interested in the Project should submit one proposal in accordance with and meeting the following requirements:

4.2. Time and Date of Submission

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Proposals must be received by August 15, 2019 2:00 PM PDT (“Closing Time”).

Proposals received after the Closing Time will not be considered and will be returned to the offeror. All proposals will remain valid for 180 days after the Closing Time.

4.3. Place and Manner of Submission

Proposals shall be submitted electronically and must be transmitted to Amanda Simmons via electronic mail to Amanda.Simmons2@va.gov with the RLP identifier included in the subject line. The proposal shall follow the format set forth in this Section 4 in order to be considered.

4.4. Response Proposal Content

Each response must contain the following sections in the following order, with each section clearly labeled, beginning on a new page, and not exceeding the applicable section page limit.

Section Description Page Limit

4.5 Cover Letter 1 page

4.6 Offeror’s Background and Administrative Information 5 pages

4.7 Relevant Offeror Qualifications, Experience, and Past

Performance 10 pages

4.8 Development Concept, Financial Feasibility, and Timeline 10 pages

4.10 Property Management Plan 7 pages

4.11 Community Relations Experience and Strategy 3 pages

4.12 Business Plan 10 pages

Pages submitted that are in excess of any page limit (including a section page limit) will be discarded and not reviewed or evaluated by VA. As expressly noted in subsequent paragraphs, supporting data, such as resumes, explanations of any legal issues, and auditor’s opinion letter, will not count against the page limits. Proposals must be typewritten in Arial 11-point font size or greater. For purposes of the proposal, a “key team member” should be considered any member that will be responsible for approximately 20% or more of the services or fees under this proposed Lease.

4.5. Cover Letter

The cover letter (on the Offeror’s letterhead) must state that the Offeror has read and agrees to comply with all of the terms, conditions, and instructions provided in this RLP along with the following information:

4.5.1. Offeror’s name;

4.5.2. Offeror’s complete mailing address;

4.5.3. Name and contact information for Offeror’s contact person (e.g., telephone, email, and facsimile);

4.5.4. Title the email subject as “WLA Campus Chapel RLP” including the solicitation number to be issued at publication on FBO.

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4.5.5. Any Excel or other spreadsheets that allow data to be manipulated must be included in their native (i.e., Excel), unprotected and accessible format. Submissions must be formatted as described in Section 4 of this RLP.

4.6. Offeror’s Background and Administrative Information

This section must contain the following general information about the Offeror and all key team members. In the case of an Offeror that is a special purpose entity (i.e., an entity that does not have or is not expected to have an ongoing business other than the Project), include information on each partner, member, or shareholder of the Offeror.

4.6.1. Offeror Administrative Information

Name; Employer Identification Number; System for Award Management (SAM) information, Dun and Bradstreet (DUNS) number (if available); mailing address; telephone number; e-mail address; and facsimile number.

4.6.2. Authorized Representative

Name (and contact information) of the representative authorized to act on behalf of the Offeror, as verifiable by the information provided in accordance with Section 4.6.4, below.

4.6.3. Day-to-Day Point of Contact

Name (and contact information) of the individual designated by the Offeror as the person to whom questions and/or requests for information are to be directed.

4.6.4. Form of Business

Description of the form of business (whether a corporation, a nonprofit or charitable institution, a partnership, a limited liability company, a business association, or a joint venture), the jurisdiction of organization and operation, and a brief history of the organization and its principals:

4.6.4.1. Articles of incorporation, partnership, joint venture, or limited liability company agreement (Note: For any Offeror or key team member, as applicable, that is a sole proprietorship, provide the date of birth, current mailing address, and a summary of current business activity);

4.6.4.2. Certificate of good standing;

4.6.4.3. By-laws; and,

4.6.4.4. Copy of corporate resolutions, certified by a corporate officer, authorizing the Offeror’s submission of, or key team member’s participation with the Offeror in the submission of, the proposal and the entity’s authority to proceed with the Project (assuming an award of the Lease is made, and VA’s approval is obtained).

4.6.4.5. Date(s) that Offeror and key team members began operations.

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4.7. Relevant Qualifications, Experience and Past Performance

The Offeror should include in this section the relevant information necessary to allow VA to assess the Offeror and its team members’ qualifications, experience, and past performance.

Specifically, this section must include the following for each project:

4.7.1. Offeror

4.7.1.1. Qualifications: List and explain in sufficient detail the Offeror’s relevant qualifications, experience, and past performance. The Offeror should describe past experience working with the selected team members; proposed teaming structure for the Project; past experience working with VA and Federal, State, and local governments and undertaking operation, management, and maintenance of similar projects. The Offeror should address their qualifications and experience related to fundraising activities or financing similar projects. Provide an organizational chart showing the relationship between the Offeror and key team members.

4.7.1.2. Financial Stability: Provide a general overview of the Offeror and its team members’ financial stability. Provide a summary of the total sources and uses of funds for the Offeror and its team members and, if available, attach as an appendix, which does not count against the page limit, the auditor’s opinion letter(s) from the Offeror and its team members’ most recent audit(s) of financial statements.

4.7.2. Comparable Projects and References

Description of up to three (3) projects (past or current) that are most comparable to the proposed Project on which either the Offeror or a team member has acted as a prime Offeror.

Each project described must have been completed within the past ten (10) years. For each project listed, provide sufficient information to allow VA to identify the project and confirm that the project is most comparable to the Project. For each project, provide a reference who VA can contact regarding performance and client or stakeholder (as applicable) satisfaction. Provide the name, title (if any), project role (if any), mailing address, telephone number, facsimile number, and email address for each reference. Including a reference on this list will constitute authorization for VA to contact and discuss the Offeror’s or team member’s performance.

4.7.3. Key Personnel

Identify all key personnel (i.e., persons considered critical to the performance of services), and for each such person provide a:

4.7.3.1. Description of their respective role in the Project;

4.7.3.2. Discussion of the extent to which key personnel have worked together on other projects similar to the Project; and,

4.7.3.3. One (1) page resume that includes a description of the person’s duties and responsibilities, education, skills, expertise, and other qualifications relevant to the Project (Note:

Resumes do not count against page limits).

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4.7.4. Legal Past Performance

4.7.4.1. State whether the Offeror or key team member, as applicable, has ever been terminated for default, non-compliance, or non-performance on a contract or lease, or debarred from any Federal, State, or local government contracts and, if so, provide the date and a detailed description of the occurrence in an appendix (Note: this additional detail does not count against page limits);

4.7.4.2. List and explain in sufficient detail (include additional detail in an appendix as necessary – detail does not count against page limits) each instance within the past ten (10) years in which the Offeror, any key team member, or any principal, partner, director, or officer of the Offeror was:

4.7.4.3. Convicted of or pleaded guilty or nolo contendre to a crime (other than a traffic offense);

4.7.4.4. Subject to an order, judgment, or decree (including as a result of a settlement), whether by a court, an administrative agency, or other governmental body, or an arbitral or other alternative dispute resolution tribunal, in any civil proceeding or action in which fraud, gross negligence, willful misconduct, misrepresentation, deceit, dishonesty, breach of any fiduciary duty, embezzlement, looting, conflict of interest, or any similar misdeed was alleged (regardless of whether any wrongdoing was admitted or proven);

4.7.4.5. Subject to an action or other proceeding, whether before a court, an administrative agency, governmental body, or an arbitral or other alternative dispute resolution tribunal, which, if decided in a manner adverse to the Offeror, team member, principal, partner, director, or officer (as applicable), would reasonably be expected to adversely affect the ability of the Offeror or team member to perform its obligations with respect to the Project (including the ability to obtain or repay financing);

4.7.4.6. Debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any Federal department or agency;

4.7.4.7. Notified that it is in default of any Federal contract or grant, the reason for the default, and whether the default was cured;

4.7.4.8. Had one or more public transactions (Federal, State, or local) terminated for cause or default; and,

4.7.4.9. Disclose if a party to litigation or a formal Alternative Dispute Resolution (ADR) process (e.g., binding arbitration) involving a claim in excess of $50,000. For those matters involving a claim equal to or in excess of $500,000, describe in detail the litigation or ADR process.

4.8. Development Concept, Financial Feasibility, and Timeline

The Offeror will be responsible for ensuring the proper renovation, preservation, and operation of the Chapel and the Project during the term of the Lease. The Offeror must provide details description of the proposed Project, the design, the Offeror and its team members’ financial

July 15, 2019 Page 17 stability, the financing plan for the Project, and timeline for accomplishing the Project. Specifically, the section should include:

4.8.1. Project Description

Provide an overview of the proposed Project, including but not limited to the renovation and preservation services to be provided as well as any additional services Offeror proposes to provide for Veterans and their families within the renovated Chapel.

4.8.2. Building Renovation

Describe the proposed renovation of the Chapel.

4.8.2.1. Include a graphical depiction showing the conceptual layout of the Project, including but not limited to, conceptual drawings, site plans, and floor plans;

4.8.2.2. Describe the proposed Architecture & Engineering (A&E) firm’s background and experience, design philosophy, location, and number of employees; and,

4.8.2.3. Describe proposed construction firm’s background and experience, location, number of employees, and bonding capacity.

4.8.3. Project Financing

Offerors are requested to provide the following items:

4.8.3.1. Renovation Budget: Renovation budget must show (1) total renovation costs, including hard and soft costs (including legal fees); (2) financing costs, including types, anticipated debt and equity amounts, and underlying amortization period; and (3) ownership structure, including percentage of ownership by the Offeror (or in the case of a special purpose entity, each team member);

4.8.3.2. Annual Operating Budget: Offeror should list all expected annual revenues, including expected monthly rents. In addition, Offeror should list all expected annual operating expenses associated with the Lease and the Project;

4.8.3.3. Annual Services Budget: Offeror should list all expected expense related to the provision of services to Veterans and their families; and,

4.8.3.4. Sources and Uses: The proposal must provide a list of all capital, operating and management funding sources and net operating income generated used to finance the Project. The discussion should include a description and/or documentation demonstrating the Offeror’s strategy to obtain financing for the Project, including a contingency plan in the event one or more sources of funding are not available.

4.8.3.5. Describe strategy for procuring funding required to complete the Project.

4.8.3.6. Plan to execute a Performance bond that will provide a written commitment from a surety to provide a performance bond in the appropriate amount at Lease execution.

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4.8.4. Project Timeline.

The Offeror must provide a timetable containing the following key dates compliant with the timelines outlined in Section 3.1:

4.8.4.1. Project financing sources: Anticipated application, award and closing dates;

4.8.4.2. Required permits, approvals, and variances

4.8.4.3. Anticipated application and approval dates;

4.8.4.4. Schematic design and construction documents: Completion dates;

4.8.4.5. Construction: Start and completion dates; and,

4.8.4.6. Occupancy: Date the base rent and in-kind consideration will be provided to

VA.

4.9. Property Management Plan

The Offeror must describe the services to be provided and include detailed information, including how the on-going services principally benefit Veterans and their families.

The Offeror must also describe Offeror’s approach for the operation of the Lease and the Project in accordance with private sector standards.

4.10. Community Relations Experience and Strategy

This section should include an explanation of the Offeror’s experience and approach to managing community relations and interacting with State and local government officials (i.e., zoning, environmental, state historic preservation office (“SHPO”), local community, etc.).

Specifically, this section must contain the following:

4.10.1 Community Relations Experience

Describe any experience in managing relations with the surrounding community.

Information provided in “Relevant Offeror Qualifications, Experience, and Past Performance” may be cross-referenced or incorporated by reference into this section and need not be repeated.

4.10.2. Community Relations Strategy

Describe Offeror’s approach to establishing constructive dialogue and maintaining proactive contact with key public officials and private stakeholders. Offerors should also provide an outline describing strategies to overcome any potential challenges.

4.11. Business Plan

Offeror will be responsible for preparing a detailed Business Plan which must contain a description of the Lease and the Project and comprehensively address all significant issues

July 15, 2019 Page 19 regarding its funding, design, renovation, restoration, operation, and maintenance, which must include, but should not be limited to, the following:

4.11.1 Project Overview

4.11.1.1. A comprehensive plan for providing services that principally benefit Veterans and their families, including operation and maintenance of the Chapel and the Project for funding, design, historic preservation, and renovation of the Chapel;

4.11.1.2. Plans to ensure the Lease and the Project is compatible with VA’s mission;

4.11.1.3. Plans to ensure compatibility with federal historic preservation and environmental policy standards;

4.11.1.4. Team composition;

4.11.1.5.