3MD0426 VAAA Frederick RLP Package.pdf

10/2023

RLP Procurement Summary GSA Public Buildings Service

U.S. GOVERNMENT

General Services Administration (GSA) seeks to lease the following space:

State: Maryland City: Frederick

Delineated Area: North: From the intersection of I-70 and State Route 40 (the point of beginning), travel east along State Route 40 to Bowers Road.

Continue Northeast on Bowers Road to Kemp Lane. Go Northeast on Kemp Lane to Rocky Springs Road. Continue Northwest on Rocky Springs Road to Indian Springs Road. Travel Northwest on Indian Springs Road to Bethel Road. Go Northeast on Bethel Road to Opossumtown Pike. Travel East on Opossumstown Pike to Sundays Lane.

Continue East on Sundays Lane to I-15 (Catoctin Mountain Expressway).

East: Travel South on I-15 to Monocacy Boulevard. Go Southeast on Monocacy Boulevard to State Road 26 (Liberty Road).

Continue East on State Road 26 to Dance Hall Road. Travel South on Dance Hall Road to Gas House Pike. Go West on Gas House Pike to Linganore Road. Continue South along Linganore Road to Bartonsville Road. Go Southeast on Bartonsville Road to Hines Road. Continue South on Hines Road to Reichs Ford Road. Travel West on Reichs Ford Road to Reels Mill Road. Go Southeast on Reels Mill Road to Ball Road. Travel West on Ball Road to Reels Mill Road. Continue Southwest on Reels Mill Road to State Road 355 (Urbana Pike).

South: Travel Southeast on State Road 355 to Park Mills Road. Go Southwest on Park Mills Road to State Road 80 (Fingerboard Road).

Continue West on State Road 80 to State Road 85 (Buckeystown Pike). Travel North on State Road 85 to Lime Kiln Road. Go Northwest on Lime Kiln Road to Lime Kiln Way. Continue Northeast on Lime Kiln Way to English Muffin Way. Go West on English Muffin Way to Elmer Derr Road.

West: Travel Northwest on Elmer Derr Road to State Routes 15/340. Continue Northeast on State Routes 15/340 to I-70 (Dwight D.

Eisenhower Expressway). Go Northwest on I- 70 to the intersection of State Route 40 (West Patrick Street), the point of beginning.

Minimum Sq. Ft. (ABOA): 36,000 ABOA SF Maximum Sq. Ft. (ABOA): 37,800 ABOA SF

Space Type: Office Parking Spaces (Total): 250 Spaces

Parking Spaces (Surface): A minimum of 249 visitor/public parking spaces

Parking Spaces (Structured): 0 Parking Spaces (Reserved): One (1) reserved, surface parking space

Full Term: Fifteen (15) Years Firm Term: Ten (10) Years

Option Term: One (1), Five (5) Year Renewal Option Additional Requirements: • The Government shall have access to the space 24 hours a day, 7 days a week.

• A minimum of 30’ spacing between columns is required. A test fit may be required to demonstrate layout efficiency.

• Space shall be contiguous between floors.

• A backup generator is required.

• Interested parties must provide the name of the building, address, location of available space, rentable square feet offered, and contact information of authorized representative.

• All interested parties must either submit evidence of ownership or written authorization to represent the owner(s). Any submissions received without documentation of ownership and/or written authorization to represent the owner(s) will not be considered until such time the documentation has been received, which must also be submitted prior to the Due Date for initial offers.

• In cases where an agent is representing multiple ownership entities, broker must provide written acknowledgement / permission to represent multiple interested parties for the same submission.

• Reference solicitation number:

3MD0426

Offered space must meet Government requirements for fire safety, accessibility, seismic, and sustainability standards per the terms of the Lease. A fully serviced lease is required. Offered space shall not be in the 1-percent-annual chance floodplain (formerly referred to as 100-year floodplain).

Entities are advised to familiarize themselves with the telecommunications prohibitions outlined under Section 889 of the FY19 National Defense Authorization Act (NDAA), as implemented by the Federal Acquisition Regulation (FAR). For more information, visit: https://acquisition.gov/FAR- Case-2019-009/889_Part_B.

Projected Dates:

Offers Due: February 03, 2025 Occupancy (Estimated): November 16, 2026

Electronic Offer Submission:

Offers must be submitted electronically through the Requirement Specific Acquisition Platform (RSAP), located at https://lop.gsa.gov/rsap/.

Interested parties must go to the RSAP website, select the “Registration” link and follow the instructions to register. Instructional guides and video tutorials are offered on the RSAP homepage and in the “HELP” tab on the RSAP website.

Solicitation (RLP) Number: 3MD0426 https://acquisition.gov/FAR-Case-2019-009/889_Part_B https://acquisition.gov/FAR-Case-2019-009/889_Part_B https://lop.gsa.gov/rsap/

Government Contact Information (Not for Offer Submission):

Name/Title: Gerrit Voogt, JLL Transaction Manager Address: 2020 K Street, NW – Suite 1100

Washington, DC 20006 Phone: (202) 805-4423

Email Address: Gerrit.voogt@gsa.gov

Name/Title: Nick Klein, GSA Leasing Specialist Address: 100 South Independence Mall West, Philadelphia, PA, 19106 Phone: (267) 253-6038

Email Address: Nicholas.klein@gsa.gov

Lease Contracting Officer: Jessica Herring, GSA Lease Contracting Officer

Address: 100 South Independence Mall West Philadelphia, PA, 19106

Phone: (215) 307-6889 Email Address: Jessica.herring@gsa.gov

RLP NO. 3MD0426, PAGE 1 GSA FORM R100 (10/24)

GSA REQUEST

FOR LEASE

PROPOSALS

NO. 3MD0426

FREDERICK,MD

Offers due by 02/03/2025

In order to be considered for award, offers conforming to the requirements of the RLP shall be received no later than 4:00 PM EST 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. 3090-0086.

GLOBAL RLP

GSA TEMPLATE R100 (10/24)

TABLE OF CONTENTS

GLOBAL RLP

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (OCT 2023)

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

1.03 AREA OF CONSIDERATION (OCT 2021)

1.04 UNIQUE REQUIREMENTS (OCT 2021)

1.05 NEIGHBORHOOD, PARKING, LOCATION AMENITIES, AND PUBLIC TRANSPORTATION (OCT 2023)

1.06 LIST OF RLP DOCUMENTS (OCT 2024)

1.07 AMENDMENTS TO THE RLP (JUN 2012)

1.08 LEASE DESCRIPTION (OCT 2023)

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 AUTHORIZED REPRESENTATIVES (OCT 2020)

1.13 BROKER COMMISSION AND COMMISSION CREDIT (OCT 2020)

1.14 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE STANDARD (OCT 2023)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (AUG 2011)

2.02 FLOODPLAINS (OCT 2022)

2.03 SEISMIC SAFETY – MODERATE SEISMICITY (OCT 2023) INTENTIONALLY DELETED

2.04 SEISMIC SAFETY – HIGH SEISMICITY (OCT 2023) INTENTIONALLY DELETED

2.05 GSAR 552.270-2 HISTORIC PREFERENCE (DEVIATION) (JUL 2024) INTENTIONALLY DELETED

2.06 ASBESTOS (OCT 2024)

2.07 ACCESSIBILITY (SEP 2013)

2.08 FIRE PROTECTION AND LIFE SAFETY (SEP 2013)

2.09 ENERGY INDEPENDENCE AND SECURITY ACT (OCT 2023)

2.10 ENVIRONMENTAL CONSIDERATIONS (SEP 2013)

2.11 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS - RLP (OCT 2023) INTENTIONALLY DELETED

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

SECTION 3 HOW TO OFFER

3.01 GENERAL INSTRUCTIONS (JUN 2012)

3.02 RECEIPT OF LEASE PROPOSALS (OCT 2024)

3.03 PRICING TERMS (OCT 2022)

3.04 BUDGET SCOREKEEPING; OPERATING LEASE TREATMENT (APR 2011)

3.05 PROSPECTUS LEASE (OCT 2022) INTENTIONALLY DELETED

3.06 ADDITIONAL SUBMITTALS (OCT 2024)

3.07 TENANT IMPROVEMENTS INCLUDED IN OFFER (OCT 2020)

3.08 TURNKEY PRICING WITH DESIGN INTENT DRAWINGS PRIOR TO AWARD (OCT 2017) INTENTIONALLY DELETED

3.09 SECURITY IMPROVEMENTS INCLUDED IN OFFER (OCT 2022)

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

3.11 OPERATING COSTS REQUIREMENTS INCLUDED IN OFFER (JUN 2012)

3.12 UTILITIES SEPARATE FROM RENTAL / BUILDING OPERATING PLAN (JUN 2012) INTENTIONALLY DELETED

SECTION 4 METHOD OF AWARD

4.01 NEGOTIATIONS (OCT 2023)

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

4.03 AWARD BASED ON PRICE (OCT 2023)

4.04 OTHER EVALUATION FACTORS (OCT 2023) INTENTIONALLY DELETED

4.05 EVALUATION FACTOR DESCRIPTIONS (OCT 2023) INTENTIONALLY DELETED

4.06 EVALUATION FACTOR MINIMUM STANDARDS (OCT 2023) INTENTIONALLY DELETED

4.07 EVALUATION FACTOR SUBMITTAL REQUIREMENTS (OCT 2023) INTENTIONALLY DELETED

4.08 EVALUATION DOCUMENTATION REQUIREMENTS (OCT 2023) INTENTIONALLY DELETED

4.09 PRESENT VALUE PRICE EVALUATION (OCT 2024)

4.10 AWARD (OCT 2024)

SECTION 5 ADDITIONAL TERMS AND CONDITIONS

5.01 MODIFIED RLP PARAGRAPHS (OCT 2016)

5.02 SWING SPACE - RLP (OCT 2022) INTENTIONALLY DELETED

RLP NO. 3MD0426, PAGE 1 GSA TEMPLATE R100 (10/24)

REQUEST FOR LEASE

PROPOSALS NO. 3MD0426

DEC 2024

GLOBAL RLP GSA TEMPLATE R100 (OCT 2024)

SECTION 1 STATEMENT OF REQUIREMENTS

1.01 GENERAL INFORMATION (OCT 2023)

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

The Government will evaluate proposals conforming to the RLP requirements in accordance with the Method of Award set forth below to select an Offeror for award. The Government will award the Lease to the selected Offeror, subject to the conditions below.

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

C. Do not attempt to complete the lease template. Upon selection for award, GSA will transcribe the successful Offeror’s final offered rent and other price data included on the GSA Form 1364 into the lease and 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 first page, initial each subsequent page of the Lease, and return it to the Lease Contracting Officer (LCO).

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

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

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

A. The Government is seeking a minimum of 36,000 to a maximum of 37,800 of American National Standards Institute/Building Owners and Managers Association (ANSI/BOMA) Occupant Area (ABOA) square feet (SF) of contiguous space within the Area of Consideration set forth below. See Section 2 of the Lease for applicable ANSI/BOMA standards.

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

C. The Government requires a total of 250 surface/outside parking spaces, consisting of 1 reserved surface space for the exclusive use of the Government, and 249 unreserved surface spaces for visitors and the public. These spaces must be secured and lit in accordance with the Security Requirements set forth in the Lease. Offeror shall include the cost of this parking as part of the rental consideration.

D. As part of the rental consideration, the Government may require use of part of the Building roof for the installation of antenna(s). If antenna space is required, specifications regarding the type of antenna(s) and mounting requirements are included in the agency requirements information provided with this RLP.

E. Approximately 250 ABOA SF will be used for the operation of a vending facility under the provisions of the Randolph-Sheppard Act (20 USC 107

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

F. The lease term shall be fifteen (15) Years, ten (10) 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 ninety (90) days’ prior written notice. This Lease may be renewed at the option of the Government for one (1), five (5) -year term. 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.

G. The Lease Term Commencement Date will be on or about November 16, 2026, or upon acceptance of the Space, whichever is later.

1.03 AREA OF CONSIDERATION (OCT 2021)

The Government requests Space in an area bounded as follows:

North: From the intersection of I-70 and State Route 40 (the point of beginning), travel east along State Route 40 to Bowers Road. Continue Northeast on Bowers Road to Kemp Lane. Go Northeast on Kemp Lane to Rocky Springs Road. Continue Northwest on Rocky Springs Road to Indian

RLP NO. 3MD0426, PAGE 2 GSA TEMPLATE R100 (10/24)

Springs Road. Travel Northwest on Indian Springs Road to Bethel Road. Go Northeast on Bethel Road to Opossumtown Pike. Travel East on Opossumstown Pike to Sundays Lane. Continue East on Sundays Lane to I-15 (Catoctin Mountain Expressway).

South: Travel Southeast on State Road 355 to Park Mills Road. Go Southwest on Park Mills Road to State Road 80 (Fingerboard Road). Continue West on State Road 80 to State Road 85 (Buckeystown Pike). Travel North on State Road 85 to Lime Kiln Road. Go Northwest on Lime Kiln Road to Lime Kiln Way. Continue Northeast on Lime Kiln Way to English Muffin Way. Go West on English Muffin Way to Elmer Derr Road.

East: Travel South on I-15 to Monocacy Boulevard. Go Southeast on Monocacy Boulevard to State Road 26 (Liberty Road). Continue East on State Road 26 to Dance Hall Road. Travel South on Dance Hall Road to Gas House Pike. Go West on Gas House Pike to Linganore Road. Continue South along Linganore Road to Bartonsville Road. Go Southeast on Bartonsville Road to Hines Road. Continue South on Hines Road to Reichs Ford Road. Travel West on Reichs Ford Road to Reels Mill Road. Go Southeast on Reels Mill Road to Ball Road. Travel West on Ball Road to Reels Mill Road. Continue Southwest on Reels Mill Road to State Road 355 (Urbana Pike).

West: Travel Northwest on Elmer Derr Road to State Routes 15/340. Continue Northeast on State Routes 15/340 to I-70 (Dwight D. Eisenhower Expressway). Go Northwest on I-70 to the intersection of State Route 40 (West Patrick Street), the point of beginning.

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

1.04 UNIQUE REQUIREMENTS (OCT 2021)

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

A. The Government shall have access to the space 24 hours a day, 7 days a week.

B. A minimum of 30’ spacing between columns is required.

C. A backup generator is required.

D. Space shall be contiguous between floors.

1.05 NEIGHBORHOOD, PARKING, LOCATION AMENITIES, AND PUBLIC TRANSPORTATION (OCT 2023)

A. Neighborhood and Parking. Inside City Center: Space shall be located in a prime commercial office district with attractive, prestigious, and professional surroundings with a prevalence of modern design and/or tasteful rehabilitation in modern use. Streets and public sidewalks shall be well maintained. 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 2,640 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).

B. Neighborhood and Parking. Outside City Center: Space shall be located 1) in an office, research, technology, or business park that is modern in design with a campus-like atmosphere; or, 2) on an attractively landscaped site containing one or more modern office Buildings that are professional and prestigious in appearance with the surrounding development well maintained and in consonance with a professional image.

RLP NO. 3MD0426, PAGE 3 GSA TEMPLATE R100 (10/24)

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 1,000 RSF of Space.

C.

D. Walkability and Amenities.

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

2. A variety of employee services, such as restaurants, retail shops, cleaners, and banks, shall be located within the immediate vicinity of the Building. The primary functional entrance of the Building shall be within a three (3) mile drivable distance of at least seven (7) instances of amenities, two of which must be inexpensive or moderately priced fast-food or eat-in restaurants. The remaining five (5) instances must fall within at least 2 of the Diverse Use Categories shown below:

Diverse Use Category Uses Food Retail Supermarket, Other food store with produce Community-Serving Retail Clothing store or department store selling clothes, Convenience store, Farmer’s market, Hardware store, Pharmacy, Other retail Services Bank, Gym, Health club, Exercise studio, Hair care, Laundry, Dry cleaner, Restaurant, Café, Diner (excluding establishments with only drive-throughs), Family entertainment venue (e.g., theater, sports), Electric Vehicle Supply Equipment (available for public use)

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

To be considered, amenities must be accessible from the Building by continuous sidewalks, walkways, pedestrian crosswalks, or public roadways. Amenities must be existing or the Offeror must demonstrate to the Government’s reasonable satisfaction that such amenities will exist by the Government’s required occupancy date.

E. D. Transit Accessibility. Stops for two or more public bus or streetcar lines usable by tenant occupants and their customers shall be located within the immediate vicinity of the Building, but generally not exceeding a three (3) mile distance from the principal functional entrance of the Building, as determined by the LCO. Stops for commuter bus service do not meet this requirement. Combined, the bus or streetcar stops must provide at least 10 trips per weekday or trip headways (time between each vehicle) of no less than 90 minutes during business hours. Qualifying transit routes must have paired route service (service in opposite directions during all posted service times) during business hours. Only trips in one direction are counted towards the threshold. If a qualifying transit route has multiple stops within the required walking distance, only trips from one stop are counted towards the threshold. Transit service must be existing or the Offeror must demonstrate to the Government’s reasonable satisfaction that such transit service will exist by the Government’s required occupancy date.

1.06 LIST OF RLP DOCUMENTS (OCT 2024)

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

DOCUMENT NAME NO. OF PAGES EXHIBIT

Lease No. GS-03P-LMD01041 (Template L100) 46 A Security Requirements for Level II 8 B GSA 3516, Solicitation Provisions 7 C GSA 3517B, General Clauses 23 D Proposal to Lease Space (GSA Form 1364) 4 E GSA Form 1217, Lessor's Annual Cost Statement 3 F GSA Form 12000 for Prelease Fire Protection and Life Safety Evaluation for an Office Building (Part A or Part B) (See Section 3 for applicable requirements)

6 G

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

4 H

Broker Commission Agreement 3 I

B. INTENTIONALLY DELETED

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.

RLP NO. 3MD0426, PAGE 4 GSA TEMPLATE R100 (10/24)

1.08 LEASE DESCRIPTION (OCT 2023)

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

B. The Lease contemplated by this RLP includes:

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

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

3. Building Shell standards and requirements.

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

5. Security Requirements.

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

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

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

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

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

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

F. Upon completion and acceptance of the leased Space, the Space will be measured for establishing the actual annual rent, and the lease term shall commence. In instances involving an incumbent Lessor where the Government commences the lease term pending completion of TI 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.

G. Offerors are advised that doing business with the Government carries special responsibilities with respect to sustainability, fire protection and life safety, and security, as well as other requirements not typically found in private commercial leases. These are set forth both in the lease template and in the GSA 3517B, General Clauses, 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 certain Building requirements that are established as minimum requirements in this RLP. If the Lessor's Building does not meet the requirements at the time of award, the Lessor may still be awarded the Lease. However, as a condition of award, the Government will require Lessor to identify those Building improvements that will bring the Building into compliance with RLP requirements. Upon award of the Lease, completion of those Building improvements will become Lease obligations.

1.10 PRICING OF SECURITY REQUIREMENTS (OCT 2022)

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

B. The security requirements attached to this Lease includes a general list of countermeasures 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.

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

RLP NO. 3MD0426, PAGE 5 GSA TEMPLATE R100 (10/24)

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 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:

Jessica Herring 100 S Independence Mall West Philadelphia, PA 19106 215-307-6889 jessica.herring@gsa.gov

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

Alternate Government Contacts:

Gerrit Voogt 2020 K Street, NW, Suite 1100 Washington, DC 20006 202-805-4423 gerrit.voogt@gsa.gov

Nicholas Klein 100 S Independence Mall West Philadelphia, PA 19106 267-253-6038 nicholas.klein@gsa.gov

1.13 BROKER COMMISSION AND COMMISSION CREDIT (OCT 2020)

A. For the purposes of this RLP, JONES LANG LASALLE AMERICAS, INC. (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’s Company 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.

RLP NO. 3MD0426, PAGE 6 GSA TEMPLATE R100 (10/24)

1.14 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS) CODE AND SMALL BUSINESS SIZE STANDARD (OCT 2023)

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

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

https://www.sba.gov/size-standards/

RLP NO. 3MD0426, PAGE 7 GSA TEMPLATE R100 (10/24)

SECTION 2 ELIGIBILITY AND PREFERENCES FOR AWARD

2.01 EFFICIENCY OF LAYOUT (AUG 2011)

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

B. To demonstrate potential for efficient layout, 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.

2.02 FLOODPLAINS (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 2023) INTENTIONALLY DELETED

2.04 SEISMIC SAFETY – HIGH SEISMICITY (OCT 2023) INTENTIONALLY DELETED

2.05 GSAR 552.270-2 HISTORIC PREFERENCE (DEVIATION) (JUL 2024) INTENTIONALLY DELETED

2.06 ASBESTOS (OCT 2024)

A. The Government requires space with no asbestos-containing materials (ACM), or with undamaged, nonfriable ACM. For purposes of this paragraph, “space” includes the 1) space offered for lease; 2) common building area; 3) ventilation systems and zones serving the space offered;

and 4) the area above suspended ceilings and engineering space in the same ventilation zone as the space offered. Notwithstanding the preceding, if no offers are received for such space, the Government may consider space with thermal system insulation ACM (e.g., wrapped pipe or boiler lagging), which is not damaged or subject to damage by routine operations.

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

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

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

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

2.07 ACCESSIBILITY (SEP 2013)

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

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

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

RLP NO. 3MD0426, PAGE 8 GSA TEMPLATE R100 (10/24)

2.08 FIRE PROTECTION AND LIFE SAFETY (SEP 2013)

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

A. Verify in the Lease proposal that the Building in which Space is offered meets the Means of Egress, Automatic Fire Sprinkler System, and Fire Alarm System requirements of the Lease; or

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

2.09 ENERGY INDEPENDENCE AND SECURITY ACT (OCT 2023)

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

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

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

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

3. Newly built Buildings that have used Energy® Star’s Target Finder tool and either achieved a “Designed to Earn the Energy Star®” certification or received an unofficial score (in strict adherence to Target Finder’s usage instructions, including the use of required energy modeling) of 75 or higher prior to the due date for final proposal revisions and who are unable to obtain a label in the most recent year because of insufficient occupancy; or

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

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

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

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

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

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

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

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

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

2. Lighting Improvements.

3. Building Envelope Modifications.

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

https://www.energystar.gov/BUILDINGS/TOOLS-AND-RESOURCES https://www.gsa.gov/real-estate/real-estate-services/leasing/sustainability-policies https://www.gsa.gov/real-estate/real-estate-services/leasing/sustainability-policies

RLP NO. 3MD0426, PAGE 9 GSA TEMPLATE R100 (10/24)

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

F. Instructions for obtaining an ENERGY STAR® Label are provided at HTTP://WWW.ENERGYSTAR.GOV/BUILDINGS/FACILITY-OWNERS- AND-MANAGERS/EXISTING-BUILDINGS/EARN-RECOGNITION/ (use “Portfolio Manager” to apply). ENERGY STAR® tools and resources can be found at HTTPS://WWW.ENERGYSTAR.GOV/BUILDINGS/TOOLS-AND-RESOURCES. The ENERGY STAR® Building Upgrade Manual (HTTP://WWW.ENERGYSTAR.GOV/BUILDINGS/FACILITY-OWNERS-AND-MANAGERS/EXISTING-BUILDINGS/SAVE-ENERGY/) and Building Upgrade Value Calculator (HTTP://WWW.ENERGYSTAR.GOV/BUILDINGS/TOOLS-AND-RESOURCES/BUILDING-UPGRADE- VALUE-CALCULATOR) are tools which can be useful in considering energy efficiency and conservation improvements to Buildings.

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

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

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

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

K. INTENTIONALLY DELETED

2.10 ENVIRONMENTAL CONSIDERATIONS (SEP 2013)

A. The Government requests space with no known hazardous conditions or recognized environmental conditions that would pose a health and safety risk or environmental liability to the Government.

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

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

2.11 DUE DILIGENCE AND NATIONAL ENVIRONMENTAL POLICY ACT REQUIREMENTS - RLP (OCT 2023) INTENTIONALLY DELETED

2.12 NATIONAL HISTORIC PRESERVATION ACT REQUIREMENTS - RLP (OCT 2023) INTENTIONALLY DELETED http://www.energystar.gov/buildings/facility-owners-and-managers/existing-buildings/earn-recognition/energy-star-certification http://www.energystar.gov/buildings/facility-owners-and-managers/existing-buildings/earn-recognition/energy-star-certification https://www.energystar.gov/BUILDINGS/TOOLS-AND-RESOURCES http://www.energystar.gov/buildings/facility-owners-and-managers/existing-buildings/save-energy/comprehensive-approach/energy-star http://www.energystar.gov/buildings/tools-and-resources/building-upgrade-value-calculator http://www.energystar.gov/buildings/tools-and-resources/building-upgrade-value-calculator

RLP NO. 3MD0426, PAGE 10 GSA TEMPLATE R100 (10/24)

SECTION 3 HOW TO OFFER

3.01 GENERAL INSTRUCTIONS (JUN 2012)

Offeror shall prepare a complete offer, using the forms provided with this RLP, and submit the completed lease proposal package to the Government as indicated below.

3.02 RECEIPT OF LEASE PROPOSALS (OCT 2024)

A. Online method - Submission through the Requirement Specific Acquisition Platform (RSAP).

1. Unless otherwise authorized by the LCO or his/her designated representative, offers may only be submitted electronically to GSA using the Requirement Specific Acquisition Platform (RSAP) located at leasing.gsa.gov. RSAP enables Offerors to electronically offer space for lease to the Federal Government. The offer submission process is web-enabled, allowing all registered participants to submit and update offers to lease space to the Government in response to a single RLP for a specific space requirement.

2. In order to be considered for award, offers conforming to the requirements of the RLP shall be submitted through RSAP no later than February 03, 2025 at 4:00 PM EST.

3. Offerors must submit all documentation identified in this RLP using RSAP. RSAP generates the Lessor's Annual Cost Statement (GSA Form 1217) and Proposal to Lease Space (GSA Form 1364) based on the Offeror’s inputs to the online workflow. These auto-populated forms are available for review on the attachments page of the RSAP workflow and are automatically included as part of the offer upon submission; there is no need for the Offeror to manually complete the attached blank version of these two forms. Offerors can revise the auto-generated GSA Form 1217 and/or GSA Form 1364 by changing the inputs to the online workflow. Any subsequent revisions to offer documents must be submitted through RSAP. There is no paper-based submission process under this RLP and paper submissions will not be considered, unless otherwise authorized by the LCO.

B. There will be no public opening of offers, and all offers will be confidential until the Lease has been awarded. However, the Government may release proposals outside the Government such as to support contractors to assist in the evaluation of offers. Such Government contractors shall be required to protect the data from unauthorized disclosure.

3.03 PRICING TERMS (OCT 2022)

Offeror shall provide the following pricing information with its offer:

A. GSA Form 1217, Lessor’s Annual Cost Statement. Complete all sections of the 1217.

B. GSA Form 1364, Proposal to Lease Space. Complete all sections of the 1364, including, but not limited to:

1. A fully serviced Lease rate (gross rate) per ABOA and RSF, clearly itemizing the total Building shell rental, TI rate, Building Specific Amortized Capital (BSAC) rate, operating costs,…