Scope of Work-Title Exam & Commitment.pdf

SCOPE OF WORK

TITLE EXAMINATION, COMMITMENT AND INSURANCE POLICY

Property located at

1200 New Jersey Avenue, SE Washington, DC 20590

GENERAL INFORMATION

1. The United States of America, acting by and through the General Services Administration (GSA), will require a Title Examination, Title Commitment, and Title Insurance Policy for the property, located at 1200 New Jersey Avenue, SE Washington, DC 20590 (hereinafter the Property). The Government may also require additional title work and other deliverables and services described herein. The designated and awarded title company, hereinafter sometimes referred to in the singular as Contractor, will furnish in a timely manner all work and services, including all professional supervision, equipment, material and supplies required to furnish as ordered, the items specified below.

2. The Property is a Class A office property containing a Gross Building Area of approximately 1,921,401 square feet and a rentable area of 1,470,000 square feet in two buildings (East & West Buildings), plus 936 parking spaces. The West Building is located on the southeast corner of New Jersey Avenue and M Street with an address of 1200 New Jersey Avenue SE, while the East Building is located on the southwest corner of M Street and 4th Street with an address of 1201 4th Street SE. The District of Columbia Tax ID for the Property is Square 770, Lot 809 and Square 770, Lot 807.

3. The Contractor shall provide GSA with a Title Examination, Title Commitment, Title

Insurance Policy, tax certificates, and photocopies of previously recorded documents relating to the lands and improvements described in paragraph 2 above, including mineral, water, and other subsurface rights, if applicable.

4. It is intended that the commitments for title insurance, updates, or continuances of title information, endorsements, and the final title policy will include and consider the ownership of the surface and subsurface estates, (including but not limited to water and mineral rights, if applicable), and any other outstanding third party interests. Unless otherwise specified in the order, the projects and services delivered shall cover the entire ownership of the Property, and if certain estates, mineral interest or other subsurface interests are vested in other than the owner or owners of the surface, the projects and services specified herein shall cover all such outstanding estates or interests.

5. The Government’s point of contact for this project is:

Name: Wayne Bradley U.S. General Services Administration Address: 1800 F St. Room 4100 NW, Washington, D.C. 20405 Telephone: (202) 501-2368 E-mail: wayne.bradley@gsa.gov

6. It is understood and agreed by the Contractor that the time and duration of the acquisition is estimated and accordingly the quantities of products and services are estimated and will be delivered as ordered. The Government reserves the right to increase or decrease the total number of products or services to be ordered and delivered under the contract.

Payment will be made on the basis of unit price for the actual number of products and services ordered, delivered, and accepted. This contract does not obligate the Government to pay the Contractor unless such order, delivery, and acceptance are made.

It is further understood and agreed that the consideration as herein taken includes compensation for all services and undertakings required of the Contractor under the various terms of the contract.

7. The Contractor will perform additional title work only as specifically directed by

Government official authorized to place title orders. Fee schedules for additional work not covered herein will be negotiated for each item.

8. If there are multiple deliveries, partial payments may be made upon acceptance of each delivery and upon provision of an invoice. Where a title policy is required, payment will not be made in advance of issuance of the policy. Payments will be made based upon the premium due as measure by the state-approved rates, if applicable. Delivery of products shall be delivered via email to wayne.bradley@GSA.gov with a hard copy forwarded to Wayne Bradley at U.S. General Services Administration, 1800 F St. NW, suite 4100 Washington, D.C. 20405.

9. Invoicing: Payment will be made in arrears within 30 days of submission of the invoice, However, the invoice may not be submitted until written notice is received from the COR the reports have been accepted.

The Contractor is responsible for submitting accurate invoices which reflect actual services and deliverables. The contractor must submit a separate sheet along with the invoice providing the details mailto:wayne.bradley@GSA.gov on the work performed/services provided. A copy of the invoice and the accompanying report should be submitted to the COR, wayne.bradley@gsa.gov via electronic mail, a minimum of 3 days prior to submission to the GSA Finance website; this will allow for discussion and correction of any discrepancies prior to formal submission through the website.

A signed Release of Claims (Form 325) must be submitted to the COR acknowledging a release of claims once payment of the invoice has been made.

Upon approval the Contractor will submit the invoice through www.finance.gsa.gov/vendor . with a copy sent to the contract specialist via email patricia.davis@gsa.gov and tinan.johnson@gsa.gov

Invoices must set forth the name of the project, contract number, building number(s), and names of vendors.

This contract does not obligate the Government to pay the contractor unless such order, delivery, and acceptance are made. It is further understood and agreed that the consideration as herein taken includes compensation for all services and undertakings required of the contractor under the various terms of the contract.

Payment will not be issued until all work has been accepted by and a signed Release of Claims has been provided.

10. The anticipated delivery schedule for products and services described herein should allow for delivery no later than thirty (30) days after award. The Contractor will provide title evidence as stated above and herein, pertaining to the property. The Contractor must be qualified and authorized by law to furnish abstracts, certificates of title, and must comply with the Regulations of the Attorney General Governing the Review and Approval of Title for Federal Land Acquisitions (2016) (hereinafter Title Regulations, 2016).

11. Attached is a Form ALTA U.S. Policy-9/28/91 (Revised 12/3/12). Title Regulations, 2016 can be found at: http://www.justice.gov/sites/default/files/enrd/legacy/2011/03/28/2001-title-standards.pdf

TITLE EXAMINATION REQUIREMENTS

1. The Contractor shall conduct comprehensive title research showing the current owner(s), liens, assessments, and all other encumbrances with respect to both the land and improvements in accordance with the Title Regulations, 2016. The Contractor shall provide a summary of the results of the Title Examination in a report that includes a mailto:wayne.bradley@gsa.gov http://www.finance.gsa.gov/vendor http://www.justice.gov/sites/default/files/enrd/legacy/2011/03/28/2001-title-standards.pdf http://www.justice.gov/sites/default/files/enrd/legacy/2011/03/28/2001-title-standards.pdf photocopy of all documents shown as exceptions on the title and complete copies of all restrictive covenants and other restrictions.

2. GSA will require document preparation and internal lot lines to include identification of the internal division of custody and control. These documents shall be considered a portion of the specifications to be incorporated into the agreement for provision of title evidence.

3. The title report (one electronic in .pdf file format) shall be forwarded to the following address via express mail (FedEx, UPS, or similar):

Name: Wayne Bradley Title: COR U.S. General Services Administration Address: 1800 F St. NW, Room 4100 Washington, D.C. 20405 Telephone: 202.501.2368 E-mail: wayne.bradley@gsa.gov

4. The Title Examination shall include evidence or action, if any, and/or approval of curative material for deleting defects in title, liens, encumbrances, and other matters and/or exceptions illustrated in the title information, and/or evidence or action necessary to form the basis for showing title in the “United States of America”.

5. Information to be supplied by the Government to assist the Contractor will include a map of the general area, names of purported owners, legal descriptions and surveys, as available, or the best evidence thereof, and tract numbers. The appropriate period of search is that required by the Title Regulations, 2016, and shall be not less than 60 years and shall be as close to 60 years as is practicable.

TITLE COMMITMENT REQUIREMENTS

1. The Contractor will provide a Title Commitment binding the company to issue a standard ALTA U.S. Policy-9/28/91 (Revised 12/3/12) of title insurance (original and three (3) signed copies), showing the current owner(s), liens, taxes (including account numbers), assessments and all other encumbrances with respect to both the land and improvements.

The commitment and a photocopy of all documents, shown as exceptions on the title and copies of all restrictive covenants and other restrictions shall be forwarded to the following address: Arisha Griffith, U.S. General Services Administration, 1800 F St.

suite 4100 NW, Washington, D.C. 20405, no later than 30 days from contract award. The commitment shall contain no expiration date, or if the underwriter will not waive an expiration date, such expiration date will not be less than four (4) years from the date on the issuance of the commitment.

2. Title information shall include evidence or action, if any, which will be acceptable to the

Contractor, and/or approval of curative material for deleting defects in title, liens, encumbrances, and other matters and/or exceptions illustrated in the title information, and/or evidence or action necessary to form the basis for the issuance of a final title policy showing title in the United States upon execution and recordation of a deed to the United States from such persons or entities reflected in the title evidence. Prior to closing, the Contractor shall review and approve the sufficiency of the proposed deed to the United States.

3. The Contractor agrees to report changes in ownership and/or to eliminate or cause to be eliminated from the commitment, title policy, or continuations thereof, objections and/or exceptions disclosed in the title policies or commitments issued hereunder when ownership changes occur and/or when curative material obtained by representatives of the United States is acceptable to the Contractor.

4. The Contractor will bring the title forward and continue the title evidence to a date and time requested for closing, or issuance of lis pendens, by showing any further liens, encumbrances, taxes, assessments, or exceptions to title, if any, from the date of issuance of the commitment to the date designated by an authorized Government official for closing, or issuance of lis pendens. Copies of instruments not included with the original commitment will be furnished with the update. Additional title updates may be requested prior to closing.

5. The Contractor will provide an option for issuance of an ALTA U.S. Policy 9/28/91

(Revised 12/3/12) for the following dollar amounts:

% of the Purchase Price

100% ($760M)

75% ($570M)

50% ($380M)

35% ($266M)

6. If Contractor is issuing the certificate of title or title insurance policy for a value that is more than 25 percent of the admitted assets (after discussing existing liabilities secured or unsecured and excluding any trust or escrow funds) of the issuing company then it must obtain reinsurance secured from other title insurance companies for amounts in excess of the Liability Limit of the issuing company. For purposes of this calculation, Contractor should assume that the title insurance policy will be for an amount of $760,000,000.

Contractor must provide evidence of a commitment from the title insurance company that will issue the reinsurance. Such evidence must be acceptable to the Contracting Officer, in the Contracting Officer’s sole discretion.

7. Prior to closing, the Contractor will provide a pro forma final title policy to reflect the anticipated substance of the final title policy at the Government’s request.

TITLE INSURANCE & CLOSING REQUIREMENTS

1. The Government will have an ALTA survey conducted and will provide that survey to contractor prior to requesting the issuance of the title policy. Upon delivery of an accurate, complete, and acceptable survey to the Contractor from the surveyor, the Contractor will remove any exception to title for matters of survey, discrepancies or conflicts in boundary lines, or tables, in area and encroachments which an accurate and complete survey would disclose.

2. Title insurance premiums are to be in accordance with rates that are on file or approved by the applicable state agency regulating the writing of title insurance in the District of Columbia or if not required by the District of Columbia, then by any other authority governing such premiums, as applicable. Work shall be in compliance with the requirements incorporated herein for furnishing and delivering policies of title insurance.

Policies shall be prepared in accordance with the Title Regulations (2016).

3. On occasion, it may be to the Government’s benefit to cancel a previously ordered, but not yet delivered, title insurance policy. When notified by an authorized Government official, the Contractor is to cease work on said policy. The Contractor should include a cost, if any, to cancel orders or portions of orders for a cancelled policy on a per policy basis.

4. After closing or in anticipation of closing, an order will be issued to the Contractor for a final title policy in the form of a standard ALTA U.S. Policy-9/28/91 (Revised 12/3/12) (an original, three (3) signed copies in addition to an electronic version) naming the United States of America as the insured party. Delivery of the policy will be made to the above address. If necessary, interim endorsements may be requested if it is determined that a significant change in the title requires is, and the Contractor shall provide same.

Similar provision for a commitment for title insurance and update or continuation of the title, and in some instances, final title, will be required in the event of condemnation.

Insurance premiums will be computed based upon, and a final title policy will be issued in an amount to be determined by the Government.

5. The Contractor will act as an escrow and/or disbursing agent for taxes, assessments and other payments from or outside of closing, if required by the appropriate Government official and as provided in the order. If taxes are to be paid from escrow, the contractor shall issue a final title policy in which no tax lien or unpaid taxes will be noted, or if noted, will be followed by a statement, “for the payment of which provision has been made by the deposit of a sufficient sum with this company.”

6. Additionally, the Contractor may be requested to provide closing services in place of

Government personnel and to record the deed. The Contractor is to provide an additional cost, if any, on a per closing basis, for its services as closing agent. Proposed deeds, closing statements, and costs of recording fees, deed taxes (if any) and other required documentation will be provided to the closing agent. Contractor will assist in preparation of such documents as requested. Detailed instructions will be provided by an agency attorney, if requested by the Contractor.