On-Airport Lease Template L201D (Oct. 2023) (1).docx

LEASE NO. GS-XXP-LXXXXXXX

On-Airport Lease

GSA TEMPLATE L201D (OCT 2023)

A. This Lease is made and entered into between

Lessor’s Name [INSERT LESSOR'S FULL LEGAL NAME EXACTLY AS PROVIDED BY LESSOR AND REGISTERED IN THE SYSTEM FOR AWARD MANAGEMENT (SAM).]

THE TEMPLATE ASSUMES THE LESSOR OWNS THE PROPERTY. HOWEVER, IF THERE ARE ANY UNUSUAL SITE-CONTROL ISSUES (SUCH AS SUBLEASES, GROUND LEASES, OR COMPLICATED ENTITY INVOLVEMENTS, PLEASE CONSULT WITH REAL ESTATE ACQUISITION DIVISION SUBJECT-MATTER EXPERTS AND REGIONAL COUNSEL AS NEEDED.

(Lessor), whose principal place of business is [ADDRESS], [INSERT LESSOR'S ADDRESS] and whose interest in the Property described herein is that of Fee Owner, and

The United States of America

(Government), acting by and through the designated representative of the General Services Administration (GSA), upon the terms and conditions set forth herein.

B. Witnesseth: The parties hereto, for the consideration hereinafter mentioned, covenant and agree as follows:

Lessor hereby leases to the Government the Premises described herein, being all or a portion of the Property located at

[Address] [INSERT PROPERTY ADDRESS] and more fully described in Section 1 and Exhibit XX,[INSERT EXHIBIT NUMBER] together with rights to the use of parking and other areas as set forth herein, to be used for such purposes as determined by GSA.

C. LEASE TERM

action required: there are 2 versions of this introductory phrase FOR ON-AIRPORT LEASES. this first option is the default language for NEW OR NEW/REPLACING LEASES OR FOR succeeding leases WHERE THE ACCEPTANCE DATE IS TIED TO LESSOR’S COMPLETION OF ALTERATIONS OR OTHER OBLIGATION.

VERSION 1:

action required: LEASING SPECIALIST TO INPUT THE REQUIRED LEASE TERM.

To Have and To Hold the said Premises with its appurtenances for the term beginning upon acceptance of the Premises as required by this Lease and continuing for a period of

[INSERT YEARS] X Years, [INSERT YEARS FIRM] X Years Firm, subject to termination and renewal rights as may be hereinafter set forth. The commencement date of this Lease, along with any applicable termination and renewal rights, shall be more specifically set forth in a Lease Amendment upon substantial completion and acceptance of the Space by the Government.

VERSION 2:

ACTION REQUIRED: INCLUDE THIS INTRODUCTORY PHRASE FOR SUCCEEDING ON-AIRPORT LEASE WHERE THE LEASE TERM COMMENCEMENT DATE IS BEING ESTABLISHED AS A DATE CERTAIN AND NOT CONTINGENT ON SPACE ACCEPTANCE.

action required: LEASING SPECIALIST TO INPUT THE DATE AND REQUIRED LEASE TERM.

To Have and To Hold the said Premises with its appurtenances for the term beginning upon MONTH DAY, YEAR, and continuing for a period of

X Years, X Years Firm, subject to termination and renewal rights as may be hereinafter set forth.

INSTRUCTIONS FOR CREATING LEASE AND REQUEST FOR LEASE PROPOSALS (RLP) DOCUMENTS

ALL INSTRUCTIONS FOR CREATING THESE DOCUMENTS ARE TYPED IN BLUE “HIDDEN” TEXT. YOU SHOULD CREATE THE DOCUMENTS WITH THE HIDDEN TEXT SHOWING, AND THEN [TURN OFF] WHEN PRINTING THE FINISHED DOCUMENT.

THIS TEMPLATE WAS UPDATED AS OF THE DATE SHOWN IN THE HEADER. THE DATE WILL NOT PRINT IF YOU TURN OFF THE HIDDEN TEXT PER THE INSTRUCTIONS BELOW. THE MOST UP-TO-DATE LEASE REFORM TEMPLATES ARE LOCATED ON THE OFFICE OF LEASING GOOGLE SITE OR G-REX.

TO REVEAL HIDDEN TEXT IN THE DOCUMENT—

1. CLICK ON THE FILE TAB AT THE TOP LEFT OF THE COMPUTER SCREEN.

2. CLICK ON “OPTIONS” AT THE LEFT OF THE SCREEN, NEAR THE BOTTOM.

3. CLICK ON “DISPLAY” IN THE LEFT-HAND COLUMN OF THE SCREEN.

4. IN THE RIGHT-HAND COLUMN, UNDER “ALWAYS SHOW THESE FORMATTING MARKS ON THE SCREEN,”—IF THERE IS NO CHECKMARK IN THE “HIDDEN TEXT” BOX—CLICK ON THE “HIDDEN TEXT” BOX. NOTE: A CHECKMARK WILL APPEAR IN THE BOX.

5. CLICK ON “OK.” TO CLOSE OUT THE WORD OPTIONS SCREEN.

TO TURN OFF HIDDEN TEXT: FOLLOW INSTRUCTIONS (1) THRU (5), ABOVE. WHEN YOU CLICK ON THE “HIDDEN TEXT” BOX, THE CHECKMARK WILL DISAPPEAR AND THE HIDDEN TEXT WILL NOT SHOW ON SCREEN OR IN PRINTED VERSIONS OF THE LEASE.

TO INPUT DATA: IF A PARAGRAPH HAS BOLD RED Xs, A DOLLAR SIGN ($) FOLLOWED BY UNDERSCORING, OR EMPTY UNDERSCORING (_______), INPUT THE REQUIRED INFORMATION.

TO DELETE AND MODIFY PARAGRAPHS

ALL PARAGRAPHS ARE STANDARDIZED AND MANDATORY UNLESS OTHERWISE NOTED IN THE HEADING “ACTION REQUIRED,” “OPTIONAL,” OR “NOTE.” MANDATORY PARAGRAPHS MAY BE ALTERED AT THE DISCRETION OF THE LCO IN CONSULTATION WITH REGIONAL COUNSEL AND THE APPROPRIATE SUBJECT MATTER EXPERT, E.G., REGIONAL FIRE PROTECTION ENGINEER, REGIONAL NATIONAL ENVIRONMENTAL POLICY ACT (NEPA) PROGRAM MANAGER OR THE REGIONAL NEPA SPECIALIST, REGIONAL HISTORIC PRESERVATION OFFICER, BUT MUST CONTAIN SUBSTANTIALLY THE SAME INFORMATION. IF IT IS DETERMINED TO DELETE A PARAGRAPH OR SUB-PARAGRAPH, TAKE THE FOLLOWING STEPS:

TO DELETE A PARAGRAPH—

1. USING YOUR CURSOR, CAREFULLY SELECT THE PARAGRAPH TEXT. (NOTE: DO NOT SELECT THE PARAGRAPH NUMBER.)

2. CLICK ON THE DELETE KEY TO DELETE THE TEXT.

3. YOU HAVE A CHOICE REGARDING THE TITLE. YOU MAY EITHER STRIKE THROUGH THE TITLE AND ADD THE WORDS “INTENTIONALLY DELETED” AFTER THE STRICKEN TITLE, OR YOU MAY DELETE THE TITLE AND REPLACE IT WITH “INTENTIONALLY DELETED.” IN EITHER CASE, LEAVE THE PARAGRAPH NUMBER INTACT SO THE PARAGRAPH NUMBERING WILL REMAIN THE SAME FOR THE PARAGRAPHS THAT FOLLOW.

4. TO STRIKE THROUGH THE TITLE, USING YOUR CURSOR, CAREFULLY SELECT THE PARAGRAPH TITLE. (NOTE: DO NOT SELECT THE PARAGRAPH NUMBER.) CLICK ON THE “STRIKETHROUGH” KEY (abc). THEN PLACE THE CURSOR TO THE RIGHT OF THE STRUCK-OUT PARAGRAPH TITLE AND TYPE “INTENTIONALLY DELETED.” NOTE: THE TEXT WILL BE DELETED AND THE PARAGRAPH NUMBER AND STRUCK-OUT TITLE WILL REMAIN.

EXAMPLE: 2.05 OPERATING COST ADJUSTMENT INTENTIONALLY DELETED

5. ALTERNATELY, YOU MAY DELETE THE TITLE ALTOGETHER. USING YOUR CURSOR, CAREFULLY SELECT THE PARAGRAPH TITLE. OVERTYPE WITH THE WORDS “INTENTIONALLY DELETED.”

EXAMPLE: 2.05 INTENTIONALLY DELETED

TO DELETE A SUB-PARAGRAPH—

1. USING YOUR CURSOR, CAREFULLY SELECT THE SUB-PARAGRAPH TEXT. (NOTE: DO NOT SELECT THE SUB-PARAGRAPH NUMBER, LETTER, OR TITLE, IF ANY.) DELETE THE TEXT BY CLICKING ON THE “DELETE” KEY.

2. PLACE THE CURSOR WHERE THE TEXT WAS AND TYPE “INTENTIONALLY DELETED.”

TO MODIFY ALL OR PART OF A PARAGRAPH—

1. GO TO THE LAST SECTION OF THIS LEASE TITLED "ADDITIONAL TERMS AND CONDITIONS."

2. CREATE A LIST OF “MODIFIED PARAGRAPHS” WITH THE HEADING: “THE FOLLOWING PARAGRAPHS HAVE BEEN MODIFIED IN THIS LEASE:”

3. SELECT AND COPY THE MODIFIED PARAGRAPH TITLE AND PARAGRAPH NUMBER).

4. GO TO THE END OF THE LAST PARAGRAPH AND CLICK ON YOUR MOUSE TO PLACE THE CURSOR BELOW THE LAST ENTRY).

5. PASTE THE TITLE YOU JUST COPIED.

6. MAKE YOUR CHANGES, ADDITIONS, DELETIONS, ETC., TO THE PARAGRAPH IN ITS ORIGINAL LOCATION IN THE DOCUMENT.

7. SAVE YOUR CHANGES.

TO UPDATE THE “TABLE OF CONTENTS” AND “PAGE REFERENCES” WHEN YOU ARE FINISHED REVISING A DOCUMENT:

1. GO TO AND CLICK IN THE TABLE OF CONTENTS.

2. RIGHT CLICK TO VIEW DROP-DOWN WINDOW.

3. FROM THE DROP-DOWN MENU, CLICK ON “UPDATE FIELD.”

4. CLICK ON “UPDATE ENTIRE TABLE.” NOTE: TABLE WILL UPDATE ANY HEADINGS THAT WERE CHANGED DURING THE REVIEW. NOTE: YOU SHOULD VERIFY ONE OR TWO CHANGES TO CONFIRM THE TOC WAS UPDATED PROPERLY.

*THE ABOVE PRACTICES WILL INCREASE STANDARDIZATION AND FAMILIARITY OF THE DOCUMENT FOR THE PRACTITIONER BY ALLOWING CONSISTENT NUMBERING THROUGHOUT THE DOCUMENT.

TO ADD SECURITY REQUIREMENTS

· REQUIREMENTS BASED ON ISC SECURITY CRITERIA, SHELL-RELATED REQUIREMENTS ARE LOCATED IN THE SECTION FOR SHELL COMPONENTS.

ATTACH THE APPROPRIATE DOCUMENT TITLED “SECURITY REQUIREMENTS” AFTER CONSULTING WITH FPS AND THE AGENCY TO DETERMINE THEIR SPECIFIC REQUIREMENTS USING THE APPROPRIATE FACILITY SECURITY LEVEL (FSL) II, III, OR IV. SECTION 1 THE PREMISES, RENT, AND OTHER TERMS FOR ACTIONS 10,000 RSF OR LESS, DO NOT CONTACT FPS BUT INSTEAD USE FSL I UNLESS CLIENT AGENCY REQUESTS A HIGHER LEVEL. IF THE AGENCY REQUIRES A HIGHER FSL, THE RESPONSIBLE PBS ASSOCIATE SHOULD REACH OUT TO FPS TO CONFIRM THAT THIS HIGHER FSL IS APPROPRIATE.

SECTION 1 THE PREMISES, RENT, AND OTHER TERMS

THE PREMISES (OCT 2022)

The Premises are described as follows:

ACTION REQUIRED:

KEEP BOTH VERSIONS OF SUB-PARAGRAPH A WHEN ISSUING THE RLP.

ACTION REQUIRED: SELECT THE APPROPRIATE SUB-PARAGRAPH A WHEN DRAFTING FINAL LEASE. DELETE THE ALTERNATE VERSION.

ACTION REQUIRED: INSERT AMOUNT OF SPACE STATED IN FINAL PROPOSAL REVISIONS, NOT THE RANGE REQUESTED IN THE RLP. USE WHOLE NUMBERS FOR RSF AND ABOA SF; ROUND CAF TO NEAREST PERCENTAGE (E.G. 12 PERCENT). NOTE THAT THE OA TOOL WILL HAVE A SLIGHTLY DIFFERENT CAF, ROUNDING TO NINE DECIMAL PLACES.

EXHIBIT XX REFERS TO THE FLOOR PLANS PROVIDED BY THE SUCCESSFUL OFFEROR AND MUST DELINEATE THE SPACE UNDER LEASE.

FOR NEWLY CONSTRUCTED SPACE, SITE PLANS SHOULD ALSO BE ATTACHED.

VERSION 1: USE WHEN ACCEPTING AN OFFER THAT DOES NOT INCLUDE FREE SPACE.

A. Office and Related Space. XX rentable square feet (RSF), yielding XX ANSI/BOMA Occupant Area (ABOA) square feet (SF) of office and related Space located on the XX floor(s) and known as Suite(s) XX, of the Building, as depicted on the floor plan(s) attached hereto as Exhibit XX.

VERSION 2: USE WHEN ACCEPTING AN OFFER THAT INCLUDES FREE SPACE (NOTE THAT THIS IS NOT THE SAME AS FREE RENT):

A. Office and Related Space. XX rentable square feet (RSF), yielding XX ANSI/BOMA Occupant Area (ABOA) square feet (SF) of office and related Space and an additional XX RSF, yielding XX ABOA SF of free space (for which the Government will not be charged rent, including real estate taxes and operating cost escalations) in excess of the total XX RSF/XX ABOA SF indicated above, for a total of XX RSF (yielding XX ABOA SF), located on the XX floor(s) and known as Suite(s) XX, of the Building, as depicted on the floor plan(s) attached hereto as Exhibit XX. All rights, responsibilities, and obligations that bind the Lessor and Government under this lease agreement, including the General Clauses, and any other attachments hereto, shall pertain to the entire space under lease, including the free space.

ACTION REQUIRED: CALCULATE THE COMMON AREA FACTOR (CAF) AS A PERCENTAGE (%) OF THE DIFFERENCE BETWEEN THE AMOUNT OF RENTABLE SF AND ABOA SF, DIVIDED BY THE ABOA SF. FOR EXAMPLE, 11,500 RSF AND 10,000 ABOA SF WILL HAVE A CAF OF 15% [(11,500 RSF-10,000 ABOA SF)/10,000 ABOA SF]. DO NOT INSERT THIS AS AN R/U FACTOR [E.G., 1.15]. SEE DEFINITIONS UNDER SECTION 2.

B. Common Area Factor. The Common Area Factor (CAF) is established as XX percent. This factor, which represents the conversion from ABOA to rentable square feet, rounded to the nearest whole percentage, shall be used for purposes of rental adjustments in accordance with the Payment Clause of the General Clauses.

EXPRESS APPURTENANT RIGHTS (SEP 2013)

The Government shall have the non-exclusive right to the use of Appurtenant Areas and shall have the right to post Rules and Regulations Governing Conduct on Federal Property, Title 41, CFR, Part 102-74, Subpart C within such areas. The Government will coordinate with Lessor to ensure signage is consistent with Lessor’s standards. Appurtenant to the Premises and included in the Lease are rights to use the following:

ACTION REQUIRED: INSERT TOTAL NUMBER OF PARKING SPACES AND SPECIFY WHETHER THEY ARE “STRUCTURED/INSIDE” OR “SURFACE/OUTSIDE.” IF THESE ARE OFF SITE, YOU WILL NEED PROOF THAT THE LESSOR OWNS THAT SITE OR HAS A LEASE FOR IT. NOTE: AFTER AWARD, ATTACH THE SITE PLAN, PARKING PLAN, OR DRAWING SHOWING THE LOCATION OF SPACES. A SITE PLAN IS PREFERABLE SHOWING PEDESTRIAN AND VEHICULAR INGRESS AND EGRESS TO THE LEASED PREMISES.

A. Parking. XX parking spaces as depicted on the plan attached hereto as Exhibit XX, reserved for the exclusive use of the Government, of which XX shall be structured/inside parking spaces and XX shall be surface/outside parking spaces. In addition, the Lessor shall provide such additional parking spaces as required by the applicable code of the local government entity having jurisdiction over the Property.

ACTION REQUIRED: USE SUB- PARAGRAPH B IF THE AGENCY’S SPACE REQUIREMENTS INCLUDE TELECOMMUNICATIONS DEVICES SUCH AS SATELLITE DISHES, ANTENNAS, AND RELATED TRANSMISSION DEVISES. IF NOT, DELETE.

B. Antennas, Satellite Dishes and Related Transmission Devices. (1) Space located on the roof of the Building sufficient in size for the installation and placement of telecommunications equipment, (2) the right to access the roof of the Building, and (3) use of all Building areas (e.g., chases, plenums, etc.) necessary for the use, operation, and maintenance of such telecommunications equipment at all times during the term of this Lease.

ACTION REQUIRED: aDJUST THE RENTAL RATES and lease term IN the TABLE TO REFLECT the RENTAL RATES and term OF the LEASE. if lessor is funding and constructing ti’s, insert ti rent. AND ADJUST any ti AMORTIZATION.

RENT AND OTHER CONSIDERATION (On-Airport) (OCT 2023)

A. The Government shall pay the Lessor annual rent payable monthly in arrears at the following rates:

Operating Costs

$XXX,XXX.XX

$XX.XX

$XXX,XXX.XX

$XX.XX

Operating Costs

$XXX,XXX.XX

$XX.XX

$XXX,XXX.XX

$XX.XX

ACTION REQUIRED: IF PARKING IS CHARGED SEPARATELY, USE SUB-PARAGRAPH B, AS APPROPRIATE. OTHERWISE, DELETE.. NOTE: PARKING RATE IS TYPICALLY ON A PER MONTH BASIS.

B. Parking shall be provided at a rate of $XX per parking space per month (structured/inside), and $XX per parking space per month (surface/outside).

ACTION REQUIRED: insert this sub-paragraph only when accepting an offer that includes free rent. Otherwise delete.

Action Required: DEFINE THE FREE RENT COMPONENTS (E.G., SHELL, OPERATING, TI, BSAC, PARKING RENT). ALTERNATIVELY, FREE RENT CAN BE EXPRESSED AS A DOLLAR AMOUNT. DELETE LAST SENTENCE IF FREE RENT DOES NOT INCLUDE ALL RENTAL COMPONENTS OR IF EXPRESSED AS A DOLLAR AMOUNT.

C. The Lessor has offered free rent for the first XX (X) months of the Lease (free rent includes shell, operating, TI, BSAC and parking rent). Therefore, the first XX (X) months of the Lease shall be provided at no cost to the Government.

ACTION REQUIRED: INPUT INFORMATION IN HIGHLIGHTED TEXT AREA

D. Rent is subject to adjustment based upon a mutual measurement of the Space upon acceptance, not to exceed XX ABOA SF. based upon the methodology outlined under the “Payment” clause of GSA 3517, General Clauses.

ACTION REQUIRED: Use sub-paragraph E- only if lessor is funding and constructing TI’S. otherwise, delete.

note: this template contains no language describing ti’s or the ti negotiation process.

E. Rent is subject to adjustment based upon the final TI cost to be amortized in the rental rate, as agreed upon by the parties subsequent to the Lease Award Date.

F. If the Government occupies the Premises for less than a full calendar month, then rent shall be prorated based on the actual number of days of occupancy for that month.

G. Rent shall be paid to Lessor by electronic funds transfer (EFT) in accordance with the provisions of the General Clauses. Rent shall be payable using the EFT information contained in the System for Award Management (SAM). In the event the EFT information changes, the Lessor shall be responsible for providing the updated information to SAM. Failure by the Lessor to maintain an active registration in SAM may result in delay of rental payments until such time as the SAM registration is activated. This registration service is free of charge.

H. The Lessor shall provide to the Government, in exchange for the payment of rental and other specified consideration, the following:

1. The leasehold interest in the Property described herein in the paragraph entitled “The Premises;”

ACTION REQUIRED: Use SUB-paragraph H.2.- only if lessor is funding and constructing TIs. otherwise, delete.

note: this template contains no language describing ti’s or the ti negotiation process.

2. All costs, expenses and fees to perform the work required for acceptance of the Premises in accordance with this Lease, including all costs for labor, materials, and equipment, professional fees, subcontractor fees, attorney fees, permit fees, inspection fees, and similar such fees, and all related expenses;

3. Performance or satisfaction of all other obligations set forth in this Lease; and, ACTION REQUIRED: SELECT THE APPROPRIATE SUB-PARAGRAPH 4. DELETE THE ALTERNATIVE.

VERSION 1: USE FOR A “FULLY SERVICED” LEASE.

4. All services, utilities, and maintenance required for the proper operation of the Property, the Building, and the Premises in accordance with the terms of the Lease, including, but not limited to, all inspections, modifications, repairs, replacements, and improvements required to be made thereto to meet the requirements of this Lease.

VERSION 2: USE FOR A “LEASE NET OF UTILITIES.” IDENTIFY WHICH UTILITIES (ELECTRIC AND/OR GAS) ARE NET. DELETE THE PREVIOUS SUB-PARAGRAPH “4,” ABOVE.

4. All services, utilities (with the exclusion of ___________), maintenance required for the proper operation of the Property, the Building, and the Leased Premises, in accordance with the terms of the Lease, including, but not limited to, all inspections, modifications, repairs, replacements and improvements required to be made thereto to meet the requirements of this Lease. The Government shall be responsible for paying the cost of __________ directly to the utility provider. The Lessor shall ensure that such utilities are separately metered. The Lessor shall provide and install as part of shell rent, separate meters for utilities. Sub-meters are not acceptable. The Lessor shall furnish in writing to the Lease Contracting Officer (LCO), prior to occupancy by the Government, a record of the meter numbers and verification that the meters measure Government usage only. Proration is not permissible. In addition, an automatic control system shall be provided to assure compliance with heating, ventilation, and air conditioning requirements.

TERMINaTION RIGHTs (On-AIrport) (SEP 2013)

ACTION REQUIRED: IF NOT A TSA LEASE, DELETE SUB-PARAGRAPH A BELOW.

A. The Government may terminate this Lease, in whole or in part, at any time during the term of this lease with XX days’ prior written notice to the Lessor if (i) regularly scheduled commercial air services cease, (ii) the airport opts to replace TSA screeners with private contractors, (iii) the checkpoint supported by the leased Space is closed, or (iv) the Government reduces its presence at the airport due to a reduction in enplanements. The effective date of the termination shall be the day following the expiration of the required notice period or the termination date set forth in the notice, whichever is later. No rental shall accrue after the effective date of termination.

ACTION REQUIRED: USE IF TERMINATION RIGHTS WERE NEGOTIATED AND FILL IN THE NUMBER OF DAYS NOTICE REQUIRED. IF THE LEASE DOES NOT CONTAIN TERMINATION RIGHTS, DELETE SUB-PARAGRAPH B BELOW.

B. The Government may terminate this Lease, in whole or in part, at any time effective after the Firm Term of this Lease, by providing not less than XX days’ prior written notice to the Lessor. The effective date of the termination shall be the day following the expiration of the required notice period or the termination date set forth in the notice, whichever is later. No rental shall accrue after the effective date of termination.

ACTION REQUIRED: ENTER THE COMPLETE SET OF RENEWAL OPTION TERMS BELOW.

NOTE: IF A RENEWAL OPTION IS OFFERED THAT CAN BE EXERCISED WITHOUT FURTHER CONGRESSIONAL ACTION (PROSPECTUS), WHETHER OR NOT IT WAS SOLICITED OR EVALUATED, THE OPTION MUST BE INCLUDED IN THE ORIGINAL SCORING ANALYSIS (SEE LEASING DESK GUIDE CHAPTER 9 AND APPENDIX F).

NOTE: ANY UNEVALUATED RENEWAL OPTION MUST BE EVALUATED PRIOR TO EXERCISING SUCH OPTION (SEE LEASING DESK GUIDE CHAPTER 9).

RENEWAL RIGHTS (OCT 2016)

This Lease may be renewed at the option of the Government for a term of XX YEARS at the following rental rate(s):

OPTION TERM, YEARS XX - XX

OPERATING COSTS

OPERATING COST BASIS SHALL CONTINUE FROM THE EFFECTIVE YEAR OF THE LEASE. OPTION TERM IS SUBJECT TO CONTINUING ANNUAL ADJUSTMENTS.

provided notice is given to the Lessor at least XX days before the end of the original lease term, all other terms and conditions of this Lease, as same may have been amended, shall remain in full force and effect during any renewal term.

NOTE: REVISE IF THE INTENT IS TO SEEK FIRM TERM RENEWAL OPTIONS.

Termination rights outlined “Termination Rights” paragraph apply to all renewal terms.

ACTION REQUIRED: THE LIST OF ATTACHMENTS IS NOT COMPREHENSIVE. ADJUST THE LIST AS APPROPRIATE FOR THE SPECIFIC TRANSACTION. (FOR EXAMPLE, YOU MAY NEED TO ADD AN OFFEROR’S APPROVED ASBESTOS MANAGEMENT PLAN)

NOTE: IT IS SUGGESTED THAT EXHIBITS BE LABELED WITH SEQUENTIAL LETTERS.

DOCUMENTS INCORPORATED in the lease (ON-AIRPORT) (OCT 2023)

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

DOCUMENT NAME

NO. OF PAGES

EXHIBIT

Floor Plan(s)

Parking Plan(s)

GSA 3517B, General Clauses

Approved Small Business Subcontracting Plan [IF OFFEROR CERTIFIES ENTITY AS AN OTHER THAN SMALL BUSINESS AND AGGREGATE RENT IS OVER $750,000 UNLESS WAIVED, AS OUTLINED IN LA-17-09]

OPERATING COST BASE (OCT 2016)

The parties agree, for the purpose of applying the paragraph titled "Operating Costs Adjustment," that the Lessor's base rate for operating costs shall be $XX.XX per RSF.

ACTION REQUIRED: FILL IN LESSOR’S UEI NUMBER.

lessor’s unique entity identifier (oct 2022)

Lessor’s Unique Entity Identifier

UEI: XXXXXXXXXXXX

General Terms, conditions, and Standards

DEFINITIONS AND General Terms (OCT 2023)

Unless otherwise specifically noted, all terms and conditions set forth in this Lease shall be interpreted by reference to the following definitions, standards, and formulas:

A. General Contract Terms.

1. "Contract” means lease.

2. "Contractor” means Lessor.

3. “Days” means calendar days, unless specified otherwise.

4. “Delivery Date” means the date specified in or determined pursuant to the provisions of the lease for delivery of the premises to the Government, improved in accordance with the provisions of the lease and substantially complete, as such date may be modified in accordance with the provisions of the lease.

5. “Excusable Delays” mean delays arising without the fault or negligence of Lessor and Lessor’s subcontractors and suppliers at any tier, and shall include, without limitation:

a. Acts of God or of the public enemy,

b. Acts of the United States of America in either its sovereign or contractual capacity,

c. Acts of another contractor in the performance of a contract with the Government,

d. Fires,

e. Floods,

f. Epidemics,

g. Quarantine restrictions,

h. Strikes,

i. Freight embargoes,

j. Unusually severe weather, or

k. Delays of subcontractors or suppliers at any tier arising from unforeseeable causes beyond the control and without the fault or negligence of both the Lessor and any such subcontractor or supplier.

6. “Lease Award Date” means the date the LCO executes the lease and furnishes written notification of the executed lease to the successful offeror (usually the date on which the parties’ obligations under the lease begin).

7. "Lease Term Commencement Date” means the date on which the lease term commences.

8. “Substantially Complete” or “Substantial Completion” means that the work, the common and other areas of the building, and all other things necessary for the Government’s access to the premises and occupancy, possession, use and enjoyment thereof, as provided in this lease, have been completed or obtained, excepting only such minor matters as do not interfere with or materially diminish such access, occupancy, possession, use or enjoyment. The space shall be considered substantially complete only if the space may be used for its intended purpose.

9. “Work” means all alterations, improvements, modifications, and other things required for the preparation or continued occupancy of the premises by the Government as specified in this lease.

B. Real Property Terms.

1. “ANSI/BOMA” is an acronym for American National Standards Institute/Building Owners and Managers Association.

2. “ANSI/BOMA Occupant Area” or “ABOA” means the measurement standard (Z65.1-2017) provided by ANSI/BOMA for Occupant Area, which is “the total aggregated area used by an Occupant before Load Factors are applied, consisting of Tenant Area and Tenant Ancillary Area.” The Method A – Multiple Load Factor Method shall apply.

3. “Appurtenant Areas” means those areas and facilities on the property that are not located within the premises, or for which rights are expressly granted under this lease, or for which rights to use are reasonably necessary or reasonably anticipated with respect to the Government's enjoyment of the premises and express appurtenant rights (e.g. parking areas).

4. “Broker” means GSA’s broker, if GSA awarded this lease using a contract real estate broker.

5. “Building” means building(s) situated on the property in which the premises are located.

6. “Commission Credit” means the amount of commission that is credited to the lease, if GSA’s broker agreed to forgo a percentage of its commission, in connection with the award of this lease.

7. “Common Area Factor (CAF)” means a conversion factor determined and applied by the building owner to determine the rentable square feet for the leased space. The CAF is expressed as a percentage of the difference between the amount of rentable square feet (SF) and ABOA SF, divided by the ABOA SF. The CAF shall be determined in accordance with the applicable ANSI/BOMA standard for the type of space to which the CAF shall apply.

8. “Firm Term” means the part of the lease term that is not subject to termination rights.

9. “Non-Firm Term” means the part of the lease term following the end of the firm term, which is subject to termination rights.

10. “Premises” means the total occupant area or other type of space, together with all associated common areas described in the lease. Appurtenant areas (e.g., parking areas) to which the Government has rights under this lease are not included in the premises.

11. “Property” means the land and buildings in which the premises are located, including all appurtenant areas (e.g., parking areas) to which the Government is granted rights.

12. “Rentable Space or Rentable Square Feet (RSF)” means the area for which a tenant is charged rent. It is determined by the building owner and may vary by city or by building within the same city. Rentable space may include a share of common areas such as elevator lobbies, building corridors, and floor service areas. Floor service areas typically include restrooms, janitor rooms, telephone closets, electrical closets, and mechanical rooms. Rentable space does not include vertical building penetrations and their enclosing walls, such as stairs, elevator shafts, and vertical ducts. To determine the RSF, the ABOA SF is multiplied by the sum of one (1) plus the CAF, for each type of space included in the premises.

13. “Space” means that part of the premises to which the Government has exclusive use, such as occupant area, or other types of space. Appurtenant areas (e.g., parking areas) to which the Government has rights under the lease are not included in the space.

AUTHORIZED REPRESENTATIVES (OCT 2016)

Signatories to this Lease shall have full authority to bind their respective principals with regard to all matters relating to this Lease. No other persons shall be understood to have any authority to bind their respective principals, except to the extent that such authority may be explicitly delegated by notice to the other party, or to the extent that such authority is transferred by succession of interest. The Government shall have the right to substitute its Lease Contracting Officer (LCO) by notice, without an express delegation by the prior LCO.

WAIVER OF RESTORATION (OCT 2023)

Lessor shall have no right to require the Government to restore the Premises upon expiration or earlier termination (full or partial) of the Lease, and waives all claims against the Government for:

A. Waste, or, B. Damages or restoration arising from or related to:

1. The Government's normal and customary use of the Premises during the term of the Lease (including any extensions thereof), as well as

2. Any initial or subsequent alteration to the Premises regardless of whether such alterations are performed by the Lessor or by the Government.

At its sole option, the Government may abandon property in the Space following expiration or earlier termination (full or partial) of the Lease, in which case the property will become the property of the Lessor and the Government will be relieved of any liability in connection therewith.

ACTION REQUIRED: OPTIONAL DEPENDING UPON THE MARKET. DELETE IF THE PARAGRAPH DOES NOT APPLY TO A SPECIFIC MARKET.

OPERATING COSTS ADJUSTMENT (JUN 2012)

A. Beginning with the second year of the Lease and each year thereafter, the Government shall pay annual incremental adjusted rent for changes in costs for cleaning services, supplies, materials, maintenance, trash removal, landscaping, water, sewer charges, heating, electricity, and certain administrative expenses attributable to occupancy.

B. The amount of adjustment will be determined by multiplying the base rate by the annual percent of change in the Cost of Living Index. The percent change will be computed by comparing the index figure published for the month prior to the Lease Term Commencement Date with the index figure published for the month prior which begins each successive 12‑month period. For example, a Lease which commences in June of 2005 would use the index published for May of 2005, and that figure would be compared with the index published for May of 2006, May of 2007, and so on, to determine the percent change. The Cost of Living Index will be measured by the Department of Labor revised Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W), U.S. city average, all items, (1982 to 1984 = 100) published by the Bureau of Labor Statistics. Payment will be made with the monthly installment of fixed rent. Rental adjustments will be effective on the anniversary date of the Lease; however, payment of the adjusted rental rate will become due on the first workday of the second month following the publication of the Cost of Living Index for the month prior to the commencement of each 12‑month period.

C. In the event of any decreases in the Cost of Living Index occurring during the term of the occupancy under the Lease, the rental amount will be reduced accordingly. The amount of such reductions will be determined in the same manner as increases in rent provided under this paragraph.

D. If the Government exercises an option to extend the Lease term at the same rate as that of the original term, the option price will be based on the adjustment during the original term. Annual adjustments will continue.

relocation rights (OCT 2021)

If it becomes necessary in the orderly development of the Airport, Lessor may require the relocation of Premises to other space at the Airport which, in the reasonable judgment of Lessor, is similar and suitable for the purposes for which this Lease is entered as such purposes are set forth herein. Should such relocation be necessary, the Lessor shall provide the GSA a minimum of 120 days prior written notice. Lessor shall be responsible for all costs for such relocation, including all costs for moving furniture, office equipment, telephone and data lines, and any other costs associated with replicating necessary operational features provided in the space originally leased. The Airport shall provide such relocated Premises at the same rental rate as the original Premises, unless the new Premises are located in an area for which the Airport charges tenants a lower rate, in which event the parties shall negotiate a reduction in the rental rate. The Government will not reimburse the Lessor for any increased square footage as a result of such relocation.

ACTION REQUIRED: RECITALS ARE REQUIRED FOR TSA. DELETE IF MODEL IS USED FOR ANOTHER AGENCY ON-AIRPORT.

INSERT AIRPORT NAME BELOW

RECITALS FOR tRANSPORTATION sECURITY ADMINISTRATION (on-airport) (JUN 2012)

A. The Transportation Security Administration (TSA) is required, pursuant to 49 U.S.C. 40101—The Aviation and Transportation Security Act (ATSA), to oversee security measures at the [INSERT AIRPORT NAME] ___________________________________ Airport.

B. TSA is responsible for airline passenger and baggage screening services at the Airport.

C. The U.S. General Services Administration (GSA), on behalf of TSA, leases certain facilities on the Airport premises for administrative offices and/or break rooms in support of airport passenger and baggage screening services by the TSA.

D. Space for TSA to screen passengers and baggage is expressly excluded from this Lease.

ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY (on-airport) (MAY 2015)

A. The Lessor shall provide floor plans for the Space and a valid Certificate of Occupancy (C of O), issued by the local jurisdiction, for the intended use of the Government. If the local jurisdiction does not issue C of O’s or if the C of O is not available, the Lessor may satisfy this condition by providing a report prepared by a licensed fire protection engineer that verifies that the Space complies with all applicable local fire protection and life safety codes and ordinances and all fire protection and life safety-related requirements of this Lease.

B. Neither the Government’s acceptance of the Premises for occupancy or acceptance of related appurtenances, nor the Government’s occupancy of the Premises, shall be construed as a waiver of any requirement or right of the Government under this lease, or as otherwise prejudicing the Government with respect to any such requirement or right, or as an acceptance of any latent defect or condition.

ALTERATIONS PRIOR TO ACCEPTANCE (JUN 2012)

The Government’s rights stated under the General Clause “Alterations” also apply to initial build-out of the Premises.

SYSTEM FOR AWARD MANAGEMENT (MAR 2020)

The Offeror must have an active registration in the System for Award Management (SAM), via the Internet at, HTTPS://WWW.SAM.GOV/SAM/ prior to the Lease Award Date. Registration must be for purposes of “All Awards” and include completion of all required representations and certifications within SAM. Registration must be active throughout the life of the Lease. To remain active, the Offeror/Lessor is required to update or renew its registration annually. The Government will not process rent payments to Lessors without an active registration in SAM. No change of ownership of the leased Premises will be recognized by the Government until the new owner registers in SAM.

SECURITY UPGRADES DUE TO IMMEDIATE THREAT (APR 2011)

The Government reserves the right, at its own expense and with its own personnel, to heighten security in the Building under Lease during heightened security conditions due to emergencies such as terrorist attacks, natural disaster, and civil unrest.

entity name (oct 2023)

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

Construction Standards and Shell Components

BUILDING SHELL REQUIREMENTS (on-airport) (SEP 2013)

A. The Building Shell shall be designed, constructed, and maintained in accordance with the standards set forth herein and completed prior to acceptance of Space. For pricing, fulfillment of all requirements not specifically designated as operating costs or other rent components as indicated shall be deemed included in the Shell Rent.

B. Base structure and Building enclosure components shall be complete. All common areas accessible by the Government, such as lobbies, fire egress corridors and stairwells, elevators, garages, and service areas, shall be complete. Restrooms shall be complete and operational. All newly installed Building shell components, including but not limited to, heating, ventilation, and air conditioning (HVAC), electrical, ceilings, sprinklers, etc., shall be furnished, installed, and coordinated with TIs. Circulation corridors are provided as part of the base Building only on multi-tenanted floors where the corridor is common to more than one tenant. On single tenant floors, only the fire egress corridor(s) necessary to meet code is provided as part of the shell.

NOTE: TECHNICAL DOCUMENTATION FOR ANY ALTERNATIVE APPROACH OR METHOD PROPOSED BY THE OFFEROR MUST BE PREPARED BY THE OFFEROR’S PROFESSIONAL ENGINEER. THE PROFESSIONAL ENGINEER MUST BE LICENSED AS A FIRE PROTECTION ENGINEER IN THE SAME STATE IN WHICH THE SUBJECT BUILDING IS LOCATED UNLESS THE SUBJECT STATE DOES NOT FORMALLY RECOGNIZE FIRE PROTECTION ENGINEERING. IN SUCH CASES, GSA WILL ACCEPT THE SERVICES OF ANY PROFESSIONAL ENGINEER IN THE SUBJECT STATE PROVIDED THE PROFESSIONAL ENGINEER IS ALSO RECOGNIZED AS A FIRE PROTECTION ENGINEER IN ANY OTHER STATE OR U.S. TERRITORY. THE REGIONAL GSA FIRE PROTECTION ENGINEER IS RESPONSIBLE FOR DETERMINING IF THE PROPOSED ALTERNATIVE APPROACH OR METHOD PREPARED BY THE OFFEROR’S PROFESSIONAL ENGINEER IS ACCEPTABLE.

MEANS OF EGRESS (MAY 2015)

A. Prior to occupancy, the Premises and any parking garage areas shall meet or will be upgraded to meet, either the applicable egress requirements in the National Fire Protection Association, Life Safety Code (NFPA 101), or the International Code Council, International Building Code (IBC), each current as of the Lease Award Date, or use an alternative approach or method that achieves an equivalent level of safety deemed acceptable by the Government.

B. The Space shall have unrestricted access to a minimum of two remote exits on each floor of Government occupancy.

C. Interlocking or scissor stairs located on the floor(s) where Space is located shall only count as one exit stair.

D. A fire escape located on the floor(s) where Space is located shall not be counted as an approved exit stair.

E. Doors shall not be locked in the direction of egress unless equipped with special locking hardware in accordance with requirements of NFPA 101 or the IBC.

AUTOMATIC FIRE SPRINKLER SYSTEM (OCT 2023)

A. Any portion of the Space located below-grade, including parking garage areas, and all areas in a Building referred to as "hazardous areas" (defined in National Fire Protection Association (NFPA) 101) that are located within the entire Building (including non-Government areas) shall be protected by an automatic fire sprinkler system or an equivalent level of safety.

B. For Buildings in which any portion of the Space on or above the sixth floor, then, at a minimum, the Building up to and including the highest floor of Government occupancy shall be protected by an automatic fire sprinkler system or an equivalent level of safety.

C. For Buildings in which the Government occupies, either through this Lease or in combination with other Government Leases in the Building any portion of the Space is on or above the sixth floor, and lease of the Space will result, either individually or in combination with other Government Leases in the Building, in the Government leasing 35,000 or more ANSI/BOMA Occupant Area SF of Space in the Building, then the entire Building shall be protected throughout by an automatic fire sprinkler system or an equivalent level of safety.

D. Automatic fire sprinkler system(s) shall be installed in accordance with the requirements of NFPA 13, Standard for the Installation of Sprinkler Systems that was in effect on the actual date of installation.

E. Automatic fire sprinkler system(s) shall be maintained in accordance with the requirements of NFPA 25, Standard for the Inspection, Testing, and Maintenance of Water-based Fire Protection Systems (current as of the Lease Award Date).

F. "Equivalent level of safety" means an alternative design or system (which may include automatic fire sprinkler systems), based upon fire protection engineering analysis, which achieves a level of safety equal to or greater than that provided by automatic fire sprinkler systems.

FIRE ALARM SYSTEM (SEP 2013)

A. A Building-wide fire alarm system shall be installed in the entire Building in which any portion of the Space is located on the 3rd floor or higher.

B. The fire alarm system shall be installed in accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code that was in effect on the actual date of installation.

C. The fire alarm system shall be maintained in accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code (current as of the Lease Award Date).

D. The fire alarm system shall transmit all fire alarm signals to the local fire department via any of the following means: directly to the local fire department, to the (911) public communications center, to a central station, to a remote supervising station, or to a proprietary supervising station.

E. If the Building’s fire alarm control unit is over 25 years old as of the Lease Award Date, Lessor shall install a new fire alarm system in accordance with the requirements of NFPA 72, National Fire Alarm and Signaling Code (current as of the Lease Award Date), prior to Government acceptance and occupancy of the Space.

ENERGY INDEPENDENCE AND SECURITY ACT (MAR 2016)

A. Energy-related Requirements.

1. The Energy Independence and Security Act (EISA) establishes the following requirements for Government Leases in Buildings that have not earned the ENERGY STAR® Label conferred by the Environmental Protection Agency (EPA) within one year prior to the due date for final proposal revisions (“most recent year”).

2. If this Lease was awarded under any of EISA's Section 435 statutory exceptions, the Lessor shall either:

a. Earn the ENERGY STAR® Label prior to acceptance of the Space (or not later than one year after the Lease Award Date of a succeeding or superseding Lease); or

b. I. Complete energy efficiency and conservation improvements if any, agreed to by Lessor in lieu of earning the ENERGY STAR® Label prior to acceptance of the Space (or not later than one year after the Lease Award Date of a succeeding or superseding Lease); and

II. Obtain and publicly disclose the Building’s current ENERGY STAR® score (using EPA’s Portfolio Manager tool), unless the Lessor cannot access whole building utility consumption data, or there is no building category within Portfolio Manager to benchmark against, including spaces—

(i) That are located in States with privacy laws that provide that utilities shall not provide such aggregated information to multitenant building owners; and

(ii) For which tenants do not provide energy consumption information to the commercial building owner in response to a request from the building owner. (A Federal agency that is a tenant of the space shall provide to the building owner, or authorize the owner to obtain from the utility, the energy consumption information of the space for the benchmarking and disclosure required by this subparagraph D).

(iii) That cannot be benchmarked (scored) using EPA’s Portfolio Manager tool because of excessive vacancy; in which case Lessor agrees to obtain the score and publicly disclose it within 120 days of the eligibility to obtain a score using the EPA Portfolio Manager tool.

Note: “public disclosure” means posting the Energy Star® score on state or local websites in those areas that have applicable disclosure mandates and reporting the score to the Government via Portfolio Manager. In the absence of an applicable state or local disclosure mandate, Lessor shall either generate and display the Energy Star® score in a public space at the building location or post the score on Lessor’s or Lessor’s Parent/Affiliate website.

3. If this Lease was awarded to a Building to be built or to a Building predominantly vacant as of the due date for final proposal revisions and was unable to earn the ENERGY STAR® label for the most recent year (as defined above) due to insufficient occupancy, but was able to demonstrate sufficient evidence of capability to earn the ENERGY STAR® label, then Lessor must earn the ENERGY STAR® label within 18 months after occupancy by the Government.

4. The Lessor is encouraged to purchase at least 50 percent of the Government tenant’s electricity from renewable sources.

B. Hydrology-related Requirements. Per EISA Section 438, the sponsor of any development or redevelopment project involving a Federal facility with a footprint that exceeds 5,000 square feet shall use site planning, design, construction, and maintenance strategies for the property to maintain or restore, to the maximum extent technically feasible, the predevelopment hydrology of the Property with regard to the temperature, rate, volume, and duration of flow. If the Lessor proposes to satisfy the Government’s space requirements through a development or redevelopment project, and the Government will be the sole or predominant tenant such that any other use of the Property will be functionally or quantitatively incidental to the Government’s use, the Lessor is required to implement hydrology maintenance and restoration requirements as required by EISA Section 438.

1. For the purposes of applying EISA Section 438 in this Lease, “sponsor” shall mean “Lessor”, and “exceeds 5,000 square feet” shall mean construction that disturbs 5,000 square feet or more of land area at the Property or on adjoining property to accommodate the Government’s requirements, or at the Property for whatever reason. Information regarding implementation of the hydrology maintenance and restoration requirements can be found at http://www.epa.gov/greeningepa.

2. Lessor is required to implement these hydrology maintenance and restoration requirements to the maximum extent technically feasible, prior to acceptance of the Space, (or not later than one year after the Lease Award Date or Lease Term Commencement Date, whichever is later, of a succeeding or superseding Lease). Additionally, this Lease requires EISA Section 438 storm water compliance not later than one year from the date of any applicable disturbance (as defined in EISA Section 438) of more than 5,000 square feet of ground area if such disturbance occurs during the term of the Lease if the Government is the sole or predominant tenant. In the event the Lessor is required to comply with EISA Section 438, Lessor shall furnish the Government, prior to the filing for permits for the associated work, with a certification from Lessor’s engineer that the design meets the hydrology maintenance and restoration requirements of EISA Section 438.

Accessibility (feb 2007)

The Building, leased Space, and areas serving the leased Space shall be accessible to persons with disabilities in accordance with the Architectural Barriers Act Accessibility Standard (ABAAS), Appendices C and D to 36 CFR Part 1191 (ABA Chapters 1 and 2, and Chapters 3 through 10). To the extent the standard referenced in the preceding sentence conflicts with local accessibility requirements, the more stringent shall apply.

MECHANICAL, ELECTRICAL, pLUMBING: general (Apr 2011)

The Lessor shall provide and…