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Post Office - Federal Building Lease Agreement_Harkin D~~~E ~ck~ MEMORANDUM June 15, 2006 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: United States Postal Service (USPS) Lease Economic Development Director Dave Heiar is recommending execution of a lease with the United States Postal Service and Senator Tom Harkin's office for space in the Federal Building. This is a prerequisite to the City taking ownership of the Federal Building. I concur with the recommendation and respectfully request Mayor and City Council approval. l;1uJ!~/JL Michael C. Van Milligen - MCVM/jh Attachment cc: Bill Baum, Interim Director, Greater Dubuque Development Corporation Barry Lindahl, Corporation Counsel Cindy Steinhauser, Assistant City Manager David J. Heiar, Economic Development Director THE CITY OF Cm~. DuwclcTE ~</k.~ MEMORANDUM June 14, 2006 TO: FROM: SUBJECT: Michael Van Milligen, City Manager David J. Heiar, Economic Development Director ~~. United States Postal Service (USPS) Lease INTRODUCTION In February 2006, City Council authorized the City's application to acquire the Federal Building. Since that time the application has been reviewed and approved by the GSA and the National Park Service. The official transfer date is tentatively set for July 1, 2006. BACKGROUND As part of the conditions for obtaining this building at no cost, the City agreed to honor the terms of existing leases. As these leases expire the City will attempt to negotiate revised leases with the current tenants. The current leases have provisions that the City does not plan to include in future leases. A specific example of one of these provisions is janitorial services. Under the current terms, the lessor is responsible for cleaning the entire building including the leased spaces. It is the City's intent to provide these services for the common areas, but not for the leased areas. In addition, current leases do not require payments for such expenses as utilities, or property taxes, we intend that future leases will be triple net leases. Through this application process it was discovered that the USPS did not have an actual lease. Since this is considered a Federal agency, there was an inter- governmental accounting for the cost of this space. Initially it was the City's intent to negotiate directly with the USPS for leased space. However, the Federal Procurement process did not allow sufficient time for this to occur. The GSA submitted the attached lease to accommodate the USPS. As noted earlier, this proposed lease contains provisions that are not desired from the City's perspective. Fortunately, this is a short term agreement to accommodate the July 1, 2006 transfer date and allow time to negotiate a lease with revised terms. Initially the GSA indicated that 2 years would be needed to negotiate a new lease with the USPS. At the City's insistence, this has been reduced to a 15 month lease. I have a meeting scheduled later this month with a regional USPS representative from Denver, Colorado to begin this negotiation process. Another concern identified on the temporary lease is that none of the lobby area is factored into the USPS lease price. Although it is true that the lobby is not exclusive to the USPS, all postal customers must use the lobby to do any type of transaction with the USPS. In fact, the USPS has displays and tables set in the lobby for business purposes. In addition, all post office boxes are located in the main lobby of the Federal Building. Therefore, it would seem reasonable that a portion of this space would be included in calculating a lease price. When a pro forma was prepared as part of our application to acquire the Federal Building, the City was required to project revenues and expenditures to operate the building. Based on the area used by the USPS in the basement, first floor, second floor, and the reserved parking spaces staff projected annual revenue of $207,626 from the USPS. This price included the triple net projections. The temporary lease submitted by the GSA for this space provides an annual lease price of $190,418.16 or $15,868.18 per month. This is approximately $17,000 per year less than projected. RECOMMENDATION Despite some of the terms of the temporary lease, I recommend approval of the 15 month lease with the USPS and Senator Harkin's office. Approval of this lease is mandated before GSA will finalize the transfer of ownership. Once this transfer is finalized, the City can proceed with plans to relocate the Housing Department and renovate the Courtroom (Council Chambers). As stated earlier, I will immediately begin negotiations on the terms for a longer term lease with the USPS and Senator Harkin's office. ACTION STEP The action step is for the City Council to adopt the attached resolution. F:\USERS\DHeiar\Federal Building\Post office Lease.doc ," RESOLUTION NO. 245-06 RESOLUTION AUTHORIZING A TEMPORARY LEASE TO THE GENERAL SERVICES ADMINISTRATION ON BEHALF OF THE UNITED STATES POSTAL SERVICE AND SENATOR HARKIN'S OFFICE FOR SPACE IN THE FEDERAL BUILDING IN THE CITY OF DUBUQUE. Whereas, certain real property owned by the United States, located in the County of Dubuque, State of Iowa, has been declared surplus and at the discretion of the Administrator of General Services, will be conveyed for historic monument purposes to the City of Dubuque on or around July 1, 2006, said property more particularly described as follows: Federal Building, 350 W. 6th Street, Dubuque, Iowa 1.09 acres GSA Control Number 7 -G-IA-0495-1 Whereas, the City of Dubuque needs and will utilize said property in perpetuity for historic monument purposes as set forth in its application and in accordance with the requirements of said Act and the rules and regulations promulgated thereunder; and Whereas, the City of Dubuque is authorized, willing and able to lease space in this building; and Whereas the General Services Administration has mandated a temporary lease attached as Exhibit A on behalf of the Federal offices currently located in this building; and Whereas, a federal office lease must be approved prior to the transfer of this property to the City of Dubuque; and Now, therefore be it resolved by the City Council of Dubuque, Iowa that the Mayor is authorized to sign the attached lease noting the following specific concerns with the lease language; a) The main lobby area on the first floor of the building is utilized by the United States Postal Service but is not included in the lease price as requested by the City, but it is intended to require compensation for this space in future leases. b) Future negotiated leases will reflect a triple net cost to include costs of property taxes and utilities. c) Future leases will require the lessee to provide cleaning services for leased space. Passed, approved and adopted this 19th day of June, 2006. Roy D. Buol, Mayor Attest: Jeanne F. Schneider, City Clerk , STATE OF IOWA ) )SS COUNTY OF DUBUQUE ) On this /f'#- day of 2006, before me, the undersigned, a Notary Public in and for the St f Iowa, personally appeared Roy D. Buol and Jeanne F. Schneider to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a Municipal Corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said Municipal Corporation, and that said instrument was signed and sealed on behalf of said Municipal Corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said unicipal Corporation by it a d by them voluntarily executed. otary Public in and for the State of Iowa My Com ission Expires: ,,;2//'1-01 ~. SUSAN M. WINTER ': . ~ COMMISSION NO. 163274 _ MY COMMISSION EXPIRES 'Ow'" 2/14/08 F:\USERS\OHeiar\Federal Building\Resolution for Lease.doc RESOLUTION NO. RESOLUTION AUTHORIZING A TEMPORARY LEASE TO THE GENERAL SERVICES ADMINISTRATION ON BEHALF OF THE UNITED STATES POSTAL SERVICE AND SENATOR HARKIN'S OFFICE FOR SPACE IN THE FEDERAL BUILDING IN THE CITY OF DUBUQUE. Whereas, certain real property owned by the United States, located in the County of Dubuque, State of Iowa, has been declared surplus and at the discretion of the Administrator of General Services, will be conveyed for historic monument purposes to the City of Dubuque on or around July 1, 2006, said property more particularly described as follows: Federal Building, 350 W. 6th Street, Dubuque, Iowa 1.09 acres GSA Control Number 7 -G-IA-0495-1 Whereas, the City of Dubuque needs and will utilize said property in perpetuity for historic monument purposes as set forth in its application and in accordance with the requirements of said Act and the rules and regulations promulgated thereunder; and Whereas, the City of Dubuque is authorized, willing and able to lease space in this building; and Whereas the General Services Administration has mandated a temporary lease attached as Exhibit A on behalf of the Federal offices currently located in this building; and Whereas, a federal office lease must be approved prior to the transfer of this property to the City of Dubuque; and Now, therefore be it resolved by the City Council of Dubuque, Iowa that the Mayor is authorized to sign the attached lease noting the following specific concerns with the lease language; a) The main lobby area on the first floor of the building is utilized by the United States Postal Service but is not included in the lease price as requested by the City, but it is intended to require compensation for this space in future leases. b) Future negotiated leases will reflect a triple net cost to include costs of property taxes and utilities. c) Future leases will require the lessee to provide cleaning services for leased space. Passed, approved and adopted this 19th day of June, 2006. Roy D. Buol Mayor Attest: Jeanne F. Schneider City Clerk STATE OF IOWA ) ) SS COUNTY OF DUBUQUE ) On this day of 2006, before me, the undersigned, a Notary Public in and for the State of Iowa, personally appeared Roy D. Buol and Jeanne F. Schneider to me personally known, who being duly sworn, did say that they are the Mayor and City Clerk, respectively, of the City of Dubuque, Iowa, a Municipal Corporation, created and existing under the laws of the State of Iowa, and that the seal affixed to the foregoing instrument is the seal of said Municipal Corporation, and that said instrument was signed and sealed on behalf of said Municipal Corporation by authority and resolution of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said Municipal Corporation by it and by them voluntarily executed. Notary Public in and for the State of Iowa My Commission Expires: F:\USERS\OHeiar\Federal Building\Resolution for Lease.doc ., I STANDARD FORM 2 U.S. GOVERNMENT FEBRUARY 1965 f::UITION GENERAL SERViCES LEASE FOR REAL PROPERTY ADMIN1STRA liON FPR (41 CFR) 1-16.601 DATE OF LEASE 1 LEASE NO. GS-06P-60019 THIS LEASE, made and entered into this date by and between City of Dubuque Economic Development Department whose address is 50 West 13th Street Dubuque, IA 52001 and whose interest in the property hereinafter described is that of Owner hereinafter called the Lessor, and the UNITED STATES OF AMERICA, hereinafter called the Government: WITNESSETH: The parties hereto for the consideration hereinafter mentioned, covenant and agree as follows: 1. The Lessor hereby leases to the Government the following described premises: 17,302 BOMA Office Area Square of office and related space together with 12 outside parking spaces located at 350 W. 6th Street, Dubuque, Iowa, 2. TO HAVE AND TO HOLD the said premises with their appurtenances for the term 15 months effective Julv 1 , 2006 3. The Government shall pay the Lessor annual rent of $ $190,418.16 at the rate of $ $15,868.18 per month in arrears. Rent for a lesser period shall be prorated. Rent checks shall be made payable to: City of Dubuque Economic Development Dept. 50 W. 13th Street Dubuque, IA 52001 4. The Government may terminate this lease at any time in whole or in part on or after the first year of the Lease by giving at least (60l days' notice in writing to the Lessor and no rental shall accrue after the effective date of termination. Said notice shall be computed commencing with the day after the date of mailing.' 5. This lease may ge renaweg at the option of the Government, for the following terms ang at the following rontalo: THIS PARAGRAPH IS DELETED IN ITS ENTIRETY provigeg notioe ge gi'len in writing te the Lesser at leaot (byE:. bofore the and of tho 9ri~inalle3Ee term or BAY renm'/at torm; all ather termE: oAa conditions sf tAiE: I03E:O shall rem3in the E:3FnO durin@ any rClnO'l.'al term. Saig netice shall ge C9m~"teg commenGing with the ga'l after the gate ef mailing. tNITIALS I _.~ U::"t;R f,;(:\IfRNM~NT 6. The Lessor shall furnish to the Government, as part of the rental consideration, the following: All building services, supplies, utilities and equipment, including but not limited to: heating and air-conditioning; electricity (for all purposes); power (special equipment); window washing (2x annually); hot and cold water; sewer services; snow removal; trash removal; chilled drinking water; toilet supplies; janitorial service and supplies, initial and replacement of lamps, tubes, starters, fuses and ballasts; elevator service; carpet cleaning (2x annually) and other services, supplies, utilities and equipment as more specifically set forth in this Lease. 7. The following are attached and made a part hereof: The GOReral Provisions an~ Insl'"ctieR&-tstafl~a'~ Fo,,,, 2 /\ g~itign). Sheets 2A, 28 and 2C; GSA Form 3517, General Clauses, Pages 1-2; GSA Form 3518, Representations and Certifications, Pages 1-7. 8. The following changes were made in this lease prior to its execution: The words "The General Provisions and Instructions (Standard Form 2A,.....edition)." are deleted in Paragraph 7 above. Paragraph 5 is deleted in its entirety. Paragraphs 9 through 17 have been added. IN WITNESS WHEREOF, the Dartics hereto have hereunto subscribed their names as of the date first above written. LESSOR City of Dubuque BY (Signature) (Signature) IN PRESENCE OF" (Signature) (Address) UNITED STATES OF AMERICA GENERAL SERVICES ADMINISTRATION, PUBLIC BUILDINGS SERVICE, EAST LEASING SERVICES BRANCH Si nature ContractinQ Officer Official/itle BY STANDARD FORM 2 FEBRUARY 1965 EDITION 9. The Lessor shall provide a valid Occupancy Pernlit for the intended use of the Government and shall maintain and operate the building in conformance with all applicable current codes and ordinances. Below-grade space to be occupied by the Government and all areas in a building refcrred to as "hazardous areas" in National Fire Protection Association Standard] 0 I, or any successor standard thereto, must be protected by an automatic sprinkler system or an equivalent level of safety. A minimum of two separate stairways shall be provided for each floor of Government oceupancy. Scissor stairs will be counted as one stairway. If space is three or more stories above grade, additional egress and fire alarm reqnirements may apply. Men's and women's restrooms must be provided on each floor (not part of Office Area square feet or usable). The Building and the leased space shall be accessible to workers with disabilities in aecordance with the Americans With Disabilities Act Accessibility Guidelines (36 CFR Part 1191, ApI'. A) and the Unifonn Federal Accessibility Standards (Federal Register vol. 49, No. 153, August 7, 1984, reissued as FED. STD. 795, dated April I, 1988, and amended by Federal Property Management Regulations CFR 41, Subpart 101-19.6, Appendix A, 54 FR 12628, March 28,1989). Where standards conflict, the more stringent shall apply. Thc leased space shall be free of all asbestos containing materials, except undamaged asbestos flooring in the space or undamaged boiler or pipe insulation outside the space, in which case, an asbestos management program conforming to Environmental Protection Agency guidance shall be implemented. The space shall be free of other hazardous materials according to applicable Federal, State, and local environmental regulations. Normal services, utilities, and maintenance will be provided daily, extending from 7:00 a.m. to 5:00 p.m., Monday through Friday, not including Saturday, Sunday, and Federal holidays. The Government shall have access to the leased space at all times for other than normal office hours, including but not limited to: the use of electrical services,toilets, lights, elevators, and Government office machines without additional payment. The Postal Service actual office hours will be 5:00 a.m. - 6:30 p.m. Monday-Saturday. Closed Sunday and some Federal Holidays. The Postal Service will be open on Presidents Day, Martin Luther King Day, Columbus Day, and Veterans Day from 5:00 a.m.- I 2:00 p.m. The Government is paying the Lessor an additional $1,041.0 I per month in rent (paragraph 3) for the additional services, utilities and maintenance required above the nonnal hours. All other utilities, services and maintenance shall be provided in the rent for all hours of operation (nonnal and other than normal) as described above. 10. The Government reserves the right to perform alterations in leased space, including, but not limited to, installing interior/exterior security cameras/alanns and other items as necessary. Lessor waives restoration rights for alterations necessary for initial occupancy and for all future alterations. The Government shall have the right to remove cameras and alarms and they shall remain the property of the Government. II. SECURITY: ADDITIONAL REQUIREMENTS: a. The Government reserves the right to require the Lessor to submit completed fingerprint charts and personal history statements for each employee of the Lessor as well as employees of the Lessor's contractors or subcontractors who will provide building operating services of a continuing nature for the property in which the leased space is located. The Government may also require this infonnation for employees of the Lessor, the Lessor's contractors, or subcontractors who will be engaged to perform alterations or emergency repairs for the property. INITIALS: & Lessor Government SHEET 2A LEASE NO. GS-06P-600 19 b. Jfrequired, the Contracting Officer shall furnish the Lessor with Form FD-258, Fingerprint Chart, and Form 176, Statement of Personal History, to be completed for each employee and returned by the Lessor to the Contracting Officer (or the Contracting Officer's designated representative) within 10 working days from the date of the written requestto do so. Based on the information furnished, the Government will conduct security checks of the employees. The Contracting Officer will advise the Lessor in writing if an employee is found to be unsuitable or unfit for the employee's assigned duties. Effective immediately, such an employee cannot work or be assigned to work on the property in which the leased space is located. The Lessor shall be required to provide the same data within 10 working days from the addition of new employee(s) to the work force. In the event the Lessor's contractor/subcontractor is subsequently replaced, the new contractor/subcontractor is not required to submit another set of these forms for employees who were cleared through this process while employed by the former contractor/subcontractor. The Contracting Officer may require the Lessor to submit Form FD-258 and Form 176 for every employee covered by this paragraph on a 3-year basis. 12. Cleaning shall be performed during tenant working hours and coordinated with the Government Tenants. The Lessor shall maintain the leased premises, including outside areas, in a clean condition and shall provide supplies and equipment. The following schedule describes the level of services intended. Performance will be based on the Contracting Officer's evaluation of results, not the frequency or method of performance. Dusting: Use lambs wool or synthetic fiber dusters or treated dust cloths (i.e., spray Endust on cloth) to remove dry dust from above floor surfaces. Sweeping: No dry sweeping (i.e., no broom sweeping). Use treated dust mop or dust magenetizer system (i.e., Swifter) to remove dust and debris from floor surfaces. All cleaning requirements below are required for all areas, except those requirements that are only for specific rooms. a. Daily: Empty trash receptacles, and clean ashtrays. Sweep entrances, lobbies, swing room, locker room and corridors. Spot-sweep floors, and spot-vacuum carpets. Clean drinking fountains. Sweep and damp-mop or scrub toilet rooms utilizing a cleaner-disinfectant. Damp-mop swing room and locker room. Clean all toilet fixtures (water closets, urinals, wash basins, shower stalls, mirrors, waste receptables and dispensers) utilizing a cleaner-disinfectant, and replenish toilet supplies. Clean drinking fountains. Dispose all trash and garbage generated in or about the building. Wash inside and out or steam-clean cans used for collection of food remnants from snack bars and vending machines. Dust horizontal surfaces that are readily available and visibly require dusting. Spray-buff resilient floors in main corridors, entrances, and lobbies. Clean elevators and escalators. Remove carpet stains. Police sidewalks, parking areas, and driveways. Sweep loading dock areas and platforms. Clean glass and polish glass and metal on entry doors to the Government-demised area. Clean telephone areas. Damp-wipe toilet wastepaper receptacles, stall partitions, doors, window sills, and frames. Empty ash trays. Clean locker room. Maintain and restore hard and resilient floors using appropriate method. For swing room and locker room dust horizontal surfaces within approximately 70" of the floor and clean tops of tables and damp-wipe. For swing room, police floors daily. Machine-scrub swing room floors in high traffic areas. b. Twice Weekly: Machine-scrub or mop hard floors including all workrooms, restrooms and locker rooms. Asphalt workroom floors will be machine-scrubbed. c. Three Times a Week: Sweep or vacuum stairs. INITIALS: Lessor & Government SHEET 2B LEASE NO. GS-06P-60019 d. Weekly: Damp-mop and spray buff all resilient floors in toilets and health units. Sweep sidewalks, parking areas, and driveways (weather permitiing). Damp-wipe vertical locker surlaces. Scrub and hose down floors in the vehicle maintenance areas. e. Every Two Weeks: Spray-buff resilient floors in secondary corridors, entrance, and lobbies. Damp-mop and spray- buff hard and resilient floors in office spacc. f. Monthly: Thoroughly dust furniture. Completely sweep and/or vacuum carpets. Sweep storage space. Spot-clean all wall surfaces within 70 inches of the floor. For Postal Service, re-apply scaler and finish (up to 3 coats each) to even out the overall appearance of the floor, including asphalt tile floors, using Higley Chemicals or equivelant. Clean Postal lockboxes (schedule with postal supervisor). For Postal area dust surfaces above 70" from the floor. Damp-wipe and dry high surfaces such as transoms, clock glass, picture frames and glass, smudged areas surrounding grilles and diffusers, etc. Dust Venetian blinds. Clean lookouts. g. Shampoo entrance and elevator carpets. h. Three Times a Year: Dust wall surfaces within 70 inches of the noor, vertical surfaces and under surtaces. Clean metal and marble sudaces in lobbies. Wet-mop or scrub garages. i. Twice a Year: Wash all interior and exterior windows and other glass surfaces. Strip and apply four coats offinish to resilient floors in toilets. Strip and refinish main corridors and other heavy traffic areas. j. Annually: Wash all Venetian blinds, and dust 6 months from washing. Vacuum or dust all surtaces in the building above 70 inches from the floor, including light fixtures. Vacuum all draperies in place. Strip and refinish floors in offices and secondary lobbies and corridors. Shampoo carpets in corridors and lobbies. Clean balconies, ledges, coulis, arcaways, and flat roofs. k. Every Two Years: Shampoo carpets in all offices and other non-public areas. I. Every Five Years: Dry-clean or wash (as appropriate) all draperies. m. As Required: Properly maintain plants and lawns. Remove snow and ice from entrances, exterior walks, and parking lots of the building. Control pests as appropriate, using Integrated Pest Management techniques. 13. The Lessor shall provide the labor, material and supervision necessary to maintain the structure, roof, walls, windows, doors and any other necessary building appurtenances to provide watertight integrity, structural soundness and acceptable appearance. 14. The Lessor shall furnish all labor, material and supervision necessary to maintain all mechanical and electrical equipment and systems in a satisfactory condition, to provide reliable service, and to correct disturbing noises or exposure to fire or safety hazard. All local and national code requirements shall be displayed on all boilers, un fired pressure items for which a certificate is required. 15. The Postal Service occupies 16,898 BOMA Office Area Square Feet and the Scnate occupies 404 Office Area Square Feet. 16. The Government recognizes the Postal Service visitors use space in the Lobby which is not a part of the usable square feet. 17. The Government recognizes the Lessor plans to make all future leases triple net. INITIALS: & ~- Lessor Government SHEET2C LEASE NO. GS-06P-60019 GENERAL CLAUSES (Acquisition of Leasehold Interests in Real Property) 1. 52.252-2 CLAUSES INCORPORATED BY REFERENCE (DEC 2003) (VARIATION) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make the full text available. or the full text may be found as GSA Form 3517B at http://www.gsa.govlleasingform. The term "usable" in reference to square footage in any of these clauses means "ANSI/BOMA Office Area." 2. THE FOLLOWING CLAUSES ARE INCORPORATED BY REFERENCE: CATEGORY CLJ\USE NO. 48 CFR REF. CLAUSE T!TLE DEFINITIONS 552.270-4 Definitions (SEP 1999) (Variation) GENERAL 2 552.270-5 Subletting and Assignment (SEP 1999) 3 552.270-11 Successors Bound (SEP 1999) 4 552.270-23 Subordination, Nondisturbance and Attornment (SEP 1999) 5 552.270-24 Statement of Lease (SEP 1999) 6 552.270-25 Substitution of Tenant Agency (SEP 1999) 7 552.270-26 No Waiver (SEP 1999) 8 552.270-27 Integrated Agreement (SEP 1999) 9 552.270-28 Mutuality of Obligation (SEP 1999) PERFORMANCE 10 552.270-17 Delivery and Condition (SEP 1999) 11 552.270-18 Default in Delivery-Time Extensions (SEP 1999) (Variation) 12 552.270-19 Progressive Occupancy (SEP 1999) 13 552.270-21 Effect of Acceptance and Occupancy (SEP 1999) 14 552.270-6 Maintenance of Building and Premises-Right of Entry (SEP 1999) (Variation) 15 552.270-10 Failure in Performance (SEP 1999) 16 552.270-22 Default by Lessor During the Term (SEP 1999) 17 552.270-7 Fire and Casualty Damage (SEP 1999) 18 552.270-8 Compliance with Applicable Law (SEP 1999) 19 552.270-12 Alterations (SEP 1999) 20 552.270-29 Acceptance of Space (SEP 1999) (Variation) INSPECTION 21 552.270-9 Inspection-Right of Entry (SEP 1999) PAYMENT 22 52.204-7 Central Contractor Registration (OCT 2003) (Variation) 23 552.232-75 Prompt Payment (SEP 1999) 24 552.232-76 Electronic Funds Transfer Payment (MAR 2000) (Variation) 25 552.232-70 Invoice Requirements (SEP 1999) (Variation) 26 52.232-23 Assignment of Claims (JAN 1986) (Applicable to leases over $2,500.) 27 552.270-20 Payment (SEP 1999) (Variation) LEASE NO GS-06P 6 0 0 1 9 INITIALS: & lESSOfl( GOVERNMENT GSA FORM 3517 PAGE 1 (REV 11/05) STANDARDS OF CONDUCT 28 552.203-5 Covenant Against Contingent Fees (FEB 1990) (Applicable to leases over $100,000.) 29 52.203-7 Anti-Kickback Procedures (JUL 1995) (Applicable to leases over $100,000 average net annual rental, including option periods.) 30 52.223-6 Drug-Free Workplace (MAY 2001) ADJUSTMENTS 31 552.203-70 Price Adjustment for Illegal or Improper Activity (SEP 1999) (Applicable to leases over $100,000.) 32 52.215-10 Price Reduction for Defective Cost or Pricing Data (OCT 1997) (Applicable when cost or pricing data are required for work or services over $500,000.) 33 552.270-13 Proposals for Adjustment (SEP 1999) 34 552.270-14 Changes (SEP 1999) (Variation) AUDITS 35 552.215-70 Examination of Records by GSA (FEB 1996) 36 52.215-2 Audit and Records-Negotiation (JUN 1999) DiSPUTES 37 52.233-; Disputes (JULY 2002) LABOR STANDARDS 38 52.222-26 Equal Opportunity (APR 2002) (Applicable to leases over $10,000.) 39 52.222-24 Preaward On-Site Equal Opportunity Compliance Evaluation (FEB 1999) (Applicable to leases over $10,000,000.) 40 52.222-21 Prohibition of Segregated Facilities (FEB 1999) (Applicable to leases over $1 0,000.) 41 52.222-35 Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (DEC 2001) (Applicable to leases over $25,000.) 42 52.222-36 Affirmative Action for Workers with Disabilities (JUN 1998) (Applicable to leases over $10,000.) 43 52.222-37 Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (DEC 2001) (Applicable to leases over $25,000.) SUBCONTRACTING 44 52.209-6 Protecting the Government's Interest When Subcontracting With Contraclors Debarred, Suspended, or Proposed for Debarment (JAN 2005) (Applicable to leases over $25,000.) 45 52.215-12 Subcontractor Cost or Pricing Data (OCT 1997) (Applicable when the clause at FAR 52.215-10 is applicable.) 46 52.219-8 Utilization of Small Business Concerns (MAY 2004) (Applicable to leases over $100,000 average net annual rental, including option periods.) 47 52.219-9 Small Business Subcontracting Plan (JUL 2005) (Applicable to leases over $500,000.) 48 52.219-16 Liquidated Damages-Subcontracting Plan (JAN 1999) (Applicable to leases over $500,000.) The information collection requirements contained in this solicitation/contract, that are not required by regulation, have been approved by the Office of Management and Budget pursuant to the Paperwork Reduction Act and assigned the OMB Control No. 3090-0163. LEASE NO. GS-06P 6 0 0 1 9 INITIALS: & LESSOR GOVERNMENT GSA FORM 3517 PAGE 2 (REV 11/05) REPRESENTATIONS AND CERTIFICATiONS (Acquisition of Leasehold Interests in Real Property) Solicitation Number Dated Complete appropriate boxes, sign the form, and attach to offer. The Offeror makes the following Representations and Certifications. NOTE: The "Offeror," as used on this form, is the owner of the property offered, not an individual or agent representing Ihe owner. 1. 52.219-1 - SMALL BUSINESS PROGRAM REPRESENTATIONS (APR 2002) (a) (1) The North American Industry Classification System (NAICS) code for this acquisition is 531190. (2) (3) The small business size standard is $17.5 Million. The small business size standard for a concem which submits an offer in its own name, other than on a construction or service contract, but which proposes to furnish a product which it did not itself rnanufacture, is 500 employees. (b) Representations_ (1) The Offeror represents as part of its offer that it [ ] is, [ ] is not a srnall business concern _ (2) [Complete only if the Offeror represented itself as a small business concern in paragraph (b)(1) of this provision.] The Offeror represents, for general statistical purposes, that it [ ] is, [ ] is not, a small disadvantaged business concern as defined in 13 CFR 124.1002. (3) [Complete only if the Offeror represented itself as a small business concem in paragraph (b)(1) of this provision] The Offeror represents as part of its offer that it [ ] is, [ ] is not a women-owned small business concern. (4) [Complete only if the Offeror represented itself as a small business concem in paragraph (b)(1) of this provision.] The Offeror represents as part of its offer that it [ ] is, [ ] is not a veteran-owned srnall business concern, (5) [Complele only if the Offeror represented itself as a veteran-owned small business concern in paragraph (b)(4) of this provision.] The Offeror represents as part of its offer that it [ ] is, [ ] is not a service-disabled veteran-owned small business concern. [Complete only if ttie Offeror represented itself as a small business concern in paragraph (b)(1) of this provision.] The Offeror represents, as part of its offer, that- (i) It [ ] is, [ ] is not a HUBZone small business concern listed, on the date of this representation, on the List of Qualified HUBZone Small Business Concerns maintained by the Small Business Administration, and no material change in ownership and control, principal office, or HUBZone employee percentage has occurred since it was certified by the Small Business Administration in accordance with 13 CFR part 126; and (ii) It [ ] is, [ ] is not a joint venture that complies with the requirements of 13 CFR part 126, and the representation in paragraph (b)(6)(i) of this provision is accurate for the HUBZone small business concern or concerns that are participating in the joint venture. [The Offeror shall enter the name or names of the HUBZone small business concern or concerns that are participating in the Joint venture: .J Each HUBZone small business concern participating in the joint venture shall submit a separate signed copy of the HUBZone representation. (6) (c) Definitions. As used in this provision- INITIALS: LESSOR "Service-disabled veteran-owned small business concern"- (1) Means a small business concern- (i) Not less than 51 percent of which is owned by one or more service-disabled & LEASE NO. GS06P 6 0 0 1 9 GSA FORM 3518 PAGE 1 (REV 7/04) GOVERNMENT veterans or, in the case of any publicly owned business. not less than 51 pelGent of the stock of which is owned by one or more service-disabled veterans; and (ii) The management and daily business operations of which are controlled by one or more service.{jisabled veterans or, in the case of a veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran. Service-disabled veteran means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101 (16). (2) "Small business concern" means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (a) of this provision. 'Veteran-owned small business concern" means a small business concern- (1) Not less than 51 percent of which is owned by one or more veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more veterans; and (2) The management and daily business operations of which are controlled by one or more veterans. "Women-owned small business concern" means a small business concern- (1) That is at least 51 percent owned by one or more women; or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more women; and (2) Whose management and daily business operations are controlled by one or more women. (d) Notice. (1) If this solicitation is for supplies and has been set aside, in whole or in part, for small business cOflcerns, then the clause in this solicitation providing notice of the set-aside contains restrictions on the source of the end items to be furnished. (2) Under 15 U.S.C. 645(d), any person who misrepresents a firm's status as a small, HUBZone Small, small disadvantaged, or women-owned small business concern in order to obtain a contract to be awarded under the preference programs established pursuant to section 8(a), 8(d), 9, or 15 of the Small Business Act or any other provision of Federal law that specifically references section 8(d) for a definition of program eligibility, shall- (i) Be punished by imposition of fine, imprisonment, or both; (Ii) Be subject to administrative remedies, including suspension and debarment; and (iii) Be ineligible for participation in programs conducted under the authority of the Act 2. 52.204-5 - WOMEN-OWNED BUSINESS (OTHER THAN SMALL BUSINESS) (MAY 1999) (a) Definition. 'Women-owned business concern," as used in this provision, means a concem which is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women. Representation. [Complete only if the Offeror is a women-owned business concern and has not represented itself as a small business concern in paragraph (b)(1) of FAR 52.219-1, Small Business Program Representations, of this solicitation.] The Offeror represents that it [ ] is a women-owned business concern. (b) 3. 52,222-22 - PREVIOUS CONTRACTS AND COMPLIANCE REPORTS (FEB 1999) (Applicable to leases Over $10,000.) The Offeror represents that- INITIALS: lEASE NO GS-06P 6 0 0 1 9' & LESSOR GOVERNMENT GSA FORM 3S18f'AGE 2 (REV 7/04) (a) It [ ] has, [ ] has not p::lrticipated in a previous contract or subcont,act subject to the Equal Opportunity clause of this solicitation; (b) It [ ] has, [ ] has not filed all required compliance reports; and (c) Representations indicating submission of required compliance reports, signed by proposed subcontractors, will be obtained before subcontract awards. (Approved by OMS under Control Number 1215-0072.) 4. 52.222-25 - AFFIRMATIVE ACTION COMPLIANCE (APR 1984) (Applicable to leases over $10,000 and which include the clause at FAR 52.222-26, Equal Opportunity.) The Offeror represents that- (a) It [ ] has developed and has on file, [ ] has not developed and does not have on file, at each establishment affirmative action programs required by the rules and regulations of the Secretary of Labor (41 CFR 60-1 and 60-2), or (b) It [ ! has not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary of Labor. (Approved by OMS under Control Number 1215-0072.) 5. 52.203-02 - CERTIFICATE OF INDEPENDENT PRICE DETERMINATION (APR 1985) (Applicable to leases over $100,000 average net annual rental, including option periods.) (a) The Offeror certifies that- (1) The prices in this offer have been arrived at independently, without, for the purpose of restricting competition, any consultation, communication, or agreement with any other Offeror or competitor relating to (i) those prices, (ii) the intention to submit an offer, or (iii) the methods or factors used to calculate the prices offered; (2) The prices in this offer have not been and will not be knowingly disclosed by the Offeror, directly or indirectly, to any other Offeror or competitor before bid opening (in the case of a sealed bid solicitation) or contract award (in the case of a negotiated solicitation) unless otherwise required by law; and (3) No attempt has been made or will be made by the Offeror to induce any other concern to submit or not to submit an offer for the purpose of restricting competition. (b) Each signature on the offer is considered to be a certification by the signatory that the signatory- (1) Is the person in the Offeror's organization responsible for determining the prices being offered in this bid or proposal, and that the signatory has not participated and will not participate in any action contrary to subparagraphs (a)(1) through (a)(3) above; or (2) (i) Has been authorized, in writing, to act as agent for the following principals in certifying that those principals have not participated, and will not participate in any action contrary to subparagraphs (a)(1) through (a)(3) above [Insert full name of person(s) in the Offeror's organization responsible for determining the prices offered in this bid or proposal, and the title of his or her position in the Offeror's organization]; (ii) As an authorized agent, does certify that the principals named in subdivision (b)(2)(i) above have not participated, and will not participate, in any action contrary to subparagraphs (a)(1) through (a)(3) above; and (iii) As an agent, has not personally participated, and will not participate, in action contrary to subparagraphs (a)(1) through (a)(3) above. (c) If the Offeror deletes or modifies subparagraph (a)(2) above, the Offeror must furnish with its offer a signed statement setting forth in detail the circumstances of the disclosure. INITIALS: LESSOR & GOVERNMENT LEASE NO GS-06P 6 0 0 1 9 GSA FORM 3518 PAGE 3 (REV 7/04) 6. 52.203-11 - CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS (APR 1991) (Applicable to leases over $100,000.) (a) (b) The definitions and prohibitions contained in the clause, at FAR 52.203-12, Limitation on Payments to Influence Certain Federal Transactions, are hereby incorporated by reference in paragraph (b) of this certification. The Offeror, by signing its offer, hereby certifies to the best of his or her knowledge and belief that on or after December 23, 1989, - (1) No Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influenc-e an offic-er or -employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress on his or her behalf in connection with the awarding of a contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the -ext-ension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; If any funds other than Federal appropriated funds (including profit or fee received under a covered Federal transaction) have been paid, or will be paid, to any p€rson for influencing or attempting to influence an officer or employee ot any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress on his or her behalf in connection with this solicitation, the Offeror shall complete and submit, with its offer, OMB standard fonn LLL, Disclosure of Lobbying Activities, to the Contracting Officer; and (2) He or she will include the language of this certification in all subcontract awards at any tier and reqlJir-e that all recipients of subcontract awards in -excess of $100,000 shall certify and discloS€ accordingly. (c) Submission of this certification and disclosure is a prerequisite for making or entering into this contract imposed by section 1352, titJe 31, United States Code. Any person who makes an expenditure prohibited under this provision or who fails to file or amend the disclosure form to be filed or amended by this provision, shall be subject to a civil penalty of not less than $10,000, and not more than $100,000, for each such failure. (3) 7. 52.209-5 - CERTIFICATION REGARDING DEBARMENT, SUSPENSION, PROPOSED DEBARMENT, AND OTHER RESPONSIBILITY MATTERS (DEC 2001) (Applicable to leases over $100,000 averag-e net annual r-ental, induding option periods.) (a) (1) The Offeror certifies, to the best of its knowledge and belief, that- (i) The Offeror and/or any of its Principals- (A) Are [] are not [] presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency; (B) Have [ ] have not [ ], within a three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, state, or local) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, or receiving stolen property; and (C) Are [ ] are not [ ] presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated in paragraph (a)(1 )(i)(B) of this provision. (ii) The Offeror has [ ] has not [ ], within a three-year period preceding this offer, had one or more contracts terminated for default by any Federal agency. (2) "Principals," for the purposes of this certification, means officers; directors; owners; partners; and, persons having primary management or supervisory responsibilities within lESSOR & GOVERNMENT LEASE NO GS-06P 6 0 0 1 9 GSA FORM 3518 PAGE 4 (REV 7/04) INITIALS: , (b) a business entity (e.g., general manager, plant manager, head of a subsidiary, division, or business segment, and similar positions). This Certification Concerns a Matter Within the Jurisdiction of an Agency of the United States and the Making of a False, Fictitious, or Fraudulent Certification May Render the Maker Subject to Prosecution Under Section 1001, Title 18, United States Code. The Offeror shall provide immediate written notice to the Contracting Officer if, at any time prior to contract award, the Offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. (c) A certification that any of the items in paragraph (a) of this provision exists will not necessarily result in withholding of an award under this solicitation. However, the certification will be considered in connection with a determination of the Offeror's responsibility. Failure of the Offeror to furnish a certification or provide such additional information as requested by the Contracting Officer may render the Offeror nonresponsible. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by paragraph (a) of this provision. The knowledge and information of an Offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. The certification in paragraph (a) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly rendered an erroneous certification, in addition to other remedies available to the Government, the Contracting Officer may terminate the contract resulting from this solicitation for default. (d) (e) 8. 52.204-3 - TAXPAYER lDENTlFICA TION {OCT 1998) (a) Definitions. "Common parent," as used in this proVIsion, means that corporate entity that owns or controls an affilia\ed group of corporations that files its Federal income tax returns on a consolidated basis, and of which the Offeror is a member. "Taxpayer Identification Number (TIN)," as used in this provision, means the number required by the Internal Revenue Service (IRS) to be used by the Offeror in reporting income tax and other returns. The TIN may be either a Social Security Number or an Employer Identification Number. INITIALS: (b) All Offerors must submit the information required in paragraphs (d) through (I) of this provision to comply with debt collection requirements of 31 U.S.C. 7701(c) and 3325(d), reporting requirements of 26 U.S.C. 6041, 6041A, and 6050M, and implementing regulations issued by the IRS. If the resulting contract is subject to the payment reporting requirements described in Federal Acquisition Regulation (FAR) 4.904, the failure or refusal by the Offeror to furnish the information may result in a 31 percent reduction of payments otherwise due under the contract. (c) The TIN may be used by the Government to collect and report on any delinquent amounts arising out of the Offeror's relationship with the Government (31 U.S,C. 7701(c)(3)). If the resulting contract is subject to the payment reporting requirements described in FAR 4.904, the TIN provided hereunder may be matched with IRS records to verify the accuracy of the Offeror's TIN. (d) Taxpayer Identification Number (TIN). [] TIN: [] TiN has been applied for. [] TIN is not required because: [] Offeror is a nonresident alien, foreign corporation, or foreign partnership that does not have income effectively connected with the conduct of a trade or business in the United States and does not have an office or place of business or a fiscal paying agent in the United States; [] Offeror is an agency or instrumentality of a foreign government; LESSOR & GOVERNMENT LEASE NO. GS-06P 6 0 0 1 9 GSA FORM 3518 PAGE 5 (REV 7/04) [] Offeror is an agency or instrumentality of the Federal government; (e) Type of organization. [ ] Sole proprietorship; [ ] Partnership; [ ] Corporate entity (not tax-exempt); [ ] Corporate entity (tax-exempt); (f) Common Parent [ ] Government entity (Federal, State, or local); [ ] Foreign government; [ ] International organization per 26 CFR 1.6049-4; [ ] Other [ ] [ ] Offeror is not owned or controlled by a common parent as defined in paragraph (a) of this provision. Narne and TIN of common parent Name TIN 9. 52.204~ - Data Universal Numbering System (DUNS) Number (OCT 2003) (a) The Offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "DUNS" or "DUNS+4" followed by the DUNS number or "DUNS+4" that identifies the Offero(s name and address exactly as stated in the offer. The DUNS number is a nine-digit number assigned by Dun and Bradstreet, Inc. The DUNS+4 is the DUNS number plus a 4-character suffix that may be assigned at the discretion of the Offeror to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see Subpart 32.11) for the same parent concern. (b) If the Offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one. (1) An Offeror may obtain a DUNS number- (i) If located within the United States, by calling Dun and Bradstreet at 1-866-705- 5711 or via the Internet at http://www.dnb.com; or (ii) If located outside the United States, by contacting the local Dun and Bradstreet office. (2) The Offeror should be prepared to provide the following information: (I) Cornpany legal business name. (ii) Tradestyle, doing business, or other name by which your entity is commonly recognized. (Iii) Cornpany physical street address, city, state and zip code. (iv) Company mailing address, city, state and zip code (if separate frorn physical). (v) Company telephone number. (vi) Date the company was started. (vii) Number of employees at your location. (viii) Chief execlltive offICer/key manager. (ix) Line of business (industry). (x) Cornpany Headquarters name and address (reporting relationship within your entity). 10. DUNS NUMBER (JUN 2004) Notwithstanding the above instructions, in addition to inserting the DUNS Number on the offer cover page, the Offeror shall also provide its DUNS Number as part of this submission: DUNS # 11. CENTRAL CONTRACTOR REGISTRATION (JUN 2004) The Central Contractor Registration (CCR) System is a centrally located, searchable database which assists in the developrnent, maintenance, and provision of sources for future procurements. The Offeror rnust be registered in the CCR prior to lease award. The Offeror shall register via the LESSOR & GOVERNMENT LEASE NO GS-06P 6 0 0 1 9 GSAFQRM 3518 PAGE 6 (REV 7/04) INITIALS: " Internet at http://www.ccr.qov. To remain active, the Offeror/Lessor is '8quired to update or renew its registration annually. Registration is active. Yes [] No [] Will register [ ] OFFEROR OR AUTHORIZED REPRESENTATIVE NAME, ADDRESS (INCLUDING ZIP CODE) NAME STREET CITY, STATE, ZIP TELEPHONE NUMBER Signature Date LESSOR & GOVERNMENT LEASE NO GS-Of,P 6 0 0 1 9 INITIALS: GSA FORM 3518 PAGE 7 (REV 7/04)