HomeMy WebLinkAboutA5666 - TSA US GOVERNMENT LEASE FOR REAL PROPERTY LEASE NO. GS-09B-03168 ( Lease
GSA FORM L201201 D(Juunn e 2012)
This Lease is made and entered into between
City of Palm Springs
(Lessor), whose principal place of business is 3400 East Tahquitz Canyon Way Palm Springs CA 92262-5959, 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.
Witnesseth:The parties hereto,for the consideration hereinafter mentioned,covenant and agree as follows:
The Lessor hereby leases to the Government the Premises described herein,being all or a portion of the Property located at
3400 East Tahquitz Canyon Way, Palm Springs,CA 92262-6959
and more fully described in Section 1 and Exhibit A ,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.
To Have and To Hold the said Premises with their appurtenances for the term beginning October 01, 2013 through September 30,2023, subject to
termination and renewal rights as may be hereinafter set forth.
In Witness Whereof, the parties to this Lease evidence their agreement to all terms and conditions set forth herein by their signatures below, to be
effective as of the date of delivery of the fully executed Lease to the Lessor.
7THEESSOR: FOR THE GOVERNMENT:
JESS C BEDO
Name: David H. Ready
Tit ease Contracting Officer
City Manager
Entity Name: City of Palm Springs
General Service Administpation,Public Buildings Service
V Date: V/
Date:
WITNESSED FOR THE LESSOR BY:
me: James Thompson APPROVED BY CITY COUNCIL
rate: City Clerk �',g �� �` ✓
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City Attorneys /
LEASE NO.GS-09B-03168,PAGE 1 LESSOR: GOVERNMENT GSA FORM L201D(6112)
TABLE OF CONTENTS
ON-AIRPORT LEASE
SECTION 1 THE PREMISES,RENT,AND OTHER TERMS.........................................................................................................................3
L01 THE PREMISES(JUN 2012)............................................................................................................. ............. ......,............................ 3
1.02 EXPRESS APPURTENANT RIGHTS(JUN 2012)........................................_................ .......................-............................................3
1.03 RENT AND OTHER CONSIDERATION(ON-AIRPORT)(JUN 2012)_................_.................................................................. ...._......3
1.04 TERMINATION RIGHTS(ON-AIRPORT)(JUN 2012)..........................................................................................................................4
1.05 INTENTIONALLY DELETED.................................................................................................................................................................4
1.06 DOCUMENTS INCORPORATED IN THE LEASE(ON-AIRPORT)(JUN 2012)___... ____......................._..........................................4
1.07 OPERATING COST BASE(AUG 2011)..........._.... ..... .............................. .........-.........................................-....... ...........................4
SECTION 2 GENERAL TERMS,CONDITIONS,AND STANDARDS...........................................................................................................5
2.01 DEFINITIONS AND GENERAL TERMS (JUN 2012)........................................................................................:....................................5
2.02 AUTHORIZED REPRESENTATIVES(JUN 2012).............................-..................................................................................................6
2.03 WAIVER OF RESTORATION(APR 2011).......... ........................................_....................................... ............. ...,.............................6
2.04 INTENTIONALLY DELETED.................................................................................................................................................................6
2.05 RELOCATION RIGHTS(JUN 2012).....................................................................................................................................................6
2.06 RECITALS FOR TRANSPORTATION SECURITY ADMINISTRATION(ON-AIRPORT)(JUN 2012)............................___.................6
2.07 ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY(JUN 2012)...........................................................___.................6
2.08 ALTERATIONS PRIOR TO ACCEPTANCE(JUN 2012).............. ._...-............ ......................................_....-.....................................6
2.09 CENTRAL CONTRACTOR REGISTRATION (JUN 2012)..................................................... _.......... ...... ................ ...-.....................6
2,10 SECURITY UPGRADES DUE TO IMMEDIATE THREAT(APR 2011)............. ....... ..............................._................................._........6
SECTION 3 CONSTRUCTION STANDARDS AND SHELL COMPONENTS................................................................................................7
3.01 BUILDING SHELL REQUIREMENTS(JUN 2012).........................................................................................................................-.....7
3.02 MEANS OF EGRESS(AUG 2011)........................-..... _..........-...... _... _..............._.__.__.........-................... ........................-.......7
3.03 AUTOMATIC FIRE SPRINKLER SYSTEM(JUN 2012)....................................._...........................-..................................... ..............7
3.04 FIRE ALARM SYSTEM(JUN 2012)........................ ......................................................................_............ ............. ..........................7
3.05 ENERGY INDEPENDENCE AND SECURITY ACT(DEC 2011).......................... ...._..........................................................................8
3.06 ACCESSIBILITY(FEB 2007)................................................................................................................................................................8
3.07 MECHANICAL, ELECTRICAL AND PLUMBING(APR 2011)................................................................................................................8
3.08 RESTROOMS(ON-AIRPORT)(JUN 2012)..........................................................................................................................................8
3.09 HEATING,VENTILATION,AND AIR CONDITIONING(ON-AIRPORT)(APR 2011)........................._..................................................8
3.10 TELECOMMUNICATIONS:LOCAL EXCHANGE ACCESS(ON-AIRPORT)(JUN 2012)......................................................................8
SECTION 4 UTILITIES,SERVICES,AND OBLIGATIONS DURING THE LEASE TERM.............................................................................9
4.01 SERVICES,UTILITIES,AND MAINTENANCE(ON-AIRPORT)(APR 2011)......................................................................................-.9
4.02 PROVISION OF SERVICES,ACCESS,AND NORMAL HOURS FOR AIRPORT OCCUPANCIES(JUN 2012)...................................9
4.04 RECYCLING(ON AIRPORT)(JUN 2012).............................................................................................................................................9
4.05 INTENTIONALLY DELETED.................................................................................................................................................................9
4.06 INDOOR AIR QUALITY(DEC 2007)..... ...........................................................-................................................................... ........9
4.07 HAZARDOUS MATERIALS(ON AIRPORT)(APR 2011)....................................................................................................................10
SECTION 5 ADDITIONAL TERMS AND CONDITIONS..............................................................................................................................11
5.01 TERMINATION RIGHTS...... ...................................................................................................................................._........................11
5.02 CARPET REPLACMENT AND PAINTING:.........................................................................................................................................11
5.03 SELECTION OF CLEANING PRODUCTS(APR 201 1).......................................................................................................................11
5.04 SELECTION OF PAPER PRODUCTS(JUN 2012)..........................................................................................................._........._.....11
LEASE NO.GS-09B-03168,PAGE 2 LESSOR GOVERNMENW". GSA FORM L201D(6112)
SECTION 1 THE PREMISES, RENT,AND OTHER TERMS
1.01 THE PREMISES(JUN 2012)
The Premises are described as follows:
A. Office and Related Space: 6,653 rentable square feet(RSF),yielding 6,653 ANSI/BOMA Office Area(ABOA)square feet(SF)of office and
related Space. The premises consisting of 6,653 RSF/6,653 ABOASF are further defined as follows:Block A:Check Point Offices(1,837 RSF/1,837
ABOASF)and Block B: Lover Level Office(4,816 RSF!4,816 ABOASF). The above is depicted on the floor plan(s)attached hereto as Exhibit A.
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.
B. Common Area Factor: The Common Area Factor (CAF) is established as 0 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.
1.02 EXPRESS APPURTENANT RIGHTS(JUN 2012)
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 the Lessor to ensure
signage is consistent with the Lessor's standards. Appurtenant to the Premises and included with the Lease are rights to use the following:
A. Parking: The Lessor shall provide 3 parking spaces as depicted on the plan attached hereto as Exhibit B of which 3 shall be surface 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.
B. Antennae, Satellite Dishes and Related Transmission Devices: Space located on the roof of the Building sufficient in size for the installation
and placement of the telecommunications equipment as such may be described herein, together with the right to access the roof and use of, all
building areas(e.g.,chases, plenums)necessary for the use,operation, and maintenance of such equipment at all times during the term of this Lease.
1.03 RENT AND OTHER CONSIDERATION(ON-AIRPORT)(JUN 2012)
A. The Government shall pay the Lessor annual rent payable monthly in arrears at the following rates:
October 1,2013 October 1,2018
to to
September 30,2018 September 30,2023
Annual Rate! Annual Rate
Annual Rent RSF Annual Rent RSF
Shell Rental Rate $318,146.46 $47.82 $351,278.40 $52.80
Operating Costs $27,000.00 $4.06 $31,300.00 $4.70
Full Service Rate $345,146.46 $51.88 $382,578.40 $57.50
B. Rent is subject to adjustment based upon a physical mutual measurement of the Space upon acceptance, not to exceed 6,653 ABOA sq.ft.
based upon the methodology outlined under the"Payment"clause of GSA Form 3517.
C. If the Government occupies the Premises for less than a full calendar month, then rent shall be pro-rated based on the actual number of
days of occupancy for that month
D. Rent shall be paid to the Lessor by electronic funds transfer in accordance with the provisions of the General Clauses. Rent shall be
payable to the Payee designated in the Lessor's Central Contractor Registration (CCR). If the payee is different from the Lessor, both payee and
Lessor must be registered in CCR.
F. 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 in the paragraph entitled"The Premises';
2. Performance or satisfaction of all other obligations set forth in this Lease;and
3. All services, utilities, and maintenance required for the proper operation of the Property,the Building, and the Premises in accor-
dance 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.
LEASE NO.GS-09B-03168, PAGE 3 LESSOR GOVERNMEN GSA FORM L201 D(6112)
1.04 TERMINATION RIGHTS(ON-AIRPORT)(JUN 2012)
The Government may terminate this Lease, in whole or in part,at any time during the term of this lease with 60 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. REFER TO SECTION 5.01 FOR ADDITIONAL TERMS AND CONDITIONS.
1.05 INTENTIONALLY DELETED
1.06 DOCUMENTS INCORPORATED IN THE LEASE(ON-AIRPORT)(JUN 2012)
The following documents are attached to and made part of the Lease:
No..OF
DocUMENT NAME - PAGES E%HIMT
Floor Plans 1 A
Parkin Plan(s) 1 B
GSA Form 35178,General Clauses 17 C
GSA Form 3518, Representations and Certifications 3 D
Security Requirements 7 E
Janitorial Services Scope of Work 6 F
1.07 OPERATING COST BASE(AUG 2011)
The parties agree that, for the administrative purpose of the Government, applying the paragraph titled "Operating Costs Adjustment." the Lessor's
base rate for operating costs shall be$4.06 per RSF$(27,000/annum).
LEASE NO.GS-0913-03168,PAGE 4 LESSOR: GOVERNMEN GSA FORM L201D(6112)
SECTION 2 GENERAL TERMS, CONDITIONS,AND STANDARDS
2.01 DEFINITIONS AND GENERAL TERMS(JUN 2012)
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:
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. Appurtenant Areas. Appurtenant Areas are defined as those areas and facilities on the Property that are not located within the Premises,
but 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.
B. Broker. If GSA awarded this Lease using a contract real estate broker, Broker shall refer to GSA's broker.
C. Building. The building(s)situated on the Property in which the Premises are located shall be referred to as the Building(s).
D. Commission Credit. If GSA awarded this Lease using a Broker, and the Broker agreed to forego a percentage of its commission to which it
is entitled in connection with the award of this Lease,the amount of this credit is referred to as the Commission Credit.
E. Common Area Factor(CAF). The Common Area Factor(CAF)is a conversion factor determined by the building owner and applied by the
owner to the ABOA SF to determine the RSF for the leased space. The CAF is expressed 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]. For the purposes of this Lease,the CAF shall be determined in accordance with the
applicable ANSI/BOMA standard for the type of Space to which the CAF shall apply.
F. Contract. Contract and contractor means Lease and Lessor, respectively.
G. Days. All references to"day"or"days"in this Lease shall mean calendar days, unless specified otherwise.
H. FAR/GSAR. All references to the FAR shall be understood to mean the Federal Acquisition Regulation,codified at 48 CFR Chapter 1. All
references to the GSAR shall be understood to mean the GSA supplement to the FAR, codified at 48 CFR Chapter 5.
I. Firm Term/Non-Firm Term. The Firm Term is that part of the Lease term that is not subject to termination rights. The Non-Finn Term is that
part of the Lease term following the end of the Firm Term.
J. Lease Term Commencement Date. The Lease Tenn Commencement Date means the date on which the lease term commences.
K. Lease Award Date. The Lease Award Date means the date that the Lease is executed by the LCO(and on which the parties'obligations
under the Lease begin).
L. Premises. The Premises are defined as the total office area or other type of space,together with all associated common areas,described in
Section I of this Lease,and delineated by plan in the attached exhibit. Parking and other areas to which the Government has rights under
this Lease are not included in the Premises.
M. Propertv. The Property is defined as 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).
N. Rentable Space or Rentable Square Feet(RSF). Rentable space is 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. The rentable space may include a share of building
supporticommon 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. The rentable space does not include vertical building
penetrations and their enclosing walls,such as stairs,elevator shafts, and vertical ducts. Rentable square feet is calculated using the
following formula for each type of space(e.g.,office,warehouse,etc.)included in the Premises: ABOA SF of Space x(1 +CAF)=RSF.
O. Space. The Space shall refer to that part of the Premises to which the Government has exclusive use,such as office area,or other type of
space. Parking areas to which the Government has rights under this Lease are not included in the Space.
P. Office Area. For the purposes of this Lease, Space shall be measured in accordance with the standard(Z65.1-1996)provided by American
National Standards Institute/Building Owners and Managers Association(ANSI/BOMA)for Office Area,which means"the area where a li
tenant normally houses personnel and/or furniture,for which a measurement is to be computed." References to ABOA mean ANSI/BOMA
Office Area.
0. Working Days. Working Days shall mean weekdays,excluding Saturdays and Sundays and Federal holidays.
LEASE NO.GS-09B-03168,PAGE 5 LESSOR GOVERNMENT: GSA FORM L201D(6112)
2.02 AUTHORIZED REPRESENTATIVES(JUN 2012)
The 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. .
2.03 WAIVER OF RESTORATION(APR 2011)
The Lessor shall have no right to require the Government to restore the Premises upon termination of the Lease, and waives all claims against the
Government for waste, damages, or restoration arising from or related to (a)the Government's normal and customary use of the Premises during the
term of the Lease (including any extensions thereof), as well as (b) 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 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.
2.04 INTENTIONALLY DELETED
2.05 RELOCATION RIGHTS(JUN 2012)
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 Government 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.
2.06 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 Palm Springs International 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.
2.07 ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY(JUN 2012)
A. The Lessor shall provide floor plans for the Space and a valid Certficate of Occupancy(C of 0),issued by the local jurisdiction,for the intended use
of the Government. If the local jurisdiction does not issue Certificates of Occupancy or A 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 offered space complies with all applicable local fire protection and life
safety codes and ordinances.
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.
2.08 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.
2.09 CENTRAL CONTRACTOR REGISTRATION(JUN 2012)
The Offeror must have an active registration in the Central Contractor Registration(CCR)system(via the Internet at
HTTPS:/AN WJ.ACQUISITION.GOV)prior to the Lease award and 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 CCR. No change of ownership
of the leased Premises will be recognized by the Government until the new owner registers in the CCR system.
2.10 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.
10
LEASE NO.GS-09B-03168,PAGE 6 LESSOR: GOVERNMEI� GSA FORM L201D(6/12)
SECTION 3 CONSTRUCTION STANDARDS AND SHELL COMPONENTS
3.01 BUILDING SHELL REQUIREMENTS(JUN 2012)
A. The building shell shall be designed, constructed, and maintained in accordance with the standards set forth herein and completed prior to
acceptance of the 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 Tenant Improvements. 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 necessary to meet code is
provided as part of the shell.
3.02 MEANS OF EGRESS(AUG 2011)
A. Space shall meet the applicable egress requirements in the National Fire Protection Association, Life Safety Code (NFPA 101) or the
International Code Council, International Building Code(IBC), (both current as of the award date of this lease); or an alternative approach or method
for achieving a level of safety deemed equivalent and acceptable by the Government.
B. Space has unrestrictive 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.
3.03 AUTOMATIC FIRE SPRINKLER SYSTEM(JUN 2012)
A. Space located below-grade, including parking garage areas, and all areas in a building referred to as "hazardous areas"(defined in 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 is 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 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/SOMA Office 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.
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 award date of this lease).
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.
3.04 FIRE ALARM SYSTEM(JUN 2012)
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 third floor or
higher in the Building.
B. The fire alarm system shall be installed and maintained in accordance with NFPA 72, National Fire Alarm and Signaling Code(current as
the award of the lease).
C. The fire alarm system shall automatically notify the local fire department,remote station,or UL listed central station.
D. If the Building's fire alarm control unit is over 25 years old, the 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 award of the lease), prior to Government acceptance and
occupancy of the Space.
LEASE NO.GS-098-03168,PAGE 7 LESSOR: GOVERNMENT\ '`/��-"` GSA FORM L201 D(8112)
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3.06 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.
3.07 MECHANICAL,ELECTRICAL AND PLUMBING(APR 2011)
The Lessor shall provide and operate all building equipment and systems in accordance with applicable technical publications,manuals,and standard
procedures. Mains, lines, and meters for utilities shall be provided by the Lessor. Exposed ducts, piping, and conduits are not permitted in office
space.
3.08 RESTROOMS(ON-AIRPORT)(JUN 2012)
Government employees shall have access to all public restroom facilities for men and women in the Airport terminal at all times without additional
payment.
3.09 HEATING,VENTILATION,AND AIR CONDITIONING(ON-AIRPORT)(APR 2011)
A. Temperatures shall conform to local commercial equivalent temperature levels and operating practices to maximize tenant satisfaction.
These temperatures shall be maintained throughout the leased Premises and service areas, regardless of outside temperatures, during the hours of
operation specified in this Lease. The Lessor shall perform any necessary systems start-up required to meet the commercially equivalent temperature
levels prior to the first hour of each day's operation. At all times,humidity shall be maintained below 60 percent relative humidity.
B. The Lessor shall conduct HVAC system balancing after all HVAC system alterations during the term of the lease and shall make a
reasonable attempt to schedule major construction outside of office hours.
C. Normal HVAC systems maintenance shall not disrupt tenant operations.
3.10 TELECOMMUNICATIONS: LOCAL EXCHANGE ACCESS(ON-AIRPORT)(JUN 2012)
A. The Government reserves the right to contract its own telecommunications (voice,data, video, Internet, or other emerging technologies)service
in the Space to be leased. The Government may contract with one or more parties to have inside wiring (or other transmission medium) and
telecommunications equipment installed.
B. The Lessor shall allow the Government's designated telecommunications providers access to utilize existing building wiring to connect its
services to the Government's Space. If the existing building wiring is insufficient to handle the transmission requirements of the Government's
designated telecommunications providers, the Lessor shall provide access from the point of entry into the building to the Government's floor
space,subject to any inherent limitations in the pathway involved.
C. The Lessor shall allow the Government's designated telecommunications providers to affix telecommunications antennas (high frequency,
mobile,microwave, satellite,or other emerging technologies),subject to weight and wind load conditions,to roof,parapet,or building envelope as
required.
LEASE NO.GS-09B-03168,PAGE 8 LESSOR: GOVERNMENT: GSA FORM L201D(6112)
SECTION 4 UTILITIES, SERVICES, AND OBLIGATIONS DURING THE LEASE TERM
4.01 SERVICES,UTILITIES,AND MAINTENANCE(ON-AIRPORT)(APR 2011)
The Lessor is responsible for providing all utilities necessary for base building and tenant operations and all associated costs are included as a part of
the established rental rates. The following services, utilities, and maintenance shall be provided by the Lessor as part of the rental consideration
(check all that apply):
® HEAT M TRASH REMOVAL ® ELEVATOR SERVICE ® INITIAL&REPLACEMENT ❑ OTHER
® ELECTRICITY ® CHILLED DRINKING WATER ® WINDOW WASHING LAMPS,TUBES&BALLASTS )Sp"below)
® POWER(Special Equip.) ® AIR CONDITIONING FrequenryMONTHLY ® PAINTING FREQUENCY
® WATER(Hot&Cod) ® TOILET SUPPLIES ® CARPET CLEANING Space AT THE END OF
YEAR FIVE i
® SNOW REMOVAL ® JANITORIAL SERV.&SUPP. FrequeneYEOERY M YEARS Public Areas AS NEEDED
Frequency SEE A�ACHED
JANITORIAL SCHEDULE SO W
The Lessor shall have an onsite building superintendent or a locally designated representative available to promptly respond to deficiencies, and
immediately address all emergency situations.
4.02 PROVISION OF SERVICES,ACCESS,AND NORMAL HOURS FOR AIRPORT OCCUPANCIES(JUN 2012)
The Government shall have access to the Premises and its Appurtenant Areas at all times without additional payment, including the use,during other
than routine hours, of necessary services and utilities such as elevators, toilets, lights, and electric power. Cleaning shall be performed after tenant
working hours unless daytime cleaning is specified as a special requirement elsewhere in this Lease. Janitorial Services shall not be required on
weekends or federal holidays. Services,maintenance,and utilities shall be provided 24 hours a day,365 days a year.
4.03 MAINTENANCE AND TESTING OF SYSTEMS(APR 2011)
A. The Lessor is responsible for the total maintenance and repair of the leased Premises. Such maintenance and repairs include the site and
private access roads. All equipment and systems shall be maintained to provide reliable, energy efficient service without unusual interruption,
disturbing noises, exposure to fire or safety hazards, uncomfortable drafts, excessive air velocities, or unusual emissions of dirt. The Lessor's
maintenance responsibility includes initial supply and replacement of all supplies, materials, and equipment necessary for such maintenance.
Maintenance,testing,and inspection of appropriate equipment and systems shall be done in accordance with current applicable codes, and inspection
certificates shall be displayed as appropriate. Copies of all records in this regard shall be forwarded to the GSA Field Office Manager or a designated
representative.
B. Without any additional charge, the Government reserves the right to require documentation of proper operations or testing prior to
occupancy of such systems as fire alarm, sprinkler, standpipes, fire pumps, emergency lighting, illuminated exit signs, emergency generator, etc.,to
ensure proper operation. These tests shall be witnessed by a designated representative of the contracting officer.
4.04 RECYCLING(ON AIRPORT)(JUN 2012)
Where state or local law,code, or ordinance requires recycling programs (including mercury-containing lamps)for the Space to be provided pursuant
to this Lease, the Lessor shall comply with such state and local law, code, or ordinance in accordance with GSA Form 3517, General Clauses,
552.270-8, Compliance with Applicable Law. During the lease term, the Lessor agrees, upon request, to provide the Government with additional
information concerning recycling programs maintained in the Building and in the Leased Space.
4.05 INTENTIONALLY DELETED
4.06 INDOOR AIR QUALITY(DEC 2007)
A. The Lessor shall control contaminants at the source and/or operate the Space in such a manner that the GSA indicator levels for carbon
monoxide (CO), carbon dioxide(CO2), and formaldehyde (HCHO)are not exceeded. The indicator levels for office areas shall be: CO 9 ppm time
weighted average(TWA 8 hour sample);CO2 1,000 ppm(TWA); HCHO 0.1 ppm(TWA).
B. The Lessor shall make a reasonable attempt to apply insecticides, paints, glues, adhesives, and HVAC system cleaning compounds with
highly volatile or irritating organic compounds, outside of working hours. Except in an emergency,the Lessor shall provide at least 72 hours advance
notice to the Government before applying noxious chemicals in occupied spaces and shall adequately ventilate those spaces during and after
application.
C. The Lessor shall promptly investigate indoor air quality (IAQ) complaints and shall implement the necessary controls to address the
complaint.
D. The Government reserves the right to conduct independent IAQ assessments and detailed studies in space that it occupies, as well as in
space serving the Space (e.g., common use areas, mechanical rooms, HVAC systems, etc.). The Lessor shall assist the Government in its
assessments and detailed studies by:
LEASE NO.GS-09B-03168,PAGE 9 LESSOR: GOVERNMENT: GSA FORM L201D(6112)
1. Making available information on building operations and Lessor activities;
2. Providing access to Space for assessment and testing, if required;and
Implementing corrective measures required by the LCO.
E. The Lessor shall provide to the Government material safety data sheets (MSDS) upon request for the following products prior to their use
during the term of the Lease: adhesives, caulking, sealants, insulating materials, fireproofing or fireslopping materials, paints, carpets, floor and wall
patching or leveling materials, lubricants, clear finish for wood surfaces, janitorial cleaning products, pesticides, rodenticides, and herbicides. The
Government reserves the right to review such products used by the Lessor within:
1. The Space;
2. Common building areas;
3. Ventilation systems and zones serving the leased Space;and
4. The area above suspended ceilings and engineering space in the same ventilation zone as the leased Space.
F. Where hazardous gasses or chemicals (any products with data in the Health and Safety section of the MSDS sheets) may be present or
used, including large-scale copying and printing rooms, segregate areas with deck-to-deck partitions with separate outside exhausting at a rate of at
least 0.5 cubic feet per minute per SF, no air recirculation. The mechanical system must operate at a negative pressure compared with the
surrounding spaces of at least an average of 5 Pa (pascal) (0.02 inches of water gauge)and with a minimum of 1 Pa (0.004 inches of water gauge)
when the doors to the rooms are closed.
4.07 HAZARDOUS MATERIALS(ON AIRPORT)(APR 2011)
The leased Space shall be free of hazardous materials in compliance with all applicable Federal, state, and local environmental laws and regulations
including,but not limited to,the following:
A. The 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 EPA guidance shall be implemented.
B. The Lessor shall provide Space to the Government that is free from actionable mold and free from any conditions that reasonably can be
anticipated to permit the growth of actionable mold or are indicative of the possibility that actionable mold will be present("Indicators").
1. Actionable mold is mold of types and concentrations in excess of that found in the local outdoor air.
2. The Lessor shall be responsible for conducting the remediation in accordance with the relevant provisions of the document entitled
"Mold Remediation in Schools and Commercial Buildings"(EPA 402-K-01-001, March 2001), published by EPA, as same may be amended or revised
from time to time,and any other applicable Federal,state,or local laws, regulatory standards,and guidelines.
3. The Lessor acknowledges and agrees that the Government shall have a reasonable opportunity to inspect the leased Space after
conclusion of the remediation. If the results of the Government's inspection indicate that the remediation does not comply with the plan or any other
applicable Federal, state, or local laws, regulatory standards, or guidelines, the Lessor, at its sole cost, expense, and risk, shall immediately take all
further actions necessary to bring the remediation into compliance.
4. If the Lessor fails to exercise due diligence, or is otherwise unable to remediate an actionable-mold problem, the Government may
implement a corrective action program and deduct its costs from the rent.
4
LEASE NO.GS-09B-03168, PAGE 10 LESSOR: GOVERNMEN J GSA FORM L201D(6112)
C I N SE T O 5 ADDITIONAL TERMS AND CONDITIONS
5.01 TERMINATION RIGHTS
The Government reserves the right to terminate the lease upon (60) days written notice to the lessor at any point during the term of the lease,
including the firm term,should the airport become de-federalized.
5.02 CARPET REPLACMENT AND PAINTING:
A. Paint,wall coverings. Lessor shall maintain all wall coverings and high performance paint coatings in"like new"condition for the life of the Lease.
All painted surfaces,shall be repainted at the Lessor's expense, including the moving and returning of furnishings,any time during the occupancy
by the Government if the paint is peeling or permanently stained, except where damaged due to the negligence of the Government. All work
shall be done after normal working hours as defined elsewhere in this Lease. In addition to the foregoing requirement,
1. At the end of Year 5, the Lessor, at Lessor's expense, shall perform cyclical repainting of the Space.All surfaces within the Space which are
designated by GSA for painting shall be newly finished in colors acceptable to the Government.
2. The cost, including the moving and returning of furnishings, as well as disassembly and reassembly of systems furniture, shall be at the
Lessor's expense.
B. Carpet and flooring.
1. Except when damaged by the Government,the Lessor shall repair or replace flooring at any time during the Lease term when:
a. Backing or underlayment is exposed;
b. There are noticeable variations in surface color or texture;
c. It has curls,upturned edges,or other noticeable variations in texture;
d. Tiles are loose;or,
e. Tears or tripping hazards are present.
2. At the end of Year 5,the Lessor,at Lessor's expense,shall replace all carpet in the leased space.
3. Replacement shall include the moving and returning of furnishings, including disassembly and reassembly of systems furniture, if necessary.
Work shall be performed after the normal hours established elsewhere in this Lease.
5.03 SELECTION OF CLEANING PRODUCTS(APR 2011)
The Lessor shall make careful selection of janitorial cleaning products and equipment to:
A. Use products that are packaged ecologically;
B. Use products and equipment considered environmentally beneficial and/or recycled products that are phosphate free, non-corrosive,
non-flammable,and fully biodegradable; and,
C. Minimize the use of harsh chemicals and the release of irritating fumes.
NOTE: Examples of acceptable products may be found at www.gsa.gov/p2products.
5.04 SELECTION OF PAPER PRODUCTS(JUN 2012)
The Lessor shall select paper and paper products(e.g., restroom tissue and paper towels)with recycled content conforming to EPA's CPG.
LEASE NO.GS-0913-03168,PAGE 11 LESSOR: GOVERNMENT GSA FORM L201D(6112)
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Exhibit FLOOR PLAN Initials &
to US Government Lease GS-09B-03168 ernment Lessor
6,653 RSF/6,653 ABOASF
EXHIBIT B: PALM SPRINGS AIRPORT PARKING PLAN
Bono Concourse- Ground level Parking
Exhibit B—Vehicle Parking—TSA V ehicles
Total three l31 vehicles "'
L
TSA Administration
Vehicle Padtin offices
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oa 494 484 370 noes -2
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Exhibit B PARKING PLAN Initials
to US Government Lease GS-09B-03168 vernment Lessor
6,653 RSF/6,653 ABOASF
EXHIBIT B: PALM SPRINGS AIRPORT PARKING A.PLAN
Exhibit B-Employee Parking 24
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Exhibit B PARKING PLAN overnment Lessor
to US Government Lease GS-09B-03168
6,653 RSF/6,653 ABOASF
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
CATEGORY CLAUSE NO. 48 CFR REF. CLAUSE TITLE
GENERAL 1 SUBLETTING AND ASSIGNMENT
2 552.270-11 SUCCESSORS BOUND
3 552.270-23 SUBORDINATION, NON-DISTURBANCE AND
ATTORNMENT
4 552.270-24 STATEMENT OF LEASE
5 552.270-25 SUBSTITUTION OF TENANT AGENCY
6 552.270-26 NO WAIVER
7 INTEGRATED AGREEMENT
8 552.270-28 MUTUALITY OF OBLIGATION
PERFORMANCE 9 DELIVERY AND CONDITION
10 DEFAULT BY LESSOR
11 552.270-19 PROGRESSIVE OCCUPANCY
12 MAINTENANCE OF THE PROPERTY, RIGHT TO
INSPECT
13 FIRE AND CASUALTY DAMAGE
14 COMPLIANCE WITH APPLICABLE LAW
15 552.270-12 ALTERATIONS
16 ACCEPTANCE OF SPACE AND CERTIFICATE OF
OCCUPANCY
PAYMENT 17 52.204-7 CENTRAL CONTRACTOR REGISTRATION
18 552.270-31 PROMPT PAYMENT
19 552.232-23 ASSIGNMENT OF CLAIMS
20 552.270-20 PAYMENT
21 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER—
CENTRAL CONTRACTOR REGISTRATION
STANDARDS OF CONDUCT 22 52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND
CONDUCT
23 552.270-32 COVENANT AGAINST CONTINGENT FEES
24 52-203-7 ANTI-KICKBACK PROCEDURES
25 52-223-6 DRUG-FREE WORKPLACE
26 52.203-14 DISPLAY OF HOTLINE POSTER(S)
ADJUSTMENTS 27 552.270-30 PRICE ADJUSTMENT FOR ILLEGAL OR
IMPROPER ACTIVITY
28 52-215-10 PRICE REDUCTION FOR DEFECTIVE COST OR
PRICING DATA
29 552.270-13 PROPOSALS FOR ADJUSTMENT
30 CHANGES
AUDITS 31 552.215-70 EXAMINATION OF RECORDS BY GSA
32 52.215-2 AUDIT AND RECORDS—NEGOTIATION
DISPUTES 33 52.233-1 DISPUTES
Exhibit C General Clauses
to US Governme ease GS- 16
INITIALS: g,
LESSO GOVVOMENT GSA FORM 3517E PAGE i (REV 6/12)
LABOR STANDARDS 34 52.222-26 EQUAL OPPORTUNITY
35 52.222-21 PROHIBITION OF SEGREGATED FACILITIES
36 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM
REPRESENTATION
37 52.222-35 EQUAL OPPORTUNITY FOR VETERANS
38 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH
DISABILITIES
39 52.222-37 EMPLOYMENT REPORTS VETERANS
SUBCONTRACTING 40 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST
WHEN SUBCONTRACTING WITH CONTRACTORS
DEBARRED, SUSPENDED, OR PROPOSED FOR
DEBARMENT
41 52.215-12 SUBCONTRACTOR CERTIFIED COST OR
PRICING DATA
42 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS
43 52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN
44 52.219-16 LIQUIDATED DAMAGES—SUBCONTRACTING
PLAN
45 52.204-10 REPORTING EXECUTIVE COMPENSATION AND
FIRST-TIER SUBCONTRACT AWARDS
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(OMB) pursuant to the Paperwork Reduction Act
and assigned the OMB Control No. 3090-0163.
Exhibit C General Clauses
to US Government se !f0 a
INITIALS: 8
LESSOR GOVER17ENT GSA FORM 35176 PAGE 2(REV 6/12)
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
1. SUBLETTING AND ASSIGNMENT(JAN 2011)
The Government may sublet any part of the premises but shall not be relieved from any obligations under this
lease by reason of any such subletting. The Government may at any time assign this lease, and be relieved from
all obligations to Lessor under this lease excepting only unpaid rent and other liabilities, if any, that have accrued
to the date of said assignment. Any subletting or assignment shall be subject to prior written consent of Lessor,
which shall not be unreasonably withheld.
2. 552.270-11 SUCCESSORS BOUND (SEP 1999)
This lease shall bind, and inure to the benefit of, the parties and their respective heirs, executors, administrators,
successors, and assigns.
3. 552.270-23 SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT(SEP 1999)
(a) Lessor warrants that it holds such title to or other interest in the premises and other property as is
necessary to the Government's access to the premises and full use and enjoyment thereof in accordance with the
provisions of this lease. Government agrees, in consideration of the warranties and conditions set forth in this
clause, that this lease is subject and subordinate to any and all recorded mortgages, deeds of trust and other
liens now or hereafter existing or imposed upon the premises, and to any renewal, modification or extension
thereof. It is the intention of the parties that this provision shall be self-operative and that no further instrument
shall be required to effect the present or subsequent subordination of this lease. Government agrees, however,
within twenty (20) business days next following the Contracting Officer's receipt of a written demand, to execute
such instruments as Lessor may reasonably request to evidence further the subordination of this lease to any
existing or future mortgage, deed of trust or other security interest pertaining to the premises, and to any water,
sewer or access easement necessary or desirable to serve the premises or adjoining property owned in whole or
in part by Lessor if such easement does not interfere with the full enjoyment of any right granted the Government
under this lease.
(b) No such subordination, to either existing or future mortgages, deeds of trust or other lien or
security instrument shall operate to affect adversely any right of the Government under this lease so long as the
Government is not in default under this lease. Lessor will include in any future mortgage, deed of trust or other
security instrument to which this lease becomes subordinate, or in a separate non-disturbance agreement, a
provision to the foregoing effect. Lessor warrants that the holders of all notes or other obligations secured by
existing mortgages, deeds of trust or other security instruments have consented to the provisions of this clause,
and agrees to provide true copies of all such consents to the Contracting Officer promptly upon demand.
(c) In the event of any sale of the premises or any portion thereof by foreclosure of the lien of any
such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of foreclosure, the
Government will be deemed to have attorned to any purchaser, purchasers, transferee or transferees of the
premises or any portion thereof and its or their successors and assigns, and any such purchasers and transferees
will be deemed to have assumed all obligations of the Lessor under this lease, so as to establish direct privity of
estate and contract between Government and such purchasers or transferees, with the same force, effect and
relative priority in time and right as if the lease had initially been entered into between such purchasers or
transferees and the Government; provided, further, that the Contracting Officer and such purchasers or
transferees shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure,
execute all such revisions to this lease, or other writings, as shall be necessary to document the foregoing
relationship.
(d) None of the foregoing provisions may be deemed or construed to imply a waiver of the
Government's rights as a sovereign.
Exhibit C General Clauses
to US Government se GS-09B�
INITIALS: &
LESSOR GOVER GSA FORM 3517E PAGE 3(REV 6/12)
4. 552.270-24 STATEMENT OF LEASE(SEP 1999)
(a) The Contracting Officer will, within thirty (30) days next following the Contracting Officer's receipt of a
joint written request from Lessor and a prospective lender or purchaser of the building, execute and deliver to
Lessor a letter stating that the same is issued subject to the conditions stated in this clause and, if such is the
case, that(1) the lease is in full force and effect; (2) the date to which the rent and other charges have been paid
in advance, if any; and (3) whether any notice of default has been issued.
(b) Letters issued pursuant to this clause are subject to the following conditions:
(1) That they are based solely upon a reasonably diligent review of the Contracting Officer's
lease file as of the date of issuance;
(2) That the Government shall not be held liable because of any defect in or condition of the
premises or building;
(3) That the Contracting Officer does not warrant or represent that the premises or building
comply with applicable Federal, State and local law; and
(4) That the Lessor, and each prospective lender and purchaser are deemed to have
constructive notice of such facts as would be ascertainable by reasonable pre-purchase and pre-commitment
inspection of the Premises and Building and by inquiry to appropriate Federal, State and local Government
officials.
5. 552.270-25 SUBSTITUTION OF TENANT AGENCY(SEP 1999)
The Government may, at any time and from time to time, substitute any Government agency or agencies
for the Government agency or agencies, if any, named in the lease.
6. 552.270-26 NO WAIVER(SEP 1999)
No failure by either party to insist upon the strict performance of any provision of this lease or to exercise
any right or remedy consequent upon a breach thereof, and no acceptance of full or partial rent or other
performance by either party during the continuance of any such breach shall constitute a waiver of any such
breach of such provision.
7. INTEGRATED AGREEMENT(JUN 2012)
This Lease, upon execution, contains the entire agreement of the parties and no prior written or oral
agreement, express or implied, shall be admissible to contradict the provisions of the Lease. Except as expressly
attached to and made a part of the Lease, neither the Request for Lease Proposals nor any pre-award
communications by either party shall be incorporated in the Lease.
8. 552.270-28 MUTUALITY OF OBLIGATION (SEP 1999)
The obligations and covenants of the Lessor, and the Government's obligation to pay rent and other
Government obligations and covenants, arising under or related to this Lease, are interdependent. The
Government may, upon issuance of and delivery to Lessor of a final decision asserting a claim against Lessor, set
off such claim, in whole or in part, as against any payment or payments then or thereafter due the Lessor under
this lease. No setoff pursuant to this clause shall constitute a breach by the Government of this lease.
9. DELIVERY AND CONDITION (JAN 2011)
(a) Unless the Government elects to have the space occupied in increments, the space must be
delivered ready for occupancy as a complete unit.
Exhibit C General Clauses
to US Government ase G 03168
INITIALS: &
LESSO677
O NMENT GSA FORM 3517E PAGE 4(REV 6112)
(b) The Government may elect to accept the Space notwithstanding the Lessor's failure to deliver the
Space substantially complete; if the Government so elects, it may reduce the rent payments.
10. DEFAULT BY LESSOR (APR 2012)
(a) The following conditions shall constitute default by the Lessor, and shall give rise to the following
rights and remedies for the Government:
(1) Prior to Acceptance of the Premises. Failure by the Lessor to diligently perform all
obligations required for Acceptance of the Space within the times specified, without excuse, shall constitute a
default by the Lessor. Subject to provision of notice of default to the Lessor, and provision of a reasonable
opportunity for the Lessor to cure its default, the Government may terminate the Lease on account of the Lessor's
default.
(2) After Acceptance of the Premises. Failure by the Lessor to perform any service, to
provide any item, or satisfy any requirement of this Lease, without excuse, shall constitute a default by the Lessor.
Subject to provision of notice of default to the Lessor, and provision of a reasonable opportunity for the Lessor to
cure its default, the Government may perform the service, provide the item, or obtain satisfaction of the
requirement by its own employees or contractors. If the Government elects to take such action, the Government
may deduct from rental payments its costs incurred in connection with taking the action. Alternatively, the
Government may reduce the rent by an amount reasonably calculated to approximate the cost or value of the
service not performed, item not provided, or requirement not satisfied, such reduction effective as of the date of
the commencement of the default condition.
(3) Grounds for Termination. The Government may terminate the Lease if:
(i) The Lessor's default persists notwithstanding provision of notice and reasonable
opportunity to cure by the Government, or
(ii) The Lessor fails to take such actions as are necessary to prevent the recurrence
of default conditions,
and such conditions (i) or (ii) substantially impair the safe and healthful occupancy of the Premises, or render the
Space unusable for its intended purposes.
(4) Excuse. Failure by the Lessor to timely deliver the Space or perform any service, provide
any item, or satisfy any requirement of this Lease shall not be excused if its failure in performance arises from:
(i) Circumstances within the Lessor's control;
(ii) Circumstances about which the Lessor had actual or constructive knowledge
prior to the Lease Award Date that could reasonably be expected to affect the Lessor's
capability to perform, regardless of the Government's knowledge of such matters;
(iii) The condition of the Property;
(iv) The acts or omissions of the Lessor, its employees, agents or contractors; or
(v) The Lessor's inability to obtain sufficient financial resources to perform its
obligations-
(5) The rights and remedies specified in this clause are in addition to any and all remedies to
which the Government may be entitled as a matter of law.
Exhibit C General Clauses
to US Government ase GS-09
INITIALS: &
LESSO GOVER NT GSA FORM 3517B PAGE 5(REV 6112)
11. 552.270-19 PROGRESSIVE OCCUPANCY(SEP 1999)
The Government shall have the right to elect to occupy the space in partial increments prior to the substantial
completion of the entire leased premises, and the Lessor agrees to schedule its work so as to deliver the space
incrementally as elected by the Government. The Government shall pay rent commencing with the first business
day following substantial completion of the entire leased premise unless the Government has elected to occupy
the leased premises incrementally. In case of incremental occupancy, the Government shall pay rent pro rata
upon the first business day following substantial completion of each incremental unit. Rental payments shall
become due on the first workday of the month following the month in which an increment of space is substantially
complete, except that should an increment of space be substantially completed after the fifteenth day of the
month, the payment due date will be the first workday of the second month following the month in which it was
substantially complete. The commencement date of the firm lease term will be a composite determined from all
rent commencement dates.
12. MAINTENANCE OF THE PROPERTY, RIGHT TO INSPECT(JAN 2011)
The Lessor shall maintain the Property, including the building, building systems, and all equipment, fixtures, and
appurtenances furnished by the Lessor under this Lease, in good repair and tenantable condition so that they are
suitable in appearance and capable of supplying such heat, air conditioning, light, ventilation, safety systems,
access and other things to the premises, without reasonably preventable or recurring disruption, as is required for
the Government's access to, occupancy, possession, use and enjoyment of the premises as provided in this
lease. For the purpose of so maintaining the premises, the Lessor may at reasonable times enter the premises
with the approval of the authorized Government representative in charge. Upon request of the LCO, the Lessor
shall provide written documentation that building systems have been properly maintained, tested, and are
operational within manufacturer's warranted operating standards. The Lessor shall maintain the Premises in a
safe and healthful condition according to applicable OSHA standards and all other requirements of this Lease,
including standards governing indoor air quality, existence of mold and other biological hazards, presence of
hazardous materials, etc. The Government shall have the right, at any time after the Lease Award Date and
during the term of the Lease, to inspect all areas of the Property to which access is necessary for the purpose of
determining the Lessor's compliance with this clause.
13. FIRE AND CASUALTY DAMAGE (SEP 2011)
If the building in which the Premises are located is totally destroyed by fire or other casualty, this Lease shall
immediately terminate. If the building in which the Premises are located are only partially destroyed or damaged,
so as to render the Premises untenantable, or not usable for their intended purpose, the Lessor shall have the
option to elect to repair and restore the Premises or terminate the Lease. The Lessor shall be permitted a
reasonable amount of time, not to exceed 270 days from the event of destruction or damage, to repair or restore
the Premises, provided that the Lessor submits to the Government a reasonable schedule for repair of the
Premises within 60 days of the event of destruction or damage. If the Lessor fails to timely submit a reasonable
schedule for completing the work, the Government may elect to terminate the Lease effective as of the date of the
event of destruction or damage. If the Lessor elects to repair or restore the Premises, but fails to repair or restore
the Premises within 270 days from the event of destruction or damage, or fails to diligently pursue such repairs or
restoration so as to render timely completion commercially impracticable, the Government may terminate the
Lease effective as of the date of the destruction or damage. During the time that the Premises are unoccupied,
rent shall be abated. Termination of the Lease by either party under this clause shall not give rise to liability for
either party.
This clause shall not apply if the event of destruction or damage is caused by the Lessor's negligence or willful
misconduct.
14. COMPLIANCE WITH APPLICABLE LAW(JAN 2011)
Lessor shall comply with all Federal, state and local laws applicable to its ownership and leasing of the Property,
including, without limitation, laws applicable to the construction, ownership, alteration or operation of all buildings,
structures, and facilities located thereon, and obtain all necessary permits, licenses and similar items at its own
expense. The Government will comply with all Federal, State and local laws applicable to and enforceable against
Exhibit C General Clauses
to US Government se GS-0938
INITIALS: &
LESSOR GOV ENT GSA FORM 35176 PAGE 6(REV 6112)
it as a tenant under this lease, provided that nothing in this Lease shall be construed as a waiver of the sovereign
immunity of the Government. This Lease shall be governed by Federal law.
15. 552.270-12 ALTERATIONS (SEP 1999)
The Government shall have the right during the existence of this lease to make alterations, attach fixtures, and
erect structures or signs in or upon the premises hereby leased, which fixtures, additions or structures so placed
in, on, upon, or attached to the said premises shall be and remain the property of the Government and may be
removed or otherwise disposed of by the Government. If the lease contemplates that the Government is the sole
occupant of the building, for purposes of this clause, the leased premises include the land on which the building is
sited and the building itself. Otherwise, the Government shall have the right to tie into or make any physical
connection with any structure located on the property as is reasonably necessary for appropriate utilization of the
leased space.
16. ACCEPTANCE OF SPACE AND CERTIFICATE OF OCCUPANCY(JAN 2011)
(a) Ten (10) working days prior to the completion of the Space, the Lessor shall issue written notice
to the Government to schedule the inspection of the Space for acceptance. The Government shall accept the
Space only if the construction of building shell and Tls conforming to this Lease and the approved DIDs is
substantially complete, and a Certificate of Occupancy has been issued as set forth below.
(b) The Space shall be considered substantially complete only if the Space may be used for its
intended purpose and completion of remaining work will not unreasonably interfere with the Government's
enjoyment of the Space. Acceptance shall be final and binding upon the Government with respect to
conformance of the completed Tls to the approved DIDs, with the exception of items identified on a punchlist
generated as a result of the inspection, concealed conditions, latent defects, or fraud, but shall not relieve the
Lessor of any other Lease requirements.
(c) The Lessor shall provide a valid Certificate of Occupancy, issued by the local jurisdiction, for the
intended use of the Government. If the local jurisdiction does not issue Certificates of Occupancy or if the
Certificate of Occupancy is not available, the Lessor may obtain satisfaction of this condition by obtaining the
services of a licensed fire protection engineer to verify that the offered space meets all applicable local codes and
ordinances to ensure an acceptable level of safety is provided. Under such circumstances, the Government shall
only accept the Space without a Certificate of Occupancy if a licensed fire protection engineer determines that the
offered space is compliant with all applicable local codes and ordinances.
17. 52.204-7 CENTRAL CONTRACTOR REGISTRATION (FEB 2012)
(a) Definitions. As used in this clause—
"Central Contractor Registration (CCR) database" means the primary Government repository for
Contractor information required for the conduct of business with the Government.
"Data Universal Numbering System (DUNS) number" means the 9-digit number assigned by Dun
and Bradstreet, Inc. (D&B) to identify unique business entities.
"Data Universal Numbering System +4 (DUNS+4) number" means the DUNS number assigned by
D&B plus a 4-character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-
character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish
additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at
Subpart 32.11)for the same concern.
"Registered in the CCR database" means that—
(1) The Contractor has entered all mandatory information, including the DUNS number or
the DUNS+4 number, into the CCR database; and
Exhibit C General Clauses
to US Governmen ease GS 316
INITIALS: g -
LESSORffif GOV NMENT GSA FORM 3517B PAGE 7(REV 6112)
(2) The Government has validated all mandatory data fields, to include validation of the
Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS), and has marked the record
"Active". The Contractor will be required to provide consent for TIN validation to the Government as a part of the
CCR registration process.
(b) (1) By submission of an offer, the offeror acknowledges the requirement that a prospective
awardee shall be registered in the CCR database prior to award, during performance, and through final payment
of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this
solicitation.
(2) 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 or DUNS +4 number that identifies the offeror's
name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to
verify that the offeror is registered in the CCR database.
(c) 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) Via the Internet at http://fedgov.dnb.com/webform or if the offeror does not
have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or
(ii) If located outside the United States, by contacting the local Dun and
Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting
the local Dun and Bradstreet office.
(2) The offeror should be prepared to provide the following information:
(i) Company legal business.
(ii) Tradestyle, doing business, or other name by which your entity is
commonly recognized.
(iii) Company Physical Street Address, City, State, and ZIP Code.
(iv) Company Mailing Address, City, State and ZIP Code (if separate from
physical).
(v) Company Telephone Number.
(vi) Date the company was started.
(vii) Number of employees at your location.
(viii) Chief executive officer/key manager.
(ix) Line of business(industry).
(x) Company Headquarters name and address (reporting relationship within
your entity).
(d) If the Offeror does not become registered in the CCR database in the time prescribed by the
Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered
Offeror.
(e) Processing time, which normally takes 48 hours, should be taken into consideration when
registering. Offerors who are not registered should consider applying for registration immediately upon receipt of
this solicitation.
(f) The Contractor is responsible for the accuracy and completeness of the data within the CCR
database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To
remain registered in the CCR database after the initial registration, the Contractor is required to review and
update on an annual basis from the date of initial registration or subsequent updates its information in the CCR
database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms
and conditions of this contract and is not a substitute for a properly executed contractual document.
Exhibit C General Clauses
to US Government ease GS- 68
INITIALS: &
LESSOFr jAIJ GOV MENT GSA FORM 3517B PAGE 8(REV 6/12)
(g) (1) (1) If a Contractor has legally changed its business name, "doing business as"
name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the
contract, but has not completed the necessary requirements regarding novation and change-of-name agreements
in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business
days written notification of its intention to (A) change the name in the CCR database; (B) comply with the
requirements of Subpart 42.12 of the FAR; and (C) agree in writing to the timeline and procedures specified by
the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to
support the legally changed name.
(ii) If the Contractor fails to comply with the requirements of paragraph
(g)(1)(i) of this clause, or fails to perform the agreement at paragraph (g)(1)(i)(C) of this clause, and, in the
absence of a properly executed novation or change-of-name agreement, the CCR information that shows the
Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information
within the meaning of the `Suspension of Payment" paragraph of the electronic funds transfer(EFT)clause of this
contract.
(2) The Contractor shall not change the name or address for EFT payments or manual
payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see
FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database.
Information provided to the Contractor's CCR record that indicates payments, including those made by EFT, to an
ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of
the"Suspension of payment" paragraph of the EFT clause of this contract.
(h) Offerors and Contractors may obtain information on registration and annual confirmation
requirements via CCR accessed through https://www,acquisition.gov or by calling 1-888-227-2423, or 269-961-
5757.
18. 552.270-31 PROMPT PAYMENT(JUN 2011)
The Government will make payments under the terms and conditions specified in this clause. Payment shall be
considered as being made on the day a check is dated or an electronic funds transfer is made. All days referred
to in this clause are calendar days, unless otherwise specified.
(a) Payment due date--
(1) Rental payments. Rent shall be paid monthly in arrears and will be due on the first
workday of each month, and only as provided for by the lease.
(i)When the date for commencement of rent falls on the 15th day of the month or
earlier, the initial monthly rental payment under this contract shall become due on the first workday of the month
following the month in which the commencement of the rent is effective.
(ii)When the date for commencement of rent falls after the 15th day of the month, the
initial monthly rental payment under this contract shall become due on the first workday of the second month
following the month in which the commencement of the rent is effective.
(2) Other payments. The due date for making payments other than rent shall be the later of the
following two events:
(i) The 30th day after the designated billing office has received a proper invoice from the
Contractor.
(ii) The 30th day after Government acceptance of the work or service. However, if the
designated billing office fails to annotate the invoice with the actual date of receipt, the invoice payment due date
shall be deemed to be the 30th day after the Contractor's invoice is dated, provided a proper invoice is received
and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.
Exhibit C General Clauses
to US Government ase GS-09B-03168
INITIALS: LESSO GO MENT& aCi
GSA FORM 3517E PAGE 9(REV 6l12)
(b) Invoice and inspection requirements for payments other than rent.
(1) The Contractor shall prepare and submit an invoice to the designated billing office after
completion of the work. A proper invoice shall include the following items:
(i) Name and address of the Contractor.
(ii) Invoice date.
(III) Lease number.
(iv) Government's order number or other authorization.
(v) Description, price, and quantity of work or services delivered.
(vi) Name and address of Contractor official to whom payment is to be sent(must be
the same as that in the remittance address in the lease or the order).
(vii) Name (where practicable), title, phone number, and mailing address of person to
be notified in the event of a defective invoice.
(2) The Government will inspect and determine the acceptability of the work performed or
services delivered within seven days after the receipt of a proper invoice or notification of completion of the work
or services unless a different period is specified at the time the order is placed. If actual acceptance occurs later,
for the purpose of determining the payment due date and calculation of interest, acceptance will be deemed to
occur on the last day of the seven day inspection period. If the work or service is rejected for failure to conform to
the technical requirements of the contract, the seven days will be counted beginning with receipt of a new invoice
or notification. In either case, the Contractor is not entitled to any payment or interest unless actual acceptance by
the Government occurs.
(c) Interest Penalty.
(1) An interest penalty shall be paid automatically by the Government, without request from
the Contractor, if payment is not made by the due date.
(2) The interest penalty shall be at the rate established by the Secretary of the Treasury
under Section 12 of the Contract Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day after the due
date. This rate is referred to as the "Renegotiation Board Interest Rate," and it is published in the Federal
Register semiannually on or about January 1 and July 1. The interest penalty shall accrue daily on the payment
amount approved by the Government and be compounded in 30-day increments inclusive from the first day after
the due date through the payment date.
(3) Interest penalties will not continue to accrue after the filing of a claim for such penalties under
the clause at 52.233-1, Disputes, or for more than one year. Interest penalties of less than $1.00 need not be
paid.
(4) Interest penalties are not required on payment delays due to disagreement between the
Government and Contractor over the payment amount or other issues involving contract compliance or on
amounts temporarily withheld or retained in accordance with the terms of the contract. Claims involving disputes,
and any interest that may be payable, will be resolved in accordance with the clause at 52.233-1. Disputes.
(d) Overpayments. If the Lessor becomes aware of a duplicate payment or that the Government has
otherwise overpaid on a payment, the Contractor shall—
(1) Return the overpayment amount to the payment office cited in the contract along with a
description of the overpayment including the—
Exhibit C General Clauses
to US Governme ase GS-09 1
INITIALS: &
LESSO GOV NT GSA FORM 35178 PAGE 10(REV 6/12)
(i) Circumstances of the overpayment(e.g., duplicate payment, erroneous payment,
liquidation errors, date(s) of overpayment);
(ii) Affected lease number; (iii)Affected lease line item or sub-line item, if applicable; and
(iii) Lessor point of contact.
(2) Provide a copy of the remittance and supporting documentation to the Contracting Officer.
19. 552.232-23 ASSIGNMENT OF CLAIMS (SEP 1999)
(Applicable to leases over$3000.)
In order to prevent confusion and delay in making payment, the Contractor shall not assign any claim(s)for
amounts due or to become due under this contract. However, the Contractor is permitted to assign separately to a
bank, trust company, or other financial institution, including any Federal lending agency, under the provisions of
the Assignment of Claims Act, as amended, 31 U.S.C. 3727, 41 U.S.C. 15 (hereinafter referred to as"the Act"), all
amounts due or to become due under any order amounting to $1,000 or more issued by any Government agency
under this contract. Any such assignment takes effect only if and when the assignee files written notice of the
assignment together with a true copy of the instrument of assignment with the contracting officer issuing the order
and the finance office designated in the order to make payment. Unless otherwise stated in the order, payments
to an assignee of any amounts due or to become due under any order assigned may, to the extent specified in
the Act, be subject to reduction or set-off.
20. 552.270-20 PAYMENT(MAY 2011)
(a) When space is offered and accepted, the amount of American National Standards
Institute/Building Owners and Managers Association Office Area (ABOA) square footage delivered will be
confirmed by:
(1) The Government's measurement of plans submitted by the successful Offeror as approved
by the Government, and an inspection of the space to verify that the delivered space is in conformance with such
plans or
(2) A mutual on-site measurement of the space, if the Contracting Officer determines that it is
necessary.
(b) Payment will not be made for space which is in excess of the amount of ABOA square footage
stated in the lease.
(c) If it is determined that the amount of ABOA square footage actually delivered is less than the
amount agreed to in the lease, the lease will be modified to reflect the amount of ABOA space delivered and the
annual rental will be adjusted as follows:
ABOA square feet not delivered multiplied by one plus the common area factor(CAF), multiplied
by the rate per rentable square foot(RSF). That is: (1+CAF) x Rate per RSF = Reduction in Annual Rent
21. 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER—CENTRAL CONTRACTOR
REGISTRATION (OCT 2003)
(a) Method of payment.
(1) All payments by the Government under this contract shall be made by electronic funds transfer
(EFT), except as provided in paragraph (a)(2) of this clause. As used in this clause, the term "EFT" refers to the
funds transfer and may also include the payment information transfer.
(2) In the event the Government is unable to release one or more payments by EFT, the Contractor
agrees to either—
Exhibit C General Clauses
to US Government ase GS-09B-
INITIALS: &
4
LESSOR,MI OVERN �1 E GSA FORM 3517B PAGE 1 (REV 6/12)
(i) Accept payment by check or some other mutually agreeable method of payment; or
(ii) Request the Government to extend the payment due date until such time as the
Government can make payment by EFT (but see paragraph (d) of this clause).
(b) Contractor's EFT information. The Government shall make payment to the Contractor using the EFT
information contained in the Central Contractor Registration (CCR) database. In the event that the EFT
information changes, the Contractor shall be responsible for providing the updated information to the CCR
database.
(c) Mechanisms for EFT payment. The Government may make payment by EFT through either the
Automated Clearing House (ACH) network, subject to the rules of the National Automated Clearing House
Association, or the Fedwire Transfer System. The rules governing Federal payments through the ACH are
contained in 31 CFR Part 210.
(d) Suspension of payment. If the Contractor's EFT information in the CCR database is incorrect, then the
Government need not make payment to the Contractor under this contract until correct EFT information is entered
into the CCR database; and any invoice or contract financing request shall be deemed not to be a proper invoice
for the purpose of prompt payment under this contract. The prompt payment terms of the contract regarding
notice of an improper invoice and delays in accrual of interest penalties apply.
(e) Liability for uncompleted or erroneous transfers-
(1) If an uncompleted or erroneous transfer occurs because the Government used the Contractors
EFT information incorrectly, the Government remains responsible for—
(i) Making a correct payment;
(ii) Paying any prompt payment penalty due; and
(iii) Recovering any erroneously directed funds.
(2) If an uncompleted or erroneous transfer occurs because the Contractor's EFT information was
incorrect, or was revised within 30 days of Government release of the EFT payment transaction instruction to the
Federal Reserve System, and—
(i) If the funds are no longer under the control of the payment office, the Government is deemed
to have made payment and the Contractor is responsible for recovery of any erroneously directed funds;
or
(ii) If the funds remain under the control of the payment office, the Government shall not make
payment, and the provisions of paragraph (d) of this clause shall apply.
(f) EFT and prompt payment. A payment shall be deemed to have been made in a timely manner in
accordance with the prompt payment terms of this contract if, in the EFT payment transaction instruction released
to the Federal Reserve System, the date specified for settlement of the payment is on or before the prompt
payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve
System.
(g) EFT and assignment of claims. If the Contractor assigns the proceeds of this contract as provided
for in the assignment of claims terms of this contract, the Contractor shall require as a condition of any such
assignment, that the assignee shall register separately in the CCR database and shall be paid by EFT in
accordance with the terms of this clause. Notwithstanding any other requirement of this contract, payment to an
ultimate recipient other than the Contractor, or a financial institution properly recognized under an assignment of
claims pursuant to Subpart 32.8, is not permitted. In all respects, the requirements of this clause shall apply to the
assignee as if it were the Contractor. EFT information that shows the ultimate recipient of the transfer to be other
Exhibit C General Clauses
to US Government ase GS
INITIALS: &
LESSOR GO NMENT GSA FORM 3517B PAGE 12(REV 6112)
than the Contractor, in the absence of a proper assignment of claims acceptable to the Government, is incorrect
EFT information within the meaning of paragraph (d) of this clause.
(h) Liability for change of EFT information by financial agent. The Government is not liable for errors
resulting from changes to EFT information made by the Contractor's financial agent.
(i) Payment information. The payment or disbursing office shall forward to the Contractor available
payment information that is suitable for transmission as of the date of release of the EFT instruction to the Federal
Reserve System. The Government may request the Contractor to designate a desired format and method(s) for
delivery of payment information from a list of formats and methods the payment office is capable of executing.
However, the Government does not guarantee that any particular format or method of delivery is available at any
particular payment office and retains the latitude to use the format and delivery method most convenient to the
Government. If the Government makes payment by check in accordance with paragraph (a) of this clause, the
Government shall mail the payment information to the remittance address contained in the CCR database.
22. 52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND CONDUCT (APR 2010)
(Applicable to leases over$5 million and performance is over 120 days.)
(a) Definitions. As used in this clause—
"Agent" means any individual, including a director, an officer, an employee, or an independent Contractor,
authorized to act on behalf of the organization.
"Full cooperation"—
(1) Means disclosure to the Government of the information sufficient for law enforcement to
identify the nature and extent of the offense and the individuals responsible for the conduct. It includes
providing timely and complete response to Government auditors' and investigators' request for
documents and access to employees with information;
(2) Does not foreclose any Contractor rights arising in law, the FAR, or the terms of the
contract. It does not require—
(i) A Contractor to waive its attorney-client privilege or the protections afforded by
the attorney work product doctrine; or
(ii) Any officer, director, owner, or employee of the Contractor, including a sole
proprietor, to waive his or her attorney client privilege or Fifth Amendment rights; and
(3) Does not restrict a Contractor from—
(i) Conducting an internal investigation; or
or disclosed violation. (ii) Defending a proceeding or dispute arising under the contract or related to a potential
"Principal" means an officer, director, owner, partner, or a person having primary management or
supervisory responsibilities within a business entity (e.g.. general manager; plant manager, head of a division or
business segment; and similar positions).
"Subcontract" means any contract entered into by a subcontractor to furnish supplies or services for
performance of a prime contract or a subcontract.
"Subcontractor" means any supplier, distributor, vendor, or firm that furnished supplies or services to or
for a prime contractor or another subcontractor.
"United States," means the 50 States, the District of Columbia, and outlying areas.
Exhibit C General Clauses
to US Governmen L ase GS-0 68
INITIALS: &
LESS GbVoillMENT GSA FORM 3517E PAGE 13(REV 6/12)
(b) Code of business ethics and conduct.
(1) Within 30 days after contract award, unless the Contracting Officer establishes a longer
time period, the Contractor shall—
(1) Have a written code of business ethics and conduct, and
(ii) Make a copy of the code available to each employee engaged in performance of
the contract.
(2) The Contractor shall—
(I) Exercise due diligence to prevent and detect criminal conduct; and
(ii) Otherwise promote an organizational culture that encourages ethical conduct and
a commitment to compliance with the law.
(3) (i) The Contractor shall timely disclose, in writing, to the agency Office of the
Inspector General (OIG), with a copy to the Contracting Officer, whenever, in connection with the award,
performance, or closeout of this contract or any subcontract thereunder, the Contractor has credible evidence that
a principal, employee, agent, or subcontractor of the Contractor has committed—
(A) A violation of Federal criminal law involving fraud, conflict of interest, bribery, or
gratuity violations found in Title 18 of the United States Code; or
(B) A violation of the civil False Claims Act(31 U.S.C. 3729-3733).
(ii) The Government, to the extent permitted by law and regulation, will safeguard
and treat information obtained pursuant to the Contractors disclosure as confidential where the information has
been marked "confidential" or "proprietary" by the company. To the extent permitted by law and regulation, such
information will not be released by the Government to the public pursuant to a Freedom of Information Act
request, 5 U.S.C. Section 552, without prior notification to the Contractor. The Government may transfer
documents provided by the Contractor to any department or agency within the Executive Branch if the information
relates to matters within the organization's jurisdiction.
(iii) If the violation relates to an order against a Governmentwide acquisition contract,
a multi-agency contract, a multiple-award schedule contract such as the Federal Supply Schedule, or any other
procurement instrument intended for use by multiple agencies, the Contractor shall notify the OIG of the ordering
agency and the IG of the agency responsible for the basic contract.
(c) Business ethics awareness and compliance program and internal control system. This paragraph
(c) does not apply if the Contractor has represented itself as a small business concern pursuant to the award of
this contract or if this contract is for the acquisition of a commercial item as defined at FAR 2.101. The Contractor
shall establish the following within 90 days after contract award, unless the Contracting Officer establishes a
longer time period:
(1) An ongoing business ethics awareness and compliance program.
(i) This program shall include reasonable steps to communicate periodically and in a
practical manner the Contractor's standards and procedures and other aspects of the Contractors business
ethics awareness and compliance program and internal control system, by conducting effective training programs
and otherwise disseminating information appropriate to an individual's respective roles and responsibilities.
(ii) The training conducted under this program shall be provided to the Contractor's
principals and employees, and as appropriate, the Contractor's agents and subcontractors.
(2) An internal control system.
Exhibit C General Clauses
to US Government ase a& !25E/
INITIALS:
LESSOR GO NT GSA FORM 3517B PAGE 14(REV 6/12)
(i) The Contractor's internal control system shall—
(A) Establish standards and procedures to facilitate timely discovery of improper
conduct in connection with Government contracts; and
(B) Ensure corrective measures are promptly instituted and carried out.
(ii) At a minimum, the Contractor's internal control system shall provide for the following:
(A) Assignment of responsibility at a sufficiently high level and adequate resources to
ensure effectiveness of the business ethics awareness and compliance program and internal control system.
(B) Reasonable efforts not to include an individual as a principal, whom due
diligence would have exposed as having engaged in conduct that is in conflict with the Contractor's code of
business ethics and conduct.
(C) Periodic reviews of company business practices, procedures, policies, and
internal controls for compliance with the Contractor's code of business ethics and conduct and the special
requirements of Government contracting, including—
Monitoring and auditing to detect criminal conduct;
• Periodic evaluation of the effectiveness of the business ethics awareness and
compliance program and internal control system, especially if criminal conduct has been detected; and
Periodic assessment of the risk of criminal conduct, with appropriate steps to
design, implement, or modify the business ethics awareness and compliance program and the internal control
system as necessary to reduce the risk of criminal conduct identified through this process.
(D) An internal reporting mechanism, such as a hotline, which allows for anonymity
or confidentiality, by which employees may report suspected instances of improper conduct, and
instructions that encourage employees to make such reports.
(E) Disciplinary action for improper conduct or for failing to take reasonable steps to
prevent or detect improper conduct.
(F) Timely disclosure, in writing, to the agency OIG, with a copy to the Contracting
Officer, whenever, in connection with the award, performance, or closeout of any Government contract
performed by the Contractor or a subcontract thereunder, the Contractor has credible evidence that a
principal, employee, agent, or subcontractor of the Contractor has committed a violation of Federal
criminal law involving fraud, conflict of interest, bribery, or gratuity violations found in Title 18 U.S.C. or
a violation of the civil False Claims Act(31 U.S.C. 3729-3733).
• If a violation relates to more than one Government contract, the Contractor
may make the disclosure to the agency OIG and Contracting Officer responsible for the largest dollar value
contract impacted by the violation.
• If the violation relates to an order against a Governmentwide acquisition
contract, a multi-agency contract, a multiple-award schedule contract such as the Federal Supply Schedule, or
any other procurement instrument intended for use by multiple agencies, the contractor shall notify the OIG of the
ordering agency and the IG of the agency responsible for the basic contract, and the respective agencies'
contracting officers.
• The disclosure requirement for an individual contract continues until at least
3 years after final payment on the contract.
Exhibit C General Clauses
to US Governme se GS- 168
INITIALS: $,
LESSO NMENT GSA FORM 3517B PAGE 15(REV 6112)
The Government will safeguard such disclosures in accordance with
paragraph (b)(3)(ii)of this clause.
(G) Full cooperation with any Government agencies responsible for audits,
investigations, or corrective actions.
(d) Subcontracts.
(1) The Contractor shall include the substance of this clause, including this paragraph (d), in
subcontracts that have a value in excess of$5,000,000 and a performance period of more than 120 days.
rparties, all disclosures of violation of the
(2) In altering this clause to identify the appropriate op t
civil False Claims Act or of Federal criminal law shall be directed to the agency Office of the Inspector
General, with a copy to the Contracting Officer.
23. 552.270-32 COVENANT AGAINST CONTINGENT FEES (JUN 2011)
(Applicable to leases over$150.000.)
(a) The Contractor warrants that no person or agency has been employed or retained to solicit or
obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or
agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without
liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount
of the contingent fee.
(b) Bona fide agency, as used in this clause, means an established commercial or selling agency
(including licensed real estate agents or brokers), maintained by a Contractor for the purpose of securing
business, that neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts
nor holds itself out as being able to obtain any Government contract or contracts through improper influence.
(1) Bona fide employee, as used in this clause, means a person, employed by a Contractor
and subject to the Contractor's supervision and control as to time, place, and manner of performance, who neither
exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds out as being
able to obtain any Government contract or contracts through improper influence.
(2) Contingent fee, as used in this clause, means any commission, percentage, brokerage,
or other fee that is contingent upon the success that a person or concern has in securing a Government contract.
(3) Improper influence, as used in this clause, means any influence that induces or tends to
induce a Government employee or officer to give consideration or to act regarding a Government contract on any
basis other than the merits of the matter.
24. 52.203-7 ANTI-KICKBACK PROCEDURES(OCT 2010)
(Applicable to leases over$150,000 average net annual rental including option periods.)
(a) Definitions.
"Kickback,"as used in this clause, means any money, fee, commission, credit, gift, gratuity, thing of value,
or compensation of any kind which is provided, directly or indirectly, to any prime Contractor, prime Contractor
employee, subcontractor, or subcontractor employee for the purpose of improperly obtaining or rewarding
favorable treatment in connection with a prime contractor in connection with a subcontract relating to a prime
contract.
"Person," as used in this clause, means a corporation, partnership, business association of any kind,
trust,joint-stock company, or individual.
"Prime contract," as used in this clause, means a contract or contractual action entered into by the United
States for the purpose of obtaining supplies, materials, equipment, or services of any kind.
Exhibit C General Clauses
to US Government L ase GS-0
INITIALS: &
LESSOJr X4 GOV T GSA FORM 3517E PAGE 16(REV 6/12)
"Prime Contractor" as used in this clause, means a person who has entered into a prime contract with the
United States.
"Prime Contractor employee," as used in this clause, means any officer, partner, employee, or agent of a
prime Contractor.
"Subcontract," as used in this clause, means a contract or contractual action entered into by a prime
Contractor or subcontractor for the purpose of obtaining supplies, materials, equipment, or services of any kind
under a prime contract.
"Subcontractor," as used in this clause, (1) means any person, other than the prime Contractor, who
offers to furnish or furnishes any supplies, materials, equipment, or services of any kind under a prime contract or
a subcontract entered into in connection with such prime contract, and (2) includes any person who offers to
furnish or furnishes general supplies to the prime Contractor or a higher tier subcontractor.
"Subcontractor employee," as used in this clause, means any officer, partner, employee, or agent of a
subcontractor.
(b) The Anti-Kickback Act of 1986 (41 U.S.C. 51-58) (the Act), prohibits any person from—
(1) Providing or attempting to provide or offering to provide any kickback;
(2) Soliciting, accepting, or attempting to accept any kickback; or
(3) Including, directly or indirectly, the amount of any kickback in the contract price charged by a
prime Contractor to the United States or in the contract price charged by a subcontractor to a prime Contractor or
higher tier subcontractor.
(c) (1) The Contractor shall have in place and follow reasonable procedures designed to prevent
and detect possible violations described in paragraph (b) of this clause in its own operations and direct business
relationships.
(2) When the Contractor has reasonable grounds to believe that a violation described in
paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible
violation. Such reports shall be made to the inspector general of the contracting agency, the head of the
contracting agency if the agency does not have an inspector general, or the Department of Justice.
(3) The Contractor shall cooperate fully with any Federal agency investigating a possible violation
described in paragraph (b) of this clause.
(4)The Contracting Officer may(i) offset the amount of the kickback against any monies owed by the
United States under the prime contract and/or (ii) direct that the Prime Contractor withhold from sums owed a
subcontractor under the prime contract the amount of the kickback. The Contracting Officer may order that
monies withheld under subdivision (c)(5)(ii) of this clause be paid over to the Government unless the Government
has already offset those monies under subdivision (c)(5)(i) of this clause. In either case, the Prime Contractor
shall notify the Contracting Officer when the monies are withheld.
(5) The Contractor agrees to incorporate the substance of this clause, including paragraph (c)(5) but
excepting paragraph (c)(1), in all subcontracts under this contract which exceed $150,000.
25. 52.223-6 DRUG-FREE WORKPLACE (MAY 2001)
(a) Definitions. As used in this clause—
"Controlled substance" means a controlled substance in schedules I through V of section 202 of the
Controlled Substances Act(21 U.S.C. 812) and as further defined in regulation at 21 CFR 1308.11 - 1308.15.
Exhibit C General Clauses
to US Govern men se GS-0 68
INITIALS: &
LESSOW1 GOV MENT GSA FORM 3517E PAGE 17(REV 6112)
"Conviction" means a finding of guilt (including a plea of nolo contendere) or imposition of sentence,
or both, by anyjudicial body charged with the responsibility to determine violations of the Federal or State criminal
drug statutes.
"Criminal drug statute" means a Federal or non-Federal criminal statute involving the manufacture,
distribution, dispensing, possession, or use of any controlled substance.
"Drug-free workplace" means the site(s) for the performance of work done by the Contractor in
connection with a specific contract where employees of the Contractor are prohibited from engaging in the
unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance.
"Employee" means an employee of a Contractor directly engaged in the performance of work under
a Government contract. "Directly engaged" is defined to include all direct cost employees and any other
Contractor employee who has other than a minimal impact or involvement in contract performance.
"Individual" means an Offeror/Contractor that has no more than one employee including the
Offeror/Contractor.
(b) The Contractor, if other than an individual, shall—within 30 days after award (unless a longer period
is agreed to in writing for contracts of 30 days or more performance duration), or as soon as possible for contracts
of less than 30 days performance duration—
(1) Publish a statement notifying its employees that the unlawful manufacture, distribution,
dispensing, possession, or use of a controlled substance is prohibited in the Contractor's workplace and
specifying the actions that will be taken against employees for violations of such prohibition;
(2) Establish an ongoing drug-free awareness program to inform such employees about—
(i) The dangers of drug abuse in the workplace;
(ii) The Contractor's policy of maintaining a drug-free workplace,
programs; and (iii) Any available drug counseling, rehabilitation, and employee assistance
(iv) The penalties that may be imposed upon employees for drug abuse violations
occurring in the workplace;
(3) Provide all employees engaged in performance of the contract with a copy of the
statement required by paragraph (b)(1) of this clause;
(4) Notify such employees in writing in the statement required by paragraph (b)(1) of this
clause that, as a condition of continued employment on this contract, the employee will—
(i) Abide by the terms of the statement; and
(ii) Notify the employer in writing of the employee's conviction under a criminal drug
statute for a violation occurring in the workplace no later than 5 days after such conviction;
(5) Notify the Contracting Officer in writing within 10 days after receiving notice under
subdivision (b)(4)(ii) of this clause, from an employee or otherwise receiving actual notice of such conviction. The
notice shall include the position title of the employee;
Exhibit C General Clauses
to US Government ase GS-09
INITIALS: &
LESSOR GOVE NT GSA FORM 3517E PAGE 18(REV W12)
(6) Within 30 days after receiving notice under subdivision (b)(4)(ii) of this clause of a
conviction, take one of the following actions with respect to any employee who is convicted of a drug abuse
violation occurring in the workplace:
termination; or (i) Taking appropriate personnel action against such employee, up to and including
(ii) Require such employee to satisfactorily participate in a drug abuse assistance or
rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other
appropriate agency, and
(7) Make a good faith effort to maintain a drug-free workplace through implementation of
paragraphs (b)(1)through (b)(6) of this clause.
(c) The Contractor, if an individual, agrees by award of the contract or acceptance of a purchase
order, not to engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled
substance while performing this contract-
(d) In addition to other remedies available to the Government, the Contractor's failure to comply
with the requirements of paragraph (b) or (c) of this clause may, pursuant to FAR 23.506, render the Contractor
subject to suspension of contract payments, termination of the contract or default, and suspension or debarment.
26. 52.203-14 DISPLAY OF HOTLINE POSTERS(S) (DEC 2007)
(Applicable to leases over$5 Million.)
(a) Definition.
"United States," as used in this clause, means the 50 States, the District of Columbia, and outlying areas.
(b) Display of fraud hotline poster(s). Except as provided in paragraph (c)—
(1) During contract performance in the United States, the Contractor shall prominently display in common
work areas within business segments performing work under this contract and at contract work sites—
(i) Any agency fraud hotline poster or Department of Homeland Security (DHS) fraud hotline
poster identified in paragraph (b)(3) of this clause; and
(ii) Any DHS fraud hotline poster subsequently identified by the Contracting Officer.
(2) Additionally, if the Contractor maintains a company website as a method of providing information
to employees, the Contractor shall display an electronic version of the poster(s) at the website.
(3) Any required posters may be obtained as follows:
Poster(s) Obtain from
(Contracting Officer shall insert—
(i) Appropriate agency name(s) and/or title of applicable Department of Homeland Security
fraud hotline poster); and
(ii) The website(s) or other contact information for obtaining the poster(s).)
Exhibit C General Clauses
to US Governme ase GS-0
INITIALS: g
LESS GOVER T GSA FORM 3517B PAGE 19(REV 6/12)
(c) If the Contractor has implemented a business ethics and conduct awareness program, including a
reporting mechanism, such as a hotline poster, then the Contractor need not display any agency fraud hotline
posters as required in paragraph (b) of this clause, other than any required DHS posters.
(d) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph
(d), in all subcontracts that exceed $5,000,000, except when the subcontract—
(1) Is for the acquisition of a commercial item; or
(2) Is performed entirely outside the United States.
27. 652.270-30 PRICE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY(JUN 2011)
(Applicable to leases over$100,000.)
(a) If the head of the contracting activity (HCA)or his or her designee determines that there was a
violation of subsection 27(a) of the Office of Federal Procurement Policy Act, as amended (41 U.S.C. 423), as
implemented in the Federal Acquisition Regulation, the Government, at its election, may—
(1) Reduce the monthly rental under this lease by five percent of the amount of the rental for
each month of the remaining term of the lease, including any option periods, and recover five percent
of the rental already paid,
(2) Reduce payments for alterations not included in monthly rental payments by five percent of
the amount of the alterations agreement, or
(3) Reduce the payments for violations by a Lessor's subcontractor by an amount not to
exceed the amount of profit or fee reflected in the subcontract at the time the subcontract was
placed.
(b) Prior to making a determination as set forth above, the HCA or designee shall provide to the Lessor a
written notice of the action being considered and the basis thereof. The Lessor shall have a period determined by
the agency head or designee, but not less than 30 calendar days after receipt of such notice, to submit in person,
in writing, or through a representative, information and argument in opposition to the proposed reduction. The
agency head or designee may, upon good cause shown, determine to deduct less than the above amounts from
payments-
(c) The rights and remedies of the Government specified herein are not exclusive, and are in addition to
any other rights and remedies provided by law or under this lease.
28. 52.215-10 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA(AUG 2011)
(Applicable when cost or pricing data are required for work or services over$700,000.)
(a) If any price, including profit or fee, negotiated in connection with this contract, or any cost
reimbursable under this contract, was increased by any significant amount because—
(1) The Contractor or a subcontractor furnished certified cost or pricing data that were not
complete, accurate, and current as certified in its Certificate of Current Cost or Pricing Data;
(2) A subcontractor or prospective subcontractor furnished the Contractor certified cost or
pricing data that were not complete, accurate, and current as certified in the Contractor's Certificate of Current
Cost or Pricing Data; or
(3) Any of these parties furnished data of any description that were not accurate, the price
or cost shall be reduced accordingly and the contract shall be modified to reflect the reduction.
(b) Any reduction in the contract price under paragraph (a) of this clause due to defective data
from a prospective subcontractor that was not subsequently awarded the subcontract shall be limited to the
Exhibit C General Clauses
to US Government se GS-0
INITIALS: a
LESSOR GOVE NT GSA FORM 3517E PAGE 20(REV 6f12)
amount, plus applicable overhead and profit markup, by which (1) the actual subcontract or (2) the actual cost to
the Contractor, if there was no subcontract, was less than the prospective subcontract cost estimate submitted by
the Contractor; provided, that the actual subcontract price was not itself affected by defective certified cost or
pricing data-
(c) (1) If the Contracting Officer determines under paragraph (a) of this clause that a price or
cost reduction should be made, the Contractor agrees not to raise the following matters as a defense:
(i) The Contractor or subcontractor was a sole source supplier or otherwise was in a
superior bargaining position and thus the price of the contract would not have been modified even if accurate,
complete, and current certified cost or pricing data had been submitted.
(ii) The Contracting Officer should have known that the certified cost or pricing data in
issue were defective even though the Contractor or subcontractor took no affirmative action to bring the character
of the data to the attention of the Contracting Officer.
(iii) The contract was based on an agreement about the total cost of the contract and
there was no agreement about the cost of each item procured under the contract.
(iv) The Contractor or subcontractor did not submit a Certificate of Current Cost or
Pricing Data.
(2) (i) Except as prohibited by subdivision (c)(2)(ii) of this clause, an offset in an amount
determined appropriate by the Contracting Officer based upon the facts shall be allowed against the amount of a
contract price reduction if—
(A) The Contractor certifies to the Contracting Officer that, to the best of the
Contractor's knowledge and belief, the Contractor is entitled to the offset in the amount requested; and
(B) The Contractor proves that the certified cost or pricing data were available
before the "as of date specified on its Certificate of Current Cost or Pricing Data, and that the data were not
submitted before such date.
(ii)An offset shall not be allowed if—
(A) The understated.data were known by the Contractor to be understated before
the "as of date specified on its Certificate of Current Cost or Pricing Data; or
(B) The Government proves that the facts demonstrate that the contract price
would not have increased in the amount to be offset even if the available data had been submitted before the"as
of date specified on its Certificate of Current Cost or Pricing Data.
(d) If any reduction in the contract price under this clause reduces the price of items for which
payment was made prior to the date of the modification reflecting the price reduction, the Contractor shall be
liable to and shall pay the United States at the time such overpayment is repaid—
(1) Interest compounded daily, as required by 26 U.S.C. 6622, on the amount of such
overpayment to be computed from the date(s) of overpayment to the Contractor to the date the Government is
repaid by the Contractor at the applicable underpayment rate effective for each quarter prescribed by the
Secretary of the Treasury under 26 U.S.C. 6621(a)(2); and
(2) A penalty equal to the amount of the overpayment, if the Contractor or subcontractor
knowingly submitted certified cost or pricing data that were incomplete, inaccurate, or noncurrent.
Exhibit C General Clauses
to US Government Le se GS-09 1 8
INITIALS: g
LESSOPr 41 It GOVE NT GSA FORM 35178 PAGE 21�(REV 6/12)
29. 552.270-13 PROPOSALS FOR ADJUSTMENT (SEP 1999)
(a) The Contracting Officer may, from time to time during the term of this lease, require changes to
be made in the work or services to be performed and in the terms or conditions of this lease. Such changes will
be required under the Changes clause.
(b) If the Contracting Officer makes a change within the general scope of the lease, the Lessor shall
submit, in a timely manner, an itemized cost proposal for the work to be accomplished or services to be
performed when the cost exceeds $100,000. The proposal, including all subcontractor work, will contain at least
the following detail—
(1) Material quantities and unit costs,-
(2) Labor costs (identified with specific item or material to be placed or operation to be performed;
(3) Equipment costs;
(4) Workers compensation and public liability insurance;
(5) Overhead;
(6) Profit; and
(7) Employment taxes under FICA and FUTA.
(c) The following Federal Acquisition Regulation (FAR) provisions also apply to all proposals
exceeding $500,000 in cost—
(1) The Lessor shall provide cost or pricing data including subcontractor cost or pricing
data (48 CFR 15.403-4)and
(2) The Lessors representative, all Contractors, and subcontractors whose portion of the
work exceeds $500.000 must sign and return the"Certificate of Current Cost or Pricing Data"(48 CFR 15.406-2).
(d) Lessors shall also refer to 48 CFR Part 31, Contract Cost Principles, for information on which
costs are allowable, reasonable, and allocable in Government work.
30. CHANGES (SEP 2011)
(a) The LCO may at any time, by written order, direct changes to the Tenant Improvements within the
Space, Building Security Requirements, or the services required under the Lease.
(b) If any such change causes an increase or decrease in Lessors costs or time required for
performance of its obligations under this Lease, whether or not changed by the order, the Lease shall be
amended to provide for one or more of the following:
(1) An adjustment of the delivery date;
(2) An equitable adjustment in the rental rate;
(3) A lump sum equitable adjustment; or
(4) A change to the operating cost base, if applicable.
(c) The Lessor shall assert its right to an amendment under this clause within 30 days from the date
of receipt of the change order and shall submit a proposal for adjustment. Failure to agree to any adjustment
Exhibit C General Clauses
to US Governmen ase GS-09
INITIALS: &
LESSO GOVE NT GSA FORM 3517E PAGE 22(REV 6112)
shall be a dispute under the Disputes clause. However, the pendency of an adjustment or existence of a dispute
shall not excuse the Lessor from proceeding with the change as directed.
(d) Absent a written change order from the LCO, or from a Government official to whom the LCO
has explicitly and in writing delegated the authority to direct changes, the Government shall not be liable to Lessor
under this clause.
31. 552.215-70 EXAMINATION OF RECORDS BY GSA (FEB 1996)
The Contractor agrees that the Administrator of General Services or any duly authorized representative shall, until
the expiration of 3 years after final payment under this contract, or of the time periods for the particular records
specified in Subpart 4.7 of the Federal Acquisition Regulation (48 CFR 4.7), whichever expires earlier, have
access to and the right to examine any books, documents, papers, and records of the Contractor involving
transactions related to this contract or compliance with any clauses thereunder. The Contractor further agrees to
include in all its subcontracts hereunder a provision to the effect that the subcontractor agrees that the
Administrator of General Services or any duly authorized representatives shall, until the expiration of 3 years after
final payment under the subcontract, or of the time periods for the particular records specified in Subpart 4.7 of
the Federal Acquisition Regulation (48 CFR 4.7), whichever expires earlier, have access to and the right to
examine any books, documents, papers, and records of such subcontractor involving transactions related to the
subcontract or compliance with any clauses thereunder. The term "subcontract' as used in this clause excludes
(a) purchase orders not exceeding $100,000 and (b) subcontracts or purchase orders for public utility services at
rates established for uniform applicability to the general public.
32. 52.215-2 AUDIT AND RECORDS—NEGOTIATION (OCT 2010)
(a) As used in this clause, "records' includes books, documents, accounting procedures and
practices, and other data, regardless of type and regardless of whether such items are in written form, in the form
of computer data, or in any other form.
(b) Examination of costs. If this is a cost-reimbursement, incentive, time-and-materials, labor-hour, or
price re-determinable contract, or any combination of these, the Contractor shall maintain and the Contracting
Officer, or an authorized representative of the Contracting Officer, shall have the right to examine and audit all
records and other evidence sufficient to reflect properly all costs claimed to have been incurred or anticipated to
be incurred directly or indirectly in performance of this contract. This right of examination shall include inspection
at all reasonable times of the Contractor's plants, or parts of them, engaged in performing the contract.
(c) Certified cost or pricing data. If the Contractor has been required to submit certified cost or pricing
data in connection with any pricing action relating to this contract, the Contracting Officer, or an authorized
representative of the Contracting Officer, in order to evaluate the accuracy, completeness, and currency of the
certified cost or pricing data, shall have the right to examine and audit all of the Contractor's records, including
computations and projections, related to—
(1) The proposal for the contract, subcontract, or modification;
(2) The discussions conducted on the proposal(s), including those related to negotiating;
(3) Pricing of the contract, subcontract, or modification; or
(4) Performance of the contract, subcontract or modification.
(d) Comptroller General—
(1) The Comptroller General of the United States, or an authorized representative, shall
have access to and the right to examine any of the Contractor's directly pertinent records involving transactions
related to this contract or a subcontract hereunder and to interview any current employee regarding such
transactions.
(2) This paragraph may not be construed to require the Contractor or subcontractor to
create or maintain any record that the Contractor or subcontractor does not maintain in the ordinary course of
business or pursuant to a provision of law.
Exhibit C General Clauses
to US Governme ase GS-096-
INITIALS: &
LESSOR GOVE GSA FORM 3517B PAGE 23(REV 6/12)
(e) Reports. If the Contractor is required to furnish cost, funding, or performance reports, the
Contracting Officer or an authorized representative of the Contracting Officer shall have the right to examine and
audit the supporting records and materials, for the purpose of evaluating—
(1) The effectiveness of the Contractor's policies and procedures to produce data
compatible with the objectives of these reports; and
(2) The data reported.
(f) Availability. The Contractor shall make available at its office at all reasonable times the records,
materials, and other evidence described in paragraphs (a), (b), (c), (d), and (e) of this clause, for examination,
audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in
Subpart 4.7, Contractor Records Retention, of the Federal Acquisition Regulation (FAR), or for any longer period
required by statute or by other clauses of this contract. In addition—
(1) If this contract is completely or partially terminated, the Contractor shall make available
the records relating to the work terminated until 3 years after any resulting final termination settlement; and
(2) The Contractor shall make available records relating to appeals under the Disputes
clause or to litigation or the settlement of claims arising under or relating to this contract until such appeals,
litigation, or claims are finally resolved.
(g) The Contractor shall insert a clause containing all the terms of this clause, including this
paragraph (g), in all subcontracts under this contract that exceed the simplified acquisition threshold, and—
(1) That are cost-reimbursement, incentive, time-and-materials, labor-hour, or price
re-determinable type or any combination of these;
(2) For which certified cost or pricing data are required; or
(3) That require the subcontractor to furnish reports as discussed in paragraph (e) of this
clause.
The clause may be altered only as necessary to identify properly the contracting parties and the
Contracting Officer under the Government prime contract.
33. 52.233-1 DISPUTES (JUL 2002)
(a) This contract is subject to the Contract Disputes Act of 1978. as amended (41 U.S.C. 601-613).
(b) Except as provided in the Act, all disputes arising under or relating to this contract shall be
resolved under this clause.
(c) "Claim," as used in this clause, means a written demand or written assertion by one of the
contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or
interpretation of contract terms, or other relief arising under or relating to this contract. However, a written
demand or written assertion by the Contractor seeking the payment of money exceeding $100,000 is not a claim
under the Act until certified. A voucher, invoice, or other routine request for payment that is not in dispute when
submitted is not a claim under the Act. The submission may be converted to a claim under the Act, by complying .
with the submission and certification requirements of this clause, if it is disputed either as to liability or amount or
is not acted upon in a reasonable time.
(d) (1) A claim by the Contractor shall be made in writing and, unless otherwise stated in this
contract, submitted within 6 years after accrual of the claim to the Contracting Officer for a written decision. A
claim by the Government against the Contractor shall be subject to a written decision by the Contracting Officer.
Exhibit C General Clauses
to US Governme ease GS 9B 68
INITIALS: &
LESSO GOVERNMENT GSA FORM 3517B PAGE 24(REV 6112)
(2) (i) The Contractor shall provide the certification specified in paragraph (d)(2)(iii) of
this clause when submitting any claim exceeding $100,000.
(ii) The certification requirement does not apply to issues in controversy that have
not been submitted as all or part of a claim.
(iii) The certification shall state as follows: "I certify that the claim is made in good
faith, that the supporting data are accurate and complete to the best of my knowledge and belief; that the amount
requested accurately reflects the contract adjustment for which the Contractor believes the Government is liable;
and that I am duly authorized to certify the claim on behalf of the Contractor."
(3)The certification may be executed by any person duly authorized to bind the Contractor with
respect to the claim.
(e) For Contractor claims of$100,000 or less, the Contracting Officer must, if requested in writing by
the Contractor, render a decision within 60 days of the request. For Contractor-certified claims over $100,000,
the Contracting Officer must, within 60 days, decide the claim or notify the Contractor of the date by which the
decision will be made.
(f) The Contracting Officer's decision shall be final unless the Contractor appeals or files a suit as
provided in the Act.
(g) If the claim by the Contractor is submitted to the Contracting Officer or a claim by the Government
is presented to the Contractor, the parties, by mutual consent, may agree to use alternative dispute resolution
(ADR). If the Contractor refuses an offer for ADR, the Contractor shall inform the Contracting Officer, in writing, of
the Contractor's specific reasons for rejecting the offer.
(h) The Government shall pay interest on the amount found due and unpaid from (1)the date that the
Contracting Officer receives the claim (certified, if required); or(2) the date that payment otherwise would be due,
if that date is later, until the date of payment. With regard to claims having defective certifications, as defined in
FAR 33.201, interest shall be paid from the date that the Contracting Officer initially receives the claim. Simple
interest on claims shall be paid at the rate, fixed by the Secretary of the Treasury as provided in the Act, which is
applicable to the period during which the Contracting Officer receives the claim and then at the rate applicable for
each 6-month period as fixed by the Treasury Secretary during the pendency of the claim.
(i) The Contractor shall proceed diligently with performance of this contract, pending final resolution
of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the
Contracting Officer.
34. 52.222-26 EQUAL OPPORTUNITY(MAR 2007)
(a) Definition. "United States," as used in this clause, means the 50 States, the District of Columbia,
Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, and Wake Island.
(b) (1) If, during any 12-month period (including the 12 months preceding the award of this
contract), the Contractor has been or is awarded nonexempt Federal contracts and/or subcontracts that have an
aggregate value in excess of $10,000, the Contractor shall comply with this clause, except for work performed
outside the United States by employees who were not recruited within the United States. Upon request, the
Contractor shall provide information necessary to determine the applicability of this clause.
(2) If the Contractor is a religious corporation, association, educational institution, or
society, the requirements of this clause do not apply with respect to the employment of individuals of a particular
religion to perform work connected with the carrying on of the Contractor's activities (41 CFR 60-1.5).
(c) (1) The Contractor shall not discriminate against any employee or applicant for
employment because of race, color, religion, sex, or national origin. However, it shall not be a violation of this
clause for the Contractor to extend a publicly announced preference in employment to Indians living on or near an
Exhibit C General Clauses
to US Governmen ase GS-0 B- 1
INITIALS: & /, .
LESS GOVERN NT GSA FORM 3517B PAGE'25(REV 6/12)
Indian reservation, in connection with employment opportunities on or near an Indian reservation, as permitted by
41 CFR 60-1.5.
(2) The Contractor shall take affirmative action to ensure that applicants are employed, and
that employees are treated during employment, without regard to their race, color, religion, sex, or national origin.
This shall include, but not be limited to—
(i) Employment,
(ii) Upgrading;
(iii) Demotion;
(iv) Transfer,
(v) Recruitment or recruitment advertising;
(vi) Layoff or termination;
(vii) Rates of pay or other forms of compensation; and
(viii) Selection for training, including apprenticeship.
(3) The Contractor shall post in conspicuous places available to employees and applicants
for employment the notices to be provided by the Contracting Officer that explain this clause.
(4) The Contractor shall, in all solicitations or advertisements for employees placed by or
on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without
regard to race, color, religion, sex, or national origin.
(5) The Contractor shall send, to each labor union or representative of workers with which it
has a collective bargaining agreement or other contract or understanding, the notice to be provided by the
Contracting Officer advising the labor union or workers' representative of the Contractor's commitments under this
clause, and post copies of the notice in conspicuous places available to employees and applicants for
employment.
(6) The Contractor shall comply with Executive Order 11246, as amended, and the rules,
regulations, and orders of the Secretary of Labor.
(7) The Contractor shall furnish to the contracting agency all information required by
Executive Order 11246, as amended, and by the rules, regulations, and orders of the Secretary of Labor. The
Contractor shall also file Standard Form 100 (EEO-1), or any successor form, as prescribed in 41 CFR Part 60-1.
Unless the Contractor has filed within the 12 months preceding the date of contract award, the Contractor shall,
within 30 days after contract award, apply to either the regional Office of Federal Contract Compliance Programs
(OFCCP)or the local office of the Equal Employment Opportunity Commission for the necessary forms.
(8) The Contractor shall permit access to its premises, during normal business hours, by
the contracting agency or the OFCCP for the purpose of conducting on-site compliance evaluations and complaint
investigations. The Contractor shall permit the Government to inspect and copy any books, accounts, records
(including computerized records), and other material that may be relevant to the matter under investigation and
pertinent to compliance with Executive Order 11246, as amended, and rules and regulations that implement the
Executive Order.
(9) If the OFCCP determines that the Contractor is not in compliance with this clause or
any rule, regulation, or order of the Secretary of Labor, this contract may be canceled, terminated, or suspended
in whole or in part and the Contractor may be declared ineligible for further Government contracts, under the
procedures authorized in Executive Order 11246, as amended. In addition, sanctions may be imposed and
Exhibit C General Clauses
to US GovernmentCease G
INITIALS: g
LESSO GOV MENT GSA FORM 3517B PAGE 26(REV 6112)
remedies invoked against the Contractor as provided in Executive Order 11246, as amended; in the rules,
regulations, and orders of the Secretary of Labor; or as otherwise provided by law.
(10) The Contractor shall include the terms and conditions of this clause in every
subcontract or purchase order that is not exempted by the rules, regulations, or orders of the Secretary of Labor
issued under Executive Order 11246, as amended, so that these terms and conditions will be binding upon each
subcontractor or vendor.
(11) The Contractor shall take such action with respect to any subcontract or purchase order
as the Contracting Officer may direct as a means of enforcing these terms and conditions, including sanctions for
noncompliance, provided, that if the Contractor becomes involved in, or is threatened with, litigation with a
subcontractor or vendor as a result of any direction, the Contractor may request the United States to enter into the
litigation to protect the interests of the United States.
(d) Notwithstanding any other clause in this contract, disputes relative to this clause will be
governed by the procedures in 41 CFR 60-1.1.
35. 52.222-21 PROHIBITION OF SEGREGATED FACILITIES (FEB 1999)
(a) "Segregated facilities," as used in this clause, means any waiting rooms, work areas, rest
rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or
dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing
facilities provided for employees, that are segregated by explicit directive or are in fact segregated on the basis of
race, color, religion, sex, or national origin because of written or oral policies or employee custom. The term does
not include separate or single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy
between the sexes.
(b) The Contractor agrees that it does not and will not maintain or provide for its employees any
segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform
their services at any location under its control where segregated facilities are maintained. The Contractor agrees
that a breach of this clause is a violation of the Equal Opportunity clause in this contract.
(c) The Contractor shall include this clause in every subcontract and purchase order that is
subject to the Equal Opportunity clause of this contract.
36. 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REPRESENTATION (APR 2009).
(a) Definitions. As used in this clause—
Long-term contract means a contract of more than five years in duration, including options. However, the
term does not include contracts that exceed five years in duration because the period of performance has been
extended for a cumulative period not to exceed six months under the clause at 52217-8, Option to Extend
Services, or other appropriate authority.
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 (c) of this clause. Such a
concern is "not dominant in its field of operation" when it does not exercise a controlling or major influence on a
national basis in a kind of business activity in which a number of business concerns are primarily engaged. In
determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of
business, number of employees, financial resources, competitive status or position, ownership or control of
materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.
(b) If the Contractor represented that it was a small business concern prior to award of this contract,
the Contractor shall re-represent its size status according to paragraph (e) of this clause or, if applicable,
paragraph (g) of this clause, upon the occurrence of any of the following:
Exhibit C eneral Clauses
to US Government a GS-09
INITIALS: & ,; .
(1) Within 30 days after execution of a novation agreement or within 30 days after
modification of the contract to include this clause, if the novation agreement was executed prior to
inclusion of this clause in the contract.
(2) Within 30 days after a merger or acquisition that does not require a novation or within 30
days after modification of the contract to include this clause, if the merger or acquisition occurred prior
to inclusion of this clause in the contract.
(3) For long-term contracts—
0) Within 60 to 120 days prior to the end of the fifth year of the contract; and
(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any
option thereafter.
(c) The Contractor shall re-represent its size status in accordance with the size standard in
effect at the time of this re-representation that corresponds to the North American Industry Classification
System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS
code can be found at http://www.sba.gov/services/contractingopportunities/sizestandardstopics/.
(d) The small business size standard for a Contractor providing a product which it does not
manufacture itself, for a contract other than a construction or service contract, is 500 employees-
(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the re-
representation required by paragraph (b) of this clause by validating or updating all its representations in the
Online Representations and Certifications Application and its data in the Central Contractor Registration, as
necessary, to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting
office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated
or updated, and provide the date of the validation or update.
(f) If the Contractor represented that it was other than a small business concern prior to award of this
contract, the Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this
clause.
(g) If the Contractor does not have representations and certifications in ORCA, or does not have a
representation in ORCA for the NAICS code applicable to this contract, the Contractor is required to complete
the following re-representation and submit it to the contracting office, along with the contract number and the
date on which the re-representation was completed:
The Contractor represents that it is not a small business concern under NAICS Code
assigned to contract number
(Contractor to sign and date and insert authorized signer's name and title).
37. 52.222-35 EQUAL OPPORTUNITY FOR VETERANS (SEP 2010)
(Applicable to leases over$100,000.)
(a) Definitions. As used in this clause—
"All employment openings" means all positions except executive and senior management,
those positions that will be filled from within the Contractor's organization, and positions lasting 3 days or less.
This term includes full-time employment, temporary employment of more than 3 days duration, and part-time
employment.
"Armed Forces service medal veteran" means any veteran who, while serving on active duty in
the U.S. military, ground, naval, or air service, participated in a United States military operation for which an
Armed Forces service medal was awarded pursuant to Executive Order 12985 (61 FIR 1209).
Exhibit C General Clauses
to US Government a se GS /
INITIALS: &
LESSOR G MENT GSA FORM 3517B PAGE 28(REV 6)12)
"Disabled veteran" means—
(1) A veteran of the U.S. military, ground, naval, or air service, who is entitled to
compensation (or who but for the receipt of military retired pay would be entitled to compensation) under laws
administered by the Secretary of Veterans Affairs, or
(2) A person who was discharged or released from active duty because of a service-
connected disability.
"Executive and senior management" means—
(1) Anyemployee—
(i) Compensated on a salary basis at a rate of not less than $455 per week
(or $380 per week, if employed in American Samoa by employers other than the Federal Government), exclusive
of board, lodging or other facilities;
(ii) Whose primary duty consists of the management of the enterprise in
which the individual is employed or of a customarily recognized department or subdivision thereof;
(Hi) Who customarily and regularly directs the work of two or more other
employees; and
(iv) Who has the authority to hire or fire other employees or whose
suggestions and recommendations as to the hiring or firing and as to the advancement and promotion or any
other change of status of other employees will be given particular weight; or
(2) Any employee who owns at least a bona fide 20-percent equity interest in the
enterprise in which the employee is employed, regardless of whether the business is a corporate or other type of
organization, and who is actively engaged in its management.
"Other protected veteran" means a veteran who served on active duty in the U.S. military,
ground, naval, or air service, during a war or in a campaign or expedition for which a campaign badge has been
authorized under the laws administered by the Department of Defense.
"Positions that will be filled from within the Contractor's organization" means employment
openings for which the Contractor will give no consideration to persons outside the Contractor's organization
(including any affiliates, subsidiaries, and parent companies) and includes any openings the Contractor proposes
to fill from regularly established "recall" lists. The exception does not apply to a particular opening once an
employer decides to consider applicants outside of its organization.
"Qualified disabled veteran" means a disabled veteran who has the ability to perform the
essential functions of the employment positions with or without reasonable accommodation.
"Recently separated veteran" means any veteran during the three-year period beginning on
the date of such veteran's discharge or release from active duty in the U.S. military, ground, naval or air service.
(b) General.
(1) The Contractor shall not discriminate against any employee or applicant for employment
because the individual is a disabled veteran, recently separated veteran, other protected veterans, or Armed
Forces service medal veteran, regarding any position for which the employee or applicant for employment is
qualified. The Contractor shall take affirmative action to employ, advance in employment, and otherwise treat
qualified individuals, including qualified disabled veterans, without discrimination based upon their status as a
disabled veteran, recently separated veteran, Armed Forces service medal veteran, and other protected veteran
in all employment practices including the following:
Exhibit C General Clauses
to US Governm I Lase GS-096-03�
INITIALS: &
LESS R GOVERNMEN GSA FORM 3517E PAGE 29(REV 6112)
(i) Recruitment, advertising, and job application procedures.
(ii) Hiring, upgrading, promotion, award of tenure, demotion, transfer, layoff, termination,
right of return from layoff and rehiring.
(iii) Rate of pay or any other form of compensation and changes in compensation.
(iv) Job assignments, job classifications, organizational structures, position descriptions,
lines of progression, and seniority lists.
(v) Leaves of absence, sick leave, or any other leave.
(vi) Fringe benefits available by virtue of employment, whether or not administered by the
Contractor.
(vii) Selection and financial support for training, including apprenticeship, and on-the-job
training under 38 U.S.C. 3687, professional meetings, conferences, and other related activities, and selection for
leaves of absence to pursue training.
(viii)Activities sponsored by the Contractor including social or recreational programs.
(ix) Any other term, condition, or privilege of employment.
(2) The Contractor shall comply with the rules, regulations, and relevant orders of the Secretary of
Labor issued under the Vietnam Era Veterans' Readjustment Assistance Act of 1972 (the Act), as amended (38
U.S.C. 4211 and 4212).
(3) The Department of Labor's regulations require contractors with 50 or more employees and a
contract of $100,000 or more to have an affirmative action program for veterans. See 41 CFR Part 60-300,
Subpart C.
(c) Listing openings.
(1) The Contractor shall immediately list all employment openings that exist at the time of the
execution of this contract and those which occur during the performance of this contract, including those not
generated by this contract, and including those occurring at an establishment of the Contractor other than the one
where the contract is being performed, but excluding those of independently operated corporate affiliates, at an
appropriate employment service delivery system where the opening occurs. Listing employment openings with the
State workforce agency job bank or with the local employment service delivery system where the opening occurs
shall satisfy the requirement to list jobs with the appropriate employment service delivery system.
(2) The Contractor shall make the listing of employment openings with the appropriate
employment service delivery system at least concurrently with using any other recruitment source or effort and
shall involve the normal obligations of placing a bona fide job order, including accepting referrals of veterans and
nonveterans. This listing of employment openings does not require hiring any particular job applicant or hiring
from any particular group of job applicants and is not intended to relieve the Contractor from any requirements of
Executive orders or regulations concerning nondiscrimination in employment.
(3) Whenever the Contractor becomes contractually bound to the listing terms of this clause, it
shall advise the State workforce agency in each State where it has establishments of the name and location of
each hiring location in the State. As long as the Contractor is contractually bound to these terms and has so
advised the State agency, it need not advise the State agency of subsequent contracts. The Contractor may
advise the State agency when it is no longer bound by this contract clause.
(d) Applicability. This clause does not apply to the listing of employment openings that occur and are
filled outside the 50 States, the District of Columbia, Puerto Rico, the Northern Mariana Islands, American Samoa,
Guam, the U.S. Virgin Islands, and Wake Island.
Exhibit C General Clauses
to US Governme ase GS-0 -0 68
INITIALS: g,
LESSO GOV MENT GSA FORM 3517B PAGE 30(REV 6112)
(a) Postings.
(1) The Contractor shall post employment notices in conspicuous places that are available to
employees and applicants for employment.
(2) The employment notices shall—
(i) State the rights of applicants and employees as well as the Contractor's obligation
under the law to take affirmative action to employ and advance in employment qualified employees and applicants
who are disabled veterans, recently separated veterans, Armed Forces service medal veterans, and other
protected veterans; and
(ii) Be in a form prescribed by the Director, Office of Federal Contract Compliance
Programs, and provided by or through the Contracting Officer.
(3) The Contractor shall ensure that applicants or employees who are disabled veterans are
informed of the contents of the notice (e.g., the Contractor may have the notice read to a visually disabled
veteran, or may lower the posted notice so that it can be read by a person in a wheelchair).
(4) The Contractor shall notify each labor union or representative of workers with which it has a
collective bargaining agreement, or other contract understanding, that the Contractor is bound by the terms of the
Act and is committed to take affirmative action to employ, and advance in employment, qualified disabled
veterans, recently separated veterans, other protected veterans, and Armed Forces service medal veterans.
(f) Noncompliance. If the Contractor does not comply with the requirements of this clause, the
Government may take appropriate actions under the rules, regulations, and relevant orders of the Secretary of
Labor. This includes implementing any sanctions imposed on a contractor by the Department of Labor for
violations of this clause (52.222-35, Equal Opportunity for Veterans). These sanctions (see 41 CFR 60-300.66)
may include—
(1) Withholding progress payments;
(2) Termination or suspension of the contract; or
(3) Debarment of the contractor.
(g) Subcontracts. The Contractor shall insert the terms of this clause in subcontracts of$100,000
or more unless exempted by rules, regulations, or orders of the Secretary of Labor. The Contractor shall act as
specified by the Director, Office of Federal Contract Compliance Programs, to enforce the terms, including action
for noncompliance.
38. 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES (OCT 2010)
(Applicable to leases over$15,000.)
(a) General.
(1) Regarding any position for which the employee or applicant for employment is qualified, the
Contractor shall not discriminate against any employee or applicant because of physical or mental disability. The
Contractor agrees to take affirmative action to employ, advance in employment, and otherwise treat qualified
individuals with disabilities without discrimination based upon their physical or mental disability in all employment
practices such as—
(i) Recruitment, advertising, and job application procedures;
(ii) Hiring, upgrading, promotion, award of tenure, demotion, transfer, layoff, termination,
right of return from layoff, and rehiring,
Exhibit C General Clauses
to US Governm*ease GS-09
INITIALS: g
LESSPT GO NT GSA FORM 35176 PAGE 31�REV 6112)
(iii) Rates of pay or any other form of compensation and changes in compensation;
(iv) Job assignments, job classifications, organizational structures, position descriptions,
lines of progression, and seniority lists,
(v) Leaves of absence, sick leave, or any other leave;
(vi) Fringe benefits available by virtue of employment, whether or not administered by the
Contractor;
(vii) Selection and financial support for training, including apprenticeships, professional
meetings, conferences, and other related activities, and selection for leaves of absence to pursue training;
(viii) Activities sponsored by the Contractor, including social or recreational programs; and
(ix) Any other term, condition, or privilege of employment.
(2) The Contractor agrees to comply with the rules, regulations, and relevant orders of the
Secretary of Labor (Secretary) issued under the Rehabilitation Act of 1973 (29 U.S.C. 793) (the Act), as
amended.
(b) Postings.
(1) The Contractor agrees to post employment notices stating—
(i) The Contractor's obligation under the law to take affirmative action to employ and advance in
employment qualified individuals with disabilities, and
(ii) The rights of applicants and employees.
(2) These notices shall be posted in conspicuous places that are available to employees and
applicants for employment. The Contractor shall ensure that applicants and employees with disabilities are
informed of the contents of the notice (e.g., the Contractor may have the notice read to a visually disabled
individual, or may lower the posted notice so that it might be read by a person in a wheelchair). The notices shall
be in a form prescribed by the Deputy Assistant Secretary for Federal Contract Compliance of the U.S.
Department of Labor(Deputy Assistant Secretary) and shall be provided by or through the Contracting Officer.
(3) The Contractor shall notify each labor union or representative of workers with which it has a
collective bargaining agreement or other contract understanding, that the Contractor is bound by the terms of
Section 503 of the Act and is committed to take affirmative action to employ, and advance in employment,
qualified individuals with physical or mental disabilities.
(c) Noncompliance. If the Contractor does not comply with the requirements of this clause,
appropriate actions may be taken under the rules, regulations, and relevant orders of the Secretary issued
pursuant to the Act.
(d) Subcontracts. The Contractor shall include the terms of this clause in every subcontract or
purchase order in excess of $15,000 unless exempted by rules, regulations, or orders of the Secretary. The
Contractor shall act as specified by the Deputy Assistant Secretary to enforce the terms, including action for
noncompliance.
39. 52.222-37 EMPLOYMENT REPORTS VETERANS (SEP 2010)
(Applicable to leases over$100.000.)
Exhibit C General Clauses
to US Governme ase GS-0 68
INITIALS: &
LESSOR G ENT GSA FORM 35176 PAGE 32(REV 6/12)
(a) Definitions. As used in this clause, "Armed Forces service medal veteran," "disabled veteran,"
"other protected veteran," and "recently separated veteran," have the meanings given in the Equal Opportunity for
Veterans clause 52.222-35.
(b) Unless the Contractor is a State or local government agency, the Contractor shall report at least
annually, as required by the Secretary of Labor, on—
(1) The total number of employees in the contractor's workforce, by job category and hiring
location, who are disabled veterans, other protected veterans, Armed Forces service medal veterans, and
recently separated veterans.
(2) The total number of new employees hired during the period covered by the report, and of
the total, the number of disabled veterans, other protected veterans, Armed Forces service medal veterans, and
recently separated veterans; and
(3) The maximum number and minimum number of employees of the Contractor or
subcontractor at each hiring location during the period covered by the report.
(c) The Contractor shall report the above items by completing the Form VETS-100A, entitled
"Federal Contractor Veterans' Employment Report(VETS-100A Report)."
(d) The Contractor shall submit VETS-100A Reports no later than September 30 of each year.
(e) The employment activity report required by paragraphs (b)(2) and (b)(3) of this clause shall reflect
total new hires, and maximum and minimum number of employees, during the most recent 12—month period
preceding the ending date selected for the report. Contractors may select an ending date—
(1) As of the end of any pay period between July 1 and August 31 of the year the report is
due; or
(2) As of December 31, if the Contractor has prior written approval from the Equal
Employment Opportunity Commission to do so for purposes of submitting the Employer Information Report EEO-
1 (Standard Form 100).
(f) The number of veterans reported must be based on data known to the contractor when completing the
VETS-100A. The contractor's knowledge of veterans status may be obtained in a variety of ways, including an
invitation to applicants to self-identify (in accordance with 41 CFR 60-300.42), voluntary self-disclosure by
employees, or actual knowledge of veteran status by the contractor. This paragraph does not relieve an employer
of liability for discrimination under 38 U.S.C- 4212.
(g) The Contractor shall insert the terms of this clause in subcontracts of $100,000 or more unless
exempted by rules, regulations, or orders of the Secretary of Labor.
40. 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH
CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT(DEC 2010)
(Applicable to leases over$30,000.)
(a) Definition. "Commercially available off-the-shelf(COTS)" item, as used in this clause—
(1) Means any item of supply (including construction material) that is—
(i) A commercial item (as defined in paragraph (1) of the definition in FAR 2.101);
(ii) Sold in substantial quantities in the commercial marketplace; and
(iii) Offered to the Government, under a contract or subcontract at any tier, without
modification, in the same form in which it is sold in the commercial marketplace; and
Exhibit C General Clauses
to US Governme ase GS-0 - 8
INITIALS: &
LESSO GOVE ENT GSA FORM 35178 PAGE 33(REV 6/12)
(2) Does not include bulk cargo, as defined in section 3 of the Shipping Act of 1984 (46 U.S.C.
App. 1702), such as agricultural products and petroleum products.
(b) The Government suspends or debars Contractors to protect the Government's interests. Other
than a subcontract for a commercially available off-the-shelf item, the Contractor shall not enter into any
subcontract, in excess of $30,000 with a Contractor that is debarred, suspended, or proposed for debarment by
any executive agency unless there is a compelling reason to do so.
(c) The Contractor shall require each proposed subcontractor whose subcontract will exceed
$30,000, other than a subcontractor providing a commercially available off-the-shelf item, to disclose to the
Contractor, in writing, whether as of the time of award of the subcontract, the subcontractor, or its principals, is or
is not debarred, suspended, or proposed for debarment by the Federal Government.
(d) A corporate officer or a designee of the Contractor shall notify the Contracting Officer, in writing,
before entering into a subcontract with a party (other than a subcontractor providing a commercially available off-
the-shelf item) that is debarred, suspended, or proposed for debarment (see FAR 9.404 for information on the
Excluded Parties List System). The notice must include the following:
(1) The name of the subcontractor.
List System. (2) The Contractor's knowledge of the reasons for the subcontractor being in the Excluded Parties
(3) The compelling reason(s) for doing business with the subcontractor notwithstanding its
inclusion in the Excluded Parties.List System.
(4) The systems and procedures the Contractor has established to ensure that it is fully protecting
the Government's interests when dealing with such subcontractor in view of the specific basis for the party's
debarment, suspension, or proposed debarment.
(e) Subcontracts. Unless this is a contract for the acquisition of commercial items, the Contractor
shall include the requirements of this clause, including this paragraph (e) (appropriately modified for the
identification of the parties), in each subcontract that—
(1) Exceeds$30.000 in value; and
(2) Is not a subcontract for commercially available off-the-shelf items.
41. 52.215-12 SUBCONTRACTOR CERTIFIED COST OR PRICING DATA(OCT 2010)
(Applicable if over$700,000.)
(a) Before awarding any subcontract expected to exceed the threshold for submission of certified cost
or pricing data at FAR 15.403-4, on the date of agreement on price or the date of award, whichever is later; or
before pricing any subcontract modification involving a pricing adjustment expected to exceed the threshold for
submission of certified cost or pricing data at FAR 15.403-4, the Contractor shall require the subcontractor to
submit certified cost or pricing data (actually or by specific identification in writing), in accordance with FAR
15.408, Table 15-2 (to include any information reasonably required to explain the subcontractor's estimating
process such as the judgmental factors applied and the mathematical or other methods used in the estimate,
including those used in projecting from known data, and the nature and amount of any contingencies included in
the price), unless an exception under FAR 15.403-1 applies-
(b) The Contractor shall require the subcontractor to certify in substantially the form prescribed in
FAR 15.406-2 that, to the best of its knowledge and belief, the data submitted under paragraph (a) of this clause
were accurate, complete, and current as of the date of agreement on the negotiated price of the subcontract or
subcontract modification.
Exhibit C General Clauses
to US Government a GS- 16
INITIALS: &
LESSOR GOV NMENT GSA FORM 3517B PAGE 34(REV 6/12)
(c) In each subcontract that exceeds the threshold for submission of certified cost or pricing data at
FAR 15.403-4, when entered into, the Contractor shall insert either—
(1) The substance of this clause, including this paragraph (c), if paragraph (a) of this clause
requires submission of certified cost or pricing data for the subcontract; or
(2) The substance of the clause at FAR 52.215-13, Subcontractor Certified Cost or Pricing Data—
Modifications.
42. 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (JAN 2011)
(Applicable to leases over$150,000 average net annual rental, including option periods.)
(a) It is the policy of the United States that small business concerns, veteran-owned small business
concerns, service-disabled veteran-owned small business concerns, HUBZone small business concerns, small
disadvantaged business concerns, and women-owned small business concerns shall have the maximum
practicable opportunity to participate in performing contracts let by any Federal agency, including contracts and
subcontracts for subsystems, assemblies, components, and related services for major systems. It is further the
policy of the United States that its prime contractors establish procedures to ensure the timely payment of
amounts due pursuant to the terms of their subcontracts with small business concerns, veteran-owned small
business concerns, service-disabled veteran-owned small business concerns, HUBZone small business
concerns, small disadvantaged business concerns, and women-owned small business concerns.
(b) The Contractor hereby agrees to carry out this policy in the awarding of subcontracts to the fullest
extent consistent with efficient contract performance. The Contractor further agrees to cooperate in any studies or
surveys as may be conducted by the United States Small Business Administration or the awarding agency of the
United States as may be necessary to determine the extent of the Contractor's compliance with this clause.
(c) Definitions. As used in this contract—
"HUBZone small business concern" means a small business concern that appears on the List of
Qualified HUBZone Small Business Concerns maintained by the Small Business Administration.
"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
veterans 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 service-disabled veterans; and
(ii) The management and daily business operations of which are controlled by one
or more service-disabled veterans or, in the case of a service-disabled veteran with permanent and severe
disability, the spouse or permanent caregiver of such veteran.
(2) 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).
"Small business concern" means a small business as defined pursuant to Section 3 of the Small
Business Act and relevant regulations promulgated pursuant thereto.
"Small disadvantaged business concern" means a small business concern that represents, as part
of its offer that—
(1) (1) It has received certification as a small disadvantaged business concern
consistent with 13 CFR part 124, Subpart B;
Exhibit C General Clauses
to US Government se GS-09 8 r-
INITIALS: & z-
LESSOIT 49V GOVERWENT GSA FORM 3517E PAGE 35(REV 6/12)
(ii) No material change in disadvantaged ownership and control has occurred since
its certification;
(iii) Where the concern is owned by one or more individuals, the net worth of each
individual upon whom the certification is based does not exceed $750,000 after taking into account the applicable
exclusions set forth at 13 CFR 124.104(c)(2); and
(iv) It is identified, on the date of its representation, as a certified small
disadvantaged business in the CCR Dynamic Small Business Search database maintained by the Small Business
Administration, or
(2) It represents in writing that it qualifies as a small disadvantaged business (SDB) for any
Federal subcontracting program, and believes in good faith that it is owned and controlled by one or more socially
and economically disadvantaged individuals and meets the SDB eligibility criteria of 13 CFR 124.1002.
"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) (1) Contractors acting in good faith may rely on written representations by their
subcontractors regarding their status as a small business concern, a veteran-owned small business concern, a
service-disabled veteran-owned small business concern, a small disadvantaged business concern, or a women-
owned small business concern.
(2) The Contractor shall confirm that a subcontractor representing itself as a HUBZone
small business concern is certified by SBA as a HUBZone small business concern by accessing the Central
Contractor Registration (CCR)database or by contacting the SBA. Options for contacting the SBA include—
(i) HUBZone small business database search application web page at
http://dsbs.sba.govtdsbs/search/dso searchhubzone cfm; or http://www,sba.gov/hubzone;
(ii) In writing to the Director/HUB, U.S. Small Business Administration, 409 3rd Street,
SW., Washington, DC 20416; or
(iii) The SBA HUB Zone Help Desk at hubzone(d)sba.gov.
43. 52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN (JAN 2011) ALTERNATE III (JULY
2010
(Applicable to leases over$650,000.)
(a) This clause does not apply to small business concerns.
(b) Definitions. As used in this clause—
Exhibit C General Clauses
to US Government a GS-098- 1
INITIALS: &
LESSOR GOVERN T l GSA FORM 3517E PAGE 36(REV 6/12)
y
"Alaska Native Corporation (ANC)" means any Regional Corporation, Village Corporation, Urban
Corporation, or Group Corporation organized under the laws of the State of Alaska in accordance with the Alaska
Native Claims Settlement Act, as amended (43 U.S.C. 1601, et seq.) and which is considered a minority and
economically disadvantaged concern under the criteria at 43 U.S.C. 1626(e)(1). This definition also includes ANC
direct and indirect subsidiary corporations, joint ventures, and partnerships that meet the requirements of
43 U.S.C. 1626(e)(2).
"Commercial item" means a product or service that satisfies the definition of commercial item in
section 2.101 of the Federal Acquisition Regulation.
"Commercial plan" means a subcontracting plan (including goals) that covers the offeror's fiscal year
and that applies to the entire production of commercial items sold by either the entire company or a portion
thereof(e.g., division, plant, or product line).
"Electronic Subcontracting Reporting System (eSRS)" means the Governmentwide, electronic, web-
based system for small business subcontracting program reporting. The eSRS is located at http://www.esrs.gov.
"Indian tribe" means any Indian tribe, band, group, pueblo, or community, including native villages
and native groups (including corporations organized by Kenai, Juneau, Sitka, and Kodiak) as defined in the
Alaska Native Claims Settlement Act (43 U.S.C.A. 1601 et seg.), that is recognized by the Federal Government
as eligible for services from the Bureau of Indian Affairs in accordance with 25 U.S.C. 1452(c). This definition also
includes Indian-owned economic enterprises that meet the requirements of 25 U.S.C. 1452(e).
"Individual contract plan" means a subcontracting plan that covers the entire contract period
(including option periods), applies to a specific contract, and has goals that are based on the offeror's planned
subcontracting in support of the specific contract, except that indirect costs incurred for common or joint purposes
may be allocated on a prorated basis to the contract.
"Master plan" means a subcontracting plan that contains all the required elements of an individual
contract plan, except goals, and may be incorporated into individual contract plans, provided the master plan has
been approved.
"Subcontract" means any agreement (other than one involving an employer-employee relationship)
entered into by a Federal Government prime Contractor or subcontractor calling for supplies or services required
for performance of the contract or subcontract.
(c) The offeror, upon request by the Contracting Officer, shall submit and negotiate a subcontracting
plan, where applicable, that separately addresses subcontracting with small business, veteran-owned small
business, service-disabled veteran-owned small business, HUBZone small business concerns, small
disadvantaged business, and women-owned small business concerns. If the offeror is submitting an individual
contract plan, the plan must separately address subcontracting with small business, veteran-owned small
business, service-disabled veteran-owned small business, HUBZone small business, small disadvantaged
business, and women-owned small business concerns, with a separate part for the basic contract and separate
parts for each option (if any). The plan shall be included in and made a part of the resultant contract. The
subcontracting plan shall be negotiated within the time specified by the Contracting Officer. Failure to submit and
negotiate the subcontracting plan shall make the offeror ineligible for award of a contract.
(d) The offeror's subcontracting plan shall include the following:
(1) Goals, expressed in terms of percentages of total planned subcontracting dollars, for
the use of small business, veteran-owned small business, service-disabled veteran-owned small business,
HUBZone small business, small disadvantaged business, and women-owned small business concerns as
subcontractors. The offeror shall include all sub-contracts that contribute to contract performance, and may
include a proportionate share of products and services that are normally allocated as indirect costs. In accordance
with 43 U.S.C. 1626:
Exhibit C General Clauses
to US Governme ase GPV
PEEN
68 j
INITIALS: & r
LESS T GSA FORM 3517B PAGE 37(REV 6/12)
(i) Subcontracts awarded to an ANC or Indian tribe shall be counted towards the
subcontracting goals for small business and small disadvantaged business (SDB) concerns, regardless of the
size or Small Business Administration certification status of the ANC or Indian tribe.
(ii) Where one or more subcontractors are in the subcontract tier between the prime
contractor and the ANC or Indian tribe, the ANC or Indian tribe shall designate the appropriate contractor(s) to
count the subcontract towards its small business and small disadvantaged business subcontracting goals.
(A) In most cases, the appropriate Contractor is the Contractor that awarded
the subcontract to the ANC or Indian tribe.
(B) If the ANC or Indian tribe designates more than one Contractor to count
the subcontract toward its goals, the ANC or Indian tribe shall designate only a portion of the total subcontract
award to each Contractor. The sum of the amounts designated to various Contractors cannot exceed the total
value of the subcontract.
(C) The ANC or Indian tribe shall give a copy of the written designation to the
Contracting Officer, the prime Contractor, and the subcontractors in between the prime Contractor and the ANC
or Indian tribe within 30 days of the date of the subcontract award.
(D) If the Contracting Officer does not receive a copy of the ANC's or the
Indian tribe's written designation within 30 days of the subcontract award, the Contractor that awarded the
subcontract to the ANC or Indian tribe will be considered the designated Contractor.
(2) A statement of—
(i) Total dollars planned to be subcontracted for an individual contract plan; or the
offeror's total projected sales, expressed in dollars, and the total value of projected subcontracts to support the
sales for a commercial plan;
(ii) Total dollars planned to be subcontracted to small business concerns (including
ANC and Indian tribes);
(iii) Total dollars planned to be subcontracted to veteran-owned small business
concerns;
(iv) Total dollars planned to be subcontracted to service-disabled veteran-owned
small business;
(v) Total dollars planned to be subcontracted to HUBZone small business concerns;
(vi) Total dollars planned to be subcontracted to small disadvantaged business
concerns (including ANCs and Indian tribes); and
(vii) Total dollars planned to be subcontracted to women-owned small business
concerns.
(3) A description of the principal types of supplies and services to be subcontracted, and
an identification of the types planned for subcontracting to—
(I) Small business concerns;
(ii) Veteran-owned small business concerns;
(III) Service-disabled veteran-owned small business concerns;
(iv) HUBZone small business concerns;
Exhibit C General Clauses
to US Governmen se GS-0 ,$8
INITIALS: & c �t�t�attt�/
LESSOR GOVER T GSA FORM 35178 PAGE 38(REV 6112)
(v) Small disadvantaged business concerns, and
(vi) Women-owned small business concerns.
(4) A description of the method used to develop the subcontracting goals in
paragraph (d)(1) of this clause.
(5) A description of the method used to identify potential sources for solicitation purposes
(e.g., existing company source lists, the Central Contractor Registration database (CCR), veterans service
organizations, the National Minority Purchasing Council Vendor Information Service, the Research and
Information Division of the Minority Business Development Agency in the Department of Commerce, or small,
HUBZone; small disadvantaged, and women-owned small business trade associations). A firm may rely on the
information contained in CCR as an accurate representation of a concern's size and ownership characteristics for
the purposes of maintaining a small, veteran-owned small, service-disabled veteran-owned small, HUBZone
small, small disadvantaged, and women-owned small business source list. Use of CCR as its source list does not
relieve a firm of its responsibilities (e.g., outreach, assistance, counseling, or publicizing subcontracting
opportunities) in this clause.
(6) A statement as to whether or not the offeror included indirect costs in establishing
subcontracting goals, and a description of the method used to determine the proportionate share of indirect costs
to be incurred with—
(i) Small business concerns (including ANC and Indian tribes);
(ii) Veteran-owned small business concerns;
(iii) Service-disabled veteran-owned small business concerns;
(iv) HUBZone small business concerns,
(v) Small disadvantaged business concerns (including ANC and Indian tribes); and
(vi) Women-owned small business concerns.
(7) The name of the individual employed by the offeror who will administer the offeror's
subcontracting program, and a description of the duties of the individual.
(8) A description of the efforts the offeror will make to assure that small business, veteran-
owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, and women-owned small business concerns have an equitable opportunity to compete
for subcontracts.
(9) Assurances that the offeror will include the clause of this contract entitled "Utilization of
Small Business Concerns' in all subcontracts that offer further subcontracting opportunities, and that the offeror
will require all subcontractors (except small business concerns) that receive subcontracts in excess of $650,000
($1.5 million for construction of any public facility) with further subcontracting possibilities to adopt a
subcontracting plan that complies with the requirements of this clause.
(10) Assurances that the offeror will—
(I) Cooperate in any studies or surveys as may be required,
(ii) Submit periodic reports so that the Government can determine the extent of
compliance by the offeror with the subcontracting plan;
Exhibit C General Clauses
to US Governme se GS B- 168
INITIALS: g
LESSOR GOV ENT GSA FORM 3517B PAGE 39(REV 6112)
(iii) Submit the Individual Subcontract Report (ISR) and/or the Summary Subcontract
Report (SSR), in accordance with paragraph (1) of this clause. Submit the Summary Subcontract Report (SSR), in
accordance with paragraph (I) of this clause using the Electronic Subcontracting Reporting System (eSRS)
at http://www.esrs.gov. The reports shall provide information on subcontract awards to small business concerns
(including ANCs and Indian tribes that are not small businesses), veteran-owned small business concerns,
service-disabled veteran-owned small business concerns, HUBZone small business concerns, small
disadvantaged business concerns (including ANCs and Indian tribes that have not been certified by the Small
Business Administration as small disadvantaged businesses), women-owned small business concerns, and
Historically Black Colleges and Universities and Minority Institutions. Reporting shall be in accordance with this
clause, or as provided in agency regulations; and
(iv) Ensure that its subcontractors with subcontracting plans agree to submit the SF 294
in accordance with paragraph (1) of this clause. Ensure that its subcontractors with subcontracting plans agree to
submit the SSR in accordance with paragraph (1)of this clause using the eSRS.
(11) A description of the types of records that will be maintained concerning procedures that
have been adopted to comply with the requirements and goals in the plan, including establishing source lists; and
a description of the offeror's efforts to locate small business, veteran-owned small business, service-disabled
veteran-owned small business, HUBZone small business, small disadvantaged business, and women-owned
small business concerns and award subcontracts to them. The records shall include at least the following (on a
plant-wide or company-wide basis, unless otherwise indicated):
(i) Source lists (e.g., CCR), guides, and other data that identify small business,
veteran-owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, and women-owned small business concerns.
(ii) Organizations contacted in an attempt to locate sources that are small business,
veteran-owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, or women-owned small business concerns.
(iii) Records on each subcontract solicitation resulting in an award of more than
$150,000, indicating—
(A) Whether small business concerns were solicited and, if not, why not;
(B) Whether veteran-owned small business concerns were solicited and, if
not, why not;
(C) Whether service-disabled veteran-owned small business concerns were
solicited and, if not, why not;
(D) Whether HUBZone small business concerns were solicited and, if not, why
not;
(E) Whether small disadvantaged business concerns were solicited and, if not,
why not;
(F) Whether women-owned small business concerns were solicited and, if not,
why not, and
(G) If applicable, the reason award was not made to a small business concern.
(iv) Records of any outreach efforts to contact—
(A) Trade associations;
(B) Business development organizations;
Exhibit C General Clauses
to US Governme se GS-09 8
INITIALS: &
LESSOR GOVE ENT GSA FORM 3517E PAGE 40(REV 6/12)
(C) Conferences and trade fairs to locate small, HUBZone small, small
disadvantaged, and women-owned small business sources, and
(D) Veterans service organizations.
(v) Records of internal guidance and encouragement provided to buyers through—
(A) Workshops, seminars, training, etc., and
(B) Monitoring performance to evaluate compliance with the program's
requirements.
(vi) On a contract-by-contract basis, records to support award data submitted by the
offeror to the Government, including the name, address, and business size of each subcontractor. Contractors
having commercial plans need not comply with this requirement.
(e) In order to effectively implement this plan to the extent consistent with efficient contract performance,
the Contractor shall perform the following functions:
(1) Assist small business, veteran-owned small business, service-disabled veteran-owned small
business, HUBZone small business, small disadvantaged business, and women-owned small business concerns
by arranging solicitations, time for the preparation of bids, quantities, specifications, and delivery schedules so as
to facilitate the participation by such concerns. Where the Contractor's lists of potential small business, veteran-
owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, and women-owned small business subcontractors are excessively long, reasonable
effort shall be made to give all such small business concerns an opportunity to compete over a period of time.
(2) Provide adequate and timely consideration of the potentialities of small business, veteran-
owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, and women-owned small business concerns in all "make-or-buy'decisions.
(3) Counsel and discuss subcontracting opportunities with representatives of small business,
veteran-owned small business, service-disabled veteran-owned small business, HUBZone small business, small
disadvantaged business, and women-owned small business firms.
4 Confirm that a( ) subcontractor representing itself as a HUBZone small business concern is
identified as a certified HUBZone small business concern by accessing the Central Contractor Registration (CCR)
database or by contacting SBA.
(5) Provide notice to subcontractors concerning penalties and remedies for misrepresentations
of business status as small, veteran-owned small business, HUBZone small, small disadvantaged, or women-
owned small business for the purpose of obtaining a subcontract that is to be included as part or all of a goal
contained in the Contractor's subcontracting plan.
(6) For all competitive subcontracts over the simplified acquisition threshold in which a small
business concern received a small business preference, upon determination of the successful subcontract offeror,
the Contractor must inform each unsuccessful small business subcontract offeror in writing of the name and
location of the apparent successful offeror prior to award of the contract.
(f) A master plan on a plant or division-wide basis that contains all the elements required by
paragraph (d) of this clause, except goals, may be incorporated by reference as a part of the subcontracting plan
required of the offeror by this clause; provided—
(1) The master plan has been approved;
(2) The offeror ensures that the master plan is updated as necessary and provides copies of the
approved master plan, including evidence of its approval, to the Contracting Officer; and
Exhibit C General Clauses
to US Governmen a se GS- -03 68
INITIALS: a
LESS GOrIMENT GSA FORM 35178 PAGE 41 (REV 6r12)
(3) Goals and any deviations from the master plan deemed necessary by the Contracting
Officer to satisfy the requirements of this contract are set forth in the individual subcontracting plan.
(g) A commercial plan is the preferred type of subcontracting plan for contractors furnishing commercial
items. The commercial plan shall relate to the offeror's planned subcontracting generally, for both commercial and
Government business, rather than solely to the Government contract. Once the Contractor's commercial plan has
been approved, the Government will not require another subcontracting plan from the same Contractor while the
plan remains in effect, as long as the product or service being provided by the Contractor continues to meet the
definition of a commercial item. A Contractor with a commercial plan shall comply with the reporting requirements
stated in paragraph (d)(10) of this clause by submitting one SSR in eSRS for all contracts covered by its
commercial plan. This report shall be acknowledged or rejected in eSRS by the Contracting Officer who approved
the plan. This report shall be submitted within 30 days after the end of the Government's fiscal year.
(h) Prior compliance of the offeror with other such subcontracting plans under previous contracts will be
considered by the Contracting Officer in determining the responsibility of the offeror for award of the contract.
(i) A contract may have no more than one plan. When a modification meets the criteria in 19.702 for a
plan, or an option is exercised, the goals associated with the modification or option shall be added to those in the
existing subcontract plan.
Q) Subcontracting plans are not required from subcontractors when the prime contract contains the
clause at 52.212-5, Contract Terms and Conditions Required to Implement Statutes or Executive Orders—
Commercial Items, or when the subcontractor provides a commercial item subject to the clause at 52.244-6,
Subcontracts for Commercial Items, under a prime contract.
(k) The failure of the Contractor or subcontractor to comply in good faith with—
(1) The clause of this contract entitled "Utilization Of Small Business Concerns," or
(2) An approved plan required by this clause, shall be a material breach of the contract.
(1) The Contractor shall submit a SF 294. The Contractor shall submit SSRs using the web-based eSRS
at http://www.esrs.gov. Purchases from a corporation, company, or subdivision that is an affiliate of the prime
Contractor or subcontractor are not included in these reports. Subcontract award data reported by prime
Contractors and subcontractors shall be limited to awards made to their immediate next-tier subcontractors.
Credit cannot be taken for awards made to lower tier subcontractors, unless the Contractor or subcontractor has
been designated to receive a small business or small disadvantaged business credit from an ANC or Indian tribe.
Only subcontracts involving performance in the U.S. or its outlying areas should be included in these reports with
the exception of subcontracts under a contract awarded by the State Department or any other agency that has
statutory or regulatory authority to require subcontracting plans for subcontracts performed outside the United
States and its outlying areas.
(1) SF 294. This report is not required for commercial plans. The report is required for each contract
containing an individual subcontract plan. For prime contractors the report shall be submitted to the contracting
officer, or as specified elsewhere in this contract. In the case of a subcontract with a subcontracting plan, the
report shall be submitted to the entity that awarded the subcontract.
(1) The report shall be submitted semi-annually during contract performance for the periods
ending March 31 and September 30. A report is also required for each contract within 30 days of contract
completion. Reports are due 30 days after the close of each reporting period, unless otherwise directed by the
Contracting Officer. Reports are required when due, regardless of whether there has been any subcontracting
activity since the inception of the contract or the previous reporting period.
(ii) When a subcontracting plan contains separate goals for the basic contract and each
option, as prescribed by FAR 19.704(c), the dollar goal inserted on this report shall be the sum of the base period
Exhibit C General Clauses
to US Government se GS-0
INITIALS: &
LESSOR GO ENT GSA FORM 3517B PAGE 42(REV 6112)
through the current option; for example, for a report submitted after the second option is exercised, the dollar goal
would be the sum of the goals for the basic contract, the first option, and the second option.
(2) SSR. (i) Reports submitted under individual contract plans—
(A) This report encompasses all subcontracting under prime contracts and subcontracts with the
awarding agency, regardless of the dollar value of the subcontracts.
(B) The report may be submitted on a corporate, company or subdivision (e.g. plant or division
operating as a separate profit center) basis, unless otherwise directed by the agency.
(C) If a prime Contractor and/or subcontractor is performing work for more than one executive
agency, a separate report shall be submitted to each executive agency covering only that agency's contracts,
provided at least one of that agency's contracts is over $550,000 (over $1,000,000 for construction of a public
facility) and contains a subcontracting plan. For DoD, a consolidated report shall be submitted for all contracts
awarded by military departments/agencies and/or subcontracts awarded by DoD prime Contractors. However, for
construction and related maintenance and repair, a separate report shall be submitted for each DoD component.
(D) For DoD and NASA, the report shall be submitted semi-annually for the six months ending March
31 and the twelve months ending September 30. For civilian agencies, except NASA, it shall be submitted
annually for the twelve-month period ending September 30. Reports are due 30 days after the close of each
reporting period.
(E) Subcontract awards that are related to work for more than one executive agency shall be
appropriately allocated.
(F) The authority to acknowledge or reject SSRs in the eSRS, including SSRs submitted by
subcontractors with subcontracting plans, resides with the Government agency awarding the prime contracts
unless stated otherwise in the contract.
(ii) Reports submitted under a commercial plan—
(A) The report shall include all subcontract awards under the commercial plan in effect during the
Government's fiscal year.
(B) The report shall be submitted annually, within thirty days after the end of the Government's fiscal
year.
(C) If a Contractor has a commercial plan and is performing work for more than one executive
agency, the Contractor shall specify the percentage of dollars attributable to each agency from which contracts for
commercial items were received.
(D) The authority to acknowledge or reject SSRs for commercial plans resides with the Contracting
Officer who approved the commercial plan.
(III) All reports submitted at the close of each fiscal year (both individual and commercial plans) shall
include a Year-End Supplementary Report for Small Disadvantaged Businesses. The report shall include
subcontract awards, in whole dollars, to small disadvantaged business concerns by North American Industry
Classification System (NAICS) Industry Subsector. If the data are not available when the year-end SSR is
submitted, the prime Contractor and/or subcontractor shall submit the Year-End Supplementary Report for Small
Disadvantaged Businesses within 90 days of submitting the year-end SSR. For a commercial plan, the Contractor
may obtain from each of its subcontractors a predominant NAICS Industry Subsector and report all awards to that
subcontractor under its predominant NAICS Industry Subsector.
44. 52.219-16 LIQUIDATED DAMAGES—SUBCONTRACTING PLAN (JAN 1999)
(Applicable to leases over$650,000.)
(a) Failure to make a good faith effort to comply with the subcontracting plan, as used in this clause,
means a willful or intentional failure to perform in accordance with the requirements of the subcontracting plan
approved under the clause in this contract entitled "Small Business Subcontracting Plan," or willful or intentional
action to frustrate the plan.
(b) Performance shall be measured by applying the percentage goals to the total actual subcontracting
dollars or, if a commercial plan is involved, to the pro rata share of actual subcontracting dollars attributable to
Government contracts covered by the commercial plan. If, at contract completion or, in the case of a commercial
plan, at the close of the fiscal year for which the plan is applicable, the Contractor has failed to meet its
Exhibit C General Clauses
to US Govemmentj,%e se GS-O--�
INITIALS: & �-
LESS GOV E T GSA FORM 3517E PAGE 43(REV 6112)
subcontracting goals and the Contracting Officer decides in accordance with paragraph (c) of this clause that the
Contractor failed to make a good faith effort to comply with its subcontracting plan, established in accordance with
the clause in this contract entitled "Small Business Subcontracting Plan," the Contractor shall pay the
Government liquidated damages in an amount stated. The amount of probable damages attributable to the
Contractor's failure to comply shall be an amount equal to the actual dollar amount by which the Contractor failed
to achieve each subcontract goal.
(c) Before the Contracting Officer makes a final decision that the Contractor has failed to make such
good faith effort, the Contracting Officer shall give the Contractor written notice specifying the failure and
permitting the Contractor to demonstrate what good faith efforts have been made and to discuss the matter.
Failure to respond to the notice may be taken as an admission that no valid explanation exists. If, after
consideration of all the pertinent data, the Contracting Officer finds that the Contractor failed to make a good faith
effort to comply with the subcontracting plan, the Contracting Officer shall issue a final decision to that effect and
require that the Contractor pay the Government liquidated damages as provided in paragraph (b) of this clause.
(d) With respect to commercial plans, the Contracting Officer who approved the plan will perform the
functions of the Contracting Officer under this clause on behalf of all agencies with contracts covered by the
commercial plan.
(e) The Contractor shall have the right of appeal, under the clause in this contract entitled, Disputes,
from any final decision of the Contracting Officer.
(f) Liquidated damages shall be in addition to any other remedies that the Government may have.
45. 52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER SUBCONTRACT
AWARDS (FEB 2012)
(APPLICABLE IF OVER$25,000)
(a) Definitions. As used in this clause:
"Executive"means officers, managing partners, or any other employees in management positions.
"First-tier subcontract" means a subcontract awarded directly by a Contractor to furnish supplies or
services (including construction) for performance of a prime contract, but excludes supplier agreements with
vendors, such as long-term arrangements for materials or supplies that would normally be applied to a
Contractor's general and administrative expenses or indirect cost.
"Total compensation" means the cash and noncash dollar value earned by the executive during the
Contractor's preceding fiscal year and includes the following (for more information see 17 CFR 229.402(c)(2)):
(1) Salary and bonus.
(2) Awards of stock, stock options, and stock appreciation rights. Use the dollar amount recognized for
financial statement reporting purposes with respect to the fiscal year in accordance with the Financial Accounting
Standards Board's Accounting Standards Codification (FASB ASC) 718, Compensation-Stock Compensation.
(3) Earnings for services under non-equity incentive plans. This does not include group life, health,
hospitalization or medical reimbursement plans that do not discriminate in favor of executives, and are available
generally to all salaried employees.
(4) Change in pension value. This is the change in present value of defined benefit and actuarial
pension plans.
(5) Above-market earnings on deferred compensation which is not tax-qualified.
Exhibit C General Clauses
to US Governme ase
INITIALS: a
LESSO GO NTT GSA FORM 35178 PAGE 44(REV 6/12)
(6) Other compensation, if the aggregate value of all such other compensation (e.g., severance,
termination payments, value of life insurance paid on behalf of the employee, perquisites or property) for the
executive exceeds$10,000.
(b) Section 2(d)(2) of the Federal Funding Accountability and Transparency Act of 2006 (Pub. L. 109-
282), as amended by section 6202 of the Government Funding Transparency Act of 2008 (Pub. L. 110-252),
requires the Contractor to report information on subcontract awards. The law requires all reported information be
made public, therefore, the Contractor is responsible for notifying its subcontractors that the required information
will be made public.
(c) (1) Unless otherwise directed by the contracting officer, by the end of the month following the
month of award of a first-tier subcontract with a value of $25,000 or more, (and any modifications to these
subcontracts that change previously reported data), the Contractor shall report the following information at
http://www,fsrs.gov for each first-tier subcontract. (The Contractor shall follow the instructions at
http://www.fsrs.gov to report the data.)
(i) Unique identifier (DUNS Number) for the subcontractor receiving the award and for the
subcontractor's parent company, if the subcontractor has a parent company.
(ii) Name of the subcontractor.
(III) Amount of the subcontract award.
(iv) Date of the subcontract award.
(v) A description of the products or services (including construction) being provided under
the subcontract, including the overall purpose and expected outcomes or results of the subcontract.
(vi) Subcontract number(the subcontract number assigned by the Contractor).
(vii) Subcontractor's physical address including street address, city, state, and country. Also
include the nine-digit zip code and congressional district.
(viii) Subcontractor's primary performance location including street address, city, state, and
country. Also include the nine-digit zip code and congressional district.
(ix) The prime contract number, and order number if applicable.
(x) Awarding agency name and code.
(xi) Funding agency name and code.
(xii) Government contracting office code.
(xiii) Treasury account symbol (TAS) as reported in FPDS.
(xiv) The applicable North American Industry Classification System code (NAICS).
(2) By the end of the month following the month of a contract award, and annually thereafter, the
Contractor shall report the names and total compensation of each of the five most highly compensated executives
for the Contractors preceding completed fiscal year in the Central Contractor Registration (CCR) database via
https://www.acguisition.gov, if—
(I) In the Contractor's preceding fiscal year, the Contractor received—
(A) 80 percent or more of its annual gross revenues from Federal contracts (and
subcontracts), loans, grants (and subgrants) and cooperative agreements; and
Exhibit C General Clauses
to US Government se GS-0 -0
INITIALS: &
LESS GO T GSA FORM 3517E PAGE 45(REV 6/12)
(B) $25,000,000 or more in annual gross revenues from Federal contracts (and
subcontracts), loans, grants (and subgrants) and cooperative agreements, and
(ii) The public does not have access to information about the compensation of the
executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of
1934 (15 U.S.C. 78m(a) 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if
the public has access to the compensation information, see the U.S. Security and Exchange Commission
total compensation filings at http://www.sec.gov/answers/execomp.htm.)
(3) Unless otherwise directed by the contracting officer, by the end of the month following the month
of a first-tier subcontract with a value of$25,000 or more, and annually thereafter, the Contractor shall report the
names and total compensation of each of the five most highly compensated executives for each first-tier
subcontractor for the subcontractor's preceding completed fiscal year at http://www.fsrs.gov, if—
(i) In the subcontractor's preceding fiscal year, the subcontractor received—
(A) 80 percent or more of its annual gross revenues from Federal contracts (and
subcontracts), loans, grants (and subgrants) and cooperative agreements, and
(B) $25,000,000 or more in annual gross revenues from Federal contracts (and
subcontracts), loans, grants (and subgrants) and cooperative agreements, and
(ii) The public does not have access to information about the compensation of the
executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of
1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if
the public has access to the compensation information, see the U.S. Security and Exchange Commission
total compensation filings at http://wvvw-sec,.qov/answers/execomp.htm.)
(d) (1) If the Contractor in the previous tax year had gross income, from all sources, under
$300,000, the Contractor is exempt from the requirement to report subcontractor awards.
(2) If a subcontractor in the previous tax year had gross income from all sources under
$300,000, the Contractor does not need to report awards to that subcontractor.
(e) Phase-in of reporting of subcontracts of$25,000 or more.
(1) Until September 30, 2010, any newly awarded subcontract must be reported if the prime
contract award amount was $20,000,000 or more.
(2) From October 1, 2010, until February 28, 2011, any newly awarded subcontract must be
reported if the prime contract award amount was$550,000 or more.
(3) Starting March 1, 2011, any newly awarded subcontract must be reported if the prime
contract award amount was $25,000 or more.
Exhibit C General Clauses
to US Government se GS-0
INITIALS: g,
LESSOR GOVE NT GSA FORM 3517E PAGE 46(REV 6/12)
REPRESENTATIONS AND CERTIFICATIONS Solicitation Number Dated
(Acquisition of Leasehold Interests in Real Property) GS-09B-03168
UII�Fo�7.Z0/3
Complete appropriate boxes, sign the farm, 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 the owner.
1. 52.219-1 - SMALL BUSINESS PROGRAM REPRESENTATIONS (APR 2011)
(a) (1) The North American Industry Classification System (NAICS)code for this acquisition
is 531190.
(2) The small business size standard is $20.5 Million in annual average gross revenue of
the concern for the last 3 fiscal years.
(3) The small business size standard for a concern 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 manufacture, is 500 employees.
(b) Representations.
(1) The offeror represents as part of its offer that it[ ] is, Ks not a small 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 concern 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) Women-owned small business (WOSB)concern eligible under the WOSB Program.
[Complete only if the offeror represented itself as a women-owned small business
concern in paragraph(b)(3) of this provision.]The offeror represents as part of its offer
that—
(i) It [ ] is, [ ] is not a WOSB concern eligible under the WOSB Program, has
provided all the required documents to the WOSB Repository, and no change
in circumstances or adverse decisions have been issued that affects its
eligibility; and
(ii) It[ ] is, [ ] is not a joint venture that complies with the requirements of 13 CFR
part 127, and the representation in paragraph (b)(4)(i) of this provision is
accurate in reference to the WOSB concern or concerns that are participating
in the joint venture. [The offeror shall enter the name or names of the WOSB
concern or concerns that are participating in the joint venture: .]
Each WOSB concern participating in the joint venture shall submit a separate
signed copy of the WOSB representation.
(5) Economically disadvantaged women-owned small business(EDWOSB)concern.
[Complete only if the offeror represented itself as a women-owned small business
concern eligible under the WOSB Program in (b)(4) of this provision.]The offeror
represents as part of its offer that—
Exhibit D Representation and Certifications
to US Government GS-096-03168
INITIALS: 8
LESS GOVERN T GSA FORM 3518 PAGE 1 (REV 6112)
(i) It [ ] is, [ ] is not an EDWOSB concern eligible under the WOSB Program, has
provided all the required documents to the WOSB Repository, and no change
in circumstances or adverse decisions have been issued that affects its
eligibility; and
(ii) It [ ] is, [ ] is not a joint venture that complies with the requirements of 13 CFR
part 127, and the representation in paragraph (b)(5)(i) of this provision is
accurate in reference to the EDWOSB concern or concerns that are
participating in the joint venture. [The offeror shall enter the name or names of
the EDWOSB concern or concerns that are participating in the joint venture:
] Each EDWOSB concern participating in the joint venture shall
submit a separate signed copy of the EDWOSB representation.
(6) [Complete only if the offeror represented itself as a small business concern in
paragraph (b)(1) of this provision.]The offeror represents as part of its offer that it [ ]
is, [ ] is not a veteran-owned small business concern.
(7) [Complete only if the offeror represented itself as a veteran-owned small business
concern in paragraph(b)(6) of this provision.]The offeror represents as part of its offer
that it[ ] is, [ ]".:is not a service-disabled veteran-owned small business concern.
(8) [Complete only if the 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 changes in
ownership and control, principal office, or HUBZone employee percentage
have occurred since it was certified in accordance with 13 CFR Part 126; and
(II) It [ ] is, [ ] is not a HUBZone joint venture that complies with the requirements
of 13 CFR Part 126, and the representation in paragraph (b)(8)(i) of this
provision is accurate for each HUBZone small business concern participating in
the HUBZone joint venture. [The offeror shall enter the names of each of the
HUBZone small business concerns participating in the HUBZone joint venture:
] Each HUBZone small business concern participating in the
HUBZone joint venture shall submit a separate signed copy of the HUBZone
representation.
(c) Definitions. As used in this provision—
"Economically disadvantaged women-owned small business (EDWOSB)concern" means a
small business concern that is at least 51 percent directly and unconditionally owned by, and
the management and daily business operations of which are controlled by, one or more
women who are citizens of the United States and who are economically disadvantaged in
accordance with 13 CFR part 127. It automatically qualifies as a women-owned small
business concern eligible under the WOSB Program.
"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
veterans 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 service-disabled
veterans; and
Exhibit D Representation and Certifications
to US Government Lea -09B-0316
INITIALS: &
LESSOR GOVERN E T GSA FORM 3518 PAGE 2(REV 6112)
(ii) The management and daily business operations of which are controlled by one
or more service-disabled veterans or, in the case of a service-disabled veteran
with permanent and severe disability, the spouse or permanent caregiver of
such veteran.
(2) "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).
"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.
"Women-owned small business (WOSB) concern eligible under the WOSB Program" (in
accordance with 13 CFR part 127), means a small business concern that is at least 51
percent directly and unconditionally owned by, and the management and daily business
operations of which are controlled by, one or more women who are citizens of the United
States.
(d) Notice.
(1) If this solicitation is for supplies and has been set aside, in whole or in part, for small
business concerns, 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 business
concern that is small, HUBZone small, small disadvantaged, service-disabled veteran-
owned small, economically disadvantaged women-owned small, or women-owned
small eligible under the WOSB Program in order to obtain a contract to be awarded
under the preference programs established pursuant to section 8, 9, 15, 31, and 36 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.
Exhibit U Representation and Certifications
to US Government Lease 098-03168
INITIALS: &
LESSOR GOVE T GSA FORM 3518 PAGE 3(REV 6/12)
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 concern
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.
(b) 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.
3. 52.222-22-PREVIOUS CONTRACTS AND COMPLIANCE REPORTS (FEB 1999)
(Applicable when the estimated value of the acquisition exceeds $10,000)
The Offeror represents that—
(a) It has, [ ] has not participated in a previous contract or subcontract subject to the Equal
O portunity clause of this solicitation;
(b) It Whas, [ ] 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 OMB under
Control Number 1215-0072.)
4. 52.222-25-AFFIRMATIVE ACTION COMPLIANCE (APR 1984)
(Applicable when the estimated value of the acquisition exceeds $10,000)
The Offeror represents that—
(a) It V 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 OMB
under Control Number 1215-0072.)
5. 552.203-72 REPRESENTATION BY CORPORATIONS REGARDING AN UNPAID
DELINQUENT FEDERAL TAX LIABILITY OR A FELONY CONVICTION UNDER
ANY FEDERAL LAW(DEVIATION) (APR 2012)
(a) In accordance with Sections 630 and 631 of Division of the Consolidated Appropriations Act,
2012 (Pub. L. 112-74), none of the funds made available by that Act may be used to enter
into a contract action with any corporation that---
(1) Has any unpaid Federal tax liability that has been assessed, for which all judicial and
administrative remedies have been exhausted or have lapsed, and that is not being
paid in a timely manner pursuant to an agreement with the authority responsible for
collecting the tax liability, where the awarding agency is aware of the unpaid tax
liability, unless the agency has considered suspension or debarment of the
corporation and made a determination that this further action is not necessary to
protect the interests of the Government, or
(2) Was convicted, or had an officer or agent of such corporation acting on behalf of the
corporation convicted of a felony criminal violation under any Federal law within the
preceding 24 months, where the awarding agency is aware of the conviction, unless
the agency has considered suspension or debarment of the corporation or such officer
Exhibit D Representation and CertificaUons
to US Government Leas -0913-0316
INITIALS: &
LES50 GO T GSA FORM 3518 PAGE 4(REV 6/12)
or agent and made a determination that this action is not necessary to protect the
interests of the Government-
(b) The Contractor represents that—
(1) It is [] is not N a corporation that has any unpaid Federal tax liability that has been
assessed, for which all judicial and administrative remedies have been exhausted or
have lapsed, and that is not being paid in a timely manner pursuant to an agreement
with the authority responsible for collecting the tax liability.
(2) It is [] is not W. a corporation that was convicted, or had an officer or agent of the
corporation acting on behalf of the corporation, convicted of a felony criminal violation
under any Federal law within the preceding 24 months.
6. 52.203-02-CERTIFICATE OF INDEPENDENT PRICE DETERMINATION (APR 1985)
(Applicable when the estimated value of the acquisition exceeds the simplified lease acquisition
threshold)
(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
Thomas P.Nolan/Executive Director/Airport [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.
7. 52.203-11 - CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE
CERTAIN FEDERAL TRANSACTIONS (SEP 2007)
(Applicable when the estimated value of the acquisition exceeds$100,000)
(a) Definitions. As used in this provision—"Lobbying contact" has the meaning provided at
2 U.S.C. 1602(8). The terms 'agency," "influencing or attempting to influence," "officer or
Exhibit D Representation and Certifications
to US Government Leas A9B-0316
INITIALS: &
LESSOR GOVER T GSA FORM 3518 PAGE 5(REV 6/12)
employee of an agency," "person," "reasonable compensation," and "regularly employed" are
defined in the FAR clause of this solicitation entitled "Limitation on Payments to Influence
Certain Federal Transactions" (52.203-12).
(b) Prohibition. The prohibition and exceptions contained in the FAR clause of this solicitation
entitled "Limitation on Payments to Influence Certain Federal Transactions" (52.203-12) are
hereby incorporated by reference in this provision.
(c) Certification. The offeror, by signing its offer, hereby certifies to the best of its knowledge and
belief that no Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a Member of Congress on
its behalf in connection with the awarding of this contract.
(d) Disclosure. If any registrants under the Lobbying Disclosure Act of 1995 have made a
lobbying contact on behalf of the offeror with respect to this contract, the offeror shall
complete and submit, with its offer, OMB Standard Form LLL, Disclosure of Lobbying
Activities, to provide the name of the registrants. The offeror need not report regularly
employed officers or employees of the offeror to whom payments of reasonable
compensation were made.
(e) Penalty. Submission of this certification and disclosure is a prerequisite for making or
entering into this contract imposed by 31 U.S.C. 1352.Any person who makes an
expenditure prohibited under this provision or who fails to file or amend the disclosure
required 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.
8. 52.209-5 - CERTIFICATION REGARDING RESPONSIBILITY MATTERS (APR 2010)
(Applicable when the estimated value of the acquisition exceeds the simplified lease acquisition
threshold)
(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 [ I are not 0 presently debarred, suspended, proposed for
debarment, or declared ineligible for the award of contracts by any
Federal agency;
(B) Have [ ] have not 0, 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, violating Federal criminal tax laws, or receiving
stolen property(if offeror checks"have", the offeror shall also see
52.209-7, if included in this solicitation);
(C) Are [ ] are not W 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;
(D) Have [ ], have not[I, within a three-year period preceding this offer,
been notified of any delinquent Federal taxes in an amount that exceeds
$3,000 for which the liability remains unsatisfied.
(1) Federal taxes are considered delinquent if both of the following
criteria apply:
Exhibit D Representation and Certifications
to US Government Lea S-098-03168
INITIALS: &
LESSOR GOVERN GSA FORM 3518 PAGE 6(REV 6/12)
(i) The tax liability is finally determined. The liability is finally
determined if it has been assessed. A liability is not
finally determined if there is a pending administrative or
judicial challenge. In the case of a judicial challenge to
the liability, the liability is not finally determined until all
judicial appeal rights have been exhausted.
(ii) The taxpayer is delinquent in making payment. A
taxpayer is delinquent if the taxpayer has failed to pay
the tax liability when full payment was due and required.
A taxpayer is not delinquent in cases where enforced
collection action is precluded.
(2) Examples.
(i) The taxpayer has received a statutory notice of
deficiency, under I.R.C. § 6212, which entitles the
taxpayer to seek Tax Court review of a proposed tax
deficiency. This is not a delinquent tax because it is not
a final tax liability. Should the taxpayer seek Tax Court
review, this will not be a final tax liability until the
taxpayer has exercised all judicial appeal rights.
(ii) The IRS has filed a notice of Federal tax lien with
respect to an assessed tax liability, and the taxpayer has
been issued a notice under I.R.C. §6320 entitling the
taxpayer to request a hearing with the IRS Office of
Appeals contesting the lien filing, and to further appeal to
the Tax Court if the IRS determines to sustain the lien
filing. In the course of the hearing, the taxpayer is
entitled to contest the underlying tax liability because the
taxpayer has had no prior opportunity to contest the
liability. This is not a delinquent tax because it is not a
final tax liability. Should the taxpayer seek tax court
review, this will not be a final tax liability until the
taxpayer has exercised all judicial appeal rights.
(iii) The taxpayer has entered into an installment agreement
pursuant to I.R.C. §6159. The taxpayer is making timely
payments and is in full compliance with the agreement
terms.The taxpayer is not delinquent because the
taxpayer is not currently required to make full payment.
(iv) The taxpayer has filed for bankruptcy protection.The
taxpayer is not delinquent because enforced collection
action is stayed under 11 U.S.C. 362 (the Bankruptcy
Code).
(ii) The Offeror has [ ] has not DQ, within a three-year period preceding this offer,
had one or more contracts terminated for default by any Federal agency.
(2) "Principal," for the purposes of this certification, means an officer, director, owner,
partner, or a person having primary management or supervisory responsibilities within a
business entity (e.g., general manager; plant manager; head of a division or business
segment; and similar positions).
Exhibit D Representation and Certifications
to US Government Le S-096-03168
INITIALS: &
LESSO GOV N GSA FORM 3518 PAGE 7(REV 6/12)
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.
(b) 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.
(d) 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.
(e) 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.
9. 52.204-3-TAXPAYER IDENTIFICATION (OCT 1998)
(a) Definitions.
"Common parent," as used in this provision, means that corporate entity that owns or
controls an affiliated 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.
(b) All Offerors must submit the information required in paragraphs (d) through (f) 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: 95-6000757
] 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;
[ ] Offeror is an agency or instrumentality of the Federal government;
(e) Type of organization.
Exhibit D Representation and Certifications
to US Governmen4Leas -09B_03116C)�
INITIALS: LESSOGOVER NT GSA FORM 3518 PAGE 8(REV 6112)
[ ]Sole proprietorship; [xj Government entity(Federal, State, or local);
[ ] Partnership; [ ] Foreign government;
[ ]Corporate entity(not tax-exempt); [ ] International organization per 26 CFR 1.6049-
4;
[ ]Corporate entity(tax-exempt); [ j Other xxxxxxxxx
(f) Common Parent.
[�] Offeror is not owned or controlled by a common parent as defined in paragraph (a) of
this provision-
Name and TIN of common parent:
Name xxxxxxxxx
TIN
10. 52.204-6—DATA UNIVERSAL NUMBERING SYSTEM (DUNS) NUMBER (APR 2008)
(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 offeror'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 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) Via the Internet at htti)://fedgov.dnb.com/webform or if the offeror does not
have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if
located within the United States; or
(II) If located outside the United States, by contacting the local Dun and Bradstreet
office.The offeror should indicate that it is an offeror for a U.S. Government
contract when contacting the local Dun and Bradstreet office.
(2) The offeror should be prepared to provide the following information:
(i) Company legal business name.
(ii) Tradestyle, doing business, or other name by which your entity is commonly
recognized.
(III) Company physical street address, city, state and ZIP Code.
(iv) Company mailing address, city, state and ZIP Code(if separate from physical).
(v) Company telephone number.
(vi) Date the company was started.
(vii) Number of employees at your location.
(viii) Chief executive officer/key manager.
(ix) Line of business (industry).
(x) Company Headquarters name and address (reporting relationship within your
entity).
11. 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 # 072522006
Exhibit D Representation and certifications
to US Govern m se GS-09B-0316
INITIALS: _W &
LESSOR GOVER ENT GSA FORM 3518 PAGE 9(REV 6/12)
12. CENTRAL CONTRACTOR REGISTRATION (MAY 2012)
The Central Contractor Registration (CCR) System is a centrally located, searchable database
which assists in the development, maintenance, and provision of sources for future procurements.
The Offeror must be registered in the CCR prior to lease award- The Offeror shall register via the
Internet at httos://www.acguisition.gov. To remain active, the Offeror/Lessor is required to update
or renew its registration annually.
[XI Registration Active and Copy Attached
[ ] Will Activate Registration and Submit Copy to the Government Prior to Award
OFFEROR OR NAME,ADDRESS (INCLUDING ZIP CODE) TELEPHONE
AUTHORIZED Thomas P. Nolan, Executive Director NUMBER
REPRESENTATIVE
(760) 318-3808
3400 E. Tahquitz Canyon Way, Suite OFC
Palms Springs, CA 92262
06-27-2013
Signature
Date
Exhibit D Representation and Certifications
to US Government Lea -09B-031
IA INITLS: &
LESSO GOVE ENT GSA FORM 3518 PAGE 10(REV 6/12)
LEVEL II SECURITY REQUIREMENTS
EXHIBIT E
LEASE NUMBER GS-0913-03168
SECURITY REQUIREMENTS - FACILITY SECURITY LEVEL II
THESE PARAGRAPHS CONTAIN ADDITIONAL SECURITY REQUIREMENTS, AND,
UNLESS INDICATED OTHERWISE, ARE TO BE PRICED AS PART OF THE BUILDING
SPECIFIC AMORTIZED CAPITAL (BSAC). WHERE THEY ARE IN CONFLICT WITH ANY
OTHER REQUIREMENTS ON THIS LEASE, THE STRICTEST SHALL APPLY.
DEFINITIONS:
CRITICAL AREAS - The areas that house systems that if damaged or compromised could have
significant adverse consequences for the facility, operation of the facility, or mission of the
agency or its occupants and visitors. These areas may also be referred to as 'limited access
areas," `restricted areas," or "exclusionary zones." Critical areas do not necessarily have to be
within Government-controlled space (e.g., generators, air handlers, electrical feeds which could
be located outside Government-controlled space).
SENSITIVE AREAS — Sensitive areas include vaults, SCIFs, evidence rooms, war rooms, and
sensitive documents areas. Sensitive areas are primarily housed within Government-controlled
space.
FACILITY ENTRANCES, LOBBY, COMMON AREAS, NON-PUBLIC,
AND UTILITY AREAS.
FACILITY ENTRANCES AND LOBBY
EMPLOYEE ACCESS CONTROL AT ENTRANCES (SHELL)
The Lessor shall provide key or electronic access control for all Government under this Lease
employees to the entrance to the building (including after-hours access).
COMMON AREAS, NON-PUBLIC, AND UTILITY AREAS.
PUBLIC RESTROOM ACCESS (SHELL) /^�/, /
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Govemmem Le r
Security Requirements (Level II) (REV 9/28/12) Page 1
The Government reserves the right to control access to public restrooms located within the
Space.
SECURING CRITICAL AREAS (SHELL)
The Lessor shall secure areas designated as Critical Areas to restrict access:
A. Keyed locks, keycards, or similar security measures shall strictly control access to
mechanical areas. Additional controls for access to keys, keycards, and key codes shall be
strictly maintained. The Lessor shall develop and maintain accurate HVAC diagrams and HVAC
system labeling within mechanical areas.
B. Roofs with HVAC systems shall also be secured. Fencing or other barriers may be
required to restrict access from adjacent roofs based on a Government Building Security
Assessment. Roof access shall be strictly controlled through keyed locks, keycards, or similar
measures. Fire and life safety egress shall be carefully reviewed when restricting roof access.
C. At a minimum, Lessor shall secure building common areas including sprinkler rooms,
electrical closets, telecommunications rooms.
VISITOR ACCESS CONTROL (SHELL)
Entrances are open to the public during business hours. After hours P 9 , visitor entrances are
secured, and have a means to verify the identity of persons requesting access prior to allowing
entry into the Space.
INTERIOR (GOVERNMENT SPACE)
DESIGNATED ENTRANCES (SHELL)
The Government shall have a designated main entrance.
IDENTITY VERIFICATION (SHELL)
The Government reserves the right to verify the identity of persons requesting access to the
Space prior to allowing entry.
FORMAL KEY CONTROL PROGRAM (SHELL)
The Government reserves the right to implement a formal key control program. The Lessor
shall have a means of allowing the electronic disabling of lost or stolen access media, if
electronic media is used.
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Security Requirements (Level II) (REV 9/28/12) Page 2
SITES AND EXTERIOR OF THE BUILDING
SIGNAGE
POSTING OF SIGNAGE IDENTIFYING THE SPACE AS GOVERNMENTAL (SHELL)
The Lessor shall not post sign(s) or otherwise identify the facility and parking areas as a
Government, or specific Government tenant, occupied facility, including during construction,
without written Government approval.
POSTING OF REGULATORY SIGNAGE (SHELL)
The Government may post or request the Lessor to post regulatory, statutory, sensitive areas
and site specific signage.
LANDSCAPING
LANDSCAPING REQUIREMENTS (SHELL)
Lessor shall maintain landscaping (trees, bushes, hedges, land contour, etc,) around the facility.
Landscaping shall be neatly trimmed in order to minimize the opportunity for concealment of
individuals and packages/containers. Landscaping shall not obstruct the views of security
guards and CCTV cameras, or interfere with lighting or IDS equipment.
CRIME PREVENTION THROUGH ENVIRONMENTAL DESIGN (SHELL)
The Lessor shall separate from public access, restricted areas as designated by the
Government, through the application of Crime Prevention Through Environmental Design
(CPTED) principles by using trees, hedges, berms, or a combination of these or similar features,
and by fences, walls, gates and other barriers, where feasible and acceptable to the
Government.
HAZMAT STORAGE
If there is HAZMAT storage, Lessor shall locate it in a restricted area or storage container away
from loading docks, entrances, and uncontrolled parking.
PLACEMENT OF RECEPTACLES, CONTAINERS, AND MAILBOXES
Trash receptacles, containers, mailboxes, vending machines, or other fixtures and/or features
that could conceal packages, brief cases, or other portable containers shall be located 10 feet
away from building.
nitials
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Security Requirements (Level II) (REV 9/28/12) Page 3
SECURITY SYSTEMS CHANGE THIS TO GOVERNMENT PROVIDED)
)
FOR ALL OF THEM.
CLOSED CIRCUIT TELEVISION SYSTEM (CCTV)
GOVERNMENT PROVIDED PRODUCT, INSTALLATION, AND MAINTENANCE
The Government shall provide and install an entry control system, with time lapse video
recording, that will allow Government employees to view and communicate remotely with
visitors before allowing access. This Closed Circuit Television (CCTV) system shall provide the
Government with unobstructed coverage, as determined by the Government, of designated
pedestrian entrances and exits. The Lessor shall permit twenty-four hour CCTV coverage and
recording, provided and operated by the Government. The Government will centrally monitor
the CCTV surveillance. Government specifications are available from the Contracting Officer.
The Lessor shall post necessary regulatory, statutory, and/or site specific signage, as
determined by the Government.
The Lessor, at the notice to proceed stage of the procurement, shall advise the Government of
the appropriate time to install the equipment during the construction of the Space The Lessor
shall facilitate the installation by allowing access to electrical panels and other areas of the
building as necessary.
INTRUSION DETECTION SYSTEM (IDS)
GOVERNMENT PROVIDED SCOPE AND PRODUCT, INSTALLATION, AND MAINTENANCE
The Lessor shall permit installation of a perimeter Intrusion Detection System (IDS) to be
operated by the Government. The Government shall provide and install an IDS on perimeter
entry and exit doors, and operable ground-floor windows. Basic Security-in-Depth IDS—
include: magnetic door switch(s), alarm system keypad, passive infrared sensor(s) (PIR), an
alarm panel (to designated monitoring center) and appropriate communication method i.e.
telephone and/or Internet connection, glass-break detector, magnetic window switches or shock
sensors.
Basic Security-in-Depth IDS shall be connected and monitored at a central station. Emergency
notification lists shall be coordinated with the monitoring station to include all applicable
Government and Lessor points of contact. Monitoring shall be designed to facilitate a real-time
detection of an incident, and to coordinate an active response to an incident.
The Lessor, at the notice to proceed stage of the procurement, shall advise the Government of
the appropriate time to install the equipment during the construction of the Space. The Lessor
shall facilitate the installation by allowing access to electrical panels and other areas of the
building, as necessary.
service, the cost of which must be reimbursed by the Lessor.
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Security Requirements (Level II) (REV 9/28/12) Page 4
DURESS ALARM
GOVERNMENT PROVIDED SCOPE, PRODUCT, INSTALLATION, AND MAINTENANCE
The Lessor shall permit installation of a duress alarm system to be provided and operated by
the Government. The Government, in coordination with a security provider, either internal or
external, as determined by the Contracting Officer, shall document and implement duress
procedures for emergency situations.
The Lessor, at the notice to proceed stage of the procurement, shall advise the Government of
the appropriate time to install the equipment during the construction of the Space and shall
facilitate the installation, including access to electrical panels and other areas of the building, as
necessary.
STRUCTURE
WINDOWS
SHATTER-RESISTANT WINDOW PROTECTION
The Lessor shall provide and install, shatter-resistant material not less than 0.18 millimeters (7
mil) thick on all exterior windows in Government-occupied space meeting the following
properties - Film composite strength and elongation rate measured at a strain rate not
exceeding 50% per minute shall not be less than the following:
- Yield Strength: 12,000 psi
- Elongation at yield: 3%
- Longitudinal Tensile strength: 22,000 psi
-Traverse Tensile strength: 25,000 psi
- Longitudinal Elongation at break: 90%
-Traverse Elongation at break: 75%
THE ALTERNATIVE METHOD is for the Lessor to provide a window system that conforms to a
minimum glazing performance condition of"3b" for a high protection level and a low hazard
level. Window systems shall be certified as prescribed by WINGARD PE 4.3 or later to GSA
performance condition 3b (in accordance with the GSA Standard Test Method for Glazing and
Window Systems Subject to Dynamic Loadings or Very Low Hazard (in accordance with ASTM
F 1642, Standard Test Method for Glazing or Glazing Systems Subject to Air Blast Loading) in
response to air blast load of 4 psi/28 psi-msec.
If the Lessor chooses the Alternative Method, they shall provide a description of the shatter-
resistant window system and provide certification from a licensed professional engineer that the
system as offered meets the above standard. Prior to installation, this will be provided for
evaluation by the Government, whose approval shall not be unreasonably withheld.
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Security Requirements (Level II) (REV 9/28/12) Page 5 G e ment Le
OPERATIONS AND ADMINISTRATION
LESSOR TO WORK WITH FACILITY SECURITY COMMITTEE (FSC) (SHELL)
The Lessor shall cooperate and work with the buildings Facility Security Committee (FSC)
throughout the term of the lease.
ACCESS TO BUILDING INFORMATION (SHELL)
Building Information—including mechanical, electrical, vertical transport, fire and life safety,
security system plans and schematics, computer automation systems, and emergency
operations procedures—shall be strictly controlled. Such information shall be released to
authorized personnel only, approved by the Government, by the development of an access list
and controlled copy numbering. The Contracting Officer may direct that the names and
locations of-Government tenants not be disclosed in any publicly accessed document or record.
If that is the case, the Government may request that such information not be posted in the
building directory.
Lessor shall have emergency plans and associated documents readily available in the event of
an emergency.
Initials
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Security Requirements (Level II) (REV 9/28/12) Page 6
Statement of Work
Janitorial Services for the Transportation Security Administration at
Palm Springs International Airport(PSP)
(LEASE SPACES)
1. Organization
Transportation Security Administration(TSA)
Office of Field Real Estate Services (FRES)
701 South 12`"Street
Arlington, VA 20598-6017
Service provided at.-
City of Palm Springs
C/o Palm springs International Airport(PSP)
3400 East Tahquitz Canyon Way
Palm Springs, CA 92262-6959
2. Background and Objectives
Janitorial services are required for occupied Transportation Security Administration(TSA) Leased spaces at
the Palm Springs International Airport(PSP), California. TSA currently occupies approximately 6653square
feet of space. The space is dedicated for the exclusive use by the TSA.
3. Scope of Work
a. PSP or its contractor(independently and not as an agent of the Government) shall provide all necessary
labor, supervision, uniforms, cleaning supplies and equipment (except as otherwise authorized by the
Contracting Officer) necessary for the janitorial maintenance of all TSA-occupied lease spaces at Palm
Springs International Airport(PSP) identified herein.Areas are to be free of spills,dust,dirt and debris.
b. PSP or its contractor shall ensure the facilities are cleaned according to all health, safety and industry
standards.
c. PSP or its contractor shall be responsible for all costs to complete the services described in this Statement
of Work(SOW)to include obtaining all required licenses and/or permits.
d. PSP or its contractor shall be responsible to coordinate with the airport management, Palm Springs
International Airport (PSP for access of clean water and the use of Airport dumping facilities for waste
water.
e. PSP or its contractor shall be responsible for removing trash from the facility and disposing of it trash in
dumpsters located on airport property.
Terminal dumpster locations:
a. Designated by airport Management
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4.Technical Requirements/Tasks
4.1 Terminal Schedule—
Location Type Frequency Schedule
TSA administration offices(Sonny Sonny Bono Daily 0600AM— 1900 PM(?)
Bono Terminal)*
Terminal
Services for Storage and Supply areas* Sonny Bono Monthly 0600AM— 1900 PM (?)
Terminal
TSA Administration offices Main Main Terminal Daily 0600AM— 1900 PM (?)
Terminal*
TSA Break room Main Terminal* Main Terminal Daily 0600AM— 1900 PM(?)
4.2 Tasks—Occupied Lease Spaces *Escort Required*
Daily Services:
• Empty all trash from receptacles, along with other boxes or articles appropriately. marked"Trash"
that is placed near the trash receptacles. Insert new liners in trash receptacles.
Weekly Services:
• Vacuum individual offices and common areas once weekly
• Sweep and dust mop all hard surface floors.
• Wet mop all hard surface floors twice weekly—BREAK ROOM ONLY
• Dust light fixtures and HVAC grates less than 8ft from the floor surface.
Monthly Service:
• Vacuum storage spaces once Monthly
Quarterly Service:
• Strip and wax all hard surface floors
5. Quality Control
a. PSP or its contractor shall have in place a formal and written quality assurance plan covering all aspects
of the services to be performed.
Initials &
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b. The quality assurance plan, at a minimum, should include:
c. Checklists: Which will allow PSP or its contractor to annotate the date and time each of the required tasks
is performed, as well as the name of the individual who performed them. This will allow TSA to monitor
whether the tasks are being completed in accordance with the contract terms and conditions.Copies of
completed checklists shall be made available upon request.
d. Other documents or documentation of standard operating procedures that will demonstrate PSP or its
contractor's performance standards.
6. Minimum Labor Standard
The work described herein shall be performed by a minimum of one (1)janitor per terminal within the
schedule outlined in Section 4.2 and 4.3. The determination of the total daily productive man-hour
requirements to meet all quality requirements herein is the sole responsibility of the Offerors. It is of utmost
importance that PSP or its contractor utilizes skilled and productive manpower to satisfactorily furnish the
required level of services specified. Failure on the part of PSP or its contractor to utilize skilled and
productive manpower may produce unsatisfactory results which may cause the Government to make
deductions from PSP or its contractors monthly invoices for unsatisfactory work or work not accomplished.
7. Quality Assurance Plan
a. PSP or its contractor shall have in place a formal and written quality assurance plan covering all aspects
of the services to be performed.
b. The quality assurance plan at a minimum should include:
c. Checklists: which will allow the Airport to annotate the date and time each of the required tasks is
performed, as well as the name of the individual who performed them.This will allow TSA to monitor
whether the task are being completed in accordance with the contract terms and conditions.
d. Any other documents or documentation of standard operating procedures that will demonstrate PSP or its
contractor's performance standards.
8. Deliverables
Deliverables are to be submitted electronically in Microsoft Excel or Word format. Days are business days.
Draft Quality Control 10 days after contract award Field POC/HQ POC
Plan with Checklist
Final Quality Control Three(3) days after draft comments Field POC/HQ POC/CO
Plan with Checklist
Initial &
merit es or"rAJ
3
9. Contractor Furnished Resources
a. PSP or its contractor shall furnish all supplies and equipment necessary to accomplish tasks as stated in
this SOW.
b. PSP or its contractor shall use products and materials made from biodegradable based materials to the
extent possible without jeopardizing the intended use or detracting from the overall quality delivered to
the end user. All supplies and materials shall be of a type and quality that conform to applicable Federal
specifications and standards.
c. PSP or its contractor shall use products and equipment consistent with FAR clause 52.223-10 Waste
Reduction Program(August 2000). Accordingly, all products shall be considered environmentally
beneficial and/or recycled,phosphate-free, non-corrosive, non-flammable, and fully biodegradable.PSP
or its contractor shall minimize the use of harsh chemicals that may release irritating fumes.
d. PSP or its contractor shall use paper and paper products with recycled content conforming to EPA
specifications.
10. Government Furnished Resources
a. Access shall be coordinated with Wayne Grakowsky, AFSD @ OP.760-833-9303, or CP. 7605504374,
and/or the onsite POC designee.
b. TSA will make available TSA personnel to escort PSP or its contractor and its employees during mutually
acceptable scheduled times in order to complete the tasks outlined in sections 4.2 of this SOW and shall
escort PSP or its contractor and its employees at all times while completing tasks in designated TSA
controlled Areas.
c. PSP or its contractor will be responsible for the storage of all equipment necessary to accomplish tasks
stated in this SOW. Additional storage space for equipment can be requested by PSP or its contractor to
the local field POC. TSA in coordination with PSP or its contractor must determine the requested storage
space is"necessary". Once a determination is made, TSA will provide storage space in the baggage
rooms; PSP or its contractor will be responsible for the storage container and securing storage container,
if necessary.
d. Entry into TSA leased Spaces for Janitorial Services,will require a TSA Escort during normal hours of
operation. Entry into TSA Leased spaces during NON-normal hours will require PSP or its contractor to
file a request 24 hrs in advance through the TSA POC Except for Emergency circumstances.
e. The Government accepts no liability for PSP or its contractor property.
Initial &
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10.1 Emergency Entry into TSA leased Spaces
a. TSA will make available to PSP or its contractor an emergency override E-Plex key and/or emergency
access code to gain entry into the spaces.
b. If an EMERGENCY circumstances requiring entry into TSA leased spaces during non-normal hours, the
Airport will notify the ONT/PSP Coordination Center watch officer @ 909-472-0140 and advised them
of the reason for emergency entry.
11. Security Requirements
Per DHS MD 11030.1(2.e)Physical Protection of Facilities and Real Property (04-21-2003)
11.1 Cleaning Force
a. PSP or its contractor and its employees are required to make arrangements with the onsite POC to have
the facilities cleaned during normal duty hours and require an authorized employee will be assigned to
escort the cleaning personnel while in the office.
b. PSP or its contractor and its employees are required to meet all airport security screening requirements,
which include criminal history, background and fingerprint check. Additionally, Contractor employees
working in this facility require a Secure Identification Display Area(SIDA)badge. In order to receive a
SIDA badge Contractor employees must successfully pass the required test. The purpose of this test is to
ensure proper behavior in restricted areas.
c. PSP or its contractor and its employees are required will be required to sign a Department of Homeland
Security(DHS)Non-Discloser Statement,DHS form 11000-6 (08-04)
d. These security requirements shall be met prior to the start of the contract and prior to start of work by new
employees. PSP or its contractor is responsible for all fees associated with security requirements.
11.2 On site POC
Amber Lawrence,Financial Specialist, or her designee
3400 East Tahquitz Canyon Way, Suite 10
Palm Springs, CA 92262
Office Ph.: 706-833-9308
Initiam &
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12. Business Requirements
a. PSP or its contractor shall meet and maintain any insurance and bonding requirements established by
Palm Springs International Airport(PSP for doing business on airport property. In addition, cost
associated the security clearances and badging per individual working at the airport is the responsibility of
PSP or its contractor.
b. Costs pertaining to any security clearances,badging and parking fees are the responsibility of PSP or its
contractor.
c. This contract is subject to the Service Contract Act of 1965. Compliance with the Department of Labor's
Service Contract Act Wage Determination is required. The Wage Determination is included as an
attachment.
13. Emergencies
a. Under no circumstances shall PSP or its contractor touch, smell, or attempt to clean up hazardous
substances. PSP or its contractor is not a first responder; a first responder is a qualified official who has
specific training in resolving hazardous material situations.
b. Biohazards are not a requirement under subject contract. If there is blood,vomit, urine, feces,bodily
fluids,tissue, or organs involved in the spill,do not clean, as this is an airport authority responsibility.
[End of Statement of Work]
Initials ve ment Les or
6
x.
Ua.GOVERNMENT LEASE FOR REAL PROPERTY t LeA3e xuNeER
(Short Form) GS-09B-02056
PART i - SOLICITATIONIOESCRIPTION OF REQUIREMENTS(To be completed by Government)
A. REQUIREMENTS
The Government of the United States of America is seeking to lease approximately 6,B53 nentabfalusablo square feat of
space together with 3 outside partdng spaces located In Palm Springs Ir bLmational Airport, Palm Springs, CA for S
occupancy not later than October 1,2008 for a tarn of 5 years.Rentable apace must yield a minimum of 6,653 square feet
of ANSIIBOMAOffice Area(previously Usable)for utte by Tenant fur personnel,furnishing,and equipment "
5. SFANOARO CONDITIONS AND REQUIREMENT6
The following standard oNici dons and mqulremehts shalt apply to any premises offered for lease to the UNITED STATES OF AM (benehtaflar
called the GOVERNMENT):
Space offered must be in a quality building of sound and subeWtial conslnlction, either a new, modem building or one(hat has undergone -
restoratlon or rehablldaWn for the Intended use. I
The Lessor shall provide a Valid Certificate of Gcapancy for the inianded use of the Government and shelf meet,maintafn,and operate the building '
In oonformance with all applicable current(as of the data of this solicitation)codes and ordinances.If space Is offered In a budding to be constructed
for lease to the Government,We building must be in compliance with the host recent mxtltien of the building com.fire coda,and ordinances adopted
by the juftdieffan in which the budding c located.
Offered space shall sleet or be upgraded to meet the applicable eqn=requirements in National Fite Protection Association(WPA)101,Ufa Safety
Code or an aitematve approach or method for achlovMtq a level of anfoly deemed equivalent and aecapteble by tine GovcmmoftL Offered spnoo
located oetow-grade,hteuding parking garage areas,and all arm mforted to as'hamldotc am a(0ohned in NFPA 101)within the entire budding
(including non_GowmaH,nC areas),shall be protected by an automatic sprinkler system or an equtmient lava)of satiety.Additional aLkWnO lC ft
sprinkler requirements win apply when offered space Is locatad on or above itta&floor. UntesMcOad aeaeas to a nanirnman hlEboo renahla sends anal
be provided on each floor of Govemmmt occupancy-Scissor stairs shall be counted an only one approved wvL Open-air exterior fire escapes will
net be counted as in approved exit.Additional foe alarm system requirements win apply when of Bred space is heated 2 or more stories In height
above the lumst level of ex t disdharge.
The Budding and the leased space shall be accessible to wortrem withdisabiflies in accordance with the Ameci Ors Min Disabilities Act Accessibility
Guidelines(36 CFR Pan 1191.App.A)and the Uniform rudLial Acre hsl)ility slarrdards(Fedoml Register vW.49.No.163,August 7,196d,ren3suod
us FCC. STO- 79a, dated April 1, 1986, and amcndad by Federal Pmperty Man9gEfineft.Regulations CFR 41, Subpart 101.19.5.AppeMix A.
54 FR 12628,March 28,1969).Where standards cord K the more stringent shall apply,
The leased space shall be tee of all asbestos containing materials,emapt Un damaged asbestos flooring in the space or wmdanaged bodes or papa
insulation ct4lds mho space,In which case an asbestos management program conforming to Environmental ProWcton Agency guidance shall be
Implemented.The Spam shall be free of other hazardous materials acer ding to applicable Federal,State,and low enveOnaw0l regulations
Services,utillfies,and maintenance will be provided daily an a 24 hour basis,7 days a v&,ck.Including Federal holidays.Tha Oevemmnu shad have
areas to the leased apace at al times, including the use of NeCblcal services.VAC13,lights,aiov4fors,and Gommnarnt office madhinrft without
additional pwymnm.
2 SERYICEbAHb uhLrtlEs(To ne pvAdeaMLeeeo-ee patahap
t=J HEAT AU T "Ji RkMOVAn. NJ ELEVATORaERVM 1_4 rnR1A4G m:TRAaE.E1rr Ll OTHER
DU ELECTRICITY M CHiLFMMt✓ QWATER pJ VMGWVWASHING LAMNsLTUWSLBAilt6Ta
,t-1 PQVV:R(Spr Egnp) M AIRCONDMOHtNG F >' IxJ PAMnNG FREQUENCY
(xJ WATEH(HMt Cad) ix J tQIIETSWPL1Es I+J CaRPEr CLEAHIHG gym:
L•1 SNOwmTA A LI JAIUTORlAL SFRV a Sul . � PdR.An
a aTHEm REQUIREMENTS
NQTE: All offns arc subject to the terms and conditions outined above,and oisewhere in this sollc)latton,InGlAhling the Gov mmrnrz
General Clauses and RepresenfatlorkS and Cer"Callum-
oA+m arnvwm
(U THE AGOEPTA&e oPFEnw THE LowEs-r R k FQ squARe FcOT,Ac=RoNo' TIC MLTRarwnmst-taw OIEFNmOH FOR 60WA u sARLEOFFI -AREA
wn•Hran MEAN.^,-nIE AREAW"UMATENANTNCWAAILYHOUSESPERSONHELANb,VRP rniRF FORWHICHAIEASUWOAEITISTO6ECOMPUT .
U OFF-RRMOSTAnNAHrACEW mwO :C,OVMMA N THEFOUOMNGEVALUATIONFACTORSBEM
IJ SIGHIFIcNnYM0RE*V0loAw THANFmCE
U APAHQ1aIlAATE1Y EQUAL TO PRICE
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a
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G@NERnL 6ERVIr a ApNINtSTHATION GSA FORM 3626 MY 512005)
Paap r az Prce=r..aa W APO aleo.laA rp
PART II - OFFER(to be eompra(od by O fema'O"u)
A. LOCATION AND DESCRIPTION OF PREMISES OFFERED FOR LEASE BY GOVERNMENT-G-09B.02056
5. ruMEANnADDn[GS OF OUILnING(arckM ZlPCafej a L TKIII(a)IN WiLbING
Palm Springs lntemaltonal AFport a FLOOR(S) b num NuuSER(B)
3MO East Tamultz Canyon Way See-Rider to Lease No. GS-098- See Ednib8AA1-A3
Palm Springs,CA 92262,consisting of: 02056,Pareglap113.
e RENTABLE SO Fr. 4 TYPE
6,653 •fc GC-NCafLL OFFICE OTHER rvK150
WMEHWSE
B. TERM
TO HAVE AND TO HOLD,W the tans carranencing on October 1,2005 through September 30,2013. Said native shall be omvutad commi nding
with the day after the data of mailing.
C- RENTAL
Rent shall he payable in sneers and will be due on the first wod dny of each month. When the dale for omwronoement of the lease falls after the
15th day of the month,the Initial rental payment shaft be duo on the fist wodrday of the second month fallowing the corrmencorneiA date. Rent far
a poriod of lass than a month shall be prorated.
1. AMOIINTOFMIHLMLREW R M4G CW-Cl i PAYPBLETO(Namaerdad*mll
City of Palm Springs
$318,146.46($47_E2 do Palm Springs International Airport
tst7usq 3400 East Tabquitx Canyon Way
e, RATE PER MONTH Palm S 1 p nigs,Cahfomia 92262.6959
526,512�1
10u NTx1e ANb nobRe:a OF a'MEN ry.X,ec2lPrgip, rnacvs6d bYNN fiolvrnnao!rid aw eFr,orrs•Podnarsi�Cr�oYtivafYl•,ixt arGw+rrar PrylprA uYnp•eapvnk.heat,r .
rcxFmy.7 ! �
City of Palm Sprin p A 1• lJ �`J It, bb b
3200 East Tahquft Canyon way CITY CLERK APPROVED BY THE CITY COUNCIL
Patin Springs.CA 9228E-0959
lab.TELEPHONE NUMBER OFOWNER 11. YYFE OF ESTIN PROPFRTYOF PERSON SIGNING
_ 766 31S-3SO0 I x vratEit AUTHORIZED AGENT Orman(SPOQW
12 NN.IFOFOWNFRORAUTHORIZFDAC£NT 13 TfRE OF P6tSON SI(,HIILC,
David IL Seedy City Manager
14 MRATURCOROV01E11 ORAVTHORITEbA11PNT I& OAT[ 1fl OFFER R9lNNSOPEN ONnL 4:30P.M
PART III - AWARD(robe nprrrpfeted by GovemaRno
Your offer i5 hereby a= This award consummales the teaso which consists of the fogowinp d uarlent_ (a) this GSA Form 36Y6,
(b)RcpnssonmlimR and(ecrff oboes,(C)the GOftMrmnCs Genoral Cla"aba.PrRwing ased of le ! n1=Y.1 arld�tl )R-
chang�Or addlllans made or agreed to by you: �Atborney
Ing
Riderto the Lease containing P=glaph 1-19,pages 1 through 9SupplementaI Leave Requirements contammg Pages I through 35,Pagev 1 through 9
❑u4e ff- -*C• )-P&
THIS DOCUMENT IS NOT BINDING ON THE GOVERNMENT OF THE UNITED STATES OF AMERtGA UNLESS aMED PROW BY
AUTHORIZED CONTRACTING OFEICEIL
17M k%W-OFCOHTILICTINC FFICFR(fyjWwP0jW) 1 M WCCwTURFpFCONIRACTWGOFFICER 17C bA7C•'7(
D00004
GENERA(-SERVICES ADMINISTRATION GSA Fow 3626(REV.512005)
Fage2of2 Prermbedb7APb290112n
Property of the United States Government—For Official Use Only—Copying,Disseariaating,or
Distributing These 1)mwiags,Plans,or Specifications to Unauthorized Persona is prohibited.
RIDER TO LEASE NO.GS-09B-02056
1.The following are attached hereto and made a part hereof:
a. Lease Rider,containing paragraphs 1-19
b. Supplemental Lease Requirements,containing paragraph 1 —35
c. General Clauses, (Simplified Leases)
d. Representation and Certification(Short Form)
e. Exhibit"A"floorplan highlighting the demised premises.
2. Lessor acknowledges that the occupant under this Lease,The Transportation Security Administtadon,
is a federal civil security agency who works with highly confidential and sensitive documents. As
such,the Leased premises will be restricted to authorized federal government employees. Lessor may
enter the Lease Premises only with the prior approval of the local Federal Security Director of the
Transportation Security Administration.
3. The Lessor hereby leases to the Government the following described premises to be used for office
and related purposes by the Transportation Security Administration:
6,653 rentable square£eet/.BO1vWANSI usable square feet(rsf/ust)
Consisting of:
Block A: Check Point Offices—1,837 rsflusf
Block B: Lower Level Office Space
(Formerly Block F)4,816 rsf/usf
for a total of 6,653 rsf mf in the building known as Palm Springs International Airport, 3400 East
Tahquitz Canyon Way to be used for office and related purposes by the Transportation Security
Administration (TSA), In addition, an employee parking lot will be available onr�siw within the
grounds for the use of the TSA employees at no additional cost to the Govemmem
4. The Government shall pay the Lessor annual rental of$318,146.46 per annum($47.$2 rsFusf) at the
rate of$26,512.21 per month in arrears.
5.All services,maintenance,replacement,janitorial cleaning and supplies and utility costs are included
in the rental consideration. Services, maintenance,replacement, and utilities shall be provided by the
Lessor in accordance with the specifications in the lease at no additional cost to the Government
throughout the lease term.
6.Overtime air conditioning service shall be provided by the lessor at no additional cost to the
Government.
7.,Rentable square feet and BOMAIANSI usable square feet are equal under this lease.
S. Wherever the words "Offcror" or"Successful Offeror"appear in this Lease,they shall be deemed to
mean"Lessor"; wherever the words"Solicitation","Solicitation for Offers",or"SFO"appear in the
Lease, they shall be deemed to mean "this Lease"; wherever the words "space. offered for lease"
11\rITI41S:LESSOR GOV'T C.-DIC 1000065
Property of the United States Government—For Official Use Only—Copying,Disseminating,or
Distributing These Drawings,Plans,or Specifications to Unauthorized Persons is piroldbited.
appear in the Lease,they shall be deemed to mean"leased premises","premises"or"Premises", and
whenever the word"Lessee"is used herein it shall be deemed to mean the"Government".
9. If any term or provision of this Lease or the application thereof to any person or circumstance shall,
to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such
term or provision to persons or circumstances other than those as to which it is held invalid or
unenforceable,shall not be affected thereby and each terra and provision of this Lease shall be valid
and be enforced to the fullest extent permitted by law.
10. Each employee of the Lessor and/or its contractor(s) employed in connection with the operation of
the Building shall be (1) a citizen of the United States of America; (2) an alien who has been
lawfully admitted for permanent residence as evidenced by Alien Registration Receipt Card.r1 Form I-
151;or(3)an lien who presents other evidence from the Immigration and Naturalization Service that '
employment will not affect his/her immigration status.
11, If, during the term of this Lease including extensions, title to this property is transferred to another
party either by sale,foreclosure,condemnation or other transaction,the Lessor shall promptly notify
the Contracting officer of said transfer. The following information shall accompany this
notification:
A certified copy of the deed transferring title to the property from the owner to the new
owner.
A letter from the new owner assuming,approving, and agreeing to be bound by the terms
of this Lease.
A letter from the Lessor waiving all rights under this Lease against the Government up to
the effective date of the transfer,provided that the Govenmeut is current on nett and all
other obligations under this Lease. Lessor acknowledges that the Government is current
on mat and all other obligations under this Lease. Lessor acknowledges that the
Government pays rent one month in arrears.
The new owner's taxpayer identification number or Social Security Number.
The new owner's full legal name. If a corporation,indicate the state of incorporation. It a
Partnership, list all partners fully. If a limited partnership, list all general partners and
identify under the laws of which state the limited partnership is created. ff a realty trust,
give rramcs of all trustees and the recording date of the trust.
The foregoing information must be received by the BfIceath day of the month in which
the transfer of title will be effected. The rent for that month,adjusted in accordance with
the effective date of the transfer will be processed to the Lessor. Initial rental payment to
the new owner will be processed on the first day of tbe second month following the
transfer of title_ If the notification of transfer and related information is not received until
the sixteenth day of the month(or later),in which the transfer of title will be effected,the
full contract rental for that month will be forwarded to the Lessor. In this instance,it will
INIf7US.LESSOR��GOV'T_� 0 a7Fe r4/ 2 0 0 0 0 0
Property of the United States Government—For Official Use Only--Copyh ,Disseminating,or
]Distributing,These Drawings,Plans,or Spedlinations to Unauthorized Persons is prohibited.
be the responsibility of both the Lessor and the new owner to submit,in conjunction with
other requested information, a letter of agreement regarding the disposition of the
monthly rent with respect to the effective date of transfer. in any instance, failure to
submit the documentation required for tnuas£er of title will result in a stop payment of
rent until such time w all documentation is received by the Contracting Officer.
12.The Lessor shall not be reimbursed for any services not provided for in the Lease including, but not
limited to, repairs and alterations, nor will any rental be paid for occupancy in whole or in part
except for the Lease term specified in this Lease, unless approved in advance and in writing by
authorized official of the General Services Administration.
13. The Lessor shall not enter into negotiations concerning the space leased or to be leased with
representatives of Federal agencies other than the officers or employees of the General Services
Administration or personnel authorized by the Contracting Officer.
14. The Lessor will provide a key to a TSA supervisor as to allow the Government shall have access 24
hours 7 days a week to their demised premises at no additional charge.
15. The Goverment reserves its right to install at its own cost and expense any security equipment
requited for the safety and security of its employees and demised premises.
16.Nothing contained herein sball be construed as a waiver of any rights that the Government may have
as a sovereign.
IT This lease shall not be binding on either patty until it has been executed by a duly authorized official
of the General Services Administration and the Lessor.
18. The Lesser will provide the name and telephone number of a designated representative that can be
contacted to correct deficiencies. The Lessor shall immediately advise the Government of any
change in the designated representative and furnish the Government with the name, address, and
telephone number of the successor with 24 bnurs.
19. The parties admowledge that this lease is not subject to Operation Cost Escalations or heal Estate
Taxes.
DUTIAr c: LESSOR GOV'T cIP1!" e/,3 3
SUPPLEMENTAL LEASE REQUIREMENT$
LEASE#GS-09942056
1.BUILDING SHLLI.DJ'YlNft'ION
Building shop Denaitian
'rite building shell includes the fallowing items for the base building and(want :
c ui
The base structure and buildueg mclosere wmpaaanms(windows,with exterior fiabhes)arc complete.
Base building electrical and n>er]>anical systems(carnal fuc 21KM4 cb71a plan,mol'ing towers,eta)are complete and f ax4mat.
All common areas,such as lobbies;fire eyuess mrdders end stairwells,granges,and service areas,one complete.(LIrwlation corridors in
provided as part of bear building only on muhtiaenanted floors where the cmidar is oommoo to moot than one tend,On s ogle teasat
Boom onlytbc fire egress corridor necessary to(neat code is provided as pert of shall.)
Restrooems are watplete grad opa ricual
Building m os an mch Ilow with lcascablc space contain the following:
• a mpp ddo domestic water riser,a service sN7lmy drain,and sanitary vemy all ready for extension to tent([demised m!*);
electrical power distribution panels and rircu t breakars avollable in an electrical closet, with eapvoity at 2771480 volt end
120120E wit 3 phase A wiring providing 7 wad per BOMA office ANSi/BOMA Office Area(9 watts per rentable)squaefoat.
0 a designated connection polar to the central fire alarm systmt,for criendoo totmeu- dtwlsed ams(s)i
a distribution bad board within a wire ciaid for comadieaLlo teams';telephone bies-
A broom elan ela
A broom wnmxste Ilan slab,with level 11wr not varying more than Y."oicr ten(10)foot hnrimmal rem 1n miacoidaaw with
American Concrete institute(ACI)Standards,is pruvidcd.
Oypeum wlfl beard,spaclded and prime palmed,on eweder perimeter walla,end interior core walls am provided
Common corridor surd walls,without gypsum board on Owdmtnant prmnues'aide,and wifi o t Satre wiry doer-am p wdcd
A fully installed 2 x 2 suspended acoustical ta3fug with 2 x 2 parabolic fluauc al(a other building standard such as a 2'-V It 4'-0''
fhxuams Installed in the miling grid for an open AM plea,is provided.
Sprinkler maim and disodbutioa piping in c'protearon'loyext(open plea)with heads turned dorm,concealei.with an eactchcat or trim
plate lama,are provided.
Contra!hee ft veuiiladon and air conditioning systems are installed and operational,includiug,as aPlropriatc,main and branch lines,
'VAV boxes,dampara,ftt,c duds and dif aseny for an open 0111ce WouL Coaditiomd air tbro*mddlttm pressure ductwork at a rate of
.75"square foot ofBOMA office A14SVBOMA Ofliw Area area is provided
2,NE(,OTIATIONB
A.N;Vdatiom will be oondnntcd on baWofdn Oovernrocm by the Coutrauft Offiv r(or the Courting Ofliccr's.designated
icprasctetiw). ;The CmtraalegOfficer is named on the cover oftbis SM GSA will rocgodate rental price for the initi:d laar,x'
renown!periods,and any other aspect oft offer as deemed nahxseaty.
B.The 0gerw shell not enter into negoAatiaans wucafahtg the apace leased or to be leased with rctxeeeorm ws offcd&r9 upcocics
Other than,the Contracting Offlowor dwigam
C.The Cmtrscting Officer will conduct oral or written nowffations with a110}forors that arc within ifte mmpetiflva range.The
competitive range wlil be established by the Connecting Officer on the basis of Cost.or prim cord dither fact«%(if um')this are
stated in this SFO and will include all of the as=bighly rate f¢oposale,unless The range is further reduced far purposes of
officieney.
D,An Offerom will be provided a reasonable opportunity to submit any east of price,wehnitsil.Or 01ber revisions to their offer that
may result from the nogyfrations.Negahuious will be closed w10h submission offaW ptuposel revision("Best and Final"oIlZts}
3.ADJUSTMENT FOR VACANT PREMISES,GSAR 5=70,2$
if the Goveramem fills to occupy any pion of the leased premises or vacate the prendxes in whole or part prior to expiratim of the
term oftho last,the rental rate shall be reduced ai follms:
The rental ruts will be fcdumd by that portion of the costs per agaare foot of apm- jng expenses nor n Ofed to naiatmn the GP&=Said
reduction must 9m ar after rho CiOvoiamwt 0vc3 30 days prior notice to the Las—,and muat continue In effect cra the Government
ownpim the premises or the leaise expiros of is h,rmtnnM�l_
4.ANSMMA OFFICE,AREA SQUARE PEST(56P 2000)
(a) For the pmposm of this solicimtibn,the Gaverammt recognizes the American National Standmuds h1st1tUWBnil1ing Own=anal
Manes cos Association (ANSi/BOMA) lntar ational Standard(ANSVBOMA ZW31-1991ij definition for OMM Arm, whist
means"the area wlwm atmiant norma0y houses personnel audlor finoaltmea for which a uroumement into bo compu¢W
(b) ANSUBOMA Office Arm square fear:shalt be computed by momunag the area enelnxd by itte 6dshed suafism edtho romn aide
of corridors(corridors in plats as well as there required by last codas and ordittaoaes to provide an acceptable level of anfoly
mrdlpr to provide arras to essential building elemcmg) and other permanent walls,the domimmt portion(refer to Z65.1)of
INITIAL&LESSOR
Ir
d�
SUPPLEMENTAL LEASE REQUIREMENTS
LEASE#GSd19B-02056
Iwiidb g exterior walls,and the twit=of tenant-scan rating partifious. Whore alcoves, remssed atbtwm'or similar dcviatiou
from tho owrldnr ore prep ANSMOMA Office Amer square,feet shall he computed us iftbe deviation wrxcnot present.
(o) Unless odexwise eoted all reli raices In this soUltadon to square feet shall mewm ANSIlBOMA Office Amu
is
5.ALTERATIONS SI1 DAW OR LESS(7AN 1997)
(a) The unit prime which the olfwnr is rogttimd to list will be wed,upon noxpla=by Off.duriugtlw feat year dite lease to
prise olierglow or$100,000 or Ids.Tb*o piss may be imlexnd or tmebotiatW to aPP(y to sub"Ucl t ytaas of tlta lease wpm
mmW agaernem ofthc Lesser and Govaramem
(b) Whore unit prim for alterations are tort avalleble,the Lessor may he requeated to provide a prior proposal for the afleradons.
Ortlwv will bo placod by iwav=of a GSA Fo m 27C Supplemental Lome Agroameitt,a QSA Foro13M Order f w S7gip w of
Serv(om or a taarat 98m%approved form.The douses oudded"OSSAR 5U2.132JI Pram%Pfummt:*ad"Q5AR$32.232.72
invoice Rcgtdremcuo(WrWon)"apply to crderx for elteradena.All coda's are 5Ut9edtoth0trsmt and omldltM afthis lesm
(c) Ordas um by plAcod by the wattoliug oifimr, the GSA buildings>naDw or trnmt mgaatry O$'iraals wbea specift"lly
xAoftd to do so by the omgradigg offiow. 110 oautreotb*at&oor will provide the lxs=with IS list of ugoaq Otl(dals
sudwrimd to pplans milers mad Will specify any Ilmltations on the uatburity delegated to tetad aytmcy offiCluls. Toe tratmit ,
agdecy otlleiels Are tor(Hothwisod to dwl whhdtel.[seat on my other matw's.
9
(d) PaymczkV for alfcratiuns ardmcdby tnumil aJa<cucins will bo shads dh'ecXfy by Tbc agaaey plaoingthe thrdcc.
b.DOORS:AA KKR[sFr„)ff OR)
(s)TEIa/,NT fMi'RO1tEM$N'r naFOBM�'r�N.
Dom wllhinthe t~ioverN4em-damisod arcs atoll be prmltled es part of fhc Tcuatd lWFc vcmcuts d the GovarnmeneR mpewe
ntdshall havo a mlzdmum dear opm tg of32'widex am higit.l7oara shall coed rho rcquiromwlfe cif bong a flush.aalsdtotc,
wood door with angurd wood veneer Lace or as aquivnlenrpra approval by tbo(anttacdag Officer.Plollow cotes wood doors
not a"Aablr They shall be operable wldl a single off n mid abaft be In amotdu=wl&N0fi0yW Btttfdlrg Cede segairctnoML
Doors;Wl be icc;Wled in a FneW franm assembly,prlaod and tlulthed with a low VOC samiTlnss oil based P"with ao
fmmaldehyde.
7.DOORS:IMEDWARE(SEP 2000)
(n)SUil.D1NG�ErFIG>�
Doors ahall have door botdlp or door pant with benvywdigltt Merger.All doors shell have doocctops(well-0t-fitxr mouutad)w d
A,wicofa.All public use doers mud tulkt more.tloars shall be with 13c6 plates.Ea*Im doors snd all comm e doors
Shall Have s utdmap .C doer tllm All building m=or doors aahave m arise
Ivc14ag devwra mstalled to reasmwbly d=t!ea,rl,dzcd
way.Properly[seed and labeled Soo door vmmbhes shall ho installed on all fire pgtess doers.
.I
(b)Dom shall have door handles or door pulls with heavyweight binges.All door shall have d xAstops(wall w floaroaonutod)and
sila ux7s. All door eahat= leadfiog iron rho Oovoinmeal dudsed ante fnmt public conidm ud eduior doors stall tmve
atduntak door dmmr.Dot"doACAsaed by the Government shall be equipped with 5p tumblar cylinder loch, and sulks
p1atm.All looks shall be mavta4eyrd.The GovanY0cM shall be fmniahed with m least two mtsstrr'keys for each lock.
&-PARTPITONS,GVWRAL(SEP 2000)
(a)BURDNO at)lL
pattitima in public amw shall be taat'b1c, IEsadte, hardwood, alto La k covered with durable vinyl wall Qove m& err m
equivalent pre-approved by tlx QDzucaofing Officer.
PARTMONS:PERMANENT(SEP 20M .
(y)�:
Pttrmaneirt pmrrltionc abail extend fdtsit the shttcanal 9ma slab to the sauotmN ceiling slab.They shell be provided the Lessor nt
the U=13 vxpouae as necessary to simvuad the OovWimam-dcxIiaed area,stairs,c«ridora.dcvaror ehf4,toiiat MOMS,all
whevms,and janitor oloaets.They shall have a!lame sproad tadt(g of 25 Or lass and a amokc dcvelopmmt rating Of 50 or less
(AS TM&94), .&terra, alevalota, and other floor openings slgtll be ®closed by pentlions and shell have the fire resistance
lrgrdriodbyNatlonol Fire Prntadim AssodmHon(NFPA)Stand"101,4fe SO%V Cndu.
PARTI CM-STIBDr*TD VG(SEP 2000)
(a)MVIL NC3l3FffiLL:
Any demolition of existing hnpovemenis tbm is necessary to satisfy the ^----mt'a layout sball be done.m the l esoti?s
1N1TIAr.S:1�SS08 � cvvT �,�s� ✓,��%�' 0 0 0 0�J 9 z -
SUPPLEMENTAL LEASE REQUMEMf NT5
LEASE N CS4913-02056
(b)TENANT IMPROVEMENT INFORMATION:
1.Office eubdivi ft partitions shell comply with applicable building aides and local requircmmds and shall be provided m
thccapcasc oftho Governmort.Pmtitiadng shall extend from the fiaishad floor to the flnishud ncifgi(,r rid sha0 be designed
to provide a sound tcansmlesion days(STC)of37.Partitioning sball be iMalled by the lessor at lum6 m,to be demraned
by the Govertment as identified in the design invent drewhtge.They shall have a flame spread r><lng of25 or less and a.
smoke dovelopmehu roing of 50 or less(ASTM E44).
2.HVAC shall be rebalanced end ligWogrepositioned,as appropriate,afterimtallatim of partitions.
3.I'ardkouing requkementa mqq be met with md%ring parddoos ifthey moot the Covorrmteot's staadards and lay0m
regvirernemL
9.F1,009S AN11 E1.001t LOAD(JUN L'97)
A0 a[(loidog&or areas must be of a common love],noo4lip,mil acoopfable to the Contmoting Office'.Vadeffloor artrfavw murht be
smooth and lava].Office areas shall have a minimum live toed onpadty of 50 pounds per ANSMOMA Office lace Square fvm plus 20
pounds per ANSM30MA Ohko Am square foot for moveable partition.Storage areas shall have a mhdmrm five load aVocky of 100
pounds par ANSMOMA Office Area square foot including moveable paritions.A report showing the floor load capacity.at no war to
the 0wernment,by a registered professional engineer miry be requited Caladatians and atruattaal drawings may Sled be required
10.EI.EC£RLCALU OMMAL(SEP MM)
The Lesor shall be responsible for meeting the applicable requirotocals of local codes aad ordinances. When car410, 11e Mae
shingwrt standard shall apply.Main sorvioc facilities shell be enelmed.Tito enolamure may not be used for 9=9r,or rnhef pvrpcom
anti slWIJAYo dml fltlad tvidt as twlamstic t NOdidng ldc1 bolt w9h a,nli Mum.throw of rh imp.piklOx tlnn pamis Ebel]be
circuit bctskcr type with 10 pownt spmC power load and desalts.
ELE,CWCA ;INSTMEILMON(W 20011)
(a)PIMP—TM dr:
I_Malnpow r dishibution switchboards and dMibution and lighting papal boards shall be drcuh breakerW with
copper buses dtat areproperly rater to provide the ralculatxd litult circuits.All power distribution penal boards shall
be suppliod with sq=*e equipment ground buses.Ail power disnllutim equipments shall be rrgmmd to handle tho
actual specified and projected leads plus 10 post spare load dapeelty. I1114117uHon panels we required 10
nccmmoodam cinarlt hrcakras Sur the acual oalddaed needs plus 10 perard spare circuits that will be eWtvalom to
the m4ority of odor Oratit breakers in die panel system. All floors shall have 12MM V,3-phase, 4'rire whh
braid.W bon electric tervice availaw"
2.Wn dishiboGon for atandiad o1fiw c=TanW shall be provided at the lessor's expense.lit no event shall such
power dietrlbluim (not including lighting and WAL7 for the 0dvernmem-Mussed area fan balm 7 W per
ANSLSOMA OAioc Area square fool.
3.Convenience orders shall be inandlcd in awordance with NFPA Standard 70,National E100SC l Code,or load
cads w15chevef is mare s¢ingem
(b)TENANT 54PROVEMENT INFORMATION:
L All cl=edcal,tdophooc,and dale outicu within ibe CWvurarnmNdembed m taahall he inalalted by the Lessor m ft
expanse ofthe 0ovanment in waxEdAnoc wi0i ate deaigp intent dtawirgs.All doctrinal outlets shall be installed in
amordsnee with NFPA Sloodard 70,or local code,whirltever is Mora stingmt
2.All tenart orders 9WI be m kod and ended for case of Whe tracing:omlod shill be eroded wpamdelY from
figlnurg.All floor owlets aball be flush with the plane oftbe f"led flow.
3_The Lawnr:ball ensure that outlets and associated wiring(fx elearicitY,voice,and date)w the worbstption(a)shot]
be ankly omeoded in pardliobs,ceiling pietas,in rued hoor ducts,nrtdu raised floods¢or by use of a
method aomptable to rho Coo tailing Olfleer.in any case,table on the 11"aafsce shalt be mldmiaed
11.TELM ON1,DATA,AND ELtiC£R1CAU SYSTEMS FURNITURE
33te L:nor iball provide aepa'atc talaphoaa,dm and electrical jurwaon boxes for the bud wiring or base*,ed telephone,data.uW
electrical wble.The lessor AM provide all elodrical smvice wirhrg and shall rota]]the C,uygrnenoa- rovided wiring Ymraesi that
owaeda to the ilmritute taceway.The fmaitdo vendor will camplete the final rnmhodlan to the fimi0m Floctrkal oudeta tva Bg
wolrata ow"I be WaWlod on the basic of four(4)outlets per 20 amp citenit
12.DR1NKM FOUNTAINS
The Lessor ahnll provides on each
floor of office apace,a minimum of one chilled drinking frnanWO vo idvn avciy 150 f=of trawl
INMALS:TaessnlL �/ a co�T,d .�G' ea'%�A��1 000010 3
J
SUMEMENTAL LEASE REQIIIREWNTS
LEASE#GS-09E-42056
disease
13.HEATING AND AIR CONDITIONING(SEP 2000)
1.Tcmpetatemd shall a mfnrm n local commercial order to mtorimim
tenant eatlaf§alco.These tcmpor t sball be nxdowined droupbbut tho leased premises and service awes,regtadless of
amslde tomperatuns,doting the hours ofopwa dop sPeoified in the least.
2-Simultaneous baring and cooling ere not permitted.
3.Area Wag excessive beat Pon or hear lass,err affgcyed by wtler radiation to 49=v times of the day,Shall he indqundedtly
00mrolled
14.VENTILATION
(a)Oobitde air oboe beprovided to ell Wice apace for a minimum of 5 wbic fed pqr m3tete fir=&paaon.Economl=cycle free
cooling,nsiur aashdc to,may W used for cooling.
(b)TeOct rewa5 shell be p vpuly cxbast%A with a minimum of 10 air dizgp per boa.
I5.f IG.FITM4 IN7TWOR AND PARKING(SU 7,000)
(a)RDO.DING SHPIZ:
J.Tbc Cosner dell provide interior Iilrbthng as pad orris building shall cost,In ecaordance who the lbllow)mg:
n.dvlodnm.ltiffwod IItreresegm G7Aruds.usiag as atom that 2.0 w paANSVAC)l1iQu Vlj%ezq Arse font dealt belNoyitkil. .
Sudr protons shell be Capable of ptnducing a I"tght level of 50 awnage maldahred lbat�milics at worldng surfaoc height
thnm&aut the spap:,Tubes sbell glen be roamed to provide 1)30 foot-amdim in PO4w 9 of work acres aiwr than work
surP,�=and 2)1 Aat.enndle to 10 ar minimum lwfflh sn1$cicnt to cnsu c safely,is non werldrg Man) wenti=
may be grunted by the G5Adluildrt p Manager.When the apace is ant In use bythe Governmamt,iatedor and exterior lighting,
eircgA*at issetdiel for safety and sawrity pu+posav,shall ha turned off
NOTE,lfhlgh resolutiw ertc:ior sc4wky caffi4 a at tt WsMy for a particular lease,imort Idgbar foot-candle Mq*mnems In
Ina serve imm Do rat use higba xaquiretnzats fur all Icases becuum there will be an ine ease in cast wwxut a corresponding
brcvvasc in value.
b.RKtaior parking areas,VeNcto ddvawsys,pedestrian walkwep,and building perimeter shell have a minimum of 1 foal-mull:
of illumination mid"I be&4pod Wised an Ill mieWiDg Engiaecrmg Sudety ofNortlt Ammi x(MSNA)standards.Extedor
]lghting and ladow parldng doll be sufficient to accommodate sectaity moultoring(I.&,tdwod drmit television same sty indsa.
parking shall have a minimum of 10 foat-mndlos anadsWI W designed basedm IHSWAitartdeMs,
a The lessor shell pmvlde omgwncy se new mndror xcbahtling controls tdnt>Hh the bull ft automi iou system to reduce die
bouts that the IkW mF as whm tho spec in u ooeanplad.Daylight dimming couvals doll be used in oldwas or othor.vpnae
wbarc daylight can coutribude to ugagy savings.
d.Lighting shall be caWrolled by occupancy sensors arranged to wend open ermen individual hem con&rence rooms.toilet
roam wdt)tbi tbo mvr,and ou other programmed apaces of rooms vdtblo the teased drone.Tim central
system shall provide an omimal mix of i+dnared earl ultrnmnic scosers suitable for the oad igz2lon and type of apace:.
Ocwpatuy sensors dba0 be located do that*boy have n door view of the room of area11M we maahming No rase thorn I,000
,ANSLI30MA Oflim Area sgwm£iet of qrm apace shall be controlled fry om4mlcy sonaoe All occupancy scum shall have
manual aw(tchea to ovenide the light commL Such switd= shall be We"by doer openings in aw%A&=with hock the
ADAAG and the TJFAS.If light awitehcn ore to be used Instaod of oocuptmey somors or in cambinadmn with ocetrpauey sensmt,
rho O.6et w shall uoti"e Govcinmem dying the negodadon process
16.ELEVATORS(JAN d997)
(a)The seder droll provide sudtahle pasacogcr mid freight elevator service to all GSA-Ianied apace not having grand bled acems.
(b)S�913
Elevators shall conform to the orient editions of the American Nadmml Swidard Al7.t.Safely Cade 6x Wevamrt and E"atem
c=%that the elevator cabs one not feTwed to have a visnal w audible signal to notify paasengans doting maontattc recall.The
rlcvrdnr:dull be Iagxztcd.mtd mruadslmd in acomrd mcc with tic wrrem requirements of the Amwiwn Nguongl Semdard A17.2,
lnsp=wff5 Manual for Elevators.
(c)lbe Government agency will be given 24-hour notice ifthe service is to be intwuptcd mores thmi A%beam Iorar,gydoft slidl be
sdtedulcd for mtnimrm imm�vemiance INITIALS:1AMOR GOrT f !L' 000011 4
Si1PPLElYIENTAL LEASE REQUIREMENTS
LEASE 0 G949B-02056
(�cwlxahacr:
Tfu clovaiw enhance should provide a dour opening ofat least M inches.Thu inside mcavuaement shall be aminimum of 51 inches
deep and 69 invhcs wide
17.ACCM TO SPACE
The Government shall Nava unnxtcictW axaxs to the WE=spagc,363 days a year,2¢hours per doy,
is.CEILING$(SEP 2"
(a)CdHW eba11 be at law u fact,o iatLca and no mac t11at I fed,0 inches measured from floor to the lowest obpmatoa Arms w@h
raised flooring shall maimain tbcaa ceiling height limiatiwts cows the UAW raised flooring.Bulldtsads and ham or aurface-
mounted)fight fndmta which itmpuk t,4c woys shall be avoided.Ceilings shag be uniform in color and appearance floouglwrd the
leased apace.with no obvinei domage to dins or grid
(b)CdffiW shau lur m a minimum nulso redi edw adman(NCR)or 0.60 throuAm flie,Govemmemdamised ataL
(a)r',for to claaina the edict&tine Lets"shall coordinate with the Govomn at for the iastallwiou afaq items above the ooi ft
(d)Mould IN coiling W Installed in the Cm mcntKbmimd area prior totheTenmthmpmvemm%tom the Leasershagbe
responsible far all costs in xogard to the disesset tb(y, Mrage during altmidians,and wbw qk=t ra�assemb(y of WY of the oeilkgg
componams which may be required to oomp1m the Tenant lnyvovomenta.The Lessor s11all also Loa the dsk for any 4omW to flea
ceiling or aqy cumponemts theroof during the alietWooa.
(e)Cnuings shall be a Oat plane in each room and shall be staapeaded with ample light fixttaex and finishrd ae follows wdrss an altcntate
egmivolml is roe approved by tbaCoutnacthtgOfficeC
1.Resrromns.Piaster orpfiaW and taped gypmm'boerd.
I Offices mudCpglerepCe Roars.Mbtaal and aoaustical tue or Jay is pmuah with tepa ' or panamod smfi=and regular edges or an
equivalent pre.approved by the Combatting 011lem:Tiles or pa+eh ahall muda=ydW mntnot..
3,Corridors cv dGurhgg1GdkyAreas.PIM&or pointed and used gypsum board ar nriu x%4 acoustical tile.
19.FLOOR COVERING AND PEEIME:TW(SEC 2000)
(a)BIlII.I21N0 SIMLL:
1.Exposed imbrior floors in primary cubvno s and lobbies sbidl be marble, te+razm,or an quivalerd prn-appoved by
the Cogametiag Moor.Exposed Interim flows In secondary eatmueea,devaew lobbiM and primmry irdoriarcorridors datll
be hiph-grads oarpey nimble,granite,tamarm,durable vinyl composite tile,or an equivalent pro-apptmvW hYthc Coabadbg
Olfimr.Roslliad floarinG or an apdvalcd pw4 pprgved by theCrnarecting Officer,shall be u3cd in ideaommunicadow
rooms.Floor perimeters at partrdoas sball have woc4 rubber,viWL mabh,carpet base,or an equivalent preappmved by the
C"Itn nil 011iaa:
2-Tanana,tme=d=wWc:tile,tecyvled glass tile,sadlor quarry file shall be used in all tend and sorvloe arasa tnlesa eneaw
eovoring is pro.approved by the CoaDmeting Officer.
(b)CARPET—RWM OR REUACEMaM,
1.ExuQl t whnn dam gcdby the(invormnmi,the Lesser shall repair or replace a carpet at the Lessor's expeme at ally time
during iht least tam whm
s, badcingarundclayisuq=cdi
b. thrroarc natiooabla vadatiaoa in surEtcc color ar tvxhmc;a
C. (oars and tripping bazards we present
2.Rnpulr or rcplomucut shall indudu too tnoviug and reuadiog of f lrolehhW,Work shall be pscfomaed aticrmxt nal working
hours as deflaed elsewhere in this SFO.
(a)Rb'SILIENI_FL:tk4131N �',l`A BERAMEb1T:
1.Dmpt wban damaged by the(lovammeatr the Lessor shall repair or replace resilient flooring at the Lmsor's expanso at any
time diving the letup terror when:
INITIALS:LItS9OR GOV"P a)lf rJ%IleY D a 0 A 2 5
SUPPLEMRNTAL LEASE REQUIREMENTS l'
LEAS$#0S-09"2056 Y J'
a- Ilbac curls,upturned edges,ar other nodreahle variarians in ic-'dare. �.
2.Repair w Ycplacemcat shall�dudo the nroviog and rdanivg of TrruishiMg-Wul-shall heperforiaed after Hamel wmking
hours as dffgwd elsewhere in ibis SPO. G'
(d)'faF-7^ NSpJt.OVIIM�y 1NFOrtMh7'ION: �.:
1,1,16er rwverhyg Shari be etWer carpel or resiilitat floorisly,as specified in the Government's dmlgy imrmt dmwhos Floor
perirn tcrs at partitions eW have wood.nbbar,virA Mpet bash,Aran egwvOcut pm-apiaoved by theCarhadiMg GMW
2,The use of may be ved the Contracting Ofllar;however,exis6 shell be red,Mretnh t
exiadag carpet aP1ro hY g r rr% ed+
and cleaned before uumpancy and shall mocl the rude btdWup reepdrernemt for nmr carpel. .
3.If the Govemmeor requlm realrooms an&or sho cr rooms in rho t3pvemmatlU{lClydMd area,floor coming shall be terrazzo,
unglamd ceramictilG andtor quarry rile
(e)(NSTALLATION:
Flax covering shell be installed in accordance with nagazibutudag inaracgons to Inv Smaeilily and evenly,
i.
Whw Soar coveting 4 to bo newly installed or draroo,the Uaw"I provide tho Goveromdri with amlaimum of diffmM 4-
color samplCS arcade typo offloor eowft The sample and Color shay be mppaoved by O5A prior to b atdWoa No subs u"may
be made by the I==mice sample selexlon.
20.CARPET:BROAIILWM(SEP 2000)
(o)Any cwpetin be:aowly insWkd shaft mod.tht following spodfloarim-s: y'
r.'
L Pilc YQn Corcgm.Pile yam comlevrsirfll(be atapLc 8lamerrf.a'mntinnaus filament bruulod Its'a flbcr pvdooer lag„AIGed, (.
➢uPOA Monsanto,RASP,Talisman Mills,woolbhud),soil-hiding nylon,or wool gvloablends of polyotb),ltnc teropht whir;
(I"resin.
Z F„.rvfrwwnelrraf Regrdremenfs.T,h..e..I„tssae abntl rye cmW that medsthc"Green labef'rcquiremmax of the Cwpgt and Rag
Inatitate unless an exception is gramod bythc Contacting Otfioar.
3.Carper Pik Cau&=fi .Cruprt pile construction aball be level loop,too acd Imp,level ctpflc,er level artlunarpile.
4.Pile Weight.Pile wdrRtd sbsll be a mirmm,eoe ef26 ounces per agoarc yard fur ieveWoW o'tcidtre loop eanshudion.Pile
weigh,abaft be a minimum weight of 32 ouncat par sgaac yard far levelwMmcut cuaanuedan.
5.S=mdayBwL The secondary bade shall by jute or syodneho fiber fir gioadmvn inshMation. �.
G
6.lkrutry,The density shall be 100 puma pylon(loop and art pile)with amUmam of 4,000;ulhcr,flbere,including blew
and combinations with a minimum of ON,
7.Pile Height.The maximum piklydglrt shall be%inch(13 min).Expose edgy of carpel nbrll be fastmcd to floor surf ccs mmd �..
shall have trim along ft enure lagah ofrbe exposed edge, l'
21.PAINMNG(SEP 2000)
(a)BLT1Mr&19%L
I.'f m Lessor shall bear the mpenvc far all painting associated with the buil(ft shall.Three veal shall include all rommon
Horns.Exa:%lor perimeter walls and intalor corcwall widtin the Goverammt.desubcd area ahel)be apaokled and prime
painted with low VOC primer,If any bpiidntg shall areas are already paiwad prior so Tanat impaovetMem1%them the Leaser
shalt repaint,at the Leesoes cxpensa as neaescary during Tenn]mpcovemmta
2-PaNic eraser f all be paloW at least every 3 ytarn.
f..
(b)�R' .�7P-�f 1NF9RMATION:
1.Prior w oomponoy,ell swilwes within the fJWemare'a/..deteised am which are dozipated by GSA far punm sball be newly
finished in colds aeoeptableto GSA
Z Where fewihlc,ropruoessed or wnsolidated latex pain with zero or low VOC sbull be used in wamAonce with$PA's CPU an
all painted surfacer.The type afpdat shall be,Kowame to rive contrweft Ojam.The Lesser shall follow tiro
mamdmchnmr•s 1veeVoaIDmiLliliena8 for lbe applicaliao and maintenance of all paid lxoducrs.
l
1NTPIALS:LESSOR GWT C dle AV 3//(j 00001 3 b
I �
i,.;
SUPPLEMENTAL LEASE REQUJRET*;P1v'TS
LEASE#GS,09E-02(056
3.Paimcd surfaces shell be tepaimed iFihe ftyzer's agrense,inaludint:the moving and rotr¢ning of furnishings,aqy time during
the oocupaney by the Crovpntmem hill is pealing nr panmua(y stained,nxoopt wb=damaged due,to the neEftmae afthe
Government All week sball 6e done eficr normal world0g morns to deFincd 4w0hrav inthis SFO.
4_If the Cmvemmen dmirea cycling repaimlog doungthe arm of dw Ions,the cost vrM bo home by the Tenant Agonay.
22.WINDOWS(SEP 199I)
(a)Office space mast have windows in each exterior W unhus waived by ft Contracting officer.
(b)All windows shall be waatx:rtfghL Opnlhag windows must by equipped with loah.onttoet,ground loyal wiadvtw and time
soonAsiblc flan Ere csoapes,atGamnt roofs,and.other stract=that can be opened WmH be flared month a sturdy loddug devisor.
(c)rar safety trasrmy windows cdanding within 19 Imbes(457 mm)from ate floor mad lomted al host 10 fcea(3 m)about Finch eha➢
be provided with it mopd Imr or other avccptablp alle[ladlvcsto GSA,on the interior windowappradmately 3 foot(09 m)Ohm
floor navel,or anti-hmutim dovicoa or bmsk tfaeam.
23.WINDOW COMUNGS(SRP 21100)
(C)
1.Windav All radmi0rAVIMwa bo equipped with window blinds in new or like new condition,which shall be
provided es part oftlw Tenam Impravcmcvt Allowance.The blinds ittdvbe eltndumi or piastre verdcel blinds or horirnmat
blinds with aluuuldum slats of 1 acb width or lees or an a plysed pro-eppwcd by the Contracting OM=.The window
blinds shall have nat•corroding mcd=L ms and Color adectirm wM ie made by the CmnsaingtOiticer.
24.MAIN EKANCE AND TESTING OF SYSTEMS(OCT 1996)
(a)The Lessor is responsible far the toW uwintamnce and repair of the leased premises.Such maimmance and repairs lade one Ind
priv*access lads.All equipment and cyst mn. shall be msimsincd to providerdloble,energy efficient service withom to unveil
InIctruptlon,.drsmrbmgnoiacg,cmposmo to Sac or mRty baxurds, drabs,excessive WE voloatie4 orrmmual an issims
edirt:The Lessor's raointmanmo rcapousibaity indudcs faithl supply mid reptaxmem of all supplies,matainlc,turd ega1ptnen+t
nccoicary for inch rttahnu mhca Wittenance,tesdpg,and ppection of apiuopriale equipmenit add systems must be done is
aword, with applieabk codes,and inspactian m6flcults must be displayed as approj4-1-Cop m ofall records in this m Pol r
shall be forwarded to the Field Officq Manager or a deftated representatim �
(b)Without any adtQtiaaal charge,thepovernmene rvs rvcm tiro right to*fin doamlcatat(on cfprwa operstiom or tetitmgprior to
oaarpanoy of such systems as fire dgrm,sprinkler,emergency gemetator,etc,to ensure proper opersiien.These tuts sball be r
whnessed by a replmtntaflve oftbc Cenitarting Officer.
25.JANITORIAL SERVICES(SEP 2000)
(a)The Less"shall provide janhalal services for the leased space,public ar'ces,❑ntranees,and all other common areas cad shall provide
h4ammnmt of nuppllos.
(b)^J+:1.1?CI O(E CIIM:ANMCi PRGrri 1CTS
Ibc Lessor sball mft auofirl selection of,)enhodal opening products and cgwpmmrtto:
1, use produds That mepadntgpdeWcZIall);
2, use products and equipments masidcred eaviroom utally beneficial m(Vw ruq- e"products that ms pnoapltste-ffee,
ncn4xrrrrrdvc,non-flammable,and fully biodcgmdablc;wad
3. minimim the use ofbarsh dta deals cod Ile release or Irrhedng firmer.
4. Ex=plas of acceptable products may be found as hapJ/puixf.gam. ovlmviron/cl o-pn>[I-mmmq�.bmil
(c)SELECTI(tr(Qj'PAPDt PROLHJCT:C•
Tbo Igor shell mloct pupil and pap"pn coots(Le.,bwln =tissue and paper rowels)with rocvcW eontert confirming 1013PA's
1NPG. �
M GENERAL SAFETY
If space is 3 stories or more above grade,the Lasser shall provide written dommesnadon throw building reacts egrem and fire
.alum requlremeras as established by MPPA STANDARD No.101 or equivalcrL 14owevee,if 1)afl'urod space is 5 stories or less
above grade,2)tbc total Govommorn lased space in the braiding(all leases combined)will be leas than 35.000 square feet,and 3)
The building is sprinklered,this dornm®n oat is not nsqulraii t
iNITCALS:1�55OR____ i_�7 _. _GOtV'T Cell of
SUPPLEMENTAL LEASE REQUIREMENTS
LEASE#GS-09B42M
7M CODE VIOLATIONS(SET 1"1)
Space offawd mart have a amnt occupancy peima inuod by dk lon1 judadialan.Equipment,services,or utilities fumisbed and
activities ofotl a ocenpauta shall be frao of sufety,hraltb,and fire la zarda.Whm hazards me detected.they must bo promptly
ratrected at the IA mWS cxpeP
2L POILTAULF FM EXTiMt11sk1M(SW wail)
Porwblo i3m wn.9 .son abail be pcvlded,Impecmd,and maintained by the Lessor in accordance with National Fire Paotoctim
Assodadon(NFPA)Standard No.10,
29.MANUAL 1rW ALARM$l(WEMS(OCT 1996)
(a)Marmal fire alamr systems shall be pmvldad in aw dance with VITA Standard 10I(Oman as al•tbo date in this achOW(m).
Sy%=shall he mahttmned and boatel bytbc Lessor in nu=emw with Nl•7'A Stmdzd 7Z
(b)The the alarm aystcoa waking gad egalpmesd nazst by d eoriaal v a>p Aar d and aatom46cally ual$rthe local fire dgwun m
(NFPA Standard No.72)or approved central station.Emwgmw pourer must be pvtidod in aemrdance with NFPA Standuds No.
70 mad 72,
30.EXIT ANA kx1l AGJWCY LIGHM NG
Emergency,1lphftmust pmvide at least OS but-gadle of 0lou&wtiar amuuglwut the mdt path,inch ltlg exit aocrss raideS,Cxlt
sb&vft%,or other Mates such as passageways to the outside of the bulldin&The causumny 143109 system used must bo sprit Out it
who opwale every if the pulke udllty power fails,accept bat in buildings 6 stories or less,the systcna may be powa'ed faces aonnediow
to wpmaic sulnWuns or to it network system firm the public utility.Automatic swdchlug must be pmOdcd for thv unOSCney power
supply.
31.Y•"IREDDORS
VVe doors shall wnform with NFPA Standard No.60.
32.IMDOOR A1R QUALIIY(OCr I%6)
(a)The lessor shall control cnntaminaots et tho swore and/or epctate the space is such a maw th>tthe OSA tadreator levels for carbon
monoxide(CO),coon dioxide(COI), and formaldehyde(HMO)ere not exocedod. Tire iod(cater levcla for office antra are as
follows:CO—9 parts per million(PM time weighted averap(TWA—E-hour sample);CO,1000 Pray(TWA);WCHP--0.1 PM
(TWA).
(b)The 149sm shell make a reasmaNe mtampt to VOY imedwdgs(=,x'pt Inv),per,sh1m trawmes.and hoA*ve,dlla0n&and
air owditimIng(HVAC)system deaolag compamdi with higb(y volatile or itzkotiug ags0ic compnuods,outside of wnnldmgboma.
'are Lessor sltall Pw%ide advance notice to the tenant before applying noxious chemicals is occupied;paces,and adequate ventilation
in thoew spaces during wodd:gg hunts dmtngand s(tc applicatloa
(c)Vic Imnor shall,at all flmv;supply adcquato vanilla don to the kased pmniaw with zir)ravingmmmmin nets balmy OSHA or EPA
actim harts aced p rmivpHc cxpom rc IW14 and wirboat.nodo t odnts or dasts.The Insot shell omdad HVAC*=m balancing
attar all HVAC system altwmttone;and make a masanabie aac apt to sdwdt lb o4or ronstmolon ot"de.ofolflce hours.
(d) 1bo),,essmr shall promptly]mcvdsaw indoor air quality(IAO] complaints and shall impl®cut controls including ahwadw of
b ildbsg qxndpz pncedmm(m&,aduWYT air inialugs,adua6ag pia dlNdbatin4 dca i T aid mairuhfmg HVAC,err.),to iddress
soch•cvmplaims
(e)The Oova imam rcan-vca the d&in cuv&w t indophndwt IAQ wsca m k and detuited studs in spun it ooatpies,es well as in
spew swi ingthe Cavammcua4ca&W space(n g.,common taw went,moinaa(cal rooms,HVAC gyalenu,etc.)-The Lessor shall aselst
the Government in its asoetam us and detailed studios by mddq available inks dlon on brdldln$Operation and Lcsaof activities,
and providhhg access to apace far msmswera and toning,ifmgndrod,and Implement corrective massmas required by the Contracting
Offs . -
33.OWA RUgUIR>LMENM(OCT 1996)
The Leslar shall mairdein buildings and space in a safe and hm mfal.condition■eemding to tbo Oeapetional Mf ty and Hedih
Adnini aci OSlM Ctanawj
34.TELECOMMUNICATIONS AND EXICIMCAL D7STIt1BVMN
(a)The I=wr shall be responsible for providing and insviffingall oinduit and elearical wiring flora for aclrce m unicatiow and
electrical oquipmot mans no each floor to all Mile"in Gu aumm>t Imu d;px All 4eetic*1,WVbme cad dam Milos wlttsinIbc
Government Itemised am shell be installed by the Leaver in aaoocdmace with the design intend dmwiaV.Alt MCI=ahall be pwidcd
wtW bugs and pull strings to White the inshilletion of the data cattle.The Onwrmml shall be ToTansibic for Poch nshng and
iO3talling said cable for tele/dala comrbualcatiws.The Government reserves 8re tight to insult all t4cphwle swlcebes,vertical and
tNtTLUR-LF85Olk , ,� GON'T 000015 8
SUPPLEMENTAL LEASE REQUIREMENTS
LEASE ff GS-09B-02056
luaimatal witiutr/cablc and equipment fortelephone and data.Wiring tD ar for local art networks may also be provided and installed
by the Gaverm unt's Couurctor.
(b)Rwidu amnom.gal uWd duplex or finuplec wall or floor reovades.The mzodmuni number ofg=wtal wepow duplm rcccpmcics
cw a 20 amp bmnob drardt is cj&(91 Duplex outlets shall k drwftcd sapsru*from the Ilglifire"All brnrch-Fliwlt wiling shall
u..ous„„ix.��,�o.fwpper wndng r,ors. an fttcm far hrancb dmulta"I bo sized to prevent voltage drop exceeding 3 percem at the Su
. thest
w� .wnMC
33.TOILE`I'ROO14S
(a)•S1IIl.bING
I.Sopmitc tor7a facilities for man and woman shall be provided cm amb floor aowpled byft Cnrrcarmaa in the bOdIDD The
ihcllidw WWI bo lowted as that agpleyees win not bo ngnhcd to travel nim than 20U feat,0 Who on one floor to r mcb the
toile(y,flesh toilet mwmahall Nave suffitfirm wrier dotda mtelased wltb modern stall pattidom and dean,micalo(in mews
twat),Arid cold wvtw.Wafer closets mid ndnals sW net bevidble when the oxtaior door is ape.
2.EU&m4W Wet shall contain the ibllov imB equipment•
a.a minor obovethe lavatory;
h atullat pup-dial eu in each water closet stall,that will hold to least two tolls and allow easy.tulresbicted dLtpa 4)9
a a net hook on the inside ibcc of the door to c uth wader dosut stall and on sevaa!waft locadom by the lavatories;
d at lesat me mndau pepertovral disp==.soap dispaatar,and waste mmpucle for every two lavatorteg;
a a cuin-Wermed sanitary napkin dispenser in women'a toilor rooms with a waste m ovtaeic for each waxer c cscl atoll
f eetamsic tile,rwycicd Sloss OIG or mmparahie waiwout fiffi the flow to u minimum hvltht of 4 fed,6lgrLcs;
fF a disposeble toilet=atmvcr disperser,and
INMA1&iLtT9.4OR� GOv'T C /✓/( /Cl/✓3I/l'tv U 9 c
t
t
GENERAL CLAUSES
(Simplified Leases) h;
(Acquisition of Leasehold Interests in Real Property for Leases Up to$100,000 Net Annual Rent)
1. The Government reserves the right,at any time after the lease is signed and during the term of the
lease, to inspect the leased premises and all other areas of the building to which access is F.
necessary to ensure a safe and healthy work environment for the Government tenants and the
Lessor's performance under this lease.
2. If the building is partially or totally destroyed or damaged by fire or other casualty so that the leased
space is unienantable as determined by the Government,the Government may terminate the lease
upon 15 calendar days written notice to the Lessor and no further rental will be due.
6.,
3, The Lessor shall maintain the demised premises, including the building, building systems, and all
equipment, fixtures, and appurtenances furnished by the Lessor under this lease, in good repair I.
and tenantable condition. upon request of the Contracting Officer, the Lessor shall provide written
documentation that building systems have been maintained,tested,and are operational-
4. In the event the Lessor fails to perform any service,to provide any Item,or meet any requirement of
this lease, the Government may perform the service, provide the item, or meet the requirement,
either directly or through a contract.The Government may deduct any costs incurred for the service
or item,including administrative costs,from rental payments.
5. 52.252-2 CLAUSES INCORPORATED BY REFERENCE(VARIATION)(DEC 2003)
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 3517C at http:/Avww.gsa.gov/leasinaform.
6. The fallowing clauses are incorporated by reference;
I
GSAR 552-203-5 COVENANT AGAINST CONTINGENT FEES(FEB 1990)
(Applicable to leases over$100,000-)
GSAR 552-203-70 PRICE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY(SEP 1999)
(Applicable to leases over$100,000-)
FAR 52204-7 CENTRAL CONTRACTOR REGISTRATION (OCT 2003) (VARIATION)
FAR 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN
SUBCONTRACTING WITH CONTRACTORS DEBARRED,SUSPENDED,
OR PROPOSED FOR DEBARMENT(JAN 2005)
(Applicable to leases over$25,000,)
FAR 52,219-9 SMALL BUSINESS SUBCONTRACTING PLAN (JUL 2005)
(Applicable to leases over$500.000.)
FAR 52,219-16 LIQUIDATED DAMAGES—SUBCONTRACTING PLAN(JAN 1999) "
(Applicable to leases over$500,000.) `
GSAR 552.219-72 PREPARATION,SUBMISSION,AND NEGOTIATION OF
SUBCONTRACTING PLANS(JUN 2005)
(Applicable to leases over$500,00D if solicitation requires submission of the (a
subcontracting plan with initial offers-)
GSAR 552.219-73 GOALS FOR SUBCONTRACTING PLAN(JUN 2005) ry:
(Applicable to leases over$500,000 if solicitation does not require
submission of the subcontracting plan with initial offers.)
INITIALS: & ER �('/ 3�/eY 000024
1 5)D O L P•
L GOVERNMENT / GSA FORM 3517A PAGE 1 (REV 11705)
FAR 52.222-26 EQUAL OPPORTUNITY(APR 2002)
(Applicable to leases over 310,000.)
FAR 52,222-21 PROHIBITION OF SEGREGATED FACILITIES(FES 1999)
(Applicable to leases over$10,000.)
FAR 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.)
FAR 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES (JUN 1993)
(Applicable to leases over$10,000.)
FAR 52222-37 EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS,
VETERANS OF THE VIETNAM ERA,AND OTHER ELIGIBLE VETERANS
(DEC 2001)
(Applicable to leases over$25,000.)
FAR 52,232-23 ASSIGNMENT OF CLAIMS(SEP 1999)
(Applicable to leases over$2,500,)
GSAR 552.232-75 PROMPT PAYMENT(SEP 1990)
GSAR 552,232-76 ELECTRONIC FUNDS TRANSFER PAYMENT(MAR 2000) (VARIATION)
FAR 52.233-1 DISPUTES(JUL 2002)
FAR 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,)
FAR 52.215-12 SUBCONTRACTOR COST OR PRICING DATA(OCT 1997)
(Applicable when the clause at FAR 52.215-10 is applicable.)
The information collection requirements contained in this solicitationicontract, 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.
INITIALS. *S —
a i%r/c 1 090025
GOvuR vENT GSA FORM 3517A PAGE 2(REV 11105) r'
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