1997-13 Near Island Research Facility Lease with General ServicesKODIAK ISLAND BOROUGH
RESOLUTION NO. 97 -13
Introduced by: Mayor Selby
Requested by: Mayor Selby
Drafted by: Borough Attorney
Introduced: 03/06/97
Public Hearing: 03/06/97
Adopted: 03/06/97
A RESOLUTION APPROVING A LEASE AGREEMENT BETWEEN THE KODIAK
ISLAND BOROUGH AND THE GENERAL SERVICES ADMINISTRATION FOR A
PORTION OF THE NEAR ISLAND RESEARCH FACILITY.
WHEREAS, the Kodiak Island Borough assembly on September 7, 1995, adopted
Resolution No. 95 -37 accepting the transfer of responsibility for construction of the
Near Island Research Facility and establishing a plan for completion of the facility; and
WHEREAS, the National Oceanic and Atmospheric Administration (NOAA) conducts
fisheries research that is valuable to the residents and economy of the Kodiak Island
Borough; and
WHEREAS, the General Services Administration desires to lease a portion of the Near
Island Research Facility from the Borough for the use of NOAA, subject to the terms
and conditions contained in the "Lease for Real Property" that has been approved by
both parties subject to approval by the assembly; and
WHEREAS, the assembly is authorized by the provisions of Kodiak Island Borough
Code 18.20.100 to approve by resolution a negotiated lease to the United States of
America for a public purpose beneficial to the Borough;
NOW, THEREFORE, BE IT RESOLVED BY THE ASSEMBLY OF THE KODIAK ISLAND
BOROUGH THAT:
Section 1: The lease of a portion of the Near Island Research Facility to the General
Services Administration to be used for the National Oceanic and
Atmospheric Administration is hereby approved on the terms and
conditions of the Lease for Real Property.
Section 2: The mayor, or his designee, is authorized to execute the Lease for Real
Property and all other documents required for the completion of this
transaction.
Kodiak Island Borough, Alaska
Resolution No. 97.13
Page 1 of 2
ATTEST:
ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH
THIS SIXTH DAY OF MARCH, 1997
1 /1 ... g
lir
nna F. Smith, CMC /AAE, Borough Clerk
KODIAK ISLAND BOROUGH
JerQp e M. Selby, Borough
(/ t�G /.Gv� l ' asG)t l �c✓
Robin Heinrichs, Presiding Officer
Kodiak Island Borough, Alaska Resolution No. 97 -13
Page 2 of 2
STANDARD FORM 2
FEBRUARY 1965 EDITION
GENERAL SERVICES
ADMINISTRATION
'R (41CFR) 1-16.601
JATE OF LEASE
US GOVERNMENT
LEASE FOR REAL PROPERTY
LEASE NO. BUILDING#
THIS LEASE, made and entered into this date by and between KODIAK ISLAND BOROUGH, A BOROUGH
GOVERNMENT ORGANIZED UNDER THE LAWS OF THE STATE OF ALASKA
whose address is 710 MILL BAY ROAD
KODIAK, ALASKA 99615
and whose interest in the property hereinafter described is that of Owner
hereinafter called the Lessor, and the UNITED STATES OF AMERICA, hereinafter called the Govemment:
WITNESSETH: The parties hereto for the considerations hereinafter mentioned, covenant and agree as follows:
1. The Lessor hereby leases to the Govemment the following described premises: A total of 20,013 net usable square
feet of laboratory and common area space as described in Exhibit A
to be used for THE NATIONAL OCEANIC AND ATMOSPHERIC ADMINISTRATION
2. TO HAVE AND TO HOLD the said premises with their appurtenances for the term beginning on
OCTOBER 1, 1998 through SEPTEMBER 30, 2018, subject to termination
and renewal rights as may be hereinafter set forth
3. The Government shall pay the Lessor annual rent of $ SEE EXHIBIT
at the rate of$ SEE EXHIBIT I3 per SEE EXHIBIT B
Rent for a lesser period shall be prorated. Rent checks shall be made payable to:
KODIAK ISLAND BOROUGH
710 MILL BAY ROAD
KODIAK, ALASKA 99615
in arrears.
4. This lease may be renewed at the option of the Govemment, for the following terms and at the following rentals:Tenant shall
have the option to extend the initial twenty (20) year term of this agreement for up to four (4)
additional five (5) year periods on the same terms and conditions at the expiration of the initial
twenty (20) year term.
provided notice be given in writing to the Lessor at least 120 days before the end of the original lease term or any renewal term; all other terms
and conditions of this lease shall remain the same during any renewal term. Said notice shall be computed commencing with the day after the date of
mailing.
5. The Lessor shall famish to the Govemment, as part of the rental consideration, the following:
a) All services, maintenance, and utilities as specified in the Lease Agreement.
b) The premises shall be constructed in accordance with final Design Development
Drawings, dated 10/22/96, as prepared by ECI /Hyer, Anchorage, AK and NBBI, Seattle,
Washington along with the Narrative Report for the Kodiak Island Borough Near Island
Research Facility, Kodiak, AK.
6. The following are attached and made a part hereof:
Exhibit A - Demised Premises & Floor Plans
Exhibit B - Schedule of Annual Rent Payments
Exhibit C - GSA Form 1217
Exhibit D - GSA Forms 3517, and 3518
Exhibit E - Services, Maintenance, and Utilities
Exhibit F - Miscellaneous Labor Clauses
Exhibit G - Operating Costs
Exhibit H - Project Costs
7. The following changes were made in this lease prior to its execution:
IN WITNESS WHEREOF, the parties hereto have hereunto subscribed their names as of the date first above written.
LESSOR KODIAK ISLAND BOROUGH
BY MAYOR JEROME M. SELBY
IN THE PRESENCE OF:
( Name/Signature) (Signature)
( Name/Signature) (Address)
UNITED STATES OF AMERICA
BY DOUGLAS B. FOSTER
CONTRACTING OFFICER
GENERAL SERVICES ADMINISTRATION
(Name/Signature) (Official title)
EXHIBIT A
DEMISED PREMISES
Exhibit to Agreement between Kodiak Island Borough, as Landlord, and the
U.S. Government for the Department of commerce, National Oceanic and
Atmospheric Administration, as Tenant.
Approximately 20,013 net usable square feet of office and laboratory space, and
utilization of the seawater system, all of which relate to the planned Near Island
Research Facility, which is affixed to:
The space is allocated as follows:
Tract B of a portion of United States Survey 4947
according to plat No. 86 -20 in the Kodiak Recording
District, Third Judicial District, State of Alaska
13,109 nusf of laboratory space and
6,904 nusf of common support space
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EXHIBIT A
Exhibit to Agreement between Kodiak Island Borough, as Landlord, and the U.S.
Government through the General Services Administration for the Department of
Commerce, National Oceanic and Atmospheric Administration, as Tenant.
Approximately 20,013 net usable square feet of office and laboratory space, and
utilization of the seawater system, all of which relate to the planned Near Island
Research facility, which is affixed to:
Tract B of a portion of United States Survey 4947 according to plat No. 86 -20 in the
Kodiak Recording District, Third Judicial District, State of Alaska.
Landlord is presently having a building constructed on the premises demised by this
lease agreement. The building is being erected and constructed in accordance with
final Design Development Drawings, dated 10/22/96, as prepared by ECI /Hyer,
Anchorage, AK and NBBI, Seattle, WA, along with the Narrative Report for the Kodiak
Island Borough, Near Island Research Facility, Kodiak, AK.
The failure by landlord to have the building ready for occupancy by the above - stated
date shall not void or terminate this lease agreement.
USE OF PREMISES. The leased premises shall be used for the purpose for which
they were designed as described in Exhibit A and for no other purpose, without the
prior written consent of Landlord not to be unreasonably withheld. Tenant shall not use
or permit the leased premises or any part thereof to be used for any purpose in
violation of any municipal, borough, state, federal or other governmental law,
ordinance, rule or regulation. Tenant agrees that Tenant, together with all other
persons entering and /or occupying the leased premises at Tenant's request or with
Tenant's permission, will abide by, keep and observe all reasonable rules and
regulations which Landlord may make from time to time for the management, safety,
care and cleanliness of the building, and the preservation of good order therein, as well
as for the convenience of other occupants and tenants of the building, and for the use
of any parking areas adjacent to the building. Tenant shall not, without Landlord's prior
written consent not to be unreasonably withheld, use, operate or install any electrical or
mechanical equipment, machinery or devices in the leased premises, except in
compliance with the highest standards applicable to the use, operation, or installation of
such equipment, machinery or devices, generally recognized by the profession or
industry in which Tenant is engaged, nor shall Tenant use leased premises, or any
machinery or equipment therein, in such a manner as to cause substantial noise or
vibration, or unreasonable disturbance to other tenants in the building.
In the event Tenant's use of the leased premises causes an increase in Landlord's fire
or hazard insurance premiums, Tenant shall reimburse Landlord for the amount of such
increase.
EXHIBIT A
FIRE AND OTHER CASUALTY. Should the leased premises be damaged by fire or
other casualty, and if the damage is repairable within eighteen (18) months from the
date of the occurrence (with the repair work and the preparations thereof to be done
during regular working hours on regular work days), the damages shall be repaired with
due diligence by Landlord, and in the meantime the monthly ground rental shall
continue to be paid. The Landlord will provide alternative facilities at no cost for tenant
until the repair work is completed sufficiently to allow occupancy. Should the leased
premises be completely destroyed by fire or other casualty, or should they be damaged
to such an extent that the damage cannot be repaired with eighteen (18) months of the
occurrence, Landlord or Tenant shall have the option to terminate this lease, and either
party shall advise the other within thirty (30) days after the happening of any such
damage whether the party has elected to continue this lease in effect or to terminate it.
If Landlord shall elect to continue this lease in effect, it shall commence and prosecute
with reasonable diligence any work necessary to restore or repair the leased premises.
The commencement by Landlord for repair work shall be deemed to constitute notice
that Landlord has elected to restore or repair the leased premises. For the period from
the occurrence of any damage to the leased premises to the date of completion of the
repairs (or to the date of termination of the lease if Landlord shall elect not to restore
the leased premises), the monthly ground rental shall continue.
Landlord shall keep the building for which the demised premises are a part insured
against all loss or damage by fire to the extent of the full insurable value thereof,
including all improvements, alterations, additions, and changes made by either party to
this lease agreement. All insurance required by this provision shall be carried for the
mutual benefit of the parties in proportion to their interests in the demised premises.
The insurance carrier shall be one mutually acceptable to the parties.
COMMON AREAS AND FACILITIES. All common areas and common facilities in or
about the leased premises and the building shall be subject to the exclusive control,
scheduling and management of Landlord. Landlord shall have the right to construct,
maintain and operate lighting and other improvements on all said areas; to change the
area, level, location and arrangement for common areas and other facilities and
temporarily to close the common areas to effect such changes.
RIGHTS OR REMEDIES. Except insofar as this is inconsistent with or contrary to any
provision of this lease, no right or remedy herein conferred upon or reserved to
Landlord is intended to be exclusive of any other right or remedy, and each and every
right and remedy shall be cumulative and in addition to any other right or remedy given
hereunder, or now or hereafter existing at law or in equity or by statute.
WAIVER AND FORBEARANCE. Except to the extent that Landlord may have
otherwise agreed in writing, no waiver by Landlord of any breach by Tenant of any of its
obligations, agreements or covenants hereunder shall be deemed to be a waiver of any
subsequent breach of the same or any other covenant, agreement or obligation.
EXHIBIT A
HOLDING OVER. In the event that the Tenant holds over at or after the end of the
term, the tenancy shall be deemed a month -to -month tenancy commencing on the first
day of the hold -over period.
SIGNS. Tenants agrees that any signs installed on the demised premises shall be with
the written consent of the Landlord, not to be unreasonably withheld.
MEMORANDUM OF LEASE. Tenant agrees that Tenant will not record this lease. At
the request of either Landlord or Tenant, the parties shall execute a memorandum of
lease for recording purpose in lieu of recording this lease, in such form as may be
satisfactory to their respective attorneys.
EXCUSE OF NON - PERFORMANCE. Either party hereto shall be excused from
performing any or all of its obligations hereunder with respect to any repair and
construction work required under the terms of this lease for such times the performance
of any such obligation is prevented or delayed by an act of God, floods, explosion, the
elements, war, invasion, insurrection, riot, mob violence, sabotage, inability to procure
labor, equipment, facilities, materials or supplies in the open market, failure of
transportation, strikes, lockouts, action by labor unions, or laws or order of
governmental agencies, or any other cause whether similar or dissimilar to the
foregoing which is not within the reasonable control of such party.
CONSTRUCTION OF LEASE. This lease shall be governed by and construed in
accordance with the laws of the State of Alaska and Federal laws.
Words of gender used in this lease shall mean and include any other gender, and
singular shall mean and include the plural and the plural the singular, where applicable,
and when the sense required.
ENTIRE AGREEMENT. This Agreement, and Exhibits and documents referred to
herein, set forth all of the terms, conditions, covenants and agreements of the parties
relative to the subject matter hereof and supersede any and all former agreements, oral
or written, which, upon the execution and delivery hereof, are hereby terminated and no
further force and effect. There are no terms, conditions, covenants or agreements with
respect hereto except as herein provided.
PLANS WITH OFFER. All plans submitted for consideration must have been
generated by a Computer -Aided Design (CAD) program which is compatible with
AutoCAD Release 12. The preferred file extension is .DWG, but DWG or >IGES file
extensions are acceptable. All clean and purged files are to be submitted on 3- inch
or 5 -34 inch high density diskettes. All disks must be accompanied with a written matrix
indicating the layering standard used to ensure all information is recoverable. Plans
shall include a proposed corridor pattern for typical floors and /or partial floors. All
architectural features of the space must be accurately shown.
EXHIBIT A
OCCUPATIONAL PROTECTION, HEALTH AND ENVIRONMENTAL. The leased
space shall not expose the occupant to undue safety and environmental risks.
HANDICAP ACCESSIBILITY FOR NEW CONSTRUCTION. To be considered for
award, buildings to be constructed must fully meet the new construction requirements
of the Uniform Federal Accessibility Standards (UFAS) (Federal Register vol. 49, No.
153, August 7, 1984, reissued as FED. STD. 795, dated April 1, 1988, and amended by
Federal Property Management Regulations Amendment D -88, 54 FR 12627, March 28,
1989). Copies of UFAS and the amendment are available from the Contracting Officer
upon request.
SEISMIC SAFETY FOR NEW CONSTRUCTION. If an Offeror proposes to satisfy the
requirements of this solicitation through the construction of a new building or the
construction of an addition to an existing building, then such new building or addition
shall fully meet seismic safety standards, as described
For those buildings or additions to buildings described above, the Offeror shall provide
a written certification from a licensed structural engineer that the building(s) conforms to
the seismic standards for new construction of the current (as of the date of this
solicitation) edition of the ICBO Uniform Building Code the BOCA National Building
Code or the SBCCI Standard Building Code.
ENERGY COST SAVINGS. All offerors are encouraged to contact an energy service
company qualified under the Energy Policy Act to perform Energy Savings Performance
Contracts (ESPC) to determine whether opportunities for cost effective energy
improvements to the space are available.
A list of energy service companies qualified under the Energy Policy Act to perform
ESPCs, as well as additional information on cost effective energy efficiency,
renewables, and water conservation may be obtained by writing to: US Department of
Energy, Federal Energy Management, EE -90, Washington, DC 20585 or by calling the
FEMP HELP DESK at 1- 800 - 566 -2877 and asking for the ESPC qualified list.
PARKING. The Landlord shall provide 23 stripped parking spaces for the exclusive
use of the Tenant.
EXHIBIT A
HANDICAPPED. All offerors received in response to the request for "Best and Final"
offers will be initially evaluated to determine whether the offers fully meet the
handicapped accessibility requirements for new construction of the Uniform Federal
Accessibility Standards (UFAS) (Federal Register vol. 49, No. 153, August 7, 1984,
reissued as FED. STD. 795, dated April 1, 1988, and amended by Federal Property
Management Regulations Amendment D -88, 54 FR 12627, March 28, 1989). All
technical requirements for handicapped accessibility in this solicitation are the same as
those in Section 4.1.2 Accessible Buildings, New Construction, of UFAS. When
clarification is required, UFAS shall be consulted. If any offers are received which fully
meet handicapped requirements of new construction, then other offers which do not
fully meet these requirements will not be considered.
FULL COMPLIANCE:
"Fully meets" as used herein with respect to the handicapped requirements means
the offer fully complies with the requirements stated in the following subparagraphs
of "Handicapped Accessibility ":
Parking and Loading Zones, Route, Entrance and Egress, Ramps, Stairs,
Handrails, Doors, Elevators, Telephones, Controls, Signage, Alarms, Drinking
Fountains, Storage Facilities, Seating and Work Stations, Assembly Areas, and
Toilet Rooms.
SUBSTANTIAL COMPLIANCE:
In accordance with UFAS, if no offer is received which fully meets handicapped
accessibility requirements of new construction, but an offer(s) is received which
substantially meets these requirements, then other offers which do not substantially
meet these requirements will not be considered. "Substantially meets" as used
herein with respect to the handicapped requirements means the offer fully complies
with the requirements stated in the following subparagraphs of "Handicapped
Accessibility ":
Parking and Loading Zones, Route, Ramps, Entrance and Egress, Stairs, Doors,
Drinking Fountains, Toilet Rooms and at least one elevator where necessary for
route.
LESS THAN SUBSTANTIAL COMPLIANCE:
In accordance with UFAS, if no offer is received which either fully or substantially
meets handicapped accessibility requirements of new construction, consideration
will be given only to offers which meet the following minimum requirements:
(a) At least one accessible route shall be provided from an accessible entrance to
the leased space and all required accessible areas. At least one elevator shall
be provided where necessary for accessible route. Other handicapped
paragraphs shall apply as necessary, including but not limited to Controls and
Signage.
EXHIBIT A
(b) If parking is provided, then accessible spaces shall be provided in conformance
with the table in the handicapped "Parking and Loading Zones" specifications.
(c) Accessible toilet rooms shall be provided as follows:
(1) Where more than one toilet room for each sex is provided on a floor on
which the Government leases space, at least one toilet room for each sex
on that floor shall be accessible.
(2) Where only one toilet room for each sex is provided on a floor on which the
Government leases space, either one unisex toilet room or one toilet room
for each sex on that floor shall be accessible.
(3) Where only one toilet room is provided in a building where the Government
leases space, one unisex toilet room shall be accessible.
(4) In a qualified historic building where the Advisory Council on Historic
Preservation determines that providing the above minimum accessible
toilet facilities would threaten or destroy the historic integrity of the space,
at least one unisex toilet room in the building shall be accessible.
If no offer is received which meets the minimum requirements described above,
offers will not be considered unless a waiver of handicapped requirements is
requested by the Contracting Officer and granted by the GSA Administrator.
HANDICAPPED AND SEISMIC SAFETY. All offerors received in response to the request
for "Best and Final" offers will be initially evaluated to determine whether the offers fully
meet the seismic safety requirements of the Uniform Building Code (UBC) and the
handicapped accessibility requirements for new construction of the Uniform Federal
Accessibility Standards (UFAS) (Federal Register vol. 49, No. 153, August 7, 1984,
reissued as FED. STD. 795, dated April 1, 1988, and amended by Federal Property
Management Regulations Amendment D -88, 54 FR 12627, March 28, 1989). All
technical requirements for handicapped accessibility in this solicitation are the same as
those in Section 4.1.2 Accessible Buildings, New Construction, of UFAS. When
clarification is required, UFAS shall be consulted. If any offers are received which fully
meet handicapped requirements of new construction, then other offers which do not
fully meet these requirements will not be considered.
FULL COMPLIANCE:
"Fully meets" as used herein with respect to the handicapped requirements means
the offer fully complies with the requirements stated in the following subparagraphs
of "Handicapped Accessibility ":
EXHIBIT A
Parking and Loading Zones, Route, Entrance and Egress, Ramps, Stairs,
Handrails, Doors, Elevators, Telephones, Controls, Signage, Alarms, Drinking
Fountains, Storage Facilities, Seating and Work Stations, Assembly Areas, and
Toilet Rooms.
"Fully meets" with regard to seismic safety means the offer contains a certification
by a registered structural engineer that the building conforms to seismic
requirements for new construction of the current (as of the date of this solicitation)
edition of the UBC or the 1970 edition if the lateral load resisting system is of steel
construction or the 1976 edition if the lateral load resisting system is of concrete or
masonry construction.
SUBSTANTIAL COMPLIANCE:
In accordance with UFAS, if no offer is received which fully meets handicapped
accessibility requirements for new construction, but an offer(s) is received which
substantially meets these requirements, then other offers which do not substantially
meet these requirements will not be considered. "Substantially meets" as used
herein with respect to the handicapped requirements means the offer fully complies
with the requirements stated in the following subparagraphs of "Handicapped
Accessibility ":
Parking and Loading Zones, Route, Ramps, Entrance and Egress, Stairs, Doors,
Drinking Fountains, Toilet Rooms and at least one elevator where necessary for
route. "Substantially meets" with regard to seismic safety means the Offeror has
provided an analysis by a registered structural engineer that specifically describes
all exceptions to full UBC compliance and a statement that the building has
adequate strength to resist the maximum credible earthquake without collapse.
Structural calculations may be required.
LESS THAN SUBSTANTIAL COMPLIANCE:
In accordance with UFAS, if no offer is received which either fully or substantially
meets the handicapped accessibility requirements of new construction,
consideration will be given only to offers which meet the following minimum
requirements:
(a) At least one accessible route shall be provided from an accessible entrance to
the leased space and all required accessible areas. At least one elevator shall
be provided where necessary for accessible route. Other handicapped
paragraphs shall apply as necessary, including but not limited to Controls and
Signage.
(b) If parking is provided, then accessible spaces shall be provided in conformance
with the table in the handicapped "Parking and Loading Zones" specifications.
(c) Accessible toilet rooms shall be provided as follows:
(1) Where more than one toilet room for each sex is provided on a floor on
which the Government leases space, at least one toilet room for each sex
on that floor shall be accessible.
(2) Where only one toilet room for each sex is provided on a floor on which the
Government leases space, either one unisex toilet room or one toilet room
for each sex on that floor shall be accessible.
(3) Where only one toilet room is provided in a building where the Government
leases space, one unisex toilet room shall be accessible.
(4) In a qualified historic building where the Advisory Council on Historic
Preservation determines that providing the above minimum accessible
toilet facilities would threaten or destroy the historic integrity of the space,
at least one unisex toilet room in the building shall be accessible.
If no offer is received which meets the minimum requirements described above,
offers will not be considered unless a waiver of handicapped requirements is
requested by the Contracting Officer and granted by the GSA Administrator.
If no offer meets the modified seismic safety requirements described above, the
Contracting Officer will make an award consistent with the other requirements of
the solicitation.
HANDICAPPED ACCESSIBILITY.
(a) PARKING AND LOADING ZONES:
(1) If parking is provided for employees or visitors or both, then level
accessible spaces shall be provided and designated in the parking area(s)
nearest an accessible entrance on an accessible route in conformance with
the following table:
TOTAL SPACE
IN LOT(S)
76 -
100
101 151
151.. - ....::
201
301 .... 400
401 : -. 500
501 1000
EXHIBIT A
MINIMUM NUMBER OF
ACCESSIBLE SPACES
1 ,
4
6
300
7
8
2% of total
20 plis 1 for each
100 over 1000
EXHIBIT A
(2) Accessible spaces shall be at least 8 feet wide with a 5- foot -wide access
aisle to walks and ramps. Two spaces may share a common aisle. These
spaces should be designed so the disabled are not compelled to wheel or
walk behind parked cars. Where passenger loading zones exist, an access
aisle at least 5 feet wide and 20 feet long adjacent and parallel to the
vehicle pull -up space shall be provided on an accessible route. Accessible
spaces shall be designated as reserved for the disabled by a sign with the
symbol of accessibility. Such sign shall not be obscured by a vehicle
parked in the space.
(b) ROUTE:
(1) At least one accessible route having no steps or abrupt changes in level
shall connect with all accessible elements, spaces, buildings, and courses
of passage. The minimum clear width of an accessible route shall be
36 inches. If an accessible route is less than 60 inches in width then it shall
have level passing zones, spaced at no more than 200 feet apart,
measuring a minimum of 60 inches by 60 inches.
(2) Floor surfaces and carpet shall be stable, secure, firm and slip resistant.
Changes in level up to % inch may be vertical and without edge treatment.
Level changes between' inch and 1 /2 inch shall be beveled with a slope no
greater than 1:2. Changes exceeding % inch shall be treated as a ramp.
Gratings in a route surface shall have spaces no wider than '/ inch in one
direction and shall be placed so that the long dimension of openings is
perpendicular to the dominant direction of travel.
(3) Objects projecting from walls with their leading edges between 27 and
80 inches above the finished floor shall protrude no more than 4 inches into
an accessible route. Freestanding objects mounted on posts or pylons
may overhang 12 inches maximum from 27 to 80 inches above the ground
or the finished floor. Objects mounted with their leading edges at or below
27 inches above the finished floor may protrude any distance However, no
protruding objects shall reduce the clear width of an accessible route or
maneuvering space. If vertical clearance of an area adjoining an
accessible route is reduced to less than 80 inches, a barrier to warn blind
or visually impaired persons shall be provided.
(4) Mechanical rooms and spaces which are not normally frequented by the
public or occupants and are not part of an accessible or emergency route
are excepted and need not be accessible.
EXHIBIT A
(c) ENTRANCE AND EGRESS:
At least one principal entrance at each grade floor level shall be accessible.
When existing entrances normally serve any of the following functions, then at
least one of the entrances serving each function shall be accessible:
transportation facilities, passenger loading zones, accessible parking facilities,
taxi stands, public streets and sidewalks or accessible interior vertical access.
An accessible entrance shall be part of an accessible route and shall include an
accessible door. A service entrance shall not be the sole accessible entrance
unless it is the only entrance. Accessible entrances shall be identified by the
international symbol of accessibility. The signs shall be located so that
handicapped individuals approaching the building will be directed to the
accessible entrance. All applicable specifications for entrance shall apply to
egress.
(d) RAMPS:
Any part of an accessible route with a slope greater than 1 foot rise in 20 feet
shall be considered a ramp. Where ramps are necessary, they shall have a
non -slip surface with a slope no greater than 1 foot rise in 12 feet. Ramps must
have a minimum clear width of 3 feet with level landings at the top and bottom
of each ramp run. Each landing shall be at least 5 feet in length and as wide as
any ramp run leading into it. The maximum rise for any run shall be 30 inches.
Intermediate landings for turning ramps shall measure a minimum of 5 feet by
5 feet. Handrails complying with "Handrails" shall be provided on both sides of
all ramps with a vertical rise greater than 6 inches. Ramps with drop -offs shall
have curbs (minimum 2 inches high), walls, railings or projecting surfaces.
Curb ramps shall be provided wherever an accessible route crosses a curb.
Curb ramps shall not interfere with walks or vehicular traffic. The maximum
slope of a curb ramp shall be a 1 inch rise per 12 -inch run. The maximum
length of a curb ramp shall be 6 feet with a minimum width of 36 inches,
exclusive of flared sides. If no other alternative is feasible, accessible platform
lifts may be used in lieu of a ramp or elevator. Lifts shall have accessible
controls and clearances, shall comply with applicable safety regulations, and
should facilitate unassisted entry and exit.
(e) STAIRS:
(1) If floors are serviced by an accessible elevator, then stairs connecting
these floors need not meet the accessibility requirements in "Stairs" and
"Handrails."
(2) All steps on a single flight of stairs shall have uniform riser heights and
uniform tread widths. Open riser stairs are not permitted. Risers shall be
sloped or the underside of the nosing shall have an angle of not less than
60 degrees from the horizontal.
(3)
(3)
EXHIBIT A
Stair treads shall not have abrupt nosings and shall be no less than
11 inches wide, measured from riser to riser. The radius of curvature at the
leading edge of the tread shall be no greater than 1/2 inch. The maximum
nosing projection shall be no greater than 11/2 inch.
(4) Tactile warning indicators shall not be used to identify exit stairs.
(f) HANDRAILS:
Handrails shall be provided on both sides of stairs and ramps. Handrails shall
be continuous and extend a minimum of 12 inches beyond the top riser and
12 inches plus the width of one tread beyond the bottom riser. At the top, the
12 -inch extension shall be parallel with the floor. At the bottom, the handrail
shall continue to slope for a distance of one tread width from the bottom riser
with the 12 -inch remainder being horizontal and parallel with the floor. The
inside handrail on switchback, dogleg stairs or ramps shall always be
continuous. Handrails shall not present a hazard and shall be either rounded
or returned smoothly to the floor, wall, or post. All handrails and adjacent
surfaces shall be free of any sharp or abrasive elements. Clear space between
handrails and the wall shall be 11/2 inches. Gripping surfaces shall be
uninterrupted and mounted between 30 and 34 inches above stair nosings.
The diameter or width of the gripping surfaces of a handrail shall be 1'/ inches
to 1% inches, or the shape shall provide an equivalent gripping surface.
Handrails shall not rotate within their fittings.
(g) DOORS:
(1) At least one accessible door or opening shall serve each accessible
entrance, space, route, egress, and emergency place of refuge. Revolving
doors or turnstiles shall not be the only means of passage along an
accessible route. Gates shall meet all applicable specifications for doors.
(2) Doorways shall have a minimum clear opening of 32 inches with the door
open 90 degrees, unless a wider clearance is specified within "Architectural
Finishes." If doorways have two independently operated door leaves, then
at least one leaf shall provide a minimum clear opening of 32 inches.
Doors not requiring full user passage, such as shallow closets, may have a
minimum clear opening of 20 inches. Doors in a series shall swing either in
the same direction or away from the space between the doors. The
minimum space between hinged or pivoted doors in a series shall be
48 inches plus the width of any door swinging into the space.
Raised thresholds at doors shall be beveled with a slope no greater than
1:2 and shall not exceed % inch in height for exterior sliding doors or
% inch for other doors. Operating hardware on accessible doors shall be
mounted no higher than 48 inches above the finished floor and shall have a
grip and operation which facilitates use with one hand without tight
grasping, tight pinching, or twisting of the wrist. Doors leading to areas
EXHIBIT A
which are potentially dangerous for blind individuals shall have textured
warning handles or handle covers. If a door has an automatic closer, then
the sweep period shall be adjusted so that from an open position of 70
degrees, the door will take at least 3 seconds to move to a point 3 inches
from the latch. Fire doors shall have the minimum opening force allowable
by the appropriate administrative authority. All other interior doors shall
have a maximum opening force of 5 foot - pounds. If power- operated doors
are provided, they shall comply with ANSI A156.10 -1979.
(4) Clearances shall be provided at doors that are not automatic or power
assisted and shall comply as required below.
SWING DOOR MANEUVERING CLEARANCES:
(i) Where the approach faces the door, the maneuvering clearance shall
extend a minimum of 5 feet from the swing side of the door, 4 feet from
the opposite side and a minimum of 11/2 feet past the latch side (pull
side) and, for doors with automatic closers, a minimum of 1 foot past
the latch side (push side) of the door.
(ii) Where the approach is from the hinge side of the door, the
maneuvering clearance shall extend a minimum of 5 feet from the
swing side of the door when the clearance past the latch (pull side)
extends to a minimum of 3 feet, 4% feet from the swing side of the door
when the clearance past the latch (pull side) extends to a minimum of
31/2 feet, 4 feet from the opposite side and a minimum of 2 feet past the
hinged side (push side).
(iii) Where the approach is from the latch side of the door, the maneuvering
clearance shall extend a minimum of 41/2 feet from the swing side of the
door, 4 feet from the opposite side and a minimum of 2 feet past the
latch side (push and pull sides).
(iv) where automatic door closers are not used and the approach is from
the side, the above minimum maneuvering clearances are reduced by
'/ foot from either face of the door except on the pull side on a latch
side approach.
SLIDING AND FOLDING DOOR MANEUVERING CLEARANCES:
(i) Where the approach faces the door, the maneuvering clearance shall
extend a minimum of 4 feet from the face of the door and have width at
least as wide as the door.
(ii) Where the approach is from the slide side of the door, the maneuvering
clearance shall extend a minimum of 3'/ feet from the face of the door
and 41/2 feet from the latch.
EXHIBIT A
(iii) Where the approach is from the latch side of the door, the maneuvering
clearance shall extend a minimum of 3 feet from the face of the door
and 2 feet from the latch.
(h) ELEVATORS:
One accessible passenger elevator complying with American National
Standards Institute Handbook (ANSI A117.1 -1986) and Section 4.10 Of UFAS,
entitled "Elevators," shall serve each level in all multistory buildings and
facilities. If more than one passenger elevator is provided, then each elevator
shall be equally accessible. All elevator control buttons shall be at least % inch
in their smallest dimension and shall be raised or flush. Additional
specifications for elevators are located in the "Elevators" paragraph of the
"Mechanical, Electrical, Plumbing" section of this solicitation and in the
"Controls" paragraph below.
(i) TELEPHONES:
If public telephones are provided, then at least one unit per floor and at least
one unit per bank of adjacent units shall provide accessible operation and
comply with "Controls." Accessible telephones shall have push- button controls
where available. The handset on an accessible telephone shall be equipped
with a cord at least 29 inches long and a receiver that generates a magnetic
field in the area of the receiver cap. At least one accessible public telephone
shall be equipped with a volume control and clearly identified as such.
Telephone books shall also be accessible.
(j) CONTROLS:
(1) Accessible controls and operating mechanisms are required in accessible
spaces, along accessible routes, or as parts of accessible elements.
Accessible controls shall have clear approach areas at least 30 inches wide
by 48 inches long that allow either forward or parallel approach by a
wheelchair. Accessible controls shall be between 15 inches and 48 inches
in height for a forward approach or between 9 inches and 54 inches for a
parallel approach. Accessible controls and operating mechanisms shall be
operable with one hand and shall not require tight grasping, pinching, or
twisting of the wrist. The force required to activate controls shall be no
greater than 5 foot - pounds.
(2) Standard wall- mounted electrical and communications system outlets shall
be at least 15 inches above the floor.
(3) Elevator hall and lobby call buttons shall be centered at 42 inches above
the floor and interior buttons shall comply with the above height restrictions.
The highest part of a two -way communication system inside an elevator
cab cannot exceed 48 inches from the floor.
(k) SIGNAGE:
(1) The following elements and spaces of facilities which are accessible to
handicapped persons shall be identified with the international symbol of
accessibility:
(i) parking spaces designated as reserved for physically handicapped
people
(ii) passenger loading zones;
(iii) accessible entrances, and
(iv) accessible toilet and bathing facilities.
(2) Permanent signage for elements, spaces and rooms of accessible facilities
shall also comply with the following:
(i) Letters and numbers shall have a width -to- height ratio between 3:5 and
1:1 and a stroke width -to- height ratio between 1:5 and 1:10. They shall
also be raised 1/32 inch minimum and shall be sans serif characters.
(ii) Raised characters and symbols shall contrast with their background
and shall be between 5/8 inch and 2 inches high, and shall have a
stroke width of at least '% inch. Symbols or pictographs shall be raised
1/32 inch minimum.
(iii) Interior signs shall be mounted on the latch side of doors at a height of
54 to 66 inches.
(I) ALARMS:
In all new construction, and in existing buildings where the fire alarm system is
being replaced or installed, the fire alarm system is required to have the
following:
(1) (Noncoded) audible and visible alarm devices in accordance with the
National Fire Protection Association (NFPA) Standard No. 72G
or
EXHIBIT A
(2) (Noncoded) audible and visible alarm devices in accordance with
association (NFPA) Standard No. 72G and an equivalent specialized
warning system for the hearing impaired. When utilizing visible alarm
devices, the indirect primary signaling method is recommended to be used.
Also, notification characteristics of the audible and visual alarm devices
shall be in accordance with NFPA 72G.
(m) DRINKING FOUNTAINS:
The Lessor shall provide a minimum of one chilled drinking fountain within
every 150 feet of travel distance on each floor of office space. Approximately
50 percent or at least 1 (whichever is greater) of the water fountains on each
floor must be accessible to the handicapped. Accessible fountains shall have
spouts and hand - operated controls which are front - mounted and no higher than
36 inches above the finished floor. The spout shall provide water flowing at
least 4 inches high in a trajectory parallel or nearly parallel to the front of the
unit. Accessible fountains shall meet the "Handicapped Accessibility"
subparagraph entitled "Controls." Accessible wall and post mounted units shall
have a clear knee space between the bottom of the apron and the floor at least
27 inches high, 30 inches wide, and 17 to 19 inches deep. Units shall have a
minimum clear space of 30 inches by 48 inches to allow forward wheelchair
approach. Units not having free space under them shall have a clear floor
space of 30 inches by 48 inches to allow a side approach from a person in a
wheelchair.
(n) STORAGE FACILITIES:
If storage facilities such as cabinets, shelves, or closets are provided in
accessible spaces, at least one of each type shall have the following
specifications. A clear floor space at least 30 inches by 48 inches shall be
provided that allows either a forward or parallel approach by a person in a
wheel chair. Hardware shall be installed in accordance with the controls
paragraph. Accessible storage spaces shall have a reach range no lower than
9 inches from the floor and no higher than 54 inches from the floor.
(o) ASSEMBLY AREAS:
(1) If places of assembly are provided in accessible areas, they shall comply
with the following table:
CAPACITY OF SEATING NUMBER OF REQUIRED
AND ASSEMBLY AREAS WHEELCHAIR LOCATIONS
< than 50: 1
50 - 75 3
76 100 4
101 5
151 - 7 200
300
301 400
401 500
501 - 1000
EXHIBIT A
6
7
8
9
2% of total
20 plus 1 for each
TOO over 4000
EXHIBIT A
(2) Assembly areas with audio amplification equipment shall have a listening
system for a reasonable number of people, but no fewer than two, with a
severe hearing loss. A clear, level floor space of 60 inches by 66 inches for
side access seating or 48 inches by 66 inches for forward /rear access
seating shall be provided.
(p) SEATING AND WORK SURFACES:
If built in seating or work surfaces are provided in accessible areas, they
5 percent or at least one of each type shall be made accessible. Tops of work
surfaces shall be 28 inches to 34 inches from the floor. Knee spaces, shall be
at least 27 inches high, 30 inches wide, and 19 inches deep.
(q) TOILET ROOMS:
(1) Accessible toilet rooms shall be on accessible routes, have accessible
doors, and have unobstructed maneuvering clearances at least 5 feet in
diameter which may overlap the clear space required by other accessible
features. At least one standard accessible toilet stall with the following
features and clearances shall be provided in each accessible toilet room:
(i) Accessible toilet rooms shall be identified with the international symbol
of accessibility, located on the latch side of the door at a height of
55 inches minimum and 66 inches maximum.
(ii) A stall shall have a clear floor area with dimensions at least 60 inches
wide and 56 inches deep for wall mounted closets or 59 inches deep
for floor mounted closets.
(iii) A stall door shall be located in the corner opposite the toilet and shall
not swing over the stall's minimum clear floor area.
(iv) The top center of the toilet seat shall be located 17 to 19 inches above
the floor and 18 inches from a side stall wall. Seats shall not be sprung
to return to a lifted position.
(v) Two sturdy grab bars with a minimum diameter of 11/2 to 1 inches
shall be mounted 1% inches from the wall and parallel to the floor at a
height of 33 to 36 inches. One bar shall be at least 3 feet long, run
above the toilet, and begin at a maximum of 6 inches from the corner
adjacent to the toilet. The second bar shall begin at a maximum of
12 inches from the corner adjacent to the toilet and run to a point at
least 54 inches from the rear wall. Bars shall be unobstructed and free
of sharp or abrasive edges.
(vi) Toilet paper dispensers having an unrestricted paper flow shall be
located within reach and at least 19 inches above the floor.
EXHIBIT A
(vii) Flush controls shall be automatic or hand operated and mounted on
the wide side of toilet areas no more than 44 inches above the floor.
(2) In instances of initial alterations work where provisions for a standard
accessible stall are structurally impracticable or where plumbing code
requirements prevent combining existing stalls to provide space, an
alternate stall may be provided. Alternate stalls shall have the following
minimum substitute features and clearances:
(i) A clear floor area shall have dimensions at least 36 inches wide and
66 inches deep for wall mounted closets or 69 inches deep for floor
mounted closets. Bars shall be mounted on each side, begin at a
maximum of 12 inches from the rear wall, and run to a point at least
54 inches from the rear wall. or
(ii) A clear floor area shall have dimensions at least 48 inches wide and
66 inches deep for wall mounted closets or 69 inches deep for floor
mounted closets. One bar shall be at least 3 feet long, run above the
toilet, and begin at a maximum of 6 inches from the corner adjacent to
the toilet. The second bar shall begin at a maximum of 12 inches from
the corner adjacent to the toilet and run to a point at least 54 inches
from the rear wall.
(3) Where urinals are provided, at least one shall be accessible. Accessible
urinals shall be stall -type or wall -hung with an elongated rim at a maximum
of 17 inches above the floor, shall have automatic or hand operated flush
controls no more than 44 inches above the floor, and shall have a clear
floor space 30 inches by 48 inches for forward approach. Privacy shields
that do not extend beyond the front edge of the urinal rim may be provided
with 29 inches clearance between them.
(4) Where lavatories, mirrors, controls, dispensers, receptacles, or other
equipment is provided, at least one of each shall be accessible to the
handicapped. Accessible mirrors shall be mounted with the bottom edge of
the reflecting surface no higher than 40 inches from the floor. Accessible
lavatories shall be mounted with the rim or counter surface no higher than
34 inches and the lower front edge at least 29 above the finished floor.
Accessible lavatories shall have a knee clearance at least 8 inches deep
and 27 inches high, a toe clearance at least 9 inches high, and a clear
forward approach at least 30 inches wide and 48 inches deep which
extends 17 to 19 inches underneath the lavatory. Accessible lavatories
shall have accessible faucet controls. Self- closing faucet valves must
remain open at least 10 seconds. In the area beneath all lavatories, there
shall be no sharp or abrasive surfaces. Hot water and drain pipes shall be
insulated or covered and protrude no more than 6 inches from the wall.
EXHIBIT A
SAFETY AND ENVIRONMENTAL MANAGEMENT
OCCUPANCY PERMIT (OCT 1996)
The Lessor shall provide a valid Occupancy Permit for the intended use of the
Government and shall maintain and operate the building in conformance with
current local codes and ordinances. If the local jurisdiction does not issue
occupancy permits, Offerors should consult the contracting officer to determine if
other documentation may be needed.
FIRE AND LIFE SAFETY (OCT 1996)
(a) Below -grade space to be occupied by Government and all areas in a' building
referred to as "hazardous areas" in National Fire Protection Association
Standard 101, known as the "Life Safety Code," or any successor standard
thereto, must be protected by an automatic sprinkler system or an equivalent
level of safety.
(b) If offered space is 3 stories or more above grade, the Lessor shall provide
written documentation that the building meets egress and fire alarm
requirements as established by NFPA Standard No. 101 or equivalent.
However, if 1) offered space is 5 stories or less above grade, 2) the total
Government leased space in the building (all leases combined) will be less than
35,000 square feet, and 3) the building is sprinklered, this documentation is not
required.
(c) If offered space is 6 stories or more above grade, additional fire and life safety
requirements may apply. Therefore, the offeror must advise GSA in its offer
whether or not the offered space, or any part thereof, is on or above the sixth
floor of the offered building.
SPRINKLER SYSTEM (OCT 1996)
(a) If any portion of the offered space is on or above the 6th floor, and lease of the
offered space will result, either individually or in combination with other
Government leases in the offered building, in the Government leasing more
than 35,000 BOMA Usable square feet of space in the offered building, then
the entire building must be protected by an automatic sprinkler system or an
equivalent level of safety.
(b) If an offeror proposes to satisfy any requirement of this clause by providing an
equivalent level of safety, the offeror must submit, for Government review and
approval, a fire protection engineering analysis, performed by a qualified fire
protection engineer, demonstrating that an equivalent level of safety for the
offered building exists. Offerors should contact the Contracting Officer for
further information regarding Government review and approval of "equivalent
level of safety" analyses. (See 41 CFR 101 -6.6 for guidance on conducting an
equivalent level of safety analysis.)
EXHIBIT A
(c) Definition: "Equivalent level of safety" means an alternative design or system
(which may include automatic sprinkler systems), based upon fire protection
engineering analysis, which achieves a level of safety equal to or greater than
that provided by automatic sprinkler systems.
MANUAL FIRE ALARM SYSTEMS (OCT 1996)
Manual fire alarm systems shall be provided in accordance with NFPA Standard
101 (current as of the date of this solicitation). Systems shall be maintained and
tested by the Lessor in accordance with NFPA Standard 72. The fire alarm system
wiring and equipment must be electrically supervised and automatically notify the
local fire department (NFPA Standard No. 72) or approved central' station.
Emergency power must be provided in accordance with NFPA Standards No. 70
and 72.
OSHA REQUIREMENTS (OCT 1996)
The Lessor shall maintain buildings and space in a safe and healthful condition
according to the Occupational Safety and Health Administration (OSHA) standards.
ASBESTOS (OCT 1996)
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
Environmental Protection Agency guidance shall be implemented.
ASBESTOS (OCT 1996)
(a) Offers are requested for space with no asbestos - containing materials (ACM), or
with ACM in a stable, solid matrix (e.g., asbestos flooring or asbestos cement
panels) which is not damaged or subject to damage by routine operations. For
purposes of this "Asbestos" paragraph, "space" includes the space offered for
lease, common building areas and ventilation systems and zones serving the
space offered, and the area above suspended ceilings and engineering space
in the same ventilation zone as the space offered. If no offers are received for
such space, the Government may consider space with thermal system
insulation ACM (e.g., wrapped pipe or boiler lagging) which is not damaged or
subject to damage by routine operations.
(b) Definition. ACM is defined as any materials with a concentration of greater than
1 percent by dry weight of asbestos.
(c) Space with ACM of any type or condition may be upgraded by the offeror to
meet the conditions described in subparagraph (a) by abatement (removal,
enclosure, encapsulation, or repair) of ACM not meeting those conditions. If an
offer involving abatement of ACM is accepted by the Government, the Lessor
shall, prior to occupancy, successfully complete the abatement in accordance
with Occupational Safety and Health Administration (OSHA), Environmental
Protection Agency (EPA), Department of Transportation (DOT), State, and local
regulations and guidance.
Management plan. If space is offered which contains ACM, the offeror must
submit an asbestos - related management plan for acceptance by the
Government prior to lease award. This plan must conform to EPA guidance, be
implemented prior to occupancy, and be revised promptly when conditions
affecting the plan change. If asbestos abatement work is to be performed in the
space after occupancy, the Lessor shall submit to the Contracting Officer the
occupant safety plan and a description of the methods of abatement and
reoccupancy clearance, in accordance with OSHA, EPA, DOT, State, and local
regulations and guidance, at least 4 weeks prior to the abatement work.
INDOOR AIR QUALITY (OCT 1996)
(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 parts per million (ppm) time -
weighted average (TWA - 8 -hour sample); CO2 - 1000 ppm (TWA);
formaldehyde - 0.1 ppm (TWA).
(b) The Lessor shall make a reasonable attempt to apply insecticides (except
-- traps), paints, glues, adhesives, and heating, ventilating and air conditioning
(HVAC) system cleaning compounds with highly volatile or irritating organic
compounds, outside of working hours. The Lessor shall provide advance notice
to the tenant before applying noxious chemicals in occupied spaces, and
adequate ventilation in those spaces during working hours during and after
application.
(e)
EXHIBIT A
(c) The Lessor shall, at all times, supply adequate ventilation to the leased
premises with air having contaminants below OSHA or EPA action levels and
permissible exposure limits, and without noxious odors or dusts. The Lessor
shall conduct HVAC system balancing after all HVAC system alterations; and
make a reasonable attempt to schedule major construction outside of office
hours.
(d) The Lessor shall promptly investigate indoor air quality (IAQ) complaints and
shall implement controls, including alteration of building operating procedures
(e.g., adjusting air intakes, adjusting air distribution, cleaning and maintaining
HVAC systems, etc.), to address such complaints.
(e) The Government reserves the right to conduct independent IAQ assessments
and detailed studies in space it occupies, as well as in space serving the
Government - leased space (e.g., common use areas, mechanical rooms, HVAC
systems, etc.). The Lessor shall assist the Government in its assessments and
detailed studies by making available information on building operations and
Lessor activities, and providing access to space for assessment and testing, if
required, and implement corrective measures required by the Contracting
Officer
EXHIBIT A
RADON IN AIR (OCT 1996)
If space planned for occupancy by the Government is on the second floor above
grade or lower, the Lessor shall, prior to occupancy, test the leased space for 2 -3
days using charcoal cannisters or Electret Ion Chambers to ensure radon in air
levels are below the Environmental Protection Agency's action concentration of 4
picoCuries /liter. After the initial testing, a followup test for a minimum of 90 days
using Alpha Track Detectors or Electret Ion Chambers must be completed.
RADON IN AIR (OCT 1996)
(a) The radon concentration in the air of space leased to the Government, shall be
less than the Environmental Protection Agency (EPA) action concentration for
homes of 4 picoCuries per liter (pCi /L), herein called the "EPA action
concentration."
(b) Initial testing:
(1) The Lessor shall test for radon that portion of space planned for occupancy
by the Government in ground contact or closest to the ground up to and
including the second floor above grade (space on the third or higher floor
above grade need not be measured), report the results to the Contracting
Officer upon award, and promptly carry out a corrective action program for
any radon concentration which equals or exceeds the EPA action level.
(2) Testing sequence: The Lessor shall measure radon by the Standard Test
in subparagraph (d)(1), completing the Test not later than 150 days after
award, unless the Contracting Officer decides that there is not enough time
to complete the Test before Government occupancy, in which case the
Lessor shall perform the Short Test in subparagraph (d)(2).
(3) If the space offered for lease to the Government is in a building under
construction or proposed for construction, the Lessor shall, if possible,
perform the Standard Test during buildout before Government occupancy
of the space. If the Contracting Officer decides that it is not possible to
complete the Standard Test before occupancy, the Lessor shall complete
the Short Test before occupancy, and the Standard Test not later than 150
days after occupancy.
(c) Corrective action program:
(1) Program initiation and procedures:
(i) If the Government or the Lessor detects radon at or above the EPA
action level at any time before Government occupancy, the Lessor
shall carry out a corrective action program which reduces the
(iv) The Lessor shall provide the Government with prior written notice of
any proposed corrective action or tenant relocation. The Lessor shall
promptly revise the corrective action program upon any change in
building condition or operation which would affect the program or
increase the radon concentration to or above the EPA action level.
(2) The Lessor shall perform the Standard Test in subparagraph (d)(1) to
assess the effectiveness of a corrective action program. The. Lessor may
also perform the Short Test in subparagraph (d)(2) to determine whether
the space may be occupied, but shall begin the Standard Test concurrently
with the Short Test.
(3)
EXHIBIT A
concentration to below the EPA action level before Government
occupancy.
(ii) If the Government or the Lessor detects a radon concentration at or
above the EPA action level at any time after Government occupancy,
the Lessor shall promptly carry out a corrective action program which
reduces the concentration to below the EPA action level.
(iii) If the Government or the Lessor detects a radon concentration at or
above the EPA residential occupancy concentration of 200 pCi /L at any
time after Government occupancy, the Lessor shall promptly restrict
the use of the affected area, and provide comparable temporary space
for the tenants, as agreed to by the Government, until the Lessor
carries out a prompt corrective action program which reduces the
concentration to below the EPA action level and certifies the space for
reoccupancy.
All measures to accommodate delay of occupancy, corrective action,
tenant relocation, tenant reoccupancy, or follow -up measurement, shall be
provided by the Lessor at no additional cost to the Government.
(4) If the Lessor fails to exercise due diligence, or is otherwise unable to
reduce the radon concentration promptly to below the EPA action level, the
Government may implement a corrective action program and deduct its
costs from the rent.
(d) Testing procedures:
(1) Standard Test: Place Alpha Track Detectors or Electret Ion Chambers
throughout the required area for 91 or more days so that each covers no
more than 2,000 square feet of usable space. Use only devices listed in the
EPA Radon Measurement Proficiency (RMP) Program Application Device
Checklists. Use a laboratory rated proficient in the EPA Program to analyze
the devices. Submit the results and supporting data (sample location,
device type, duration, radon measurements, laboratory proficiency
EXHIBIT A
certification number, and the signature of a responsible laboratory official)
within 30 days after the measurement.
(2) Short Test: Place Alpha Track Detectors for at least 14 days, or Electret Ion
Chambers or charcoal canisters for 2 to 3 days, throughout the required
area so that each covers no more than 2,000 square feet of usable space,
starting not later than 7 days after award. Use only devices listed in the
EPA RMP Program Application Device Checklists. Use a laboratory rated
proficient in the EPA Program to analyze the devices, and submit the
results and supporting data within 30 days after the measurement. In
addition, complete the Standard Test not later than 150 days after
Government occupancy.
RADON IN WATER (SEP 1991)
(a) Two water samples constituting a sampling pair shall be taken from the same
location for quality control. They shall be obtained inside the building and as
near the non - public water source as is practical, in accordance with EPA's
"Radon In Water Sampling Program Manual." Analysis of water samples for
radon must be performed by a laboratory that uses the analytical procedures
as described in EPA's 'Two Test Procedures For Radon In Drinking Water."
(b) The Lessor shall perform the necessary radon testing and submit a certification
to the Contracting Officer before the Government occupies the space.
(c) If the EPA action level is reached or exceeded, the Lessor shall institute
abatement methods, such as aeration, which reduce the radon to below the
EPA action level prior to occupancy by the Government, and are promptly
revised when building conditions which would or do affect the program change.
HAZARDOUS MATERIALS (OCT 1996)
The leased space shall be free of hazardous materials according to applicable
Federal, State, and local environmental regulations.
RECYCLING (OCT 1996)
Where State and /or local law, code or ordinance require recycling programs for the
space to be provided pursuant to this solicitation, the successful offeror shall
comply with such State and /or local law, code or ordinance in accordance with the
paragraph of the General Clauses entitled "Compliance with Applicable Law." In all
other cases, the successful offeror shall establish a recycling program in the leased
space where local markets for recovered materials exist. The Lessor agrees, upon
request, to provide the Government with additional information concerning recycling
programs maintained in the building and the leased space.
EXHIBIT B
RENTAL
MINIMUM MONTHLY RENT. In consideration of the demise and leasing of the
premises aforesaid by Landlord, the Tenant covenants, stipulates and agrees to pay to
the Landlord as rental for said premises herein above described, at the rate per the
schedule attached hereto as Exhibit B.
In consideration of the undertaking of the Kodiak Island Borough to construct the
premises for occupancy on or before October 1, 1998, the Tenant shall commence the
payment of Ground Rent if the premises are substantially completed for occupancy.
However, if the premises are not substantially completed by January 1, 1999, the
Tenant shall commence payment of the Ground Rent. Services Rent including
common area expenses shall be abated in full during any period between October 1,
1998, and the date that the building is available for occupancy.
Ground Rent is calculated by prorating the debt service payable on the Bonds for the
construction of the Near island Research Facility, over the lease term. Debt service is
comprised of principal and interest on any outstanding Bonds. If the Bonds are
refunded, Ground Rent shall be principal and interest on the Refunding Bonds instead
of principal and interest on the Refunded Bonds, and Exhibit B shall be modified
accordingly. Any prepayment of lease by Tenant shall be applied to Ground Rent and
prorated over the remaining term of the lease and Exhibit B shall be modified
accordingly. Tenant's proportionate share of the bond principal is established at
$8,000,000.
The obligation of Tenant to pay Ground Rent is without set -off and is absolute and
unconditional. When the Bonds are no longer outstanding, Tenant shall pay for
Services Rent only.
All rentals, unless and until otherwise directed in writing by Landlord, shall be paid to
the Landlord at 710 Mill Bay Road, Kodiak, Alaska 99615, or at such other place as
Landlord may designate from time to time in writing.
Tenant shall pay to Landlord as part of the Rent described above, Tenant's
proportionate share of all common area expenses. For the purpose of this Section, the
term "common area expenses" means Landlord's total costs and expenses incurred in
owning, operating, maintaining and repairing the common areas, including without
limitation, costs for all electricity, gas, water or fuel used in connection with the
operation, maintenance, use and repair of common areas; the amount paid for all
electricity furnished to the common areas to light the parking lots or for any other
purpose; the cost of patching, repairing, repaving or restriping the parking lots the
amount paid for all labor and /or wages and other payments including costs to Landlord
of worker's compensation and disability insurance, payroll taxes, welfare and fringe
benefits made to janitors, employees, contractors and subcontractors of Landlord
EXHIBIT B
involved in the operation and maintenance of the common areas; managerial,
administrative and telephone expenses related to operation and maintenance of the
common areas; the total charges of any independent contractors employed in the care,
operation, maintenance, cleaning and landscaping, the amount paid for all supplies,
tools, replacement parts of components, equipment and necessities which are
occasioned by everyday wear and tear; the amount paid to maintenance reserve based
on projected replacement of building components; the amount paid for premiums for all
insurance required from time to time by Landlords or Landlord's mortgages and the pro
rata costs of machinery and equipment purchased or leased by Landlord to perform its
common area maintenance obligations. To the extent that landlord elects to provide
services which are not separately metered or directly billed to Tenant, such as water
and trash hauling, the costs of such services shall be included in common area
expenses. Common area expenses shall not, however, include interest on debt, capital
retirement of debt, costs properly chargeable to the capital account, except for capital
expenditures that are required by changes in any governmental law or regulation in
which case such expenditures, plus interest on the unamortized principal investments
at eight percent (8 %) per annum, shall be amortized over the life of the improvements
and included in common area expenses. The rent for common area expenses is
established at $699,076 subject to an annual escalation as described in Exhibit G.
Tenants shall pay Landlord as part of the rent described above, Tenant's proportionate
share of all services costs for the Demised Premises used exclusively by the Tenant.
"Services" means landlord's total costs and expenses as described above as "Common
Area Expenses ". Tenant's proportionate share is established at 81.2 %.
Pursuant to the total breakdown of Project Costs as described in Exhibit H, Tenant shall
pay Landlord $3,000,000 in progressive lump -sum payments for the Laboratory
Building Costs as the building improvements are completed.
2
Year
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
FIRST YEAR OF LEASE:
EXHIBIT B
SCHEDULE OF ANNUAL RENT PAYMENTS
Rent will be paid monthly in arrears. The base rent will include ground rent, services
and common area expenses, and will be paid automatically in arrears (no invoice
needed). Payment for any partial month's occupancy shall be prorated, based upon a
thirty (30) day month.
Commencing with actual occupancy of the leased facilities in 1998, the Tenant will pay
rent according to the following schedule:
BASE RENT PAYMENT: ($amounts are estimated for this draft)
Ground Rent Services
3
$ 699,076
(As adjusted by
Anchorage CPI)
Total Base Rent
$ 1,455,076
Sum of Ground
Rent and Services
The monthly payment for base rent shall be $1,455,076 divided by 12= $121,256.34
GENERAL SERVICES ADMINISTRATION
PUBLIC BUILDINGS SERVICE
LESSOR'S ANNUAL COST STATEMENT
IMPORTANT - Read attached 'Instructions'
1. REQUEST FOR LEASE PROPOSALS
2. STATEMENT DATE
3. RENTABLE AREA
(SO. FT.)
3 A. ENTIRE BUILDING
3B, LEASED BY GOVT
4.BUILDING NAME AND ADDRESS (No., street city, state, and zip code)
NEAR ISLAND RESEARCH FAC LITY, KODIAK , ALASKA 99615
SECTION I - ESTIMATED ANNUAL COST OF SERVICES AND UTILITIES NOAH - 81.2 %g BLDG.
FURNISHED BY LESSOR AS PART OF RENTAL CONSIDERATION WATER SYSTEMS - 84%
SERVICES AND UTILITIES
LESSOR'S ANNUAL COST FOR
FOR GOVERNMENT
USE ONLY (c)
(a) ENTIRE BUILDING
(b) GOVT-LEASED AREA
A. CLEANING, JANITOR AND /OR CHAR SERVICE
5. SALARIES
45,000
$36,540
6. SUPPLIES (Wax, cleansers, cloths. etc.)
10,000
8,120
7. CONTRACT SERVICES (Window washing, waste and snow removal)
5,000
4,060
B. HEATING
8. SALARIES
9. FUEL
re me)
1 X
OIL
GAS
I COAL
ELECTRIC
58,000
47,096
10. SYSTEM MAINTENANCE AND REPAIR
3,000
2,436
C. ELECTRICAL
11. CURRENT FOR LIGHT AND POWER (Including elevators)
180,000
146,160
12. REPLACEMENT OF BULBS. TUBES, STARTERS
3,000
2,436
13. POWER FOR SPECIAL EQUIPMENT (SEAWATER SYSTEM)
114,000
95,760
14. SYSTEM MAINTENANCE AND REPAIR (Ballasts, fixtures, etc)
45,000
36,540
D. PLUMBING
15. WATER (Fore/! purposes) (Include sewege charges)
9,000
7,308
18. SUPPLIES ( Soap, towels, fissues not in6above)
3,000
2,436
17. SYSTEM MAINTENANCE AND REPAIR
5,000
4,060
E. AIR CONDITIONING
18. UTILITIES (Include electricity, if not in C11) VENTILATION
15,000
12,180
19. SYSTEM MAINTENANCE AND REPAIR
5,000
4,060
F. ELEVATORS
20. SALARIES (Opemfors, starters etc.)
21. SYSTEM MAINTENANCE AND REPAIR
2,000
1,624
G. MISCELLANEOUS (To the extent not included above)
22. BUILDING ENGINEER AND/OR MANAGER
105,000
85,260
23. SECURITY (Watchmen, guerds, not janitors)
24. SOCIAL SECURITY TAX AND WORKMEN'S COMPENSATION INSURANCE
12,000
9,744
25. LANM AND LAN6Sr MAINTENANCE
10,000
8,120
28. OTHER (Explain on separate shoed
27. TOTAL
$629,000
$513,940
$
SECTION II • ESTIMATED ANNUAL COST OF OWNERSHIP EXCLUSIVE OF CAPITAL CHARGES
28. REAL ESTATE TAXES
29. INSURANCE (Huard, liability, etc.)
28,000
22.736
30. BUILDING MAINTENANCE AND RESERVES FOR REPLACEMENT
200,000
162,400
31. LEASE COMMISSION
32. MANAGEMENT
33. TOTAL
$228,000
$ 185,136
$
LESSOR'S CERTIFICATION - The amounts entered in Columns (a) and (b) represent my
best estimate as to the annual costs of services, utilities and onnership.
34 SIGNATURE OF ❑ OWNER ❑ LEGAL AGENT
TYPED NAME AND TITLE
SIGNATURE
DATE
34A.
34B.
34C.
35A.
359.
35C.
GSA DC 85-2381
EXHIBIT C
GSA FORM 1217
CATEGORY
DEFINITIONS
GENERAL
PERFORMANCE
INSPECTION
PAYMENT
STANDARDS OF
CONDUCT
ADJUSTMENTS
AUDITS
DISPUTES
ENVIRONMENTAL
PROTECTION
LABOR STANDARDS
INITIALS:
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
Clause No.
EXHIBIT D
1 552.270 -10
2 552.270 -11
3 552.270 -18
4 552.270 -34
5 552.270 -35
6 552.270 -37
7 552.270 -38
8 552.270 -39
9 552.270 -27
10 552.270 -30
11 552.270 -32
12 552.270 -12
13 552.270 -17
14 552.270 -15
15 552.270 -19
16 552.270 -41
17 552.270 -16
18 552.232 -71
19 552.232 -73
20 552.232 -72
21 52.232 -23
22 552.270 -31
23 552.203 -5
24 52.203 -7
25 52.203 -9
48 CFR Ref. Clause Title
Definitions
Subletting and Assignment
Successors Bound
Subordination, Nondisturbance and
Attomment
Statement of Lease
No Waiver
Integrated Agreement
Mutuality of Obligation
Delivery and Condition
Progressive Occupancy
Effect of Acceptance and Occupancy
Maintenance of Building and
Premises -Right of Entry
Failure in Performance
Compliance with Applicable Law
Alterations
Acceptance of Space
Inspection -Right of Entry
Prompt Payment
Electronic Funds Transfer Payment
Invoice Requirements
Assignment of Claims
Payment
Covenant Against Contingent Fees
Anti - Kickback Procedures
Requirement for Certificate of
Procurement Integrity- Modification
26 552.203 -73 Price Adjustment for Illegal or Improper
Activity
27 52.215 -22 Price Reduction for Defective Cost or
Pricing Data
28 552.270 -20 Proposals for Adjustment
29 552.270 -21 Changes
30 552.215 -70 Examination of Records
31 52.233 -1 Disputes
32 552.270 -40 Asbestos and Hazardous Waste
Management
33 52.222 -26 Equal Opportunity
34 52.222 -35 Affirmative Action for Special Disabled
and Vietnam Era Veterans
35 52.222 -36 Affirmative Action for Handicapped
Workers
36 52.222 -37 Employment Reports on Special
Disabled Veterans and Veterans of the
Vietnam Era
8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 1 (REV 4/96)
SUBCONTRACTING
EXHIBIT D
37 52.209 -6 Protecting the Government's Interest
When Subcontracting With Contractors
Debarred, Suspended, or Proposed for
Debarment
38 52.215 -24 Subcontractor Cost or Pricing Data
39 52.219 -8 Utilization of Small, Small
Disadvantaged and Women -Owned
Small Business Concems
40 52.219 -9 Small, Small Disadvantaged and
Women -Owned Small Business
Subcontracting Plan
41 52.219 -16 Liquidated Damages- Subcontracting
Plan
INITIALS: &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 2 (REV 4/96)
EXHIBIT D
GENERAL CLAUSES
(Acquisition of Leasehold Interests in Real Property)
1. 552.270 -10 - DEFINITIONS (AUG 1992)
The following terms and phrases (except as otherwise expressly provided or unless the context
otherwise requires) for all purposes of this lease shall have the respective meanings hereinafter
specified:
(a) "Commencement Date" means the first day of the term.
(b) "Contract" and "Contractor" means "Lease" and "Lessor," respectively.
(c) "Contracting Officer" means a person with the authority to enter into, administer, and /o r
terminate contracts and make related determinations and findings. The term includes
certain authorized representatives of the Contracting Officer acting within the limits of their
authority as delegated by the Contracting Officer.
(d) "Delivery Date" means the date specified in or determined pursuant to the provisions of this
lease for delivery of the premises to the Govemment, improved in accordance with the
provisions of this lease and substantially complete, as such date may be modified in
accordance with the provisions of this lease.
(e) "Delivery Time" means the number of days provided by this lease for delivery of the
premises to the Govemment, as such number may be modified in accordance with the
provisions of this lease.
(f) "Excusable Delays" mean delays arising without the fault or negligence of Lessor and
Lessor's subcontractors and suppliers at any tier, and shall include, without limitation, (1)
acts of God or of the public enemy, (2) acts of the United States of America in either its
sovereign or contractual capacity, (3) acts of another contractor in the performance of a
contract with the Govemment, (4) fires, (5) floods, (6) epidemics, (7) quarantine restrictions,
(8) strikes, (9) freight embargoes, (10) unusually severe weather, or (11) delays of
subcontractors or suppliers at any tier arising from unforeseeable causes beyond the control
and without the fault or negligence of both the Lessor and any such subcontractor or
supplier.
(g) "Lessor" means the sub - lessor if this lease is a sublease.
(h) "Lessor shall provide" means the Lessor shall furnish and install at Lessor's expense.
(i) "Notice" means written notice sent by certified or registered mail, Express Mail or
comparable service, or delivered by hand. Notice shall be effective on the date delivery is
accepted or refused.
(j) "Premises" means the space described on the Standard Form 2, U.S. Government Lease
for Real Property, of this lease.
(k) "Substantially complete" and "substantial completion" means that the work, the common and
other areas of the building, and all other things necessary for the Government's access to
the premises and occupancy, possession, use and enjoyment thereof, as provided in this
lease, have been completed or obtained, excepting only such minor matters as do not
interfere with or materially diminish such access, occupancy, possession, use or enjoyment.
(I) "Work" means all alterations, improvements, modifications, and other things required for the
p reparation or continued occupancy of the premises by the Govemment as specified in this
lease.
2. 552.270 -11 - SUBLETTING AND ASSIGNMENT (AUG 1992)
The Govemment 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 Govemment 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 assignment shall
be subject to prior written consent of Lessor, which shall not be unreasonably withheld. The
Govemment shall have no right to assign this lease until the Bonds issued to finance the Near
Island Research Facility are no longer outstanding except to other Federal Govemment agencies.
INITIALS' &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 3 (REV 4/96)
EXHIBIT D
3. 552.270 -18 - SUCCESSORS BOUND (AUG 1992)
This lease shall bind, and inure to the benefit of, the parties and their respective heirs, executors,
administrators, successors, and assigns.
4. 552.270 -34 - SUBORDINATION, NONDISTURBANCE AND ATTORNMENT (AUG 1992)
(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 Govemment 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 nght of the Government under this
lease so long as the Govemment 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 nondisturbance 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 Govemment will be deemed to have attomed to any purchaser,
purchasers, transferee or transferees of the premises or any ortion 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 Govemment 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 Govemment; 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
Govemment's rights as a sovereign.
5. 552.270 -35 - STATEMENT OF LEASE (AUG 1992)
(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 Govemment 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
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 4 (REV 4/96)
EXHIBIT D
(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
prepurchase and precommitment inspection of the Premises and Building and by
Inquiry to appropriate Federal, State and local Govemment officials.
6. 552.270 -37 - NO WAIVER (AUG 1992)
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. 552.270 -38 - INTEGRATED AGREEMENT (AUG 1992)
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.
8. 552.270 -39 - MUTUALITY OF OBLIGATION (AUG 1992)
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 except for ground rent. No setoff
pursuant to this clause shall constitute a breach by the Government of this lease.
9. 552.270 -27 - DELIVERY AND CONDITION (AUG 1992)
(a) Unless the Govemment elects to have the space occupied in increments, the space must be
delivered ready for occupancy as a complete unit. The Govemment reserves the right to
determine when the space is substantially complete.
(b) If the premises do not in every respect comply with the provisions of this lease the
Contracting Officer may, in accordance with the Failure in Performance clause of this lease,
elect to reduce the rent payments except for ground rent payments.
10. 552.270 -30 - PROGRESSIVE OCCUPANCY (AUG 1992)
The Govemment 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 Govemment. The Govemment shall pay
rent commencing with the first business day following substantial completion of the entire leased
premise unless the Govemment has elected to occupy the leased premises incrementally. In case
of incremental occupancy, the Govemment 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. This section does not apply to the
obligation of the Govemment to pay Ground Rent.
11. 552.270 -32 - EFFECT OF ACCEPTANCE AND OCCUPANCY (AUG 1992)
Neither the Government's acceptance of the premises for occupancy, nor the Government's
occupancy thereof, shall be construed as a waiver of any requirement of or right of the
Govemment under this Lease, or as otherwise prejudicing the Govemment with respect to any
such requirement or right.
INITIALS: &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 5 (REV 4/96)
EXHIBIT D
12. 552.270 -12 - MAINTENANCE OF BUILDING AND PREMISES - RIGHT OF ENTRY (AUG 1992)
Except in case of damage arising out of the willful act or negligence of a Government employee,
Lessor shall maintain the premises, including the building and all equipment, fixtures, and
appurtenances furnished by the lessor under this lease, in good repair and condition so that they
are suitable in appearance and capable of supplying such heat, air conditioning, light, ventilation,
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.
13. 552.270 -17 - FAILURE IN PERFORMANCE (AUG 1992)
The covenant to pay rent and the covenant to provide any service, utility, maintenance, or repair
required under this lease are interdependent. In the event of any failure by the Lessorto provide
any service, utility, maintenance, repair or replacement required under this lease the Govemment
may, by contract or otherwise, perform the requirement and deduct from any payment or payments
under this lease, then or thereafter due, the resulting cost to the Government, including all
administrative costs. If the Govemment elects to perform any such requirement, the Govemment
and each of its contractors shall be entitled to access to any and all areas of the building, access to
which is necessary to perform any such requirement, and the Lessor shall afford and facilitate such
access. Alternatively, the Government may deduct from any payments under this lease, then or
thereafter due, an amount which reflects the reduced value of the contract requirement not
performed. No deduction from rent pursuant to this clause shall constitute a default by the
Govemment under this lease. These remedies are not exclusive and are in addition to any other
remedies which may be available under this lease or at law. No deduction from the ground rent
shall be allowed
14. 552.270 -15 - COMPLIANCE WITH APPLICABLE LAW (AUG 1992)
Lessor shall comply with all Federal, state and local laws applicable to the Lessor as owner or
lessor, or both, of the building or premises, including, without limitation, laws applicable to the
construction, ownership, alteration or operation of both or either thereof, and will obtain all
necessary permits, licenses and similar items at Lessor's expense. The Govemment will comply
with all Federal state and local laws applicable to and enforceable against it as a tenant under this
lease; provided that nothing in this lease shall be construed as a waiver of any sovereign immunity
of the Government. This lease shall be govemed by Federal law and the laws of the State of
Alaska.
15. 552.270 -19 - ALTERATIONS (JUNE 1985)
The Govemment 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 Govemment and may be removed or otherwise disposed of by the Govemment.
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 Govemment 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. Prior written approval from the lessor to perform any alterations shall be
required but not to be unreasonably withheld.
16. ACCEPTANCE OF SPACE (JUNE 1994)
(a) When the Lessor has completed all alterations, improvements, and repairs necessary to
meet the requirements of the lease, the Lessor shall notify the Contracting Officer. The
Contracting Officer or designated representative shall promptly inspect the space.
17. 552.270 -16 - INSPECTION - RIGHT OF ENTRY (AUG 1992)
(a) At any time and from time to time after receipt of an offer (until the same has been duly
withdrawn or rejected), after acceptance thereof and during the term, the agents, employees
and contractors of the Government may, upon reasonable prior notice to Offeror or Lessor,
enter upon the offered premises or the premises, and all other areas of the building access
to which is necessary to accomplish the purposes of entry, to determine the potential or
actual compliance by the Offeror or Lessor with the requirements of the solicitation or this
lease, which purposes shall include, but not be limited to: (1) inspecting, sampling and
analyzing of suspected asbestos - containing materials and air monitonng for asbestos fibers;
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 6 (REV 4/96)
EXHIBIT D
(2) inspecting the heating, ventilation and air conditioning system, maintenance records, and
mechanical rooms for the offered premises or the premises; (3) inspecting for any leaks,
spills, or other potentially hazardous conditions which may involve tenant exposure to
hazardous or toxic substances; and (4) inspecting for any current or past hazardous waste
operations, to ensure that appropnate mitigative actions were taken to alleviate any
environmentally unsound activities in accordance with Federal, State and local law.
(b) Nothing in this clause shall be construed to create a Government duty to inspect for toxic
materials or to impose a higher standard of care on the Government than on other lessees.
The purpose of this clause is to promote the ease with which the Government may inspect
the building. Nothing in this clause shall act to relieve the Lessor of any duty to inspect or
liability which might arise as a result of Lessor's failure to inspect for or correct a hazardous
condition.
18. 552.232 -71 - PROMPT PAYMENT (APR 1989)
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) t When
e initial monthly rental falls t 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.
(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 7 days after the receipt of a proper invoice or notification of
completion of the work or services unless a different period 1s 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 7 -day inspection period. If the work or service is rejected for failure
to conform to the technical requirements of the contract, the 7 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.
INITIALS 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 7 (REV 4/96)
EXHIBIT D
(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 Govemment 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 1 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 Govemment 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.
19. 552.232 -73 - ELECTRONIC FUNDS TRANSFER PAYMENT (AUG 1992)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) Payments under this lease will be made by the Government either by check or electronic
funds transfer (EFT). If the Lessor elects to receive payment by EFT, after award, but no
later than 30 days before the first payment, the Lessor shall designate a financial institution
for receipt of EFT payments, and shall submit this designation to the Contracting Officer or
other Govemment official, as directed.
(b) For payment by EFT, the Lessor shall provide the following information:
(1) The American Bankers Association 9 -digit identifying number for wire transfers of the
financing institution receiving payment if the institution has access to the Federal
Reserve Communications System.
(2) Number of account to which funds are to be deposited.
3) Type of depositor account ( "C" for checking, "S" for savings).
4) If the Lessor is a new enrollee to the EFT system, a "Payment Information Form," SF
3881, must be completed before payment can be processed.
(c) In the event the Lessor, during the performance of this contract, elects to designate a
different financial institution for the receipt of any payment made using EFT procedures,
notification of such change and the required information specified above must be received
by the appropriate Govemment official no later than 30 days prior to the date such change is
to become effective.
(d) The documents fumishing the information required in this clause must be dated and contain
the signature, title, and telephone number of the Lessor or an authorized representative
designated by the Lessor, as well as the Lessor's name and lease number.
(e) Lessor failure to properly designate a financial institution or to provide appropriate payee
bank account information may delay payments of amounts otherwise properly due.
20. 552.232 -72 - INVOICE REQUIREMENTS (VARIATION) (APR 1989)
(This clause applies to payments other than rent.)
(a) Invoices shall be submitted in an original only, unless otherwise specified, to the designated
billing office specified in this contract or purchase /delivery order.
(b) Invoices must include the Accounting Control Transaction (ACT) number provided below or
on the purchase /delivery order.
ACT Number (to be supplied on individual orders)
(c) If information or documentation in addition to that required by the Prompt Payment clause of
this contract is required in connection with an invoice for a particular order, the order will
indicate what information or documentation must be submitted.
21. 52.232 -23 - ASSIGNMENT OF CLAIMS (JAN 1988)
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 8 (REV 4/96)
EXHIBIT D
(a) The Contractor, under the Assignment of Claims Act, as amended, 31 USC 3727, 41 USC
15 (hereafter referred to as the the Act "), may assign its rights to be paid amounts due or to
become due as a result of the performance of this contract to a bank, trust company, or
other financing institution, including any Federal lending agency. The assignee under such
an assignment may thereafter further assign or reassign its right under the original
assignment to any type of financing institution described in the preceding sentence.
(b) Any assignment or reassignment authorized under the Act and this clause shall cover all
unpaid amounts payable under this contract, and shall not be made to more than one party,
except that an assignment or reassignment may be made to one party as agent or trustee
for two or more parties participating in the financing of this contract.
(c) The Contractor shall not furnish or disclose to any assignee under this contract any
classified document (including this contract) or information related to work under this
contract until the Contracting Officer authorizes such action in writing.
22. 552.270 -31 - PAYMENT (AUG 1994)
(a) When space is offered and accepted, the occupiable square footage delivered will be
confirmed by:
(1) the Govemment'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 occupiable square
footage stated in the lease.
(c) If it is determined that the amount of occupiable square footage actually delivered is less
than the amount agreed to in the lease, the lease will be modified to reflect the amount of
occupiable space delivered and the annual rental will be adjusted as follows:
Occupiable square feet not delivered multiplied by the occupiable square foot (OSF) rate
equals the reduction in annual rent. The rate per occupiable square foot is determined by
dividing the total annual rental by the occupiable square footage set forth in the lease.
OSF Not Delivered X Rate per OSF = Reduction in Annual Rent.
This section does not apply to the obligation of the Government to pay Ground Rent.
23. 552.203 -5 - COVENANT AGAINST CONTINGENT FEES (FEB 1990)
(a) The Contractor wan 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 Govemment contracts nor holds itself out as being able to obtain any
Government contract or contracts through improper influence.
"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
Govemment contracts nor holds out as being able to obtain any Govemment contract or
contracts through improper influence.
"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 concem has in securing a
Govemment contract.
INITIALS' &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 9 (REV 4/96)
EXHIBIT D
"Improper influence," as used in this clause, means any influence that induces or tends to
induce a Govemment 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 1988)
(Applies to leases which exceed $100,000 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 contract or 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.
"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 fumish 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 fumish 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 () 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)(4)(ii) of this clause be paid over to the Govemment unless the
Govemment has already offset those monies under subdivision (c)(4)() of this clause.
In the either case, the Prime Contractor shall notify the Contracting Officer when the
monies are withheld.
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 10 (REV 4/96)
EXHIBIT D
(5) The Contractor agrees to incorporate the substance of this clause, including
subparagraph (c)(5) but excepting subparagraph (c)(1), in all subcontracts under this
contract.
25. 52.203 -9 - REQUIREMENT FOR CERTIFICATE OF PROCUREMENT INTEGRITY
MODIFICATION (NOV 1990)
(Applies to leases which exceed $100,000.)
(a) Definitions. The definitions set forth in FAR 3.104 -4 are hereby incorporated in this clause.
(b) The contractor agrees that it will execute the certification set forth in paragraph (c) of this
clause, when requested by the Contracting Officer in connection with the execution of any
modification of this contract.
(c) Certification. As required in paragraph (b) of this clause, the officer or employee responsible
for the modification proposal shall execute the following certification:
CERTIFICATE OF PROCUREMENT INTEGRITY - MODIFICATION (NOV 1990)
(1) I, JName of certifier) am the officer or employee responsible for the preparation of this
modification proposal and hereby certify that, to the best of my knowledge and belief, with the exception
of any information described in this certification, I have no information conceming a violation or possible
violation of subsections 27(a), (b), (d), or (f) of the Office of Federal Procurement Policy Act, as
amended* (41 U.S.C. 423) (hereinafter referred to as "the Act "), as implemented in the FAR, occurring
during the conduct of this procurement (contract and modification number).
(2) As required by subsection 27(e)(1)(B) of the Act, I further certify that, to the best of my
knowledge and belief each officer, employee, agent, representative, and consultant of JName of Offeror]
who has participated personally and substantially in the preparation or submission of this proposal has
certified that he or she is familiar with, and will comply with, the requirements of subsection 27(a) of the
Act, as implemented in the FAR, and will report immediately to me any information concerning a violation
or possible violation of subsections 27(a), (b), (d), or (f) of the Act, as implemented in the FAR, pertaining
to this procurement.
(3) Violations or possible violations: (Continue on plain bond paper if necessary and label
Certificate of Procurement Integrity- Modification (Continuation Sheet), ENTER "NONE" IF NONE
EXISTS)
(SAMPLE - DO NOT COMPLETE OR SIGN THIS CERTIFICATE. THE CONTRACTING OFFICER
WILL SPECIFICALLY REQUEST IT WHEN NEEDED.)
[signature of the officer or employee responsible for the modification proposal and date]
[typed name of the officer or employee responsible for the modification proposal]
*Subsections 27(a), (b), and (d) are effective on December 1, 1990. Subsection 27(f) is effective on
June 1, 1991.
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 TITLE 18,
UNITED STATES CODE, SECTION 1001.
(End of certification)
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 11 (REV 4/96)
EXHIBIT D
(d) In making the certification in paragraph (2) of the certificate, the officer or employee of the
competing Contractor responsible for the offer or bid, may rely upon a one -time certification
from each individual required to submit a certification to the competing Contractor,
supplemented by periodic training. These certifications shall be obtained at the earliest
possible date after an individual required to certify begins employment or association with
the Contractor. If a Contractor decides to rely on a certification executed prior to the
suspension of section 27 (i.e., prior to December 1, 1989), the Contractor shall ensure that
an individual who has so certified is notified that section 27 has been reinstated. These
certifications shall be maintained by the Contractor for a period of 6 years from the date a
certifying employee's employment with the company ends or, for an agency, representative,
or consultant, 6 years from the date such individual ceases to act on behalf of the
contractor.
(e) The certification required by paragraph (c) of this clause is a material representation of fact
upon which reliance will be placed in executing this modification.
26. 552.203 -73 - PRICE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (SEP 1990)
(Applies to leases which exceed $100,000.)
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 5 percent of the amount of the rental
for each month of the remaining term of the lease, including any option periods, and
recover 5 percent of the rental already paid;
(2) Reduce payments for alterations not included in monthly rental payments by 5 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 therefor. 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.
27. 52.215 -22 - PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (OCT 1995)
(Applies when cost or pricing data is required for work or service exceeding $500,000.)
(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 fumished 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 cost or ricing 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.
(a)
(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 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 cost pricing data.
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 12 (REV 4/96)
EXHIBIT D
(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 cost or pricing data had
been submitted.
(ii) The Contracting Officer should have known that the 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 cost or pricing data were available before
the date of agreement on the price of the contract (or price of the
modification) and that the data were not submitted before such date.
(ii) An offset shall not be allowed if --
(A) The understated data was known by the Contractor to be understated
when the Certificate or Current Cost or Pricing Data was signed; or
(B) The Govemment 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 date of agreement on
price.
(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) Simple interest 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 cost or pricing data which were incomplete, inaccdurate, or
noncurrent.
(c
(e) This clause applies to construction work or services to be provided under this agreement.
This clause does not apply to the calculation of the rental payment.
28. 552.270 -20 - PROPOSALS FOR ADJUSTMENT (APR 1996)
(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 $25,000. The proposal, including all
subcontractor work, will contain at least the following details- -
(1) Material quantities and unit costs;
(2) Labor costs (identified with specific item or material to be placed or operation to be
performed; L 4) Equipment costs;
Worker's compensation and public liability insurance;
Overhead;
Profit; and
Employment taxes under FICA and FUTA.
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 13 (REV 4/96)
(c) The following Federal Acquisition Regulation (FAR) provisions also apply to all proposals
exceeding the threshold for submission of cost or pricing data at FAR 15.804-2(a)(1)--
(1) The Lessor shall provide cost or pricing data including subcontractor cost or pricing
data (48 CFR 15.804 -2);
(2) The Lessor's representative, all contractors, and subcontractors whose portion of the
work exceeds the threshold for submission of cost or pricing data must sign and
retum the "Certificate of Current Cost or Pricing Data" (48 CFR 15.804 -4); and
(3) The agreement for "Price Reduction for Defective Cost or Pricing Data" must be
signed and retumed (48 CFR 15.804 -8).
(d) Lessors shall also refer to 48 CFR Part 31, Contract Cost Principles, for information on
which costs are allowable, reasonable, and allocable in Govemment work.
29. 552.270 -21 - CHANGES (JUL 1995)
The Contracting Officer may at any time, by written order, make changes within the general
scope of this lease in any one or more of the following:
(1) Specifications (including drawings and designs);
(2) Work or services;
(3) Facilities or space layout; or
(4) Amount of space (with the consent of the lessor).
(b) If any such change causes an increase or decrease in Lessor's cost of or the time required
for performance under this lease, whether or not changed by the order, the Contracting
Officer shall modify this lease to provide for one or more of the following:
(a)
EXHIBIT D
6 ) A modification of the delivery date;
An equitable adjustment in the rental rate;
(3) A lump sum equitable adjustment; or
(4) An equitable adjustment of the annual operating costs per occupiable square foot
specified in this lease.
(c) The Lessor shall assert its right to an adjustment 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 shall be a dispute under the Disputes clause. However, nothing in
this clause shall excuse the lessor from proceeding with the change as directed.
(d) Absent such written change order, the Govemment shall not be liable to Lessor under this
clause.
30. 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.
31. 52.233 -1 - DISPUTES (OCT 1995)
(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.
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 14 (REV 4/96)
EXHIBIT D
(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. A claim arising under a contract, unlike a claim relating to that contract, is a claim
that can be resolved under a contract clause that provides for the relief sought by the
claimant. 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 as
required by subparagraph (d)(2) of this clause. 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.
(2) () Contractors shall provide the certification specified in subparagraph (d)(2)(iii) of
this clause when submitting any claim- -
(A) Exceeding $100,000; or
(B) Regardless of the amount claimed, when using- -
(1) Arbitration conducted pursuant to 5 U.S.C. 575 -580; or
(2) Any other alternative means of dispute resolution (ADR) technique
that the agency elects to handle in accordance with the
Administrative Dispute Resolution Act (ADRA).
(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
Govemment is presented to the Contractor, the parties, by mutual consent, may agree to
use ADR. If the Contractor refuses an offer for alternative disputes resolution, the
Contractor shall inform the Contracting Officer, in writing, of the Contractor's specific
reasons for rejecting the request. When using arbitration conducted pursuant to 5 U.S.C.
575 -580, or when using any other ADR technique that the agency elects to handle in
accordance with the ADRA, any claim, regardless of amount, shall be accompanied by the
certification described in subparagraph (d)(2)(iii) of this clause, and executed in accordance
with subparagraph (d)(3) of this clause.
(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.
() 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.
32. 552.270 -40 - ASBESTOS AND HAZARDOUS WASTE MANAGEMENT (AUG 1992)
INITIALS' &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 15 (REV 4/96)
EXHIBIT D
The certifications made by the Offeror regarding asbestos and hazardous waste management
contained in the representation and certification provisions of this lease are material
representations of fact upon which the Government relies when making award. If it is later
determined that the presence or management of asbestos and /or hazardous waste has been
misrepresented, the Govemment reserves the right to require the Lessor, at no cost to the
Govemment, to abate (remove, encapsulate, enclose, or repair) such asbestos and /or mitigate
hazardous waste conditions, with such work performed in accordance with Federal (e.g., EPA,
OSHA, and DOT), State, and local regulations and guidance, or, alternatively, the Government
may terminate the lease. This is in addition to other remedies available to the Govemment.
33. 52.222 -26 - EQUAL OPPORTUNITY (APR 1984)
(a) 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 subparagraphs (b)(1) through (11) below. Upon request, the Contractor shall
provide information necessary to determine the applicability of this clause.
(b) During performing this contract, the Contractor agrees as follows:
(1) The Contractor shall not discriminate against any employee or applicant for
employment because of race, color, religion, sex, or national origin.
(2) The Contractor shall take affirmative action to ensure the 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, (i) upgrading, (iii) demotion, (iv) transfer, (v) recruitment or recruitment
advertising, (vi) layoff or termination, (vi) 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. Standard Form 100 (EEO -1), or any successor form, is the
prescribed form to be filed within 30 days following the award, unless filed within 12
months preceding the date of award.
(8) The Contractor shall permit access to its books, records, and accounts by the
contracting agency or the Office of Federal Contract Compliance Programs (OFCCP)
for the purpose of investigation to ascertain the Contractors compliance with the
applicable rules, regulations, and orders.
(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
remedies invoked against the Contractor as provided in Executive Order 11246, as
amended, 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 subparagraph (b)(1) through
(11) 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.
INITIALS' &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 16 (REV 4/96)
EXHIBIT D
(11) The Contractor shall take such action with respect to any subcontract or purchase
order as the contracting agency 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.
(c) Notwithstanding any other clause in this contract, disputes relative to this clause will be
governed by the procedures in 41 CFR 60 -1.1.
34. 52.222 -35 - AFFIRMATIVE ACTION FOR SPECIAL DISABLED AND VIETNAM ERA VETERANS
(APR 1984) (DEVIATION)
(a) Definitions.
"Appropriate office of the State employment service system," as used in this clause, means the
local office of the Federal -State national system of public employment offices with assigned
responsibility for serving the area where the employment opening is to be filled, including the
District of Columbia, Guam, Puerto Rico, and the Virgin Islands.
"Positions that will be filled from within the Contractor's organization," as used in this clause,
means employment openings for which no consideration will be given to persons outside the
Contractor's organization (including any affiliates, subsidiaries, and the parent companies) and
includes any openings that the Contractor proposes to fill from regularly establish "recall" lists.
"Employment openings," as used in this clause, includes full -time employment, temporary
employment of over 3 days, and part-time employment, but does not include (1) executive and top
management positions, (2) positions that will be filled from within the Contractor's organization or
under a customary and traditional employer -union hiring arrangement, or (3) openings in an
educational institution that are restricted to students of that institution.
(b) General.
(1) Regarding any position for which the employee or applicant for employment is
qualified, the Contractor shall not discriminate against the individual because the
individual is a special disabled or Vietnam era veteran. The Contractor agrees to take
affirmative action to employ, advance in employment, and otherwise treat qualified
special disabled and Vietnam era veterans without discrimination based upon their
disability or veterans' status in all employment practices such as --
(i) Employment;
II Upgrading;
III) Dotio or transfer;
iv) Recruitment;
v) Advertising;
(vi) Layoff or termination;
vi) Rates of pay or other forms of compensation; and
vii) Selection for training, including apprenticeship.
(2) he Contractor agrees to comply with the rules, regulations, and relevant orders of
the Secretary of Labor (Secretary) issued under the Vietnam Era Veterans'
Readjustment Assistance Act of 1972 (the Act), as amended.
(c) Listing openings.
(1) The Contractor agrees to list all employment openings existing at contract award or
occurring during contract performance, at an appropriate office of the State
employment service system in the locality where the opening occurs. These openings
include those occurring at any contractor facility, including one not connected with
performing this contract. An independent corporate affiliate is exempt from this
requirement.
(2) State and local govemment agencies holding Federal contracts of $10,000 or more
shall also list all their openings with the appropriate office of the State employment
service.
(3) The listing of employment openings with the State employment service system is
required at least concurrently with using any other recruitment source or effort and
involves the obligations of placing a bona fide job order, including accepting referrals
of veterans and nonveterans. This listing 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
conceming nondiscrimination in employment.
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 17 (REV 4/96)
EXHIBIT D
(4) Whenever the Contractor becomes contractually bound to the listing terms of this
clause, it shall advise the State employment service system, 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 system, it need not advise the State system of subsequent contracts. The
Contractor may advise the State system when it is no longer bound by this contract
clause.
(5) Under the most compelling circumstances, an employment opening may not be
suitable for listing, including situations when (1) the Govemment's needs cannot
reasonably be supplied, (ii) listing would be contrary to National security, or (iii) the
requirement of listing would not be in the Govemment's interest.
(d) Applicability.
(1) This clause does not apply to the listing of employment openings which occur and are
filled outside the 50 states, the District of Columbia, the Commonwealth, of Puerto
Rico, Guam, and the Virgin Islands.
(2) The terms of paragraph (c) above of this clause do not apply to openings that the
Contractor proposes to fill from within its own organization or under a customary and
traditional employer -union hiring arrangement. This exclusion does not apply to a
particular opening once an employer decides to consider applicants outside of its own
organization or employer -union arrangement for that opening.
(e) 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 special disabled veterans and veterans of the Vietnam era, and
(11) the rights of applicants and employees.
(2) These notices shall be posted in conspicuous places that are available to employees
and applicants for employment. They shall be in a form prescribed by the Director,
Office of Federal Contract Compliance Programs, Department of Labor (Director), and
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 the Act, and is committed to take affirmative
action to employ, and advance in employment, qualified special disabled and Vietnam
era veterans.
(f) 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.
(g) Subcontracts. The Contractor shall include the terms of this clause in every subcontract or
purchase order of $10,000 or more unless exempted by rules, regulations, or orders of the
Secretary. The Contractor shall act as specified by the Director to enforce the terms,
including action for noncompliance.
35. 52.222 -36 - AFFIRMATIVE ACTION FOR HANDICAPPED WORKERS (APR 1984)
(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 handicap. The Contractor agrees to take affirmative
action to employ, advance in employment and otherwise treat qualified handicapped
individuals without discrimination based upon their physical or mental handicap in all
employment practices such as—
i0 Employment;
ii) Upgrading;
iii) Demotion or transfer;
iv) Recruitment;
v) Advertising;
vi) Layoff or termination;
vii Rates of pay or other forms of compensation; and
viii Selection for training, including apprenticeship.
(2) he 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
USC 793) (the Act), as amended
INITIALS' 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 18 (REV 4/96)
EXHIBIT D
(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 handicapped individuals 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. They shall be in a form prescribed by the Director,
Office of Federal Contract Compliance Programs, Department of Labor (Director), and
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 physically and
mentally handicapped individuals.
(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 $2,500 unless exempted by rules, regulations, or orders of the
Secretary. The Contractor shall act as specified by the Director to enforce the terms,
including action for noncompliance.
36. 52.222 -37 - EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS AND VETERANS
OF THE VIETNAM ERA (JAN 1988)
(a) The Contractor shall report at least annually, as required by the Secretary of Labor, on:
(1) The number of special disabled veterans and the number of veterans of the Vietnam
era in the workforce of the contractor by job category and hiring location; and
(2) The total number of new employees hired during the period covered by the report,
and of that total, the number of special disabled veterans, and the number of veterans
of the Vietnam era.
(b) The above items shall be reported by completing the form entitled "Federal Contractor
Veterans' Employment Report VETS -100."
(c) Reports shall be submitted no later than March 31 of each year beginning March 31, 1988.
(d) The employment activity report required by paragraph (a)(2) of this clause shall reflect total
hires during the most recent 12 -month period as of the ending date selected for the
employment profile report required by paragraph (a)(1) of this clause. Contractors may
select an ending date: (1) As of the end of any pay period during the period January
through March 1 of the year the report is due, or (2) as of December 31, if the Contractor
has previous written approval from the Equal Employment Opportunity Commission to do so
for purposes of submitting the Employer Information Report EEO -1 (Standard Form 100).
(e) The count of veterans reported according to paragraph (a) of this clause shall be based on
voluntary disclosure. Each Contractor subject to the reporting requirements at 38 U.S.C.
2012(d) shall invite all special disabled veterans and veterans of the Vietnam era who wish
to benefit under the affirmative action program at 38 U.S.C. 2012 to identify themselves to
the Contractor. The invitation shall state that the information is voluntarily provided, that the
information will be kept confidential, that disclosure or refusal to provide the information will
not subject the applicant or employee to any adverse treatment, and that the information will
be used only in accordance with the regulations promulgated under 38 U.S.C. 2012.
(f) Subcontracts. The Contractor shall include the terms of this clause in every subcontract or
purchase order of $10,000 or more unless exempted by rules, regulations, or orders of the
Secretary.
37. 52.209 -6 - PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH
CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT (AUG 1995)
(a) The Govemment suspends or debars Contractors to protect the Govemment's interests.
Contractors shall not enter into any subcontract in excess of the small purchase limitation at
FAR 13.000 with a Contractor that has been debarred, suspended, or proposed for
debarment unless there is a compelling reason to do so.
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 19 (REV 4/96)
EXHIBIT D
(b) The Contractor shall require' each proposed first -tier subcontractor, whose subcontract will
exceed the small purchase limitation at FAR 13.000, 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.
(c) A corporate officer or designee of the Contractor shall notify the Contracting Officer, in
writing, before entering into a subcontract with a party that is debarred, suspended or
proposed for debarment (See FAR 9.404 for information on the List of Parties Excluded from
Federal Procurement and Nonprocurement Programs). The notice must include the
following:
(1) The name of the subcontractor,
(2) The Contractor's knowledge of the reasons for the subcontractor being on the List of
Parties Excluded from Federal Procurement and Nonprocurement Programs;
(3) The compelling reason(s) for doing business with the subcontractor notwithstanding
its inclusion on the List of Parties Excluded from Federal Procurement and
Nonprocurement Programs;
(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.
38. 52.215 -24 - SUBCONTRACTOR COST OR PRICING DATA (OCT 1995)
(Applies when the clause 52.215 -22 is applicable.)
(a) Before awarding any subcontract expected to exceed the threshold for submission of cost or
pricing data at FAR 15.804- 2(a)(1), on the date of agreement on price or the date of award,
which ever is later; or before pricing any subcontract modification involving a pricing
adjustment expected to exceed the threshold for submission of cost or pricing data at FAR
15.804- 2(a)(1), the Contractor shall require the subcontractor to submit cost or pricing data
(actually or by specific identification in writing), unless an exception under FAR 15.804 -1
applies.
(b) The Contractor shall require the subcontractor to certify in substantially the form prescribed
in subsection 15.804 -4 of the Federal Acquisition Regulation (FAR) 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.
(c) In each subcontract that exceeds the threshold for submission of cost or pricing data at FAR
15.804- 2(a)(1), 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 cost or pncing data for the subcontract; or
(2) The substance of the clause at FAR 52.215 -25, Subcontractor Cost or Pricing
Data--Modifications.
39. 52.219 -8 - UTILIZATION OF SMALL, SMALL DISADVANTAGED AND WOMEN -OWNED SMALL
BUSINESS CONCERNS (OCT 1995)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) It is the policy of the United States that small business concerns, small business concems
owned and controlled by socially and economically disadvantaged individuals and small
business concems owned and controlled by women 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 concems, small business concems owned and
controlled by socially and economically disadvantaged individuals and small business
concems owned and controlled by women.
(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.
INITIALS &
LESSOR GOVERNMENT GSA FORM 3517 PAGE 20 (REV 4/96)
As used in this contract, the term "small business concern" shall mean a small business as
defined pursuant to section 3 of the Small Business Act and relevant regulations
promulgated pursuant thereto. The term "small business concem owned and controlled by
socially and economically disadvantaged individuals" shall mean a small business concern
(1) which is at least 51 percent unconditionally owned by one or more socially and
economically disadvantaged individuals; or, in the case of any publicly owned business, at
least 51 per centum of the stock of which is unconditionally owned by one or more socially
and economically disadvantaged individuals; and (2) whose management and daily business
operations are controlled by one or more of such individuals. This term also means a small
business concem that is at least 51 percent unconditionally owned by an economically
disadvantaged Indian tribe or Native Hawaiian Organization, or a publicly owned business
having at least 51 percent of its stock unconditionally owned by one of these entities which
has its management and daily business controlled by members of an economically
disadvantaged Indian tribe or Native Hawaiian Organization, and which meets the
requirements of 13 CFR 124. The Contractor shall presume that socially and economically
disadvantaged individuals include Black Americans, Hispanic Americans, Native Americans,
Asian - Pacific Americans, Subcontinent Asian Americans, and other minorities, or any other
individual found to be disadvantaged by the Administration pursuant to section 8(a) of the
Small Business Act. The Contractor shall presume that socially and economically
disadvantaged entities also include Indian Tribes and Native Hawaiian Organizations.
(d) The term "small business concems owned and controlled by women" shall mean a small
business concern (i) which is at least 51 percent owned by one or more women, or, in the
case of any publicly owned business, at lease 51 percent of the stock of which is owned by
one or more women, and (ii) whose management and daily business operations are
controlled by one or more women; and
(e) Contractors acting in good faith may rely on written representations by their subcontractors
regarding their status as a small business concern, a small business concern owned and
controlled by socially and economically disadvantaged individuals or a small business
concern owned and controlled by women.
40. 52.219 -9 SMALL, SMALL DISADVANTAGED AND WOMEN -OWNED SMALL BUSINESS
SUBCONTRACTING PLAN (OCT 1995)
(Applies to leases which exceed $500,000.)
a) This clause does not apply to small business concerns.
b) "Commercial product," as used in this clause, means a product in regular production that is
sold in substantial quantities to the general public and /or industry at established catalog or
market prices It also means a product which, in the opinion of the Contracting Officer,
differs only insignificantly from the Contractor's commercial product.
"Subcontract," as used in this clause, 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)
EXHIBIT D
(c) The offeror, upon request by the Contracting Officer, shall submit and negotiate a
subcontracting plan, where applicable, which separately addresses subcontracting with
small business concems, with small disadvantaged business concerns and with
women -owned small business concems. If the offeror is submitting an individual contract
plan, the plan must separately address subcontracting with small business concerns, small
disadvantaged business concems, and women -owned small business concems with a
separate part for the basic contract and separate parts for each option (if any)
(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 concems, small disadvantaged business concems and
women -owned small business concems as subcontractors. The offeror shall include
all subcontracts that contribute to contract performance, and may include a
proportionate share of products and services that are normally allocated as indirect
costs.
(2) A statement of—
() Total dollars planned to be subcontracted;
(ii) Total dollars planned to be subcontracted to small business concerns;
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 21 (REV 4/96)
(d)(
EXHIBIT D
(iii) Total dollars planned to be subcontracted to small disadvantaged business
concerns; and
(iv) Total dollars planned to be subcontracted to women -owned small business
concems.
(3) A description of the principal types of supplies and services to be subcontracted, and
an identification of the types planned for subcontracting to () small business
concems, (11) small disadvantaged business concems and (ii) women -owned small
business concems.
(4) A description of the method used to develop the subcontracting goals in paragraph
of this clause.
(5) A description of the method used to identify potential sources for solicitation purposes
(e.g., existing company source lists, the Procurement Automated Source System
(PASS) of the Small Business Administration, 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,
small disadvantaged and women -owned small business concerns trade associations).
A firm may rely on the information contained in PASS as an accurate representation
of a concem's size and ownership characteristics for purposes of maintaining a small
business source list. A firm may rely on PASS as a small business source list. Use
of the PASS as its source list does not relieve a firm of its responsibilities (e.g.,
outreach, assistance, counseling, 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 (1) small business concerns,
(i) small disadvantaged business concerns, and (iii) women -owned small business
concerns.
(7) The name of the individual employed by the offeror who will administer the offerors
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, small
disadvantaged and women -owned small business concerns have an equitable
opportunity to compete for subcontracts.
(9) Assurances that the offeror will include the clause in this contract entitled "Utilization
of Small, Small Disadvantaged and Women -Owned Small Business Concerns" in all
subcontracts that offer further subcontracting opportunities, and that the offeror will
require all subcontractors (except small business concems) who receive subcontracts
in excess of $500,000 ($1,000,000 for construction of any public facility) to adopt a
plan similar to the plan agreed to by the offeror.
(10) Assurances that the offeror will (i) cooperate in any studies or surveys as may be
required, (i) submit periodic reports in order to allow the Government to determine the
extent of compliance by the offeror with the subcontracting plan, (iii) submit Standard
Form (SF) 294, Subcontracting Report for Individual Contracts, and /or SF 295,
Summary Subcontract Report, in accordance with the instructions on the forms, and
(iv) ensure that its subcontractors agree to submit Standard Forms 294 and 295.
(11) A recitation of the types of records the offeror will maintain to demonstrate procedures
that have been adopted to comply with the requirements and goals in the plan,
including establishing source lists; and a description of its efforts to locate small, small
disadvantaged and women -owned small business concems and award subcontracts
to them. The records shall include at least the following (on a plant -wide or
company -wide basis, unless otherwise indicated):
() Source lists (e.g., PASS), guides, and other data that identify small, small
disadvantaged and women -owned small business concems.
(i) Organizations contacted in an attempt to locate sources that are small, small
disadvantaged or women -owned small business concems.
(ii) Records on each subcontract solicitation resulting in an award of more than
$100,000, indicating (A) whether small business concerns were solicited and if
not, why not, (B) whether small disadvantaged business concems were
solicited and if not, why not, (C) whether women -owned small business
concems were solicited and if not, why not, and (D) if applicable, the reason
award was not made to a small business concem.
(iv) Records of any outreach efforts to contact (A) trade associations, (B) business
development organizations, and (C) conferences and trade fairs to locate small,
small disadvantaged and women -owned small business sources.
(v) Records of intemal 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 Govemment, including the name, address, and business size
INITIALS: 8
LESSOR GOVERNMENT GSA FORM 3517 PAGE 22 (REV 4/96)
EXHIBIT D
of each subcontractor. Contractors having company or division -wide annual
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, small disadvantaged 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, small disadvantaged and women -owned small
business subcontractors are excessively long, reasonable efforts 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, small
disadvantaged and women -owned small business concerns in all "make -or -buy"
decisions.
(3) Counsel and discuss subcontracting opportunities with representatives of small, small
disadvantaged and women -owned small business firms.
(4) Provide notice to subcontractors concerning penalties and remedies for
misrepresentations of business status as 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.
(f) A master subcontracting plan on a plant or division -wide basis which contains all the
elements required by (d) above, 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 provides copies of the approved master plan and
evidence of its approval to the Contracting Officer, and (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) (1) If a commercial product is offered, the subcontracting plan required by this clause
may relate to the offerors production generally, for both commercial and
noncommercial products, rather than solely to the Government contract. In these
cases, the offeror shall, with the concurrence of the Contracting Officer, submit one
company -wide or division -wide annual plan.
(2) The annual plan shall be reviewed for approval by the agency awarding the offeror its
first prime contract requiring a subcontracting plan during the fiscal year, or by an
agency satisfactory to the Contracting Officer.
(3) The approved plan shall remain in effect during the offerors fiscal year for all of the
offerors commercial products.
(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) The failure of the Contractor or subcontractor to comply in good faith with (1) the clause of
this contract entitled "Utilization of Small, Small Disadvantaged and Women -Owned Small
Business Concems," or (2) an approved plan required by this clause, shall be a material
breach of the contract.
41. 52.219 -16 LIQUIDATED DAMAGES — SUBCONTRACTING PLAN (OCT 1995)
(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, Small
Disadvantaged and Women -Owned Small Business Subcontracting Plan," or willful or
intentional action to frustrate the plan.
(b) If, at contract completion, or in the case of a commercial products plan, at the close of the
fiscal year for which the plan is applicable, the Contractor has failed to meet its
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, Small Disadvantage and Women -Owned 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
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EXHIBIT D
goal or, in the case of a commercial products plan, that portion of the
allocable to Government contracts by which the Contractor failed to
subcontract goal.
(c) Before the Contracting Officer makes a final decision that the Contractor has
such good faith effort, the Contracting Officer shall give the Contractor
specifying
dollar amount
achieve each
failed to make
written notice
the failure and permitting the Contractor to demonstrate what good faith efforts have been
made. 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 Govemment liquidated damages as provided in paragraph (b) of this
clause.
(d) With respect to commercial products plans; i.e., company -wide or division -wide
subcontracting plans approved under paragraph (g) of the clause in this contract entitled
"Small, Small Disadvantaged and Women -Owned Small Business Subcontracting Plan," the
Contracting Officer of the agency that originally approved the plan will exercise the functions
of the Contracting Officer under this clause on behalf of all agencies that awarded contracts
covered by that commercial products 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.
(t) Liquidated damages shall be in addition to any other remedies that the Govemment may
have.
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EXHIBIT D
RFLP Number
REPRESENTATIONS AND CERTIFICATIONS
(Acquisition of Leasehold Interests in Real Property)
Dated
Complete appropriate boxes, sign the form, and attach to offer.
The Offeror makes the following Representations and Certifications. NOTE: The "Offeror," as used on this form, is the owner of the
property offered, not an individual or agent representing the owner.
1. 52.219 -1 - SMALL BUSINESS PROGRAM REPRESENTATIONS (OCT 1995) (VARIATION)
(a) (1) The standard industrial classification (SIC) code for this acquisition is 6515.
(2) The small business size standard applicable to this acquisition is average annual gross revenues of $15 million
or less for the preceding three fiscal years.
(b) Representations.
(1) The Offeror represents and certifies as part of its offer that it [ ] is, [ ] is not a small business concern.
(2) (Complete only if offeror represented itself as a small business concern in block (b)(1) of this section.) The
Offeror represents as part of its offer that it [ ] is, [ ] is not a small disadvantaged business concern.
(Complete only if offeror represented itself as a small business concern in block (b)(1) of this section.) The
Offeror represents as part of its offer that it [ ] is, [ ] is not a women -owned small business concern.
(c) Definitions. Small business concern, as use in this provision, 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.
Small disadvantaged business concern, as use in this provision, means a small business concern that (1) is at least 51
percent unconditionally owned by one or more individuals who are both socially and economically disadvantaged, or a
publicly owned business having at least 51 percent of its stock unconditionally owned by an economically
disadvantaged individuals, and (2) has its management and daily business controlled by one or more such individuals.
This term also means a small business concern that is at least 51 percent unconditionally owned by an economically
disadvantaged Indian tribe or Native Hawaiian Organization, or a publicly owned business having at least 51 percent of
its stock unconditionally owned by one or more of these entities, which has its management and daily business
controlled by members of an economically disadvantaged Indian tribe or Native Hawaiian Organization, and which
meets the requirements of 13 CFR Part 124.
Women -owned small business concern, as use in this provision, means a small business concern —
(1) 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 the stock of which is owned by one ore more women; and
(2) Whose management and daily business operations are controlled by one or more women.
(d) Notice.
(1) If this solicitation is for supplies and has been set aside, in whole or in part, for small business 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.
(3)
(2) Under 15 U.S.C. 645(d), any person who misrepresents a firm's status as a small or small disadvantaged
business concern in order to obtain a contract to be awarded under the preference programs established
pursuant to sections 8(a), 8(d), 9, or 15 of the Small Business Act or any other provision of Federal law that
specifically references section 8(d) for a definition of program eligibility, shall —
(i) Be punished by imposition of fine, imprisonment, or both;
(0) Be subject to administrative remedies, including suspension and debarment; and
(iii) Be ineligible for participation in programs conducted under the authority of the Act.
2. 52.204 -5 - WOMEN -OWNED BUSINESS (OCT 1995)
(a) Representation. The Offeror represents that it [ ] is, [ ] 15 not a women -owned business concern.
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EXHIBIT D
(b) Definition. 'Women -owned business concern," as used in this provision, means a concern which is at least 51 percen•
owned by one or more; 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 whose management and daily business operations are controlled by one or more
women.
3. 52.222 -22 - PREVIOUS CONTRACTS AND COMPLIANCE REPORTS (APR 1984)
The Offeror represents that —
(a) It [ ] has, [ ] has not participated in a previous contract or subcontract subject either to the Equal Opportunity clause of
this solicitation, the clause originally contained in Section 310 of Executive Order No. 10925, or the clause contained in
Section 201 of Executive Order No. 11114;
(b) It [ ] has, [ ] has not filed all required compliance reports; and
(c) Representations indicating submission of required compliance reports, signed by proposed subcontractors, will be
obtained before subcontract awards. (Approved by OMB under Control Number 1215 - 0072.)
4. 52.222 -25 - AFFIRMATIVE ACTION COMPLIANCE (APR 1984)
The Offeror represents that —
(a) It [ ] has developed and has on file, [ ] has not developed and does not have on file, at each establishment affirmative
action programs required by the rules and regulations of the Secretary of Labor (41 CFR 60 -1 and 60 -2), or
(b) It [ has not previously had contracts subject to the written affirmative action programs requirement of the rules and
regulations of the Secretary of Labor. (Approved by OMB under Control Number 1215 -0072
5. 52.222 -21 - CERTIFICATION OF NONSEGREGATED FACILITIES (APR 1984)
(a) "Segregated facilities," as used in this provision, 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, or national origin
because of habit, local custom, or otherwise.
(b) By the submission of this offer, the Offeror certifies that it does not and will not maintain or provide for its employee!
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 Offeror agrees that a
breach of this certification is a violation of the Equal Opportunity clause in the contract.
(c) The Offeror further agrees that (except where it has obtained identical certifications from proposed subcontractors for
specific time periods) It will —
(1) Obtain identical certifications from proposed subcontractors before the award of subcontracts under which the
subcontractor will be subject to the Equal Opportunity clause;
2 Retain the certifications in the files; and
3 Forward the following notice to the proposed subcontractors (except if the proposed subcontractors have
submitted identical certifications for specific time periods).
NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATIONS OF NONSEGREGATED
FACILITIES.
Certification of Nonsegregated Facilities must be submitted before the award of a subcontract under which the subcontractor
will be subject to the Equal Opportunity clause. The certification may be submitted either for each subcontract or for all
subcontracts during a period (i.e., quarterly, semiannually, or annually).
NOTE: The palty akg lse atents in offers is prescribed in 18 U.S.C. 1001.
(Approved by O under for m Con fa Num em 1215- 0072.)
6. 552.203 -4 - CONTINGENT FEE REPRESENTATION AND AGREEMENT (MAY 1989)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) Representation. The Offeror represents that, except for full -time bona fide employees working solely for the Offeror or
bona fide established real estate agents or brokers maintained by the Offeror for the purpose of securing business, the
Offeror —
[Note: The Offeror must check the appropriate boxes. For interpretation of the term "bona fide employee or agency,"
see paragraph (b) of the Covenant Against Contingent Fees clause.]
(1) [ ] Has, [ ] has not, employed or retained any company or persons to solicit or obtain this lease; and
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(a)
EXHIBIT D
(2) [ ] Has, ( ] has not, paid or agreed to pay to any person or company employed or retained to solicit or obtain
this contract any commission, percentage, brokerage, or other fee contingent upon or resulting from the award
of this contract.
(b) Agreement. The Offeror agrees to provide information relating to the above Representation as requested by the
Contracting Officer and, when subparagraph (a)(1) or (a)(2) is answered affirmatively, to promptly submit to the
Contracting Officer —
(1) A completed Standard Form 119, Statement of Contingent or Other Fees, (SF 119); or
2 A signed statement indicating that the SF 119 was previously submitted to the same contracting office, including
the date and applicable solicitation or contract number, and representing that the prior SF 119 applies to this
offer or quotation.
7. 52.203 -02 - CERTIFICATE OF INDEPENDENT PRICE DETERMINATION (APR 1985)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) The Offeror certifies that —
(1) The prices in this offer have been arrived at independently, without, for the purpose of restricting competition,
any consultation, communication, or agreement with any other Offeror or competitor relating to (i) those prices,
(n) the intention to submit an offer, or (Ili) 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—
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
(i) Has been authorized, in writing, to act as agent for the following principals in certifying that those
principals have not participated, and will not participate in any action contrary to subparagraphs (a)(1)
through (a)(3) above [insert full name of
person(s) in the Offerors organization responsible for determining the prices offered in this bid or
proposal, and the title of his or her position in the Offerors 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;
(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.
8. 52.203 -11 - CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL
TRANSACTIONS (APR 1991) (DEVIATION)
(Applies to leases which exceed $100,000.)
The definitions and prohibitions contained in the clause, at FAR 52.203 -12, Limitation on Payments to Influence Certain
Federal Transactions, are hereby incorporated by reference in paragraph (b) of this certification.
(b) The offeror, by signing its offer, hereby certifies to the best of his or her knowledge and belief that on or after
December 23, 1989,—
(1) No Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to
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 his or her behalf in connection with the awarding of a contract
resulting from this solicitation.
(2) If any funds other than Federal appropriated funds (including profit or fee received under a covered Federal
transaction) have been paid, or will be paid, to any 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 his or her behalf in connection with this solicitation, the offeror shall complete and
submit, with its offer, OMB standard form LLL, Disclosure of Lobbying Activities, to the Contracting Officer; and
(3) He or she will include the language of this certification in all subcontract awards at any tier and require that all
recipients of subcontract awards in excess of $100,000 shall certify and disclose accordingly.
(c) Submission of this certification and disclosure is a prerequisite for making or entering into this contract imposed by
section 1352, title 31, United States Code. Any person who makes an expenditure prohibited under this provision or
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EXHIBIT D
who fails to file or amend the disclosure form to be filed or amended by this provision, shall be subject to a civil penalt■
of not less than $10,000, and not more than $100,000, for each such failure.
9. 52.209 -5 - CERTIFICATION REGARDING DEBARMENT, SUSPENSION, PROPOSED DEBARMENT, AND OTHER
RESPONSIBILITY MATTERS (MAR 1996)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) (1) The Offeror certifies, to the best of its knowledge and belief, that —
(i)The Offeror and /or any of its Principals —
(A) Are [ ] are not [ ] presently debarred, suspended, proposed for debarment, or declared ineligible
for the award of contracts by any Federal agency;
(B) Have [ ] have not [ ], within a three -year period preceding this offer, been convicted of or had a
civil judgment rendered against them for: commission of fraud or a criminal offense in connection
with obtaining, attempting to obtain, or performing a public (Federal, State, or local) contract or
subcontract; violation of Federal or State antitrust statutes relating to the submission of offers; or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of records,
making false statements, tax evasion, or receiving stolen property; and
(C) Are [ ] are not [ ] presently indicted for, or otherwise criminally or civilly charged by a
governmental entity with, commission of any of the offenses enumerated in subdivision (a)(1)(i )((B)
of this provision.
(0) The Offeror has ( ] has not [ 1, within a three -year period preceding this offer, had one or more contracts
terminated for default by any Federal agency.
(2) "Principals," for the purposes of this certification, means officers; directors; owners; partners; and, persons
having primary management or supervisory responsibilities within a business entity (e.g., general manager;
plant manager; head of a subsidiary, division, or business segment, and similar positions).
THIS CERTIFICATION CONCERNS A MATTER WITHIN THE JURISDICTION OF AN AGENCY OF THE UNITED STATES
AND THE MAKING OF A FALSE, FICTITIOUS, OR FRAUDULENT CERTIFICATION MAY RENDER THE MAKER SUBJECT
TO PROSECUTION UNDER SECTION 1001, TITLE 18, UNITED STATES CODE.
(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 tht
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.
10. ASBESTOS REPRESENTATION (APR 1996)
The Offeror represents and certifies as part of its offer that the space offered for lease, common building areas, ventilation
systems and zones serving the space offered, and the area above suspended ceilings and engineering space in the same
ventilation zones as the space offered —
(a) [ ] Does, [ ] does not include asbestos - containing materials (ACM). ACM as used in this provision is defined as any
materials with a concentration of greater than 1 percent by dry weight of asbestos.
(b) If any of the above areas include ACM, please indicate whether the materials are
(1) friable [ ] Yes [ ] No
2 non - friable, in good condition, and located in
a place where they are not likely to be disturbed
during the term of any ensuing lease contract Yes [ ] No
(3) in a solid matrix, already in place, and in good condition [ ] Yes [ No
11. CERTIFICATION FOR PAST OR PRESENT HAZARDOUS WASTE OPERATIONS (NOV 1987)
To the best of his or her knowledge, the Offeror represents and certifies, as part of the offer that the site upon which space is -
offered for lease to the Government —
(a) [ ] Was, [ ] was not a site used for any of the operations listed in item b below.
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EXHIBIT D
(b) Was a site used for any or all of the following operations:
6 ) generation of hazardous waste
treatment, temporary/permanent storage, or
disposal of solid or hazardous waste
(3) storage of hazardous substances or
petroleum products
(4) used /waste oil storage or reclamation units
5 laboratory or rifle range
6 chemical manufacturing/storage
7 military or intelligence weapons
or ammunition training or testing
(8) ordnance and /or weapons production,
storage, or handling
] Yes
] Yes
Yes
Yes
Yes
Yes
Yes
Yes
No
No
No
No
No
No
No
No
(c) If any of the above operations ever occurred at the site, the Offeror certifies that appropriate cleanup or othe =ction
[ ] was, [ ] was not performed in accordance with the local, state and Federal laws.
12. 52.223 -5 - CERTIFICATION REGARDING A DRUG -FREE WORKPLACE (JUL 1990)
(Applies to leases which exceed $100,000 average net annual rental, including option periods.)
(a) Definitions. As used in this provision, "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.
"Conviction" means a finding of guilt (including a plea of nolo contendere) or imposition of sentence, or both, by any judicial
body charged with the responsibility to determine violations of the Federal or State criminal drug statutes.
"Criminal drug statutes" 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 at which 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) By submission of its offer, the Offeror, if other than an individual, who is making an offer that equals or exceeds
$25,000, certifies and agrees that, with respect to all employees of the Offeror to be employed under a contract
resulting from this solicitation, that, no later than 30 calendar days after contract award (unless a longer period is
agreed to in writing), for contracts of 30 calendar days or more performance duration, or as soon as possible, for
contracts of less than 30 calendar days performance duration, but in any case, by a date prior to when performance is
expected to be completed, it will -
(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 -
1) The dangers of drug abuse in the workplace;
ii) The contractor's policy of maintaining drug -free workplace;
iii) Any available drug counseling, rehabilitation, and employee assistance programs; and
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 a statement required by
subparagraph (b)(1) of this clause;
(4) Notify such employees in writing in the statement required by subparagraph (b)(1) of this provision that, as a
condition of continued employment on the contract resulting from this solicitation, the employee will -
( 1) 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 calendar days after such conviction;
(5) Notify the contracting officer in writing within 10 calendar days after receiving notice under subdivision (b)(4)(ii)
of this provision, from an employee or otherwise receiving actual notice of such conviction. The notice shall
include the position and title of the employee; and
(6) Within 30 calendar days after receiving notice under subdivision (b)(4)(ii) of this provision 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:
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OFFEROR OR
AUTHORIZED
REPRESENTATIVE
I) Taking appropriate personnel action against such employee, up to and including termination; or
iI) Require such employee to satisfactorily participate in a drug abuse assistance or rehabilitation progran,
approved for such purposes by a Federal, State, or local health law enforcement, or other appropriate
agency.
Make a good faith effort to maintain a drug -free workplace through implementation of subparagraph (b)(1)
through (b)(6) of this clause.
(c) By submission of its offer, the Offeror, if an individual who is making an offer of any dollar value, certifies and agrees
that the Offeror will not engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled
substance in the performance of this contract resulting from this solicitation.
(d) Failure of the Offeror to provide the certification required by paragraph (b) or (c) of this provision, renders the Offeror
unqualified and ineligible for award. (See FAR 9.104 -1(g) and 19.602- 1(a)(2)(i).)
(e) In addition to other remedies available to the Government, the certification in paragraphs (b) or (c) of this provision
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 Title 18, United States Code, Section 1001.
13. 52.204 -3 - TAXPAYER IDENTIFICATION (SEP 1989) (VARIATION)
(a) The Offeror is required to submit taxpayer identification information in order to comply with reporting requirements of 26
U.S.C. 6041, 6041A, and 6050M and implementing regulations issued by the Internal Revenue Service (IRS). Failure
or refusal by the Offeror to furnish the Information may result in a 20 percent reduction of payments otherwise due
under the contract. Taxpayer information on the payee, if different from the offeror, is also required; however, it may
be provided at the time of award.
(b) Offeror's Taxpayer Identification Number (TIN).
[ ] TIN: . [ ] TIN has been applied for. [ ] TIN is not required.
(c) Corporate Status.
[ ] Corporation; [ ] Not a corporate entity; [ ] Sole proprietorship [ ] Partnership
(d) Common Parent.
"Common parent," as used in this solicitation provision, means that corporate entity that owns or controls an affiliated group o
corporations that files its Federal income tax returns on a consolidated basis, and of which the Offeror is a member.
(
1]
EXHIBIT D
Offeror is not owned or controlled by a common parent.
Name and TIN of common parent: Name TIN
(e) Payee's Taxpayer Identification Number.
[ ] TIN: [ ] TIN has been applied for.
14. OFFEROR'S DUNS NUMBER (APR 1996)
Enter number, if known:
[ ] TIN is not required.
Name and Address (Including ZIP Code)
Signature
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LESSOR GOVERNMENT
Telephone Number
Date
GSA FORM 3518 PAGE 6 (REV 4196)
EXHIBIT E
All services, maintenance, and utilities as specified in the Lease Agreement.
Any displays approved by the Landlord in the public lobby of the facility, if any will not
cause or create any additional lease or rent obligations on the part of the Tenant. The
Landlord may remove the display at any time. Any equipment belonging to the Tenant
will remain the property of the Tenant.
UTILITIES. Landlord shall furnish, at its expense, the following utilities and services
for normal office and laboratory use of the lease premises:
(a) Electricity for normal lighting, air conditioning, and office and laboratory use.
[Special or additional electrical requirements shall be paid by Tenant]
(b) Heat, snow removal for common areas, and sewer and water based on
normal office use.
(c) Janitorial service for the leased premises on a five -day a week basis, and
periodic extgerior window washing.
(d) Refuse collection based on normal office use. Tenant shall provide at his
expense all other utilities and services used at the leased premises.
Landlord shall not be liable for any loss or damage caused by or resulting from any
variation, interruption or failure of said utilities or services, arising from any cause,
condition or event; and no variation, interruption or failure of such utilities and services
incident to the making of repairs, alterations, or improvements, or arising from any
accident, strike, condition, cause or event in whole or part beyond the reasonable
control of Landlord shall be deemed an eviction of Tenant or relieve Tenant from any
obligation hereunder.
JANITORIAL SERVICES. Cleaning is to be performed after tenant working hours unless
daytime cleaning is specified as a special requirement elsewhere in this solicitation.
The Lessor shall maintain the leased premises, including outside areas in a clean
condition and shall provide supplies and equipment. The following schedule describes
the level of services intended. Performance will be based on the Contracting Officer's
evaluation of results, not the frequency or method of performance.
DAILY:
Empty trash receptacles and clean ashtrays. Sweep entrances, lobbies and
corridors. Spot sweep floors and spot vacuum carpets. Clean drinking fountains.
Sweep and damp mop or scrub toilet rooms. Clean all toilet fixtures and replenish
toilet supplies. Dispose of all trash and garbage generated in or about the building.
Wash inside and out or steam clean cans used for collection of food remnants from
snack bars and vending machines. Dust horizontal surfaces that are readily
available and visibly require dusting. Spray buff resilient floors in main corridors,
entrances and lobbies, clean elevators and escalators, remove carpet stains.
Police sidewalks, parking areas and driveways. Sweep loading dock areas and
platforms.
THREE TIMES A WEEK:
Sweep or vacuum stairs.
EXHIBIT E
WEEKLY:
Damp mop and spray buff all resilient floors in toilets and health units. Sweep
sidewalks, parking areas and driveways (weather permitting).
EVERY TWO WEEKS:
Spray buff resilient floors in secondary corridors, entrance and lobbies. Damp mop
and spray buff hard and resilient floors in office space.
MONTHLY:
Thoroughly dust furniture. Completely sweep and /or vacuum carpets. Sweep
storage space. Spot clean all wall surfaces within 70 inches of the floor.
EVERY TWO MONTHS:
Damp wipe toilet wastepaper receptacles, stall partitions, doors, window sills and
frames. Shampoo entrance and elevator carpets.
THREE TIMES A YEAR:
Dust wall surfaces within 70 inches of the floor, vertical surfaces and under
surfaces. Clean metal and marble surfaces in lobbies. Wet mop or scrub garages.
TWICE A YEAR:
Wash all interior and exterior windows and other glass surfaces. Strip and apply
four coats of finish to resilient floors in toilets. Strip and refinish main corridors and
other heavy traffic areas.
ANNUALLY:
Wash all venetian blinds and dust 6 months from washing. Vacuum or dust all
surfaces in the building of 70 inches from the floor, including light fixtures. Vacuum
all drapes in place. Strip and refinish floors in offices and secondary lobbies and
corridors. Shampoo carpets in corridors and lobbies. Clean balconies, ledges,
courts, areaways and flat roofs.
EVERY TWO YEARS:
Shampoo carpets in all offices and other non - public areas.
EVERY FIVE YEARS:
Dry clean or wash (as appropriate) all drapes.
AS REQUIRED:
Properly maintain plants and lawns, remove snow and ice from entrances, exterior
walks and parking lots of the building. Provide initial supply, installation and
replacement of light bulbs, tubes, ballasts and starters. Replace worn floor
coverings (this includes moving and return of furniture). Exterminate pests.
EXHIBIT F
MISCELLANEOUS LABOR CLAUSES
1. 52.222 -4 CONTRACT WORK HOURS AND SAFETY STANDARDS
ACT —OVERTIME COMPENSATION (MAR 1986)
(a) Overtime requirements. No Contractor or subcontractor contracting for any
part of the contract work which may require or involve the employment of
laborers or mechanics (see Federal Acquisition Regulation (FAR) 22.300)
shall require or permit any such laborers or mechanics in any workweek in
which the individual is employed on such work to work in excess of 40
hours in such workweek unless such laborer or mechanic receives
compensation at a rate not less than 1 1 /2 times the basic rate of pay for all
hours worked in excess of 40 hours in such workweek.
(b) Violation; liability for unpaid wages; liquidated damages. In the event of
any violation of the provisions set forth in paragraph (a) of this clause, the
Contractor and any subcontractor responsible therefor shall be liable for
the unpaid wages. In addition, such Contractor and subcontractor shall be
liable to the United States (in the case of work done under contract for the
District of Columbia or a territory, to such District or to such territory), for
liquidated damages. Such liquidated damages shall be computed with
respect to each individual laborer or mechanic employed in violation of the
provisions set forth in paragraph (a) of this clause in the sum of $10 for
each calendar day on which such individual was required or permitted to
work in excess of the standard workweek of 40 hours without payment of
the overtime wages required by provisions set forth in paragraph (a) of this
clause.
(c) Withholding for unpaid wages and liquidated damages. The Contracting
Officer shall upon his or her own action or upon written request of an
authorized representative of the Department of Labor withhold or cause to
be withheld, from any moneys payable on account of work performed by
the Contractor or subcontractor under any such contract or any other
Federal contract with the same Prime Contractor, or any other Federally -
assisted contract subject to the Contract Work Hours and Safety Standards
Act which is held by the same Prime Contractor, such sums as may be
determined to be necessary to satisfy any liabilities of such Contractor or
subcontractor for unpaid wages and liquidated damages as provided in the
provisions set forth in paragraph (b) of this clause.
EXHIBIT F
(d) Payrolls and basic records.
(1) The Contractor or subcontractor shall maintain payrolls and basic
payroll records during the course of contract work and shall preserve
them for a period of 3 years from the completion of the contract for all
laborers and mechanics working on the contract. Such records shall
contain the name and address of each such employee, social security
number, correct classifications, hourly rates of wages paid, daily and
weekly number of hours worked, deductions made, and actual wages
paid. Nothing in this paragraph shall require the duplication of records
required to be maintained for construction work by Department of
Labor regulations at 29 CFR 5.5(a)(3) implementing the Davis -Bacon
Act.
(2) The records to be maintained under paragraph (d)(1) of this clause
shall be made available by the Contractor or subcontractor for
inspection, copying, or transcription by authorized representatives of
the Contracting Officer or the Department of Labor. The Contractor or
subcontractor shall permit such representatives to interview employees
during working hours on the job.
(e) Subcontracts. The Contractor or subcontractor shall insert in any
subcontracts the provisions set forth in paragraphs (a) through (e) of this
clause and also a clause requiring the subcontractors to include these
provisions in any lower tier subcontracts. The Prime Contractor shall be
responsible for compliance by any subcontractor or lower tier subcontractor
with the provisions set forth in paragraphs (a) through (e) of this clause.
2. 52.222 -6 DAVIS -BACON ACT (NOV 1992)
(a) All laborers and mechanics employed or working upon the site of the work
will be paid unconditionally and not less often than once a week, and
without subsequent deduction or rebate on any account (except such
payroll deductions as are permitted by regulations issued by the Secretary
of Labor under the Copeland Act (29 CFR Part 3)), the full amount of
wages and bona fide fringe benefits (or cash equivalents thereof) due at
time of payment computed at rates not less than those contained in the
wage determination of the Secretary of Labor which is attached hereto and
made a part hereof, regardless of any contractual relationship which may
be alleged to exist between the Contractor and such laborers and
mechanics. Contributions made or costs reasonably anticipated for bona
fide fringe benefits under section 1(b)(2) of the Davis -Bacon Act on behalf
of laborers or mechanics are considered wages paid to such laborers or
mechanics, subject to the provisions of paragraph (d) of this clause; also,
regular contributions made or costs incurred for more than a weekly period
(but not less often than quarterly) under plans, funds, or programs which
EXHIBIT F
cover the particular weekly period, are deemed to be constructively made
or incurred during such period. Such laborers and mechanics shall be paid
not less than the appropriate wage rate and fringe benefits in the wage
determination for the classification of work actually performed, without
regard to skill, except as provided in the clause entitled Apprentices and
Trainees. Laborers or mechanics performing work in more than one
classification may be compensated at the rate specified for each
classification for the time actually worked therein; provided, that the
employer's payroll records accurately set forth the time spent in each
classification in which work is performed. The wage determination
(including any additional classifications and wage rates conformed under
paragraph (b) of this clause) and the Davis -Bacon poster (WH -1321) shall
be posted at all times by the Contractor and its subcontractors at the site of
the work in a prominent and accessible place where it can be easily seen
by the workers.
(b) (1) The Contracting Officer shall require that any class of laborers or
mechanics, including helpers, which is not listed in the wage
determination and which is to be employed under the contract shall be
classified in conformance with the wage determination. The
Contracting Officer shall approve an additional classification and wage
rate and fringe benefits therefor only when all the following criteria have
been met:
(i) Except with respect to helpers, as defined in Section 22.401 of the
Federal Acquisition Regulation, the work to be performed by the
classification requested is not performed by a classification in the
wage determination.
(ii) The classification is utilized in the area by the construction industry.
(iii) The proposed wage rate, including any bona fide fringe benefits,
bears a reasonable relationship to the wage rates contained in the
wage determination.
(iv) With respect to helpers, such a classification prevails in the area in
which the work is performed.
(2) If the Contractor and the laborers and mechanics to be employed in the
classification (if known), or their representatives, and the Contracting
Officer agree on the classification and wage rate (including the amount
designated for fringe benefits, where appropriate), a report of the action
taken shall be sent by the Contracting Officer to the Administrator of
the Wage and Hour Division, Employment Standards Administration,
U.S. Department of Labor, Washington, DC 20210. The Administrator
EXHIBIT F
or an authorized representative will approve, modify, or disapprove
every additional classification action within 30 days of receipt and so
advise the Contracting Officer or will notify the Contracting Officer
within the 30 -day period that additional time is necessary.
(3) In the event the Contractor, the laborers or mechanics to be employed
in the classification, or their representatives, and the Contracting
Officer do not agree on the proposed classification and wage rate
(including the amount designated for fringe benefits, where
appropriate), the Contracting Officer shall refer the questions, including
the views of all interested parties and the recommendation of the
Contracting Officer, to the Administrator of the Wage and Hour Division
for determination. The Administrator, or an authorized representative,
will issue a determination within 30 days of receipt and so advise the
Contracting Officer or will notify the Contracting Officer within the 30-
day period that additional time is necessary.
(4) The wage rate (including fringe benefits, where appropriate)
determined pursuant to subparagraphs (b)(2) and (b)(3) of this clause
shall be paid to all workers performing work in the classification under
this contract from the first day on which work is performed in the
classification.
(c) Whenever the minimum wage rate prescribed in the contract for a class of
laborers or mechanics includes a fringe benefit which is not expressed as
an hourly rate, the Contractor shall either pay the benefit as stated in the
wage determination or shall pay another bona fide fringe benefit or an
hourly cash equivalent thereof.
(d) If the Contractor does not make payments to a trustee or other third
person, the Contractor may consider as part of the wages of any laborer or
mechanic the amount of any costs reasonably anticipated in providing bona
fide fringe benefits under a plan or program; provided, that the Secretary of
Labor has found, upon the written request of the Contractor, that the
applicable standards of the Davis -Bacon Act have been met. The
Secretary of Labor may require the Contractor to set aside in a separate
account assets for the meeting of obligations under the plan or program.
3. 52.222 -7 WITHHOLDING OF FUNDS (FEB 1988)
The Contracting Officer shall, upon his or her own action or upon written
request of an authorized representative of the Department of Labor, withhold or
cause to be withheld from the Contractor under this contract or any other
Federal contract with the same Prime Contractor, or any other Federally
assisted contract subject to Davis -Bacon prevailing wage requirements, which
is held by the same Prime Contractor, so much of the accrued payments or
EXHIBIT F
advances as may be considered necessary to pay laborers and mechanics,
including apprentices, trainees, and helpers, employed by the Contractor or any
subcontractor the full amount of wages required by the contract. In the event of
failure to pay any laborer or mechanic, including any apprentice, trainee, or
helper, employed or working on the site of the work, all or part of the wages
required by the contract, the Contracting Officer may, after written notice to the
Contractor, take such action as may be necessary to cause the suspension of
any further payment, advance, or guarantee of funds until such violations have
ceased.
4. 52.222 -8 PAYROLLS AND BASIC RECORDS (FEB 1988)
(a) Payrolls and basic records relating thereto shall be maintained by the
Contractor during the course of the work and preserved for a period of 3
years thereafter for all laborers and mechanics working at the site of the
work. Such records shall contain the name, address, and social security
number of each such worker, his or her correct classification, hourly rates
of wages paid (including rates of contributions or costs anticipated for bona
fide fringe benefits or cash equivalents thereof of the types described in
section 1(b)(2)(B) of the Davis -Bacon Act), daily and weekly number of
hours worked, deductions made, and actual wages paid. Whenever the
Secretary of Labor has found, under paragraph (d) of the clause entitled
Davis -Bacon Act, that the wages of any laborer or mechanic include the
amount of any costs reasonably anticipated in providing benefits under a
plan or program described in section 1(b)(2)(B) of the Davis -Bacon Act, the
Contractor shall maintain records which show that the commitment to
provide such benefits is enforceable, that the plan or program is financially
responsible, and that the plan or program has been communicated in
writing to the laborers or mechanics affected, and records which show the
costs anticipated or the actual cost incurred in providing such benefits.
Contractors employing apprentices or trainees under approved programs
shall maintain written evidence of the registration of apprenticeship
programs and certification of trainee programs, the registration of the
apprentices and trainees, and the ratios and wage rates prescribed in the
applicable programs.
(b) (1) The Contractor shall submit weekly for each week in which any
contract work is performed a copy of all payrolls to the Contracting
Officer. The payrolls submitted shall set out accurately and completely
all of the information required to be maintained under paragraph (a) of
this clause. This information may be submitted in any form desired.
Optional Form WH -347 (Federal Stock Number 029 - 005 - 00014 -1) is
available for this purpose and may be purchased from the
Superintendent of Documents, U.S. Government Printing Office,
Washington, DC 20402. The Prime Contractor is responsible for the
submission of copies of payrolls by all subcontractors.
(i )
EXHIBIT F
(2) Each payroll submitted shall be accompanied by a "Statement of
Compliance," signed by the Contractor or subcontractor or his or her
agent who pays or supervises the payment of the persons employed
under the contract and shall certify—
That the payroll for the payroll period contains the information
required to be maintained under paragraph (a) of this clause and
that such information is correct and complete;
(ii) That each laborer or mechanic (including each helper, apprentice,
and trainee) employed on the contract during the payroll period has
been paid the full weekly wages earned, without rebate, either
directly or indirectly, and that no deductions have been made either
directly or indirectly from the full wages earned, other than
permissible deductions as set forth in the Regulations, 29 CFR Part
3; and
(iii) That each laborer or mechanic has been paid not less than the
applicable wage rates and fringe benefits or cash equivalents for
the classification of work performed, as specified in the applicable
wage determination incorporated into the contract.
(3) The weekly submission of a properly executed certification set forth on
the reverse side of Optional Form WH -347 shall satisfy the requirement
for submission of the "Statement of Compliance" required by
subparagraph (b)(2) of this clause.
(4) The falsification of any of the certifications in this clause may subject
the Contractor or subcontractor to civil or criminal prosecution under
Section 1001 of Title 18 and Section 3729 of Title 31 of the United
States Code.
(c) The Contractor or subcontractor shall make the records required under
paragraph (a) of this clause available for inspection, copying, or
transcription by the Contracting Officer or authorized representatives of the
Contracting Officer or the Department of Labor. The Contractor or
subcontractor shall permit the Contracting Officer or representatives of the
Contracting Officer or the Department of Labor to interview employees
during working hours on the job. If the Contractor or subcontractor fails to
submit required records or to make them available, the Contracting Officer
may, after written notice to the Contractor, take such action as may be
necessary to cause the suspension of any further payment. Furthermore,
failure to submit the required records upon request or to make such
EXHIBIT F
records available may be grounds for debarment action pursuant to 29
CFR 5.12.
5. 52.222 -9 APPRENTICES AND TRAINEES (FEB 1988)
(a) Apprentices. Apprentices will be permitted to work at less than the
predetermined rate for the work they performed when they are employed
pursuant to and individually registered in a bona fide apprenticeship
program registered with the U.S. Department of Labor, Employment and
Training Administration, Bureau of Apprenticeship and Training, or with a
State Apprenticeship Agency recognized by the Bureau, or if a person is
employed in his or her first 90 days of probationary employment as an
apprentice in such an apprenticeship program, who is not individually
registered in the program, but who has been certified by the Bureau of
Apprenticeship and Training or a State Apprenticeship Agency (where
appropriate) to be eligible for probationary employment as an apprentice.
The allowable ratio of apprentices to journeymen on the job site in any craft
classification shall not be greater than the ratio permitted to the Contractor
as to the entire work force under the registered program. Any worker listed
on a payroll at an apprentice wage rate, who is not registered or otherwise
employed as stated in this paragraph, shall be paid not less than the
applicable wage determination for the classification of work actually
performed. In addition, any apprentice performing work on the job site in
excess of the ratio permitted under the registered program shall be paid not
less than the applicable wage rate on the wage determination for the work
actually performed. Where a contractor is performing construction on a
project in a locality other than that in which its program is registered, the
ratios and wage rates (expressed in percentages of the journeyman's
hourly rate) specified in the Contractor's or subcontractor's registered
program shall be observed. Every apprentice must be paid at not less than
the rate specified in the registered program for the apprentice's level of
progress, expressed as a percentage of the journeyman hourly rate
specified in the applicable wage determination. Apprentices shall be paid
fringe benefits in accordance with the provisions of the apprenticeship
program. If the apprenticeship program does not specify fringe benefits,
apprentices must be paid the full amount of fringe benefits listed on the
wage determination for the applicable classification. If the Administrator
determines that a different practice prevails for the applicable apprentice
classification, fringes shall be paid in accordance with that determination.
In the event the Bureau of Apprenticeship and Training, or a State
Apprenticeship Agency recognized by the Bureau, .withdraws approval of
an apprenticeship program, the Contractor will no longer be permitted to
utilize apprentices at less than the applicable predetermined rate for the
work performed until an acceptable program is approved.
EXHIBIT F
(b) Trainees. Except as provided in 29 CFR 5.16, trainees will not be
permitted to work at less than the predetermined rate for the work
performed unless they are employed pursuant to and individually registered
in a program which has received prior approval, evidenced by formal
certification by the U.S. Department of Labor, Employment and Training
Administration. The ratio of trainees to journeymen on the job site shall not
be greater than permitted under the plan approved by the Employment and
Training Administration. Every trainee must be paid at not less than the
rate specified in the approved program for the trainee's level of progress,
expressed as a percentage of the journeyman hourly rate specified in the
applicable wage determination. Trainees shall be paid fringe benefits in
accordance with the provisions of the trainee program. If the trainee
program does not mention fringe benefits, trainees shall be paid the full
amount of fringe benefits listed in the wage determination unless the
Administrator of the Wage and Hour Division determines that there is an
apprenticeship program associated with the corresponding journeyman
wage rate in the wage determination which provides for less than full fringe
benefits for apprentices. Any employee listed on the payroll at a trainee
rate who is not registered and participating in a training plan approved by
the Employment and Training Administration shall be paid not less than the
applicable wage rate in the wage determination for the classification of
work actually performed. In addition, any trainee performing work on the
job site in excess of the ratio permitted under the registered program shall
be paid not less than the applicable wage rate in the wage determination
for the work actually performed. In the event the Employment and Training
Administration withdraws approval of a training program, the Contractor will
no longer be permitted to utilize trainees at less than the applicable
predetermined rate for the work performed until an acceptable program is
approved.
(c) Equal employment opportunity. The utilization of apprentices, trainees, and
journeymen under this clause shall be in conformity with the equal
employment opportunity requirements of Executive Order 11246, as
amended, and 29 CFR Part 30.
6. 52.222 -10 COMPLIANCE WITH COPELAND ACT REQUIREMENTS (FEB
1988)
The Contractor shall comply with the requirements of 29 CFR Part 3, which are
hereby incorporated by reference in this contract.
EXHIBIT F
7. 52.222 -11 SUBCONTRACTS (LABOR STANDARDS) (FEB 1988)
(a) The Contractor or subcontractor shall insert in any subcontracts the
clauses entitled Davis -Bacon Act, Contract Work Hours and Safety
Standards Act — Overtime Compensation, Apprentices and Trainees,
Payrolls and Basic Records, Compliance with Copeland Act Requirements,
lthholding of Funds, Subcontracts (Labor Standards), Contract
Termination—Debarment, Disputes Concerning Labor Standards,
Compliance with Davis -Bacon and Related Act Regulations, and
Certification of Eligibility, and such other clauses as the Contracting Officer
may, by appropriate instructions, require, and also a clause requiring
subcontractors to include these clauses in any lower tier subcontracts. The
Prime Contractor shall be responsible for compliance by any subcontractor
or lower tier subcontractor with all the contract clauses cited in this
paragraph.
(b) (1) Within 14 days after award of the contract, the Contractor shall deliver
to the Contracting Officer a completed Statement and Acknowledgment
Form (SF 1413) for each subcontract, including the subcontractor's
signed and dated acknowledgment that the clauses set forth in
paragraph (a) of this clause have been included in the subcontract.
(2) Within 14 days after the award of any subsequently awarded
subcontract the Contractor shall deliver to the Contracting Officer an
updated completed SF 1413 for such additional subcontract.
8. 52.222 -12 CONTRACT TERMINATION—DEBARMENT (FEB 1988)
A breach of the contract clauses entitled Davis -Bacon Act, Contract Work
Hours and Safety Standards Act — Overtime Compensation, Apprentices and
Trainees, Payrolls and Basic Records, Compliance with Copeland Act
Requirements, Subcontracts (Labor Standards), Compliance with Davis -Bacon
and Related Act Regulations, or Certification of Eligibility may be grounds for
termination of the contract, and for debarment as a Contractor and
subcontractor as provided in 29 CFR 5.12.
9. 52.222 -13 COMPLIANCE WITH DAVIS -BACON AND RELATED ACT
REGULATIONS (FEB 1988)
All rulings and interpretations of the Davis -Bacon and Related Acts contained in
29 CFR Parts 1, 3, and 5 are hereby incorporated by reference in this contract.
EXHIBIT F
10. 52.222 -14 DISPUTES CONCERNING LABOR STANDARDS (FEB 1988)
The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and
7 procedures for resolving disputes concerning labor standards requirements.
Such disputes shall be resolved in accordance with those procedures and not
the disputes clause of this contract. Disputes within the meaning of this clause
include disputes between the Contractor (or any of its subcontractors) and the
contracting agency, the U.S. Department of Labor, or the employees or their
representatives.
11. 52.222 -15 CERTIFICATION OF ELIGIBILITY (FEB 1988)
(a) By entering into this contract, the Contractor certifies that neither it (nor he
or she) nor any person or firm who has an interest in the Contractor's firm
is a person or firm ineligible to be awarded Government contracts by virtue
of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1).
(b) No part of this contract shall be subcontracted to any person or firm
ineligible for award of a Government contract by virtue of section 3(a) of the
Davis -Bacon Act or 29 CFR 5.12(a)(1).
(c) The penalty for making false statements is prescribed in the U.S. Criminal
Code, 18 U.S.C. 1001.
EXHIBIT G
OPERATING COSTS
(a) Beginning with the second year of the lease and each year after, the Government shall pay
adjusted rent for changes in costs for cleaning services, supplies, materials, maintenance,
trash removal, landscaping, water, sewer charges, heating, electricity, and certain
administrative expenses attributable to occupancy. Applicable costs listed on GSA Form
1217, Lessor's Annual Cost Statement, when negotiated and agreed upon, will be used to
determine the base rate for operating costs adjustment. After the first year of occupancy, the
lessor shall submit a certified statement of actual operating expenses which will deter amine
the new base rate for escalation. After each successive 5 years of occupancy, the sor
shall submit a certified statement of actual operating expenses which will determine th ,ew
base rate if those applicable costs are more than the cumulative CPI increases fo
subject term.
(b) The amount of adjustment will be determined by multiplying the base rate by the percent of
change in the Cost of Living Index. The percent change will be computed by comparing the
index figure published for the month prior to the lease commencement date with the index
figure published for the month which begins each successive 12 -month period. For example,
a lease which commences in June of 1985 would use the index published for May of 1985
and that figure would be compared with the index published for May of 1986, May of 1987,
and so on, to determine the percent change. The Cost of Living Index will be measured by
the Anchorage revised Consumer Price Index for wage earners and clerical workers.
Payment will be made with the monthly installment of fixed rent. Rental adjustments will be
effective on the anniversary date of the lease. Payment of the adjusted rental rate will
become due on the first workday of the second month following the publication of the Cost of
Living Index for the month prior to the lease commencement date.
(c) If the Government exercises an option to extend the lease term at the same rate as that of
the original term, the option price will be based on the adjustment during the original term.
Annual adjustments will continue.
(d) In the event of any decreases in the Cost of Living Index occurring during the term of the
occupancy under the lease, the rental amount will be reduced accordingly. The amount of
such reductions will be determined in the same manner as increases in rent provided under
this clause.
The base for the annual operating cost adjustment is $513,940.
EXHIBIT H
PROJECT COSTS
NEAR ISLAND RESEARCH FACILITY
Revenue Expenses
$ 6,000,000 KIB $ 600,000 Site Work
3,000,000 State 15,600,000 Construction
465,000 Federal Grant 2,100,000 Architect
3,000,000 NOAA Cash 800,000 Administration
8,000,000 Revenue Bond 100,000 Equipment
235,000 Interest Earnings 1,500,000 Debt Service Reserve
(prepaid rent)
Total $20,700,000 Total $20,700,000
NEAR ISLAND RESEARCH FACILITY
Revenue Sources Expenses Categories
$ 863,358 Site Work
1,665,228 Housing Bldg. Construction
132,000 Housing Site Work
180,000 Housing Design
1,500,000 Debt Service Reserve
80,000 Housing Administration
$ 465,000 Federal Grant $ 16,2794,14 Net Laboratory Bldg. Cost
3,000,000 NOAA Cash
8,000,000 Revenue Bond $ 13,218,884 NOAA Share 81.2%
2,479,105 KIB Cash 725,221 NOAA Seawater Share 84%
$ 13,944,105 $ 13,994,105 TOTAL NOAA Share