2. DESCRIPTION (10/96) - The LESSOR hereby leases to the GOVERNMENT the following described premises:

 6. SERVICES AND UTILITIES (To be provided by LESSOR as part of rent. Services shall be Building Standard, unless level of service is prescribed elsewhere in the lease.) (10/96)

Utilities Not Provided by the Lessor (10/96)
If the cost of utilities is not included as part of the rental consideration, the LESSOR must specify which utilities are excluded. The LESSOR shall provide separate meters for utilities to be paid for by FAA. When FAA is to pay for utilities, the LESSOR will furnish the RECO, prior to occupancy by the FAA, written verification of the meter numbers and certification that these meters will measure FAA usage only. Proration is not permissible. If the cost of utilities for heating, ventilation, and air conditioning is not included as part of the rental considerations, an automatic control system will be provided to assure compliance with heating and air conditioning provisions included in this specifications package.

a. DAMAGE BY FIRE OR OTHER CASUALTY (10/96) - If the building or structure is partially or totally destroyed or damaged by fire or other casualty or if environmentally hazardous conditions are found to exist so that the leased premises is untenantable as determined by the GOVERNMENT, the GOVERNMENT may terminate the lease, in whole or in part, immediately by giving written notice to the LESSOR and no further rental will be due.

b. MAINTENANCE OF THE PREMISES (10/96) - The LESSOR shall maintain the demised premises, including the building, grounds, and all equipment, fixtures, and appurtenances furnished by the LESSOR under this lease, in good repair and tenantable condition.

c. FAILURE IN PERFORMANCE (10/96) - In the event the LESSOR fails to perform any service, to provide any item, or meet any requirement of this lease, the GOVERNMENT may perform the service, provide the item, or meet the requirement, either directly or through a contract. The GOVERNMENT may deduct any costs incurred for the service or item, including administrative costs, from the rental payments. No deduction of rent pursuant to this clause shall constitute default by the GOVERNMENT on this lease.

d. ACCESSIBILITY (8/02) - The Building and the leased premises shall be accessible to the handicapped in accordance with FED-STD-795, the Uniform Federal Accessibility Standards (41 CFR 101-19.6, App. A) and all applicable state and local accessibility laws and regulations

e. CONTRACT DISPUTES (11/03)

All contract disputes and arising under or related to this lease contract shall be resolved through the Federal Aviation Administration (FAA) dispute resolution system at the Office of Dispute Resolution for Acquisition (ODRA) and shall be governed by the procedures set forth in 14 C.F.R. Parts 14 and 17, which are hereby incorporated by reference. Judicial review, where available, will be in accordance with 49 U.S.C. 46110 and shall apply only to final agency decisions. A LESSOR may seek review of a final FAA decision only after its administrative remedies have been exhausted.

All Contract Disputes shall be in writing and shall be filed at the following address:

Office of Dispute Resolution for Acquisition, AGC-70,
Federal Aviation Administration,
800 Independence Ave, S.W.,
Room 323,
Washington, DC 20591,
Telephone: (202) 267-3290,
Facsimile: (202) 267-3720

A contract dispute against the FAA shall be filed with the ODRA within two (2) years of the accrual of the lease contract claim involved. A contract dispute is considered to be filed on the date it is received by the ODRA.

Protests concerning Federal Aviation Administration Screening Information Requests (SIRs) or awards of lease contracts shall be resolved through the Federal Aviation Administration (FAA) dispute resolution system at the Office of Dispute Resolution for Acquisition (ODRA) and shall be governed by the procedures set forth in 14 C.F.R. Parts 14 and 17, which are hereby incorporated by reference. Judicial review, where available, will be in accordance with 49 U.S.C. 46110 and shall apply only to final agency decisions. A protestor may seek review of a final FAA decision only after its administrative remedies  have been exhausted.

Offerors initially should attempt to resolve any issues concerning potential protests with the RECO.

Protests shall be in writing and shall be filed at:

Office of Dispute Resolution for Acquisition, AGC-70,
Federal Aviation Administration,
800 Independence Ave., S.W.,
Room 323,
Washington, DC 20591
Telephone: (202) 267-3290; or
Facsimile: (202) 267-3720

At the same time as filing the protest with the ODRA, the protestor shall serve a copy of the protest on the RECO.

A protest is considered to be filed on the date it is received by the ODRA and shall be filed: (1)Not later than seven (7) business days after the date the protester knew or should have known of the grounds for the protest; or (2) If the protester has requested a post-award debriefing from the RECO, not later than five (5) business days after the date on which the RECO holds that debriefing.

g.  LESSOR’S SUCCESSORS (10/96) - The terms and provisions of this lease and the conditions herein bind the LESSOR and the LESSOR's heirs, executors, administrators, successors, and assigns.

h.  NO WAIVER (10/96) - No failure by the GOVERNMENT to insist upon strict performance of any provision of this lease, or failure to exercise any right, or remedy consequent to a breach thereof, shall constitute a waiver of any such breach in the future.

1. DEFAULT BY LESSOR (10/96)
2. COMPLIANCE WITH APPLICABLE LAWS (10/96)
3. OFFICIALS NOT TO BENEFIT (10/96)
4. COVENANT AGAINST CONTINGENT FEES (8/02)
5. ANTI-KICKBACK (10/96)
6. EXAMINATION OF RECORDS (10/96)
7. ELECTRONIC FUNDS TRANSFER (EFT) (11/97)
8. ASSIGNMENT OF CLAIMS (10/96)
9. SUBORDINATION, NONDISTRUBANCE AND ATTORNMENT (10/96)
10. INTEGRATED AGREEMENT (10/96)
11. EQUAL OPPORTUNITY (10/96)
12. AFFIRMATIVE ACTION FOR SPECIAL DISABLED AND VIETNAM ERA VETERANS (10/96)
13. AFFIRMATIVE ACTION FOR DISABLED WORKERS (10/96)

X See herein attached - Attachment A

______________________________________________________________________________________

Local Health, Environmental (OSHA and EPA), and Safety Standards and Building Codes shall be complied with when accomplishing any cleaning, construction, renovation, remodeling, maintenance or testing done in the leased premises and areas connected to or integrated with the leased premises. Whenever FAA Standards require work processes or precautions to be provided, the LESSOR shall coordinate with the FAA during the work so that proper requirements are met.

All NFPA Standards addressed in this section reference the current edition of NFPA in place at the signing of this contract. At any point when construction takes place, systems should be brought into compliance according to the current edition of NFPA. The building shall, as required by Code, be equipped with automatic sprinklers which conform to NFPA No. 13, be maintained in accordance with NFPA No. 13A, have electrically supervised control valves (NFPA No. 13), and have water-flow alarm switches connected to automatically notify the local fire department (NFPA No. 72) or central station (NFPA No. 71). The notification of the fire department or central station shall be accomplished through the building fire alarm system. Regardless of code requirements when the leased premises (including garage areas under lease by the FAA) is on the 6th floor and above, or below grade, sprinklers are required.

A manual fire alarm system shall be provided, maintained, and tested by the LESSOR in accordance with NFPA Standard No. 71 and 72 in buildings, which are three (3) or more stories in height or contain more than 50,000 square feet gross floor area. The fire alarm system wiring and equipment must be electrically supervised and automatically notify the local fire department and conform to NFPA Standards No. 70 and 72. Engineered smoke control systems, if present, shall be maintained in accordance with the manufacturer’s recommendations.

Fire-safety, equivalent to the requirements stated above in this clause, may be accepted, at the discretion of the RECO, if certified by a Licensed Fire Protection Engineer.

Portable fire extinguishers shall be provided, inspected, and maintained by the LESSOR in accordance with NFPA Standard No.10.

B2-Halon (8/02)
Wherever halon is used in a facility as a fire extinguishing system, the LESSOR shall comply with all NFPA standards regarding use of and safety requirements for the use of halon.

B3-Indoor Air Quality (8/02)
The LESSOR shall control contaminants at the source and/or operate the space in such a manner that the indicator levels for carbon monoxide (CO), carbon dioxide (CO2), and formaldehyde (HCHO), are not exceeded. The indicator levels for office area are as follows: CO-9 parts per million (PPM) time weighted average (TWA - 8-hour sample); CO2 - 1,000 PPM (TWA); HCHO - 0.1 PPM (TWA). All indoor air contaminant levels in leased premises will be kept below appropriate OSHA regulations or Consensus standards, whichever is stricter. Air quality and facility cleaning will be adequate to prevent the growth of mold, mildew and bacteria. Any visual evidence of these will require immediate sampling and remediation. Moisture/standing water will be controlled to prevent the growth of these.

During working hours, ventilation shall be provided in accordance with the latest edition of ANSI/ASHRAE Standard 62, Ventilation for Acceptable Indoor Air Quality. The FAA HVAC Checklist shall be reviewed with the Preconstruction checklist at the preconstruction meeting.

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, etc.). The FAA is responsible for addressing IAQ problems resulting from its own activities.

MSDS will be provided for all cleaning solutions used in the FAA spaces.

B4-OSHA Requirements (10/96)
The LESSOR shall provide space, services, equipment, and conditions that comply with Occupational Safety and Health Administration (OSHA) safety and Health standards (29 CFR 1910 and 1926).

B5-Radon (10/96)
Radon levels in leased premises to the FAA shall not equal or exceed the EPA action level for homes of four (4 ) picocuries per liter (PCI/L). If radon levels are found to be at or above 4 PCI/L, the LESSOR shall develop and promptly implement a plan of corrective action.

B6-Refrigerants (8/02)
The LESSOR shall identify which refrigerants are used in the HVAC systems in the spaces covered by this lease. The lease should provide for use of refrigerants consistent with EPA and ASHRAE requirements.

B7-Warranty Of Space (8/02)
(a) Notwithstanding inspection and acceptance by the Government or any provision concerning the conclusiveness thereof, the LESSOR warrants that all leased premises to the Government under this contract, spaces above suspended ceilings in the leased premises, air plenums elsewhere in the building which service the leased premises, engineering spaces in the same ventilation zone as the leased premises, public spaces and common use space (e.g., lobbies, hallways) will, at the time of acceptance and during the term of the lease contract, comply with the asbestos containing material (ACM) and polychlorinated biphenyl (PCB) requirements of the Toxic Substance Control Act. The RECO shall notify the LESSOR in writing, within 30 days after the discovery, of any failure to comply with the asbestos requirement. With any construction work, LESSOR would be required to comply with the OSHA regulations for Asbestos and relevant FAA orders.

(b) The leased premises shall be free of all asbestos-containing material, PCB’s, Radon, and other environmentally hazardous substances. If either ACMs or PCBs are found to be in the leased premises the Government reserves the right to require the LESSOR, at no cost to the GOVERNMENT, to take whatever corrective action as might be required by the Toxic Substance Control Act, EPA regulations and state requirements. All facilities constructed prior to 1981 are to have an asbestos building survey conducted by a qualified inspector including a visual examination and bulk sampling. All ACM survey reports are to be made available to the RECO.

(c) If the LESSOR fails, after receipt of notice, to make correction within the specified period of time, the Government shall have the right to make correction and charge to the LESSOR the costs occasioned to the FAA or terminate the lease agreement at no cost to the Government.

(d) The rights and remedies of the FAA in this clause are in addition to any other rights and remedies provided by the law and under this contract.

(e) Definitions.

(1) "Acceptance", as used in this clause means the act of an authorized representative of the Government by which the Government assumes for itself, or as an agent of another, the leased premises as ready for occupancy or approves a portion of the premises for occupancy in accordance with the provisions of this lease contract.

(2) "Correction", as used in this clause, means (i) the removal, encapsulation or enclosure of any friable asbestos materials found in the leased premises to the Government, spaces above suspended ceilings in the leased premises, air plenums elsewhere in the building which service the leased premises, public spaces, engineering spaces in the same ventilation zone as the leased premises and common use space (e.g., lobbies, hallways). Following such abatement actions, the LESSOR shall adhere to the FAA's required post-asbestos-abatement air monitoring program. (ii) With regard to non-friable asbestos materials in good condition, it means the establishment and execution of a special operations and maintenance program and an abatement plan, approved by the Government, to be implemented from the time the materials are discovered through the remainder of the lease term, and (iii) with regard to PCBs, it involves the removal or retrofitting, in accordance with EPA regulations, of any PCB equipment present in the building.

C1 - Non-Restoration (10/96)
The FAA shall have no obligation to restore and/or rehabilitate, either wholly or partially, the premises under this lease. It is further agreed that the FAA may abandon in place any or all of the structures, improvements and/or equipment installed in or located upon said property by the FAA during its tenure. Notice of abandonment will be conveyed to the LESSOR in writing.

C2 – Occupancy Permit (8/02) - The premises offered shall have a valid Occupancy Permit, issued by the local jurisdiction, for the intended use of the Government, or the Offeror shall complete and provide a certified copy of "FAA Safety & Environmental Checklist " form, in lieu of an occupancy permit, at the contracting officer’s discretion. The leased premises, all accesses to the leased premises, building operations, equipment, services, or utilities furnished by the LESSOR, and activities of other occupants, shall be free of safety, health, and fire hazards. When such hazards are detected, they must be promptly corrected at the LESSOR's expense.

D1 – Facility Security (8/02)
Security requirements for Government occupied space must meet minimum security accreditation standards for the type of facility covered under by this lease. The FAA Facility Security Management Program defines facility security accreditation standard levels. The security requirements identified below are tailored specifically for the type of facility covered by this solicitation. The LESSOR shall provide or make accommodation to provide for all the security requirements listed herein for the leased premises covered by this lease agreement:

A final security assessment of the building shall be conducted to determine any additional security upgrades required to meet accreditation. The LESSOR shall provide maintenance services to the security upgrades installed within the leased premises and covered under this lease.

D2 – Personnel Security (8/02)

(a) The LESSOR shall provide a level of security, which reasonably deters unauthorized access, loitering, or disruptive acts to the premises leased by the government at all times.

(b) When the LESSOR provides services under the terms of this Lease, (e.g., janitorial, construction, maintenance, property management, or alterations/repair services), the Government may conduct background investigations of individual(s) employed or to be hired by the LESSOR to perform such services.

(c) Individual(s) will not be permitted unescorted access to provide services in or upon the Leased premises until the FAA Servicing Security Element (SSE) has received the documentation outlined in subparagraph (d), (i), (ii), and (iii), below and provided written authorization for the individual(s) to begin work.

(d) No later than ten (10) calendar days after the effective date of this Lease, (or the effective date of Supplemental Lease Agreement [SLA] or modification if this provision is included by SLA or modification to an existing lease), the LESSOR shall submit the following documentation for all individual(s) employed or hired by the LESSOR for whom unescorted access to the premises is required. Such documentation shall be submitted to the Government representative as designated by the RECO (RECO), or designee, for an access suitability determination.

1. A completed FBI Fingerprint Card, FD-258 (single sheet). The Government will provide information pertaining to the location of fingerprint facilities. Each fingerprint card shall be printed in black ink or typewritten with all questions completed and is to be signed and dated by the applicant. The LESSOR will be responsible for all expenses associated with fingerprinting;
2. A completed Identification Card/Credential Application, DOT Form 1681, with appropriate pictures of applicant; and,
3. A Questionnaire for Public Trust Positions, Standard Form 85P, shall be completed and signed by the applicant in accordance with applicable instructions.

(e) The Government shall notify the LESSOR when individual(s) employed or hired by the LESSOR have been approved for unescorted access to the Leased premises.

(f) The LESSOR and all individuals employed or hired by the LESSOR shall display a Government issued identification badge when visiting or providing services in or upon the Leased premises and shall abide by all facility security measures as required by the Government

(g) The LESSOR shall submit the documentation required in subparagraph (d), (i), (ii), and (iii) of this Clause for any new individual(s) employed or hired by the LESSOR to perform services under this Lease. Such information shall be submitted to the Government within ten (10) calendar days of employment and/or hiring by the LESSOR.

(h) The LESSOR will immediately remove from the Leased premises any individual(s) employed or hired by the LESSOR to perform services under this Lease when the government has determined such individuals to be unsuitable for continued access to the Leased premises.

(i) Exemptions from Suitability Requirements

1. Certain positions may be determined by the Government to be exempt from background investigative requirements. However, individual(s) employed or hired for such positions shall be escorted at all times while in or upon the Leased premises by FAA personnel located on-site or by an individual(s) employed or hired by the LESSOR, who has been properly investigated, favorable adjudicated, and authorized to provide escort services.
2. When the Government determines any positions(s) to be exempt from investigative requirements, individuals employed in such positions are not required to complete the documentation as specified in subparagraph (d), (i), (ii), and (iii) of this Clause.

Reporting Requirements
(a) The LESSOR shall submit an initial report (to coincide with the effective date of this Lease) and subsequent quarterly reports (throughout the term of this Lease), providing the following information to Mr. Donald Gould, FAA RECO, on or before the fifth day following each reporting period: A complete listing by full name, in alphabetical order, with the date of birth, place of birth (city, state, country), and position title of all individuals employed or hired by the LESSOR who will have or may require access to the Leased premises during the reporting period.

(b) The LESSOR shall notify the Government within one (1) day upon termination of any individual(s) employed or hired by the LESSOR to perform services under this Lease.

Foreign Nationals Employed or Hired by the LESSOR
(a) Each individual(s) employed or hired by the LESSOR to perform services under this Lease is to be a citizen of the United States of America, or an alien who has been lawfully admitted for permanent residence as evidenced by Alien Registration Receipt Card Form I-151, or who presents other evidence from the United States Immigration and Naturalization Service that employment will not affect his/her immigration status.

(b) Aliens and foreign nationals employed or hired by the LESSOR to perform services under this Lease must have resided within the United States for three (3) years of the last five (5) years unless a waiver of this requirement has been granted by the SSE in accordance with FAA regulations.

Government-Issued Keys, Identification Badges, Access Control Cards and Vehicle Decals
(a) It may become necessary for the Government to issue keys, identification (ID) cards, vehicle decals, and/or access control cards to the LESSOR or to individual(s) employed or hired by the LESSOR to perform services. Immediately upon completion or termination of the Lease, the LESSOR shall return all such Government-issued items to the issuing office with notification to the RECO, or designee. When individuals who have been issued such items are terminated or are no longer required to perform work, the Government-issued items shall be returned to the Government within three (3) workdays. Improper use, possession or alteration of FAA issued keys, ID cards, access control cards is a violation of security procedures and is prohibited.

(b) In the event such keys, ID cards, vehicle decals or access control cards are not returned, the LESSOR understands and agrees that the Government may, in addition to any other withholding provision of the Lease, withhold fees to cover the cost of replacement for each key, ID card, vehicle decal and access control card not returned. If the keys, ID cards, vehicle decals, or access control cards are not returned within 30 days from the date the withholding action was initiated, the LESSOR will forfeit any amount so withheld.

(c) Access to aircraft ramp/hangar areas is authorized only to those individuals displaying a flight line identification card and for vehicles, a current ramp permit issued in accordance with Federal Aviation Regulations.

(d) The Government retains the right to inspect, inventory, or audit ID cards, keys, vehicle decals, and access control cards issued to the LESSOR or individual(s) employed or hired by the LESSOR to perform services in connection with the Lease at the convenience of the Government. Any items not accounted for to the satisfaction of the Government shall be assumed to be lost and the provisions of subparagraph (b) above shall apply.

(e) Keys and access control cards shall be obtained from the RECO, or designee, who will require the LESSOR, or individual(s) employed or hired by the LESSOR to perform services, to sign a receipt for each key obtained. Lost keys, ID cards, vehicle decals, and access control cards shall immediately be reported concurrently to the RECO, or designee, and the (RECO, or designee, to insert name of SSE staff and facility management office)

(f) Each individual(s) employed or hired by the LESSOR, during all times of on-site performance at the Government-leased facility, shall prominently display his/her current and valid identification card on the front portion of his/her body between the neck and waist.

(i) Individual(s) employed or hired by the LESSOR to perform services under this Lease shall submit complete documentation required under 1, Suitability Requirements for Individual(s) Employed or Hired by the LESSOR, above, and be authorized by the SSE to begin work prior to obtaining any ID media or vehicle decals.

(ii) To obtain the ID card, each individual shall submit a DOT 1681 Form, signed by the individual and authorized by the RECO, or designee. The DOT 1681 shall be submitted at the same time the documentation outlined in 1, Suitability Requirements for Individual(s) Employed or Hired by the LESSOR, above is submitted. The DOT 1681 shall contain, at a minimum, under the "Credential Justification" heading, the name of the LESSOR, the Lease number or the appropriate acquisition identification number, the expiration date of the Lease or the service (whichever is sooner), and the required signatures. This paperwork shall be submitted to [RECO, or designee, to insert the name and location of the SSE staff] by the LESSOR in a sealed envelope either hand carried by the LESSOR or sent via U.S. mail to: [RECO or designee to insert mailing address]. The LESSOR will be notified when the DOT 1681 has been approved and is ready for processing by the [RECO, or designee, to insert name and location of the person who will process the document]. Arrangements for processing the identification cards, including photographs and lamination can be made by contacting [RECO, or designee, to insert point of contact with phone number].

(iii) The LESSOR shall receive and sign for each ID card issued on the reverse of the DOT 1681. The Government, for accountability purposes, will track the DOT 1681.

(g) The LESSOR is responsible for ensuring final out-processing is completed for all departing individuals employed or hired by the LESSOR. Final out-processing will be completed by close of business the final workday for all individual(s) employed or hired by the LESSOR or the next day under special conditions. Contractor employee clearance forms, (RECO, or designee, to insert name of local contractor employee clearance form), will be completed by the LESSOR for each individual(s) employed or hired by the LESSOR to perform services, and copies will be distributed to the RECO, or designee, and the SSE, (RECO, or designee, to insert SSE staff) upon completion of such forms.