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MURIEL BOWSER
MAYOR
May 18, 2026
Honorable Phil Mendelson
Chairman
Council of the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW, Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code § 1 -
204.51) and section 202 of the Procurement Practices Reform Act of 2010 (D.C. Official Code §
2-352.02), enclosed for consideration and approval by the Council of the District of Columbia is
proposed Modification No. M05 to Contract No. DCRL-2025-H-0016 with Pathways Group, LLC
to exercise option year one in the amount of $1,346,603.56. The period of performance is from
October 1, 2026, through September 30, 2027.
Under the proposed modification, Pathways Group, LLC will continue to provide congregate care
services. This includes 24 -hour room and board care, case planning support, psychosocial
assessments, and guidance to help encourage and take care of clients betw een the ages of 12 and
17 who cannot otherwise be served by traditional foster homes and group homes.
My administration is available to discuss any questions you may have regarding the proposed
contract modification. In order to facilitate a response to any questions you may have, please have
your staff contact Ebony C. Terrell, Chief Contracting Officer, Child and Family Services Agency,
at (202) 724-5300.
I look forward to the Council’s favorable consideration of this contract modification.
Sincerely,
Muriel Bowser
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
_________________________________________________________________________________________________
3924 Minnesota Avenue NE, 6th Floor, Washington, DC 20019 • Telephone (202) 727-2800
1
COUNCIL REAL ESTATE CONTRACT SUMMARY
April 23, 2026
Please note that any capitalized term used but not defined in this Summary shall have the meaning
given to such term in the proposed real estate contract.
1. The name of the proposed lessor, lessee, grantor or other party to the proposed real estate
contract, the type of real estate contract, the source selection method, the primary term
of the real estate contract (if applicable), and the consideration to be paid by the District:
Contract Party Name: Sentinel Square Hana OW, LLC, a Delaware limited
liability company (“Landlord”)
Type of Real Estate Contract: Amendment to I n-Lease Agreement (District is
Tenant)
Location of Real Property: 1050 First Street, NE
Source Selection Method: Non-Competitive as to the Amendment
Primary Term (if applicable): Approximately 2 years and 11 months remaining
with an option to extend by 5 years under existing In-
Lease Agreement. The proposed Amendment would
extend the primary term by 8 years.
Consideration to be paid by District
for First Year under the Amendment
(March 1, 2029 through
February 28, 2030): $9,123,668.58
Certificate of Funding Amount
for Fiscal Year 2026: $0
2. If the real estate contract is a lease amendment, a breakdown of the Annual Rental for
the first Lease Year under the amendment and the scheduled escalations thereof:
Premises (164,110 Rentable Square Footage (“RSF”))
Components of
Annual Rental
$/RSF/YR Annual Total Annual Escalations after First
Lease Year
Net Rental $26.90* $4,415,073.93 2.5%
Initial Operating
Costs
$10.44 $1,713,587.15 CPI-based
2
Initial Real Estate
Taxes
$8.25 $1,353,907.50 Based on actual increases in Real
Estate Taxes
Tenant Improvement
Allowance
Amortization
$10.00 $1,641,100.00 N/A
Total Annual
Rental
$55.59 $9,123,668.58 N/A
*This is a blended rate for the rates from March 1, 2029 through December 15, 2029 and from December 16,
2029 through February 28, 2030 pursuant to the terms of the Amendment.
3. If the real estate contract is a lease amendment, a description of any extensions of or
options to renew the primary lease term set forth above , the contract amount for any
extension or option period (and an explanation of any difference), and a description of
any options to purchase the real property:
The proposed Amendment would extend the primary term under the existing i n-lease
agreement by 8 years. The District has one option to extend the primary term by 5 years under
the existing i n-lease agreement which option would remain unchanged by the proposed
Amendment. The annual rental for such extended term cannot be determined at this time, but
is not anticipated to be equal to the a nnual rental during the primary term. This is primarily
due to the fact that the net rental rate for the first lease year of the extended term shall be equal
to the then fair market rental rate for comparable properties in the District of Columbia, as
determined by the Landlord and the District. The proposed Amendment does not provide for
an option to purchase the real property.
4. A description of the real property to be acquired, developed or leased, including any
applicable improvements:
The following is provided under the existing in-lease agreement:
Street Address: 1050 First Street, NE
Square/Lot Number: Square 0674 / Lot 0854
Total RSF of Building: 280,363 RSF
Total RSF of Premises: 164,110 RSF
Description of Improvements : The existing building is a 280,363 RSF office building
located on approximately 29,621 square feet of land. Under the Amendment, the Office of
the State Superintendent of Education (“OSSE”) and t he Department of Insurance,
Securities and Banking (“DISB”) will continue to occupy 164,110 RSF of office space.
OSSE and DISB will also continue to have use of 24 parking spaces for fleet vehicles and
94 employee parking spaces.
5. A description of the District’s specific real property need associated with the proposed
real estate contract and the selection process, including the number of offerors, the
evaluation criteria, and the evaluation results , including price, technical or quality, and
past performance components:
3
The existing in- lease agreement, which was deemed approved by Council on December 23,
2016 (CA21-0577), was the result of a competitive process. The Amendment resulted from a
proposal from the Landlord requesting that the District extend the primary term of the existing
in-lease agreement in exchange for which the District would realize approximately $9 million
in rent abatement and obtain an approximately $13.1 million tenant improvement allowance to
improve the OSSE and DISB premises.
In response to the Landlord’s proposal, DGS met with OSSE and DISB regarding the
Amendment terms. Both OSSE and DISB wish to remain at this location and support the
Amendment.
1050 First Street, NE offers OSSE and DISB the opportunity to remain in a Class A building
that is centrally-located for visitors from all eight Wards and serves each agency’s needs.
6. A description of any other contracts the proposed contract party is currently seeking or
holds with the District.
Based upon a certification from Landlord, Landlord is not currently seeking and does not
currently hold any other contracts with the District.
7. The background and qualifications of the proposed contract party, including its
organization, principals, financial stability, and personnel; performance on past or
current real estate contracts with requirements similar to those of the proposed contract:
Sentinel Square Hana OW, LLC is a Delaware limited liability company and is the owner of
1050 First Street, NE. The Landlord has no employees. The Landlord’s officers are: Phil Choi,
Secretary; Russ Allegrette, Treasurer; Hyejin Won, Vice President ; and Sangmin Choung,
President. The Landlord has performed satisfactorily since the existing in-lease agreement was
executed in 2016.
8. Expected outcomes of the proposed real estate contract:
The execution of the proposed Amendment is expected to result in the continued occupancy
by OSSE and DISB of the subject space for an additional 8 years, with the possibility of an
additional 5 years pursuant to an extension option under the original in-lease agreement.
9. A statement that suitable space owned by the District is not available or cannot be
reasonably renovated or altered:
Based upon an evaluation of space owned by the District, there is no suitable space owned by
the District, either as-is or which can reasonably be renovated or altered, which would meet
the needs of OSSE and DISB fulfilled under the Amendment.
10. ANC notice of the proposed real estate contract:
Not applicable, as both OSSE and DISB currently occupy the premises under an existing in -
lease agreement.
4
11. A certification that the proposed real estate contract is within the appropriated budget
authority for the agency for the fiscal year and is consistent with the financial plan and
budget adopted in accordance with §§ 47-392.01 and 47-392.02:
The Office of the Chief Financial Officer has certified the availability of funds for the proposed
real estate contract. Please see the attached Funding Certification.
12. A certification that the proposed real estate contract is legally sufficient:
The Office of the General Counsel for the Department of General Services has certified that
the proposed real estate contract is legally sufficient. Please see the attached Legal Sufficiency
Certification.
13. A certification as to whether the proposed contract party has any currently pending legal
claims against the District:
Based upon a certification from the Landlord, the Landlord does not have any legal claims
currently pending against the District.
14. A certi fication that the Citywide Clean Hands database indicates that the proposed
contract party is current with its District taxes:
The proposed contract party is current with its District of Columbia taxes. Please see the
attached Citywide Clean Hands certificate.
15. A certification from the proposed contract party that it is current with its federal taxes ,
or has worked out and is current with a payment schedule approved by the federal
government:
Based upon a certification from the Landlord, the Landlord is current with its federal taxes, or
has worked out and is current with a payment schedule approved by the federal government.
16. A certification that the proposed contract party has not been determined to be in
violation of section 334a of the Board of Ethics and Government Accountability
Establishment and Comprehensive Ethics Reform Amendment Act of 2011:
Based upon a certification from the Landlord, the Landlord has not been determined to be in
violation of section 334a of the Board of Ethics and Government Accountability Establishment
and Comprehensive Ethics Reform Amendment Act of 2011.
17. A certification from the proposed contract party that it currently is not and will not be
in violation of section 334a of the Board of Ethics and Government Accountability
Establishment and Comprehensive Ethics Reform Amendment Act of 2011:
5
Based upon a certification from the Landlord, the Landlord currently is not and will not be in
violation of section 334a of the Board of Ethics and Government Accountability Establishment
and Comprehensive Ethics Reform Amendment Act of 2011.
18. The status of the proposed contract party as a certified local, small, or disadvantaged
business enterprise, as defined in subchapter IX-A of Chapter 2 of title § 2-218.01 et seq.:
The proposed contract party is not a certified local, small, or disadvantaged business enterprise.
1101 4th Street, SW
Washington, DC 20024
Date of Notice: April 24, 2026 L0016498454Notice Number:
FEIN: **-***5505
Case ID: 18958299
Government of the District of Columbia
Office of the Chief Financial Officer
Office of Tax and Revenue
SENTINEL SQUARE HANA OW, LLC
2101 ROSECRANS AVE STE 3270
EL SEGUNDO CA 90245-4736
Branch Chief, Collection and Enforcement Administration
Authorized By Melinda Jenkins
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
“Validate a Certificate of Clean Hands” hyperlink under the Clean Hands section.
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
liability with the District of Columbia Office of Tax and Revenue or the Department of Employment
Services. As of the date above, the individual/entity has complied with DC Code § 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER II. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE § 47-2862 (2006)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
COPY
441 4th Street, NW – Suite 890 North - Washington, DC 20001
GOVERNMENT OF THE DISTRICT OF COLUMBIA
OFFICE OF THE CHIEF FINANCIAL OFFICER
GOVERNMENT OPERATIONS CLUSTER
OFFICE OF FINANCE & RESOURCE MANAGEMENT
Antoinette Hudson Beckham Angelique Rice
Agency Fiscal Officer Associate Chief Financial Officer
Date: April 14, 2026
Agency Budget: Department of General Services (AM0)
Occupying Agency: Office of the State Superintendent of Education (GD0)
DC State Athletics Commission (RL0)
Special Education GO0)
Department of Insurance, Securities & Banking (SR0)
Ward 6
Funds Needed: FY 2026 $2,248,118.49
Purpose: Funding is needed to extend the term of the lease at 1050 First Street, NE. Office
of the State Superintendent of Education, DC State Athletics Commission, Special
Education, and the Department of Insurance, Securities & Banking occupy office
space under the lease.
Certification: This is to state that funding in the amount of $2,248,118.49 for FY 2026 is available
and doesn’t unbalance the budget . Funding in the amount of $7,235,587.62 for
FY 2027 is subject to the approval of the District’s Budget and Financial Plan.
Cost of Obligation FY 2026: $2,248,118.49
Cost of Obligation FY 2027: $7,235,587.62
Term: 8 Years
_________________________ _________________________
Antoinette Hudson Beckham Date
Cc: Angelique Rice, Associate Chief Financial Officer, GOC
04.27.2026
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
________________________________________________________________________________________________
3924 Minnesota Avenue, NE, 6th Floor, Washington, D.C. 20019 • Telephone (202) 727-2800
1
Office of the General Counsel
MEMORANDUM
TO: Tomás Talamante
Director, Office of Policy and Legislative Affairs
THROUGH: Xavier Beltran
General Counsel, Department of General Services
FROM: Jennie O’Flanagan
Assistant General Counsel, Department of General Services
SUBJECT: Legal Sufficiency Certification for Proposed Fifth Amendment to In -Lease
Agreement by and between the District a nd Sentinel Square Hana OW, LLC
for premises at 1050 First Street, NE, Washington, D.C. (the “Amendment”)
DATE: April 23, 2026
This is to certify that this Office has reviewed the above-referenced Amendment and that we have
found it to be legally sufficient, subject to the submission of any required materials and Council
approval.
If you have any questions, please do not hesitate to contact me at (202) 727-2800.
__________________________
Jennie O’Flanagan
Assistant General Counsel, Department of General Services
EXECUTION VERSION
Page 1 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
FIFTH AMENDMENT TO IN-LEASE AGREEMENT
THIS FIFTH AMENDMENT TO IN -LEASE AGREEMENT (this “ Fifth
Amendment”) is made and entered into as of this ___ day of ___________, 2026 (the
“Fifth Amendment Effective Date”) by and between the DISTRICT OF COLUMBIA, a
municipal corporation, by and through its Department of General Services (“ Tenant” or
the “District”), and SENTINEL SQUARE HANA OW, LLC, a Delaware limited liability
company (“Landlord”). Landlord and the District are each referred to hereinafter as a
“Party” and collectively referred to as the “Parties”.
W I T N E S S E T H :
WHEREAS, pursuant to that certain In -Lease Agreement, by and between
Landlord (as successor-in-interest to Sentinel Square II, L.L.C., a Delaware limited liability
company) and the District, with a Lease Effective Date of December 29, 2016 (the “Base
Lease”), as amended by that certain First Amendment to Lease dated April 24, 2017, that
certain Second Amendment to Lease dated September 28, 2017, that certain Declaration of
Delivery of Premises (Second Phase) and Third Amendment to In-Lease dated January 22,
2019, and that certain Fourth Amendment to In- Lease Agreement dated June 30, 2020
(collectively, the “ Original Lease”; and the Original Lease as amended by this Fifth
Amendment being the “Lease”), the District leases from Landlord, and Landlord leases to
the District, those certain premises located at 1050 First Street, NE , Washington, D.C.,
comprised of 164,110 rentable square feet and as more particularly set forth in the Original
Lease; and
WHEREAS, the Parties desire to amend the terms of the Original Lease as set forth
herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. Incorporation of Recitals and Exhibits. The above recitals and any exhibits
hereto are incorporated in, and made a part of, this Fifth Amendment.
2. Defined Terms. Capitalized terms used but not defined herein shall have
the meanings given to them in the Original Lease. The definition of “ Laws” is hereby
amended to include the Davis-Bacon Act, 40 U.S.C. §§ 3141-3148, together with Title 29
of the Code of Federal Regulations part 5), and the orders, rules and regulations
promulgated thereunder, as the same may be amended from time to time.
3. Extension of Initial Lease Term . The Parties acknowledge that under the
Original Lease the Initial Lease Term expires on February 28, 2029. The Initial Lease
Term is hereby amended to expire at midnight on February 28, 2037, unless sooner
terminated in accordance with the terms of the Lease (the period from March 1, 2029
through February 28, 2037 being the “ Extended Initial Term ”). References in the
EXECUTION VERSION
Page 2 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
Original Lease to “Initial Lease Term” shall include the Extended Initial Term. For the
avoidance of doubt, the provisions of Section 6 of the Base Lease providing the District
with an Option Right shall remain in effect, and, if the Option Right is exercised, the
Extension Term shall commence immediately following the Extended Initial Term.
4. Extended Initial Term Rent.
(a) As of March 1, 2029, the Annual Rental set forth in the Original Lease shall
be amended for the Extended Initial Term as follows: (a) the Net Rental shall be as set forth
on the attached Exhibit A ; and (b) the amortized Extended Term TI Allowance (defined
below), in the annual amount of $1,641,100.00 and the monthly amount of $136,758.33
(the “Extended Term TIA Amortization ”), shall replace the amortized Tenant
Improvement Allowance component of Annual Rental set forth in the Original Lease.
(b) Section 7.5 of the Base Lease is hereby amended by adding the following
subsection (d):
“(d) In the event Landlord receives a refund for any Real Estate Taxes
paid during the Lease Term as a result of challenging the tax valuation or
assessment of the Building, Land or Property, the District shall be entitled to the
District’s Proportionate Share of such refund in the form of a rent abatement (the
“District Refund Abatement ”). Within sixty (60) days of receiving the Real
Estate Tax refund, Landlord shall deliver written notice to the District of the District
Refund Abatement (together with supporting documentation). The District shall
then deliver written notice to Landlord as to which monthly payment of Annual
Rental it elects the District Refund Abatement to be applied. Notwithstanding any
provision in this Lease to the contrary, the District Refund Abatement shall be in
addition to any other abatement of rent provided or permitted under this Lease.”
(c) For the avoidance of doubt , except as expressly amended by this Fifth
Amendment, Annual Rental and Additional Rent shall be paid by the District to Landlord
pursuant to the terms of the Original Lease.
5. Landlord Credit.
(a) Landlord hereby grants to the District a rental abatement of Annual Rental
in the total amount of $8,957,058.25 (the “Landlord Credit”), which shall be available in
accordance with Section 5(b) below and is comprised of (i) $ 7,650,851.36 (equal to
approximately 27.8% of three (3) years of Annual Rental during the Extended Initial
Term); and (ii) $1,306,206.89 (equal to 1.9% of the total Annual Rental over the Extended
Initial Term and is a portion of the broker commission described in Section 20 hereof). As
each portion of the Landlord Credit becomes available in accordance with Section 5(b)
below, Landlord shall apply such amount toward Annual Rental then due and payable
under the Lease.
(b) The Landlord Credit shall be available to the District as follows:
EXECUTION VERSION
Page 3 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
(i) Commencing on June 1, 2026 and continuing through May 31,
2029, an amount equal to 27.8% of the Annual Rental otherwise payable for each
month of such period, provided that the aggregate abatement pursuant to this clause
(i) shall not exceed $7,650,851.36 (for the avoidance of doubt, 72.2% of Annual
Rental shall be payable for each month of such period, subject to any other
provisions of the Lease regarding the payment or abatement of Annual Rental , if
and as applicable); and
(ii) Commencing on June 1, 2029, an amount equal to 100% of the
Annual Rental otherwise payable for each month until the aggregate abatement
pursuant to this clause equals $1,306,206.89. For clarity, in the month in which the
aggregate abatement of Annual Rental equals $1,306,206.89, the District shall pay
the remaining Annual Rental due for such month.
6. Extended Term TI Allowances; Work Exhibit; Extended Term TI Outside
Delivery Date.
(a) Commencing as of March 1, 2029, Landlord shall provide to the
District a tenant improvement allowance for tenant improvements to the Premises (the
“Extended Term Tenant Improvements” as is more fully defined in the Work Exhibit)
in the total amount of $13,128,800.00, which is $80.00 per RSF of the Premises (the
“Extended Term TI Allowance”). The Extended Term TI Allowance shall be applied to
Landlord’s costs of performing the Extended Term Tenant Improvements in accordance
with the Work Exhibit. Commencing as of March 1, 2029, Annual Rental for the Extended
Initial Term shall be abated to the extent of any unused Extended Term TI Allowance,
which amount, if any, shall be set forth in the Extended Term Declaration (as defined in
the Work Exhibit) . For the avoidance of doubt, in no event shall the termination of the
Lease prior to the expiration of the Extended Initial Term result in (i) any continued or
accelerated payment by the District of any amortization rental payments for, or the
principal of, the Extended Term TI Allowance or (ii) any other payment of or
reimbursement for the then remaining unamortized portion of the Extended Term TI
Allowance, unless approved by a court order but only if the Lease is terminated prior to
the expiration of the Extended Initial Term as a result of a District Default.
(b) In addition to the Extended Term TI Allowance, commencing as of
March 1, 2029, Landlord shall provide to the District an additional allowance for Extended
Term Tenant Improvements in the amount of up to $13,128,800.00, which is $ 80.00 per
RSF of the Premises (the “ Additional TI Allowance ”). The Additional TI Allowance
shall be applied to Landlord’s costs of performing the Extended Term Tenant
Improvements in accordance with the Work Exhibit. At the District’s election, the District
may utilize all, a portion or none of the Additional TI Allowance, and the total amount
utilized, if any (the “Used Additional TIA ”), shall be set forth in the Extended Term
Declaration (as defined in the Work Exhibit) . For the avoidance of doubt, the Parties
acknowledge and agree that the District has until the Substantial Completion (as defined in
the Work Exhibit) of the Extended Term Tenant Improvements to utilize the Additional TI
EXECUTION VERSION
Page 4 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
Allowance. The Used Additional TIA shall be amortized at the rate of 8.0% per annum
over the time period commencing on the date of Substantial Completion of the Extended
Term Tenant Improvements and ending on February 28, 2037 (such period, not to include
any Extension Term, the “ Additional TI Amortization Period ” and such amortization,
the “Additional TI Amortization”). The resulting monthly amount and annual amount of
Additional TI Amortization shall be set forth in the Extended Term Declaration and sha ll
be paid to Landlord by the District as Additional Rent over the Additional TI Amortization
Period, commencing with the next installment of Annual Rental due after the effective date
of the Extended Term Declaration. For the avoidance of doubt, in no event shall the
termination of the Lease prior to the expiration of the Extended Initial Term result in (i)
any continued or accelerated payment by the District of any amortization rental payments
for, or the principal of, the Additional TI Allowance or (ii) any other payment of or
reimbursement for the then remaining unamortized portion of the Additional TI Allowance,
unless approved by a court order but only if the Lease is terminated prior to the expiration
of the Extended Initial Term as a result of a District Default.
(c) Landlord shall cause the design and construction of the Extended
Term Tenant Improvements to be in accordance with the exhibit attached hereto as Exhibit
B (the “Work Exhibit ”). The Parties acknowledge that the performance of Landlord’s
work under the Work Exhibit shall be performed while District agency(ies) continue to
occupy the Premises for the Permitted Use.
(d) “Extended Term TI Outside Delivery Date” means the date that
is 90 days after the projected Substantial Completion date set forth in the Project Schedule,
as such projected date may be amended in subsequent iterations of the P roject Schedule
which are approved in writing by the District. Subject to Force Majeure Events and any
District Delay, in the event that Landlord does not Substantially Complete the Extended
Term Tenant Improvements on or before the Extended Term TI Outside Delivery Date, the
District shall be entitled to a credit against Annual Rental for each day beyond the Extended
Term TI Outside Delivery Date that the Extended Term Tenant Improvements have not
been Substantially Completed.
7. Definition of Additional Cost Approval for Additional Services . The
definition of “Additional Cost Approval” for Additional Services set forth in Section 11.3
of the Base Lease is deleted and replaced with the following:
“The District shall either approve or disapprove the Scope of Work and the
Additional Services Cost (a) in a writing signed by the Director after , if
applicable, the District’s certification of the availability of appropriated
funds for such purpose ; or (b) if the Additional Services Cost is not more
than $25,000.00, in a writing (including an email) from the Associate
Director or the Realty Officer of the Portfolio Management Division of the
District of Columbia Department of General Services (each, an “Additional
Cost Approval”).”
8. Premises Work.
EXECUTION VERSION
Page 5 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
(a) Notwithstanding any other provision of the Lease to the contrary,
any work caused to be performed by Landlord under a construction contract in or to the
Premises after the Extended Term Tenant Improvement work, whether or not on behalf of
the District (“ Premises Work ”), shall be subject to the DBA (as defined in the Work
Exhibit), including then current wage rate requirements, as set forth in an amendment to
the Lease, if applicable. At such time as the contractor for the Premises Work (the
“Premises Contractor ”) is preparing its contract with Landlord and its subcontracts,
Landlord shall cause the Premises Contractor to include the applicable wage rates in its
contract and subcontracts. Landlord shall also cause the Premises Contractor to comply
with the regulations implementing the DBA and such regulations shall be incorporated into
the Premises Contractor’s contract, which in turn shall require the inclusion of such
regulations in all subcontracts. Landlord shall include or cause the inclusion of the
applicable wage rates and regulations compliance requirements within any competitive
request for proposal, bid or similar issuance for contractors and subcontractors. The
construction contract and all subcontracts shall require compliance with the record keeping
requirements of the DBA, including keeping payroll records for at least 3 years from the
date of completion of the construction contract. The foregoing requirements applicable to
the Premises Contractor’s subcontractors and subcontracts shall apply to subcontractors
and subcontracts of any tier for Premises Work performed.
(b) Landlord shall deliver or cause the Premises Contractor to deliver
by email to PMDLeasePayrolls@dc.gov the following: (i) prior to the commencement of
any Premises Work, a list of all general contractors and subcontractors to perform any
Premises Work, and (ii) a copy of each construction contract and subcontract within 5
Business Days of execution thereof. In addition, on a weekly basis, Landlord shall deliver
or cause the Premises Contractor to deliver by email to PMDLeasePayrolls@dc.gov the
following: (A) a list of the general contractors and subcontractors who have performed any
Premises Work during the applicable one week period, and (B) a certified payroll statement
for the applicable week from each general contractor and subcontractor on such list. Each
certified payroll statement shall be delivered in pdf format and the name of each pdf shall
identify the name of the contractor or subcontractor, the applicable week of the certified
payroll statement, the name of Landlord and the address of the l eased premises. All
references in this paragraph to subcontracts and subcontractors refer to all tiers of Premises
Work. The District may exercise any rights and avail itself of any remedies available to it
under the DBA and related acts in order to ensure compliance therewith.
9. Insurance. Section 14 of the Base Lease is hereby amended by adding a
Section 14.6 thereto as follows:
“14.6 Landlord agrees that: (i) Landlord’s property insurance shall insure
all tenant improvements in the Premises constituting fixtures and shall cause
the “District of Columbia, as its interests may appear” to be added as a loss
payee as to property insurance and as an additional insured as to liability
insurance; and (ii) notwithstanding anything in this Lease to the contrary,
Landlord hereby waives, and releases the District and its Agents of and
from, any and all rights of recovery, claims, or causes of action, whether by
EXECUTION VERSION
Page 6 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
subrogation or otherwise, against the District or its Agents for any liability,
loss or damage that may occur to the Property (including the Premises),
Landlord’s property or any leasehold improvements (regardless of cause or
origin, including the negligence of any of the District or its Agents), which
loss or damage is insured against or is required to be insured against by
Landlord hereunder.”
10. Notice to District. The District’s Notice Address set forth in Section 4b of
DC DGS Form L-100 of the Base Lease is hereby deleted and replaced with the following:
If to District: District of Columbia
Department of General Services
3924 Minnesota Avenue, NE, 6th Floor
Washington, D.C. 20019
Attention: Director
Email address: delano.hunter@dc.gov
With a copy to: District of Columbia
Department of General Services
3924 Minnesota Avenue, NE, 6th Floor
Washington, D.C. 20019
Attention: General Counsel
Email address: xavier.beltran@dc.gov
11. Counterparts. This Fifth Amendment may be executed in several
counterparts each of which shall constitute an original, but both of which together shall
constitute one and the same instrument. Execution of this Fifth Amendment by electronic
or facsimile signature, and electronic delivery (including without limitation by an e-mailed
.pdf document), shall be sufficient for all purposes, and shall be binding on the Parties
hereto.
12. Binding; Choice of Law. This Fifth Amendment shall be (a) binding upon
and inure to the benefit of the Parties hereto and their respective representatives, successors
and permitted assigns, and (b) governed by, and construed in accordance with, the laws of
the District of Columbia, without regard to conflicts of law provisions.
13. Miscellaneous. The Parties, intending to be bound, acknowledge and agree
that: (a) the Lease contains and embodies the entire agreement of the Parties with respect
to the matters set forth herein, and supersedes and revokes any and all negotiations,
arrangements, letters of intent, representations, inducements or other agreements, oral or
in writing with respect to such matters; (b) no representations, inducements or agreements,
oral or in writing, between the Parties with respect to such matters, unless contained in the
Lease, shall be of any force or effect; (c) in the event of any conflict between any terms of
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
this Fifth Amendment and those of the Original Lease, the terms of this Fifth Amendment
shall control; and (d) except as expressly amended by this Fifth Amendment, all terms,
conditions, covenants, and provisions of the Original Lease shall remain unmodified and
in full force and effect.
14. Absence of Interest . Landlord represents and warrants that no officer,
agent, employee, elected official or representative of the District of Columbia , including
of the Council of the District of Columbia, has received any payment or other consideration
for the making of the Lease, and that no such person has any interest, direct or indirect, in
the Lease, or the proceeds thereof or related thereto.
15. Authority.
(a) District’s Representations. By executing this Fifth Amendment, the
District represents to Landlord that: (i) it is authorized to enter into, execute and deliver
this Fifth Amendment and perform its obligations hereunder; (ii) this Fifth Amendment is
effective and enforceable against the District in accordance with its terms; (iii) the person
signing on behalf of the District is duly authorized to execute this Fifth Amendment and
thereby bind the District; and (iv) no other signatures or approvals are nece ssary in order
to make all of the representations of the District contained in this Section true and correct
in all material respects.
(b) Landlord’s Representations. By executing this Fifth Amendment,
Landlord represents to the District that: (i) it is authorized to enter into, execute and deliver
this Fifth Amendment and perform its obligations hereunder; (ii) this Fifth Amendment is
effective and enforceable against Landlord in accordance with its terms; (iii) the person
signing on behalf of Landlord is duly authorized to execute this Fifth Amendment and
thereby bind Landlord; (iv) no other signatures or approvals are necessary in order to make
all of the representations of Landlord contained in this Section true and correct in all
material respects; (v) Landlord is in good standing in the District of Columbia and shall
remain so for the term of the Lease; and (vi) Landlord is in compliance with all District of
Columbia laws and regulations applicable to Landlord, including but not limited to laws
and regulations pertaining to the District of Columbia Office of Tax and Revenue and the
District of Columbia Department of Employment Services, and shall remain so for the term
of the Lease.
16. Severability. Each provision of this Fifth Amendment shall be valid and
enforceable to the fullest extent permitted by law. If any provision of this Fifth Amendment
or the application thereof to any person or circumstance shall to any extent be invalid or
unenforceable, then such provision shall be deemed to be replaced by the valid and
enforceable provision most substantively similar to such invalid or unenforceable
provision, and the remainder of this Fifth Amendment and the application of such provision
to persons or circumstances other than those as to which it is invalid or unenforceable shall
not be affected thereby. Nothing contained in this Fifth Amendment shall be construed as
permitting Landlord to charge or receive interest in excess of the maximum rate allowed
by law.
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
17. No Partnership; No Third Party Beneficiaries . Nothing contained in the
Lease shall be deemed or construed to create a partnership or joint venture of or between
Landlord and the District, or to create any other relationship between the Parties hereto
other than that of landlord and tenant. Nothing contained in the Lease shall be deemed or
construed to create any third party beneficiaries. The only entities that the Parties intend
to be benefitted by the Lease are Landlord and the District.
18. Not a Contract for Goods or Services. The Lease is not intended to be, nor
shall it be deemed or construed to be a contract for goods or services. Nothing contained
in the Lease, and no future action or inaction by the District under the Lease, shall be
deemed or construed to mean that the District has contracted with Landlord to perform any
activity at the premises or the property that is not ancillary to the conveyance of an interest
in real property. Landlord expressly acknowledges that the District is prohibited by law
from entering into contracts for goods and services without following the procedures set
forth in the Procurement Practices Reform Act of 2010, D.C. Official Code § 2-351.01, et
seq., as may be amended from time to time, or any other applicable procurement authority.
19. The District’s Authority to Execute and Deliver this Fifth Amendment.
Landlord acknowledges that the execution of this Fifth Amendment by the District is
subject to authorization by the Council of the District of Columbia pursuant to Section 451
of the District of Columbia Home Rule Act (D.C. Official Code § 1-204.51 (2001)), as may
be amended from time to time.
20. Brokers. Landlord acknowledges and agrees that Landlord shall pay any
commission or fee due to Landlord’s broker, if any, pursuant to a separate agreement .
Landlord shall indemnify, defend, and hold the District harmless from and against any
damage, injury, loss or claim relating to any broker, finder or agent claiming through or
under Landlord with respect to this Fifth Amendment. S avills, Inc. (“ Savills”) is
recognized as the exclusive broker representing the District with respect to this Fifth
Amendment. Upon full execution and delivery to Landlord of this Fifth Amendment,
Landlord shall compensate Savills in an amount equal to 2.1% of the total Annual Rental
over the Extended Initial Term pursuant and subject to a separate brokerage agreement
between Landlord and Savills.
[Signature Pages and Exhibits Follow]
EXECUTION VERSION
Page 9 of 39 1050 First Street, NE – Fifth Amendment to In-Lease Agreement
IN WITNESS WHEREOF, Landlord and the District have executed this FifthAmendment as of the Fifth Amendment Effective Date. LANDLORD: SENTINEL SQUARE HANA OW, LLC, a Delaware limited liability company By: _____________________________ Name: _____________________________ Title: _____________________________ [District’s Signature Page and Exhibits Follow]
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
DISTRICT:
DISTRICT OF COLUMBIA, a municipal
corporation, by and through its Department
of General Services
By: ____________________________
Delano Hunter, Director
Approved as to Legal Sufficiency for the District of Columbia by:
Office of the General Counsel for the Department of General Services
By: _____________________________
Assistant General Counsel
[Exhibits Follow]
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
EXHIBIT A
NET RENTAL SCHEDULE FOR EXTENDED INITIAL TERM
Lease Year Net Rental
per Rentable
Square Foot
Annual Net
Rental
Monthly Net
Rental
3/1/2029 12/14/2029 $26.87 $4,409,887.57 $367,490.63
12/15/2029 12/14/2030 $27.54 $4,520,134.76 $376,677.90
12/15/2030 12/14/2031 $28.23 $4,633,138.13 $386,094.84
12/15/2031 12/14/2032 $28.94 $4,748,966.58 $395,747.22
12/15/2032 12/14/2033 $29.66 $4,867,690.75 $405,640.90
12/15/2033 12/14/2034 $30.40 $4,989,383.01 $415,781.92
12/15/2034 12/14/2035 $31.16 $5,114,117.59 $426,176.47
12/15/2035 12/14/2036 $31.94 $5,241,970.53 $436,830.88
12/15/2036 2/28/2037 $32.74 $5,373,019.79 $447,751.65
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
EXHIBIT B
Work Exhibit for Extended Term Tenant Improvements
1. Definitions. Any capitalized term used but not defined in this Work Exhibit shall
have the meaning given to such term in the remainder of this Lease. The definition for
each of the following terms is set forth in this Work Exhibit as follows:
“Budget Costs” is defined in Section 10 hereof.
“Change Order” is defined in Section 13 hereof.
“Change Order Cost(s)” is defined in Section 12(a) hereof.
“Complete Plans and Specifications” is defined in Section 6 hereof.
“Contractor” is defined in Section 8(a) hereof.
“Cost Ceiling” is defined in Section 10 hereof.
“DBA” is defined in Section 8(b) hereof.
“Design Phase” is defined in Section 5 hereof.
“DGS-PSD” is defined in Section 4 hereof.
“District Delay” is defined in Section 18 hereof.
“District PM” means the project manager engaged by Landlord, subject to the
District’s approval, to provide the PM Services.
“District Proposed Change” is defined in Section 12(a) hereof.
“District Requirements” is defined in Section 4 hereof.
“District’s Response Period” is defined in Section 10 hereof.
“District’s Value Engineering” is defined in Section 10 hereof.
“Excess Cost” is defined in Section 10 hereof.
“Excess Cost Approval Notice” is defined in Section 10 hereof.
“Excluded IT Equipment” is defined in Section 4 hereof.
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
“Extended Term Declaration ” means that document (the form of which is set
forth in “ Schedule 1” attached hereto and made a part hereof) to be executed by
the Parties upon completion of the Final Accounting as set forth in Section 16
hereof, which sets forth the date of Substantial Completion of the Extended Term
Tenant Improvements, the Final Accounting, any adjustments to be made to any
rental abatement as a result thereof, and any Change Order Costs or Excess Costs,
as well as such other terms and information as is deemed appropriate by the Parties.
“Extended Term Tenant Improvement ” and “Extended Term Tenant
Improvements” are defined in Section 4 hereof.
“Final Accounting” is defined in Section 16 hereof.
“Final Plans and Specifications” is defined in Section 6 hereof.
“Final Response Period” is defined in Section 6 hereof.
“IT” is defined in Section 4 hereof.
“Landlord Delay” is defined in Section 17 hereof.
“Landlord Proposed Change” is defined in Section 12(b) hereof.
“Landlord Stated Delay” is defined in Section 12(a) hereof.
“Landlord’s Notice” is defined in Section 12(a) hereof.
“Latent Defect” is defined in Section 19 hereof.
“OCTO/DC-Net” means the District of Columbia’s Office of the Chief
Technology Officer.
“Plans and Specifications” is defined in Section 5 hereof.
“PM Services ” means the project management services to be provided to the
District in accordance with the terms set forth on “Schedule 2”, attached hereto and
made a part hereof.
“Portfolio Manager” means the Associate Director or the Realty Officer of the
Portfolio Management Division of the District of Columbia Department of General
Services.
“Project Architect” is defined in Section 3 hereof.
“Project Schedule” is defined in Section 6 hereof.
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
“Punch List” is defined in Section 19 hereof.
“Response Period” is defined in Section 6 hereof.
“Subcontractor” is defined in Section 8(a) hereof.
“Substantially Complete ”, “ Substantially Completed” and “ Substantial
Completion” are defined in Section 19 hereof.
“TI Construction Contract” is defined in Section 8(a) hereof.
“TI Construction Costs” is defined in Section 9 hereof.
“Turnkey Budget” is defined in Section 10 hereof.
2. Scope. This Work Exhibit sets forth the agreements by and between Landlord and
the District with respect to the design and construction by Landlord of the Extended Term
Tenant Improvements. In the event of any inconsistency between the terms of this Work
Exhibit and the terms of the remainder of this Lease, the terms of this Work Exhibit shall
control.
3. Project Architect. On or before March 1, 2029, Landlord shall propose the architect
for Extended Term Tenant Improvements, which shall be subject to the District’s
reasonable approval (the “Project Architect”).
4. Extended Term Tenant Improvements. Landlord, at its sole cost and expense, shall
provide up to fifteen cents ($0.15) per RSF of the Premises for the purpose of test fitting
the Premises, which amount shall not be deducted from any tenant allowance provided by
Landlord hereunder. Landlord shall allow for up to two rounds of revisions to the test fit.
Landlord shall, at its sole cost and expense up to the Cost Ceiling (a) cause the Extended
Term Tenant Improvements to be in a state of Substantial Completion, and (b) furnish all
labor and materials to design, construct, furnish, install and complete all of the items,
equipment and work necessary to bring the Extended Term Tenant Improvements to a state
of Substantial Completion, each for the District’s use and occupancy of the Premises, in
accordance with the Project Schedule (as the same may be amended or revised) , pursuant
and subject to the terms of this Work Exhibit, the remainder of this Lease, and in
accordance with Laws. As of March 1, 2029, the District shall provide to Landlord the
District’s specifications and requirements for the build out of the Extended Term Tenant
Improvements consisting of the following documents: (a) “Workplace Design Guidelines”
which includes “Basis of Design, Furniture & Finishes” and “Signage Specifications and
Standards”; (b) “Standards and Practices for Communications Environments – Information
and Communications Technology Structured Cabling Standards”; and (c) “Department of
General Services, Protective Services Division’s (“DGS -PSD”) Security Infrastructure
Specifications and Standards” ((a) through ( c) each and collectively are, the “District
Requirements”). “ Extended Term Tenant Improvement s” (and each , a “Extended
Term Tenant Improvement”) shall mean the build-out of the Premises and the District’s
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
relocation thereto (if applicable) , including, but not limited to the PM Services costs, a
single stall bathroom with gender neutral signage on any floor fully occupied by the
District, the District’s relocation costs (if any), the purchase and installation of the
construction elements, furniture, fixtures, equipment (including security, server room,
network and power equipment) , fit -out, signs, HVAC related distribution ductwork,
cabling and wiring for both pow er and low voltage requirements, security infrastructure,
information technology (“ IT”) server room equipment, telephones and any other IT
infrastructure requirements , but specifically not IT equipment such as computers,
televisions and printers (collectively, the “Excluded IT Equipment”). For the avoidance
of any doubt, Extended Term Tenant Improvements consti tuting furniture or equipment
shall be the personal property of the District. Landlord agrees and acknowledges that (i) a
vendor approved by DGS -PSD shall be the required S ubcontractor for the District’s
security requirements associated with the Extended Term Tenant Improvements, and (ii)
OCTO/DC-Net or its approved vendor may, at Landlord’s election, be the Subcontractor
for the IT requirements associated with the Extended Term Tenant Improvements;
provided that, in all events, OCTO/DC -Net and DGS -PSD wil l provide the IT
infrastructure and security standards and specifications , respectively, for the Extended
Term Tenant Improvements. Landlord and the District acknowledge and agree that,
notwithstanding the foregoing definition of Extended Term Tenant Improvements, the
District shall not be limited in the application of the Extended Term TI Allowance to such
items, but shall have the right to apply the Extended Term TI Allowance to other costs
relating to the build-out of the Premises pursuant to this Work Exhibit and the remainder
of this Lease, including without limitation, contractor and subcontractor wages in order to
ensure compliance with the DBA. Landlord shall Substantially Complete the Extended
Term Tenant Improvements in accordance with the Final Plans and Specifications. In
addition, all of the Extended Term Tenant Improvements shall be performed by Landlord:
(i) promptly and in a good workmanlike manner; (ii) by duly qualified, licensed and bonded
persons; (iii) in accordance with all Laws and the provisions of this Lease; and (iv) once
commenced, diligently pursued to Substantial Completion.
5. Plans and Specifications. The Design Phases are: (a) test fit /space plan phase; (b)
schematics phase; (c) design development phase; (d) design construction documents phase;
and (e) furniture, fixture and equipment phase (each of the foregoing (a) through (e) being
a “Design Phase”). Landlord shall cause the Project Architect to prepare and deliver to
the District, for the District’s review and comment, two (2) printed sets of plans (and their
related electronic files) containing, as applicable, the construction drawings, construction
notes, plans and specifications for each Design Phase of the Extended Term Tenant
Improvements (each set of construction drawings, construction notes, plans and
specifications for each Design Phase being the “Plans and Specifications” for such
Design Phase). Within 30 days of the District’s approval of a test fit, Landlord shall deliver
the Plans and Specifications for the “schematics” Design Phase to the District. Landlord
shall ensure that the Plans and Specifications for each Design Phase of the Extended Term
Tenant Improvements shall be based upon, and shall incorporate and be consistent with,
the District Requirements and the approved immediately preceding Design Phase.
Landlord shall cause the Project Architect to provide in each appropriate Design Phase’s
Plans and Specifications specifications for all power (including low voltage power),
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
voice/data, audio- visual, and security systems, together with the infrastructure and
attendant equipment and devices therefor, based on the District Requirements (as may be
modified by approved Design Phases) and the District’s program needs. If appli cable,
Landlord shall also cause the Project Architect to develop a signage plan and package with
the District that is based on the District Requirements (as may be modified by approved
Design Phases) and the District’s program needs.
6. Approval of Plans and Specifications. Within 10 Business Days after the District’s
receipt of any initial (or resubmitted, if applicable) Plans and Specifications for each
Design Phase of the Extended Term Tenant Improvements (the “ Response Period”), the
District shall notify Landlord of the District’s approval thereof or the reasons why such
approval was withheld or is not granted (with any denial specifying the District’s reasons
in reasonable detail). Landlord shall cause Project Architect to make any r evisions
necessary to address the District’s comments on each Design Phase’s Plans and
Specifications, and resubmit the same for the District’s approval. The revisions and
resubmissions shall continue until District gives its final approval, or is deemed to have
given final approval (as provided in Section 7 below) of each Design Phase’s Plans and
Specifications. Following the District’s approval or deemed approval of the Plans and
Specifications for the final Design Phase, Landlord shall cause the Project Architect to
submit complete and unified Plans and Specifications for all Design Phases of the Extended
Term Tenant Improvements which incorporate the revised and approved Plans and
Specifications for each Design Phase (the “Complete Plans and Specifications ”), and
Landlord shall deliver to the District therewith the then current budget based on such
Complete Plans and Specifications. Within 20 Business Days of Landlord’s delivery to
the District of the Complete Plans and Specifications (the “ Final Response Period”), the
District shall notify Landlord of the District’s approval thereof or the reasons why such
approval was withheld or is not granted (with any denial specifying the District’s reasons
in reasonable detail). Landlord shall cause the Project Architect to make any revisions
necessary to address the District’s comments on the Complete Plans and Specifications,
and resubmit the same for the District’s approval. The revisions and resubmissions shall
continue until the District gives its final approval, or is deemed to have given final approval
(as provided in Section 7 below) of the Complete Plans and Specifications. Such final
approved (or deemed approved) Complete Plans and Specifications shall be the “ Final
Plans and Specifications ”. At the same time that Landlord delivers to the District the
Complete Plans and Specifications, Landlord shall deliver a proposed project schedule (the
“Proposed Project Schedule ”). Within 20 Business Days of Landlord’s delivery to the
District of the Proposed Project Schedule, the District shall notify Landlord of the District’s
approval thereof or the reasons why such approval is not granted (with any denial
specifying the District’s reasons in reasonable detail). Landlord shall make any revisions
necessary to address the District’s comments on the Proposed Project Schedule, and
resubmit the same for the District’s approval. The revisions and resubmissions shall
continue until the District approves the Proposed Project Schedule . Such final approved
Proposed Project Schedule shall be the “ Project Schedule”. The District will not
unreasonably withhold, condition or delay its approval of the Proposed Project Schedule
or any aspects of any Design Phase’s Plans and Specifications (or of the Complete Plans
and Specifications) for the Extended Term Tenant Improvements which are consistent
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
with, and in accordance with, the District Requirements (as may be modified by approved
Design Phases) and the approved Plans and Specifications for the immediately preceding
Design Phase.
7. Deemed Approval of Plans and Specifications. In the event that the District has not
responded to Landlord within a Response Period or the Final Response Period, as
applicable, then Landlord shall have the right to deliver a notice to the District containing
the following language in at least 16 point, bold font and capital letters: “THIS NOTICE
IS BEING DELIVERED PURSUANT TO THAT CERTAIN IN -LEASE
AGREEMENT WITH A LEASE COMMENCEMENT DATE OF _________ ___,
20___ PERTAINING TO YOUR LEASE FOR PREMISES AT
_________________________ IN WASHINGTON, DC. IF THE DISTRICT FAILS
TO PROVIDE TO LANDLORD WRITTEN APPROVAL OR REASONABLE
DETAILS FOR ITS OBJECTIONS TO THE [PLANS AND
SPECIFICATIONS/COMPLETE PLANS AND SPECIFICATIONS ] DELIVERED
TO THE DISTRICT ON _____________, 20 __, FOR WORK TO BE DONE AT
_________________________ IN WASHINGTON, DC, WASHINGTON, DC
WITHIN 10 BUSINESS DAYS OF THE DISTRICT’S RECEIPT OF THIS
NOTICE, THE DISTRICT WILL BE DEEMED TO HAVE APPROVED SUCH
[PLANS AND SPECIFICATIONS/ COMPLETE PLANS AND
SPECIFICATIONS].” If the District fails to respond within such 10 Business Day period
after receipt of such notice from Landlord, then the District shall be deemed to have
approved such applicable Plans and Specifications or the Complete Plans and
Specifications. In the case of the Complete Plans and Specifications, they shall be deemed
to be the Final Plans and Specifications.
8. Contractors.
(a) Landlord shall include the Project Schedule within any competitive request
for proposal, bid or similar issuance. Landlord shall solicit competitive general
contractor bids for the Extended Term Tenant Improvement work from at least 3
general contractors (the general contractor selected to perform such work being the
“Contractor”). Within 15 Business Days of having Final Plans and Specifications
pursuant to Sections 6 or 7 hereof, Landlord shall deliver to the District all of the
general contractor bid information received together with Landlord’s selection
recommendation for the District’s review. The general contractor recommended by
Landlord shall be the most responsive in terms of price, performance and qualifications
from among those general contractors that submitted accurate and complete bid
responses in accordance with all bid requirements and instructions by Landlord. The
District shall have 3 Business Days to review such information and either accept
Landlord’s recommendation without comment or present the District’s questions and
comments to Landlord. If the District presents questions and comments to Landlord,
Landlord and the District shall discuss the same for 1 Business Day, provided that
Landlord’s selection, after Landlord has acted in good faith in reviewing and
considering the District’s questions and comments, shall be final. Landlord shall then
notify such Contractor by the next Business Day of its selection. Landlord shall cause
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
Contractor to submit to Landlord (and to the District, upon request) actual costs for any
and all work associated with the Extended Term Tenant Improvements. The District
shall have the right to review any and all pricing for work associated with the Extended
Term Tenant Improvements and may elect to remove, modify or add to the Extended
Term Tenant Improvements. Any contractor engaged by Landlord or Contractor to (a)
perform Extended Term Tenant Improvement work not to be self -performed by the
Contractor (including but not limited to providing non-construction element goods and
services); or (b) provide any other goods and services that Landlord is obligated to
provide under this Work Exhibit shall be referred to herein as a “Subcontractor”. Such
work that Landlord and Contractor shall bid out to Subcontractors shall include, but
not be limited to: (i) work associated with the installation of HVAC, mechanical,
electrical, and plumbing (and all other work performed by the trades); (ii) non-
construction related hard-costs (including but not limited to furnishings, fixtures, and
equipment, if ap plicable); (iii) information technology and security cabling and
equipment (if applicable); (iv) signage (if applicable); and (v) other non -construction
element goods and services. Such work that Landlord and Contractor shall bid out shall
exclude any and all work to be performed by, and equipm ent to be provided by,
OCTO/DC-Net, if Landlord and Contractor elect for OCTO/DC -Net to be the
Subcontractor for the District’s information technology requirements . Landlord shall
cause the selection of the Subcontractor(s) within 10 Business Days after its receipt of
the last Subcontractor bid. The Subcontractor(s) selected by Landlord and Contractor
shall be the most responsive in terms of price, performance and qualifications from
among those Subcontractors that submitted accurate and complete bid responses in
accordance with all bid requirements and instructions by Landlord. Landlord shall
ensure that the construction contract with the Contractor for the Extended Term Tenant
Improvements (the “TI Construction Contract”) will be a guaranteed maximum price
construction contract. Landlord shall ensure that the Contractor and any
Subcontractors will construct the Extended Term Tenant Improvements, and otherwise
perform all work associated with the Extended Term Tenant Improvements and this
Work Exhibit, in compliance with the TI Construction Contract, the Final Plans and
Specifications for the Extended Term Tenant Improvements, this Work Exhibit , and
Laws.
(b) The total amount of the Cost Ceiling shall be subject to the requirements of
D.C. Code Section 2-218.46, as may be amended from time to time, regarding the use
of Small Business Enterprises and Certified Business Enterprises (as such are defined
under D.C. Code Section 2-218.02); provided, however, that 50% SBE/CBE dollar
volume participation shall be required (rather than the 35% dollar volume participation
set forth in D.C. Code Section 2-218.46). In addition, the work performed under this
Work Exhibit shall be subject to the Davis-Bacon Act (40 U.S.C. §§ 276a-276a-7) and
Title 29 Code of Federal Regulations (attached hereto as “Schedule 3” and made a part
hereof), as each may be amended from time to time (the “DBA”). The DBA wage rates
in effect for Washington, D.C. as of the Fifth Amendment Commencement Date (the
“Current Wage Rates”) shall apply to such work. The DBA wage rates in effect for
Washington, D.C. as of March 30, 2026 are attached hereto as “Schedule 4” and made
a part hereof. In the event such attached DBA wage rates are amended or replaced as
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
of the Fifth Amendment Commencement Date (for the avoidance of doubt, if the
attached DBA wage rates are amended or replaced by the Current Wage Rates),
Landlord shall notify the District of the same in writing and provide a copy of the
Current Wage Rates to the District. At such time as the Contractor is preparing its
contract with Landlord and its subcontracts, Landlord shall cause the Contractor to
include the Current Wage Rates in its contract and subcontracts. Landlord shall also
cause the Contractor to comply with the regulations implementing the DBA and such
regulations shall be incorporated into the Contractor’s contract, which in turn shall
require the inclusion of such regulations in all subcontracts. Landlord shall include or
cause the inclusio n of the Current Wage Rates and regulations compliance
requirements within any competitive request for proposal, bid or similar issuance for
contractors and subcontractors. The TI Construction Contract and all subcontracts
shall require compliance with the record keeping requirements of the DBA, including
keeping payroll records for at least 3 years from the date of completion of the TI
Construction C ontract. The foregoing requirements applicable to the Contractor’s
subcontractors and subcontracts shall apply to subcontractors and subcontracts of any
tier for work performed under this Work Exhibit.
(c) Landlord shall deliver or cause the Contractor to deliver by email to
PMDLeasePayrolls@dc.gov the following: (a) prior to the commencement of any work
under this Work Exhibit, a list of all general contractors and subcontractors to perform
any such work, and (b) a copy of each construction contract and subcontract within 5
Business Days of execution thereof. In addition, on a weekly basis, Landlord shall
deliver or cause the Contractor to deliver by email to PMDLeasePayrolls@dc.gov the
following: (i) a list of the general contractors and subcontractors who have performed
any work under this Work Exhibit during the applicable one week period, and (ii) a
certified payroll statement for the applicable week from each general contractor and
subcontractor on such list. Each certified payroll statement shall be delivered in pdf
format and the name of each pdf shall identify the name of the contractor or
subcontractor, the applicable week of the certified payroll statement, the name of
Landlord and the address of t he leased premises. All references in this paragraph to
subcontracts and subcontractors refer to all tiers of work under this Work Exhibit. The
District may exercise any rights and avail itself of any remedies available to it under
the DBA and related acts in order to ensure compliance therewith.
9. Extended Term Tenant Improvement Construction Costs . All costs of: (a) the
construction of the Extended Term Tenant Improvements, including the soft costs of all
space planning, architectural, and engineering work related thereto; (b) all governmental
authority approvals and permits required to construct the Extended Term Tenant
Improvements including any certificate(s) of occupancy; (c) all labor and materials and
other hard costs, including the Contractor’s fee and customary work related insurance for
construction of the Extended Term Tenant Improvements, and bond costs relating to the
Extended Term Tenant Improvements; and (d) the purchase and installation of the
Extended Term Tenant Improvement requirements (including OCTO/DC-Net specified IT
equipment, cabling and wiring and DGS-PSD specified security equipment) are referred to
herein as the “TI Construction Costs” (it being agreed that TI Construction Costs may
EXECUTION VERSION
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include such other costs as Landlord and District may agree) . The TI Construction Costs
shall include, as a component thereof, a project management fee to Landlord equal to 3%
of the total TI Construction Costs constituting “hard costs” (i.e., excluding any TI
Construction Costs related to design, space planning, architectural work, engineering work
and other soft costs; for the avoidance of doubt, furniture, fixtures, equipment and cabling
are excluded ) for Landlord’s management and coordination of the construction of the
Extended Term Tenant Improvements (it being agreed by Landlord and the District that no
cost which is included in the “hard costs” shall be counted more than once for purposes of
calculating the project management fee). Landlord agrees and acknowledges that if
OCTO/DC-Net is the Subcontractor for the IT requirements of the Extended Term Tenant
Improvements, Landlord shall be responsible for ordering any OCTO/DC -Net specified
equipment, and acknowledges that OCTO/DC -Net requires an “upfront ” payment for
OCTO/DC-Net’s purchase and installation of such equipment.
10. Cost Ceiling; Budget. The “Cost Ceiling” means the Extended Term TI Allowance
plus the amount of all Excess Costs approved by the District under this Section 10 or
Section 12 below and any Additional TI Allowance elected to be utilized by the District
pursuant to the provisions below . W ithin 30 Business Days of the establishment of the
Final Plans and Specifications, Landlord shall provide the District with a budget (the
“Turnkey Budget”) reflecting the cost of the Extended Term Tenant Improvements (the
“Budget Costs ”) (along with reasonable supporting documentation), including, if
applicable, a calculation of the amount by which the total Budget Costs exceed the then
Cost Ceiling (any such excess amount, an “Excess Cost”). If the Turnkey Budget reflects
an Excess Cost, t he District shall within 15 Business Days after receipt of the Turnkey
Budget (the “District’s Response Period”) either (a) deliver a written notice signed by the
Director agreeing to pay for the Excess Cost, which payment may be through the
application of the Additional TI Allowance (such notice, an “ Excess Cost Approval
Notice”), the delivery of which Excess Cost Approval Notice shall require the certification
of the availability of appropriated funds, or (b) submit to Landlord value engineering of
the Extended Term Tenant Improvements that, if implemented, the District anticipates
would result in a Turnkey Budget with no or reduced Excess Cost (the “ District’s Value
Engineering”). The District may elect to use a combination of the foregoing options to
apply against any Excess Costs, or reduce the Budget Costs to eliminate any potential
Excess Costs. An Excess Cost approved in an Excess Cost Approval Notice and not paid
by application of the Additional TI Allowance shall be payable in a lump sum as Additional
Rent in accordance with Section 1 6 below. Notwithstanding any provision in this Work
Exhibit or the Lease to the contrary, in addition to the District’s right to elect to pay any
Excess Cost in a lump sum as set forth herein, the District may elect that such Excess Cost
be applied against the Additional TI Allowance pursuant to Section 6(b) of the Fifth
Amendment by including such election in writing in the Excess Cost Approval Notice
delivered pursuant to this Section 10 or Section 12 below. An election by the District that
any Excess Cost be paid from the Additional TI Allowance shall constitute the District’s
agreement to pay Landlord for the Additional TI Allowance as Additional Rent over the
Additional TI Amortization Period based upon the amortization of any Used Additional
TIA at 8.0% per annum. Within 10 Business Days of Landlord’s receipt of the District’s
Value Engineering, Landlord shall prepare a revised Turnkey Budget and submit the same,
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including the revised Budget Costs, to the District. If applicable, Landlord shall direct the
Project Architect to promptly revise the Final Plans and Specifications in accordance with
the District’s Value Engineering, which revised Final Plans and Specifications shall be
subject to the District’s approval, and upon such approval the revised Final Plans and
Specifications shall be deemed to be the Final Plans and Specifications. The revisions to
the Turnkey Budget pursuant to the foregoing shall continue until the earlier of there being
(i) a revised Turnkey Budget reflecting no Excess Cost, or (ii) the District agreeing to pay
the Excess Cost pursuant to the foregoing provisions of this Section 10, at which time the
applicable Turnkey Budget shall be the approved Turnkey Budget, and Landlord shall
proceed with the work in accordance with this Work Exhibit. Any Excess Cost Approval
Notice for the payment of Excess Costs mu st be signed by the Director. Any purported
Excess Cost Approval Notice not in compliance with the provisions of this Section shall
be of no force or effect, the District shall have no obligation to pay any costs related thereto,
and Landlord shall be under no obligation to proceed with any redesign or construction
work that is the subject thereof. Landlord acknowledges that if it proceeds with any such
work prior to receipt of an Excess Cost Approval Notice complying with the provisions of
this Section, Landlord does so at its sole and complete risk. The Turnkey Budget may
include industry standard contingencies for hard costs and soft costs, but Landlord shall
not apply any contingency funds towards any Budget Cost without the prior written
approval (which may be an email) of a Portfolio Manager.
11. Project Schedule. Subject to Force Majeure Events and District Delay, Landlord
shall design and construct the Extended Term Tenant Improvements in accordance with
the Project Schedule. Landlord acknowledges that the dates set forth in the Project
Schedule will be established after Landlord has considered the effect of any then current
supply chain delays. Further, within 10 Business Days after Landlord’s receipt of the
construction permit(s), Landlord shall deliver to the District a revised construction
schedule pertaining to the Extended Term Tenant Improvements to update and replace the
Project Schedule. Any amendments or revisions to the Project Schedule must be approved
in writing by the District, which approval shall not be unreasonably withheld, conditioned
or delayed.
12. District Proposed Changes to the Final Plans and Specifications.
(a) Any changes to the Final Plans and Specifications desired by the District
shall be requested in writing (a “ District Proposed Change”) and shall be subject to
Landlord’s reasonable approval, which approval shall not be unreasonably withheld,
conditioned or delayed, except as otherwise provided below. Within 10 Business Days
of Landlord’s receipt of the District Proposed Change, Landlord shall notify the District
in writing ( a “Landlord’s Notice ”) of Landlord’s approval or disapproval of the
District Proposed Change (with any denial specifying Landlord’s objections in
reasonable detail). The Landlord’s Notice shall include the fixed amount of any cost
increase (the “Change Order Cost”) and whether the Change Order Cost will result in
an Excess Cost and/or any delay in Substantial Completion of the Extended Term
Tenant Improvements that will result from the District’s requested changes to the Final
Plans and Specifications (the “Landlord Stated Delay”). If a Landlord’s Notice sets
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
forth a Change Order Cost including a Change Order Cost resulting in an Excess Cost,
within 15 Business Days after the District’s receipt of such Landlord’s Notice, the
District shall, as applicable, (i) approve or disapprove the Change Order Cost that will
not result in an Excess Cost, or (ii) approve or disapprove the Excess Cost (an approval
being set forth in an Excess Cost Approval Notice, pursuant to which the District shall
reimburse Landlord for the Excess Cost (which reimbursement may be by means of the
application of the Additional TI Allowance), subject to the terms of, and the procedures
contained in this Work Exhibit). If the District Proposed Change will cause a delay in
Substantial Completion pursuant to the Landlord Stated Delay, the Extended Term TI
Outside Delivery Date will be extended day-for-day for any actual delay caused by the
District Proposed Change, not to exceed the Landlord Stated Delay (such delay being
deemed to be a District Delay as set forth in Section 18 below). Any Excess Cost
Approval Notice must be signed by the Director after the District has certified the
availability of appropriated funds for such purpose and the Excess Cost shall be paid
in accordance with Section 16 below. If the District Proposed Change results in a
Change Order Cost but not an Excess Cost, the Change Order Cost may be approved
in a writing (including an email) from the Director or a Portfolio Manager. If the
District fails to provide an Excess Cost Approval Notice before the end of said 15
Business Day period, the District shall be deemed to have withdrawn its request for the
District Proposed Change. Notwithstanding the foregoing or anything to the contrary
contained elsewhere herein, a District Proposed Change shall be subject to Landlord’s
prior written approval, in Landlord’s reasonable discretion, if the work requested in the
District Proposed Change would: (x) change the rentable area of the Premises, (y)
materially affect the Base Building Conditions or Building Structures and Systems, or
(z) involve the exterior of the Building. The Parties acknowledge that Excess Costs in
the amount of approximately $3,938,640.00 may result under this Work Exhibit, which
Excess Costs would be paid in accordance with and subject to the terms of this Work
Exhibit.
(b) Any changes to the Final Plans and Specifications desired by Landlord (a
“Landlord Proposed Change ”) shall be requested in writing and subject to the
District’s written approval, in its sole and absolute discretion. Any delay in the date of
Substantial Completion of the Extended Term Tenant Improvements as a result of a
Landlord Proposed Change (but excluding any delay resulting from District failure to
respond to Landlord’s request for the Landlord Proposed Change within ten (10)
Business Days) shall be deemed to be a Landlord Delay. Any costs related to or
resulting from a Landlord Proposed Change shall be at the sole cost and expense of
Landlord.
13. Change Orders. Upon Landlord’s receipt of (a) an Excess Cost Approval Notice if
a District Proposed Change will result in Excess Cost, (b) the District’s approval of a
Change Order Cost not resulting in Excess Cost, or (c) the District’s approval of a Landlord
Proposed Change, the District Proposed Change or Landlord Proposed Change, as
applicable, shall be deemed a “Change Order”. If not otherwise performed under Section
12 above and if applicable, Landlord shall direct the Project Architect to promptly r evise
the Final Plans and Specifications in accordance with such Change Order and such revised
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Final Plans and Specifications shall be subject to the District’s approval as provided above
in Section 6.
14. Unapproved Change Order Costs. Notwithstanding anything to the contrary in this
Work Exhibit, including Sections 12 and 13, if a District Proposed Change would result in
a Change Order Cost (whether or not creating an Excess Cost), Landlord shall be under no
obligation to proceed with any redesign or construction work required by the District
Proposed Change until Landlord has received the District’s written approval thereof
(including, if applicable, an Excess Cost Approval Notice) . Any Excess Cost Approval
Notice must be signed by the Director. Any Excess Cost Approval Notice not in
compliance with the provisions of this Section shall be of no force or effect, and Landlord
shall be under no obligation to proceed with any redesign or construction work required by
a District Proposed Change. Landlord acknowledges that if it proceeds with a District
Proposed Change prior to receipt of an Excess Cost Approval Notice in compliance with
the provisions of this Section, it does so at its sole and complete risk.
15. Finalized Change Orders . Upon approval by the District and Landlord of such
revised Final Plans and Specifications based on any Change Order (and only after
Landlord’s receipt of an Excess Cost Approval Notice, if applicable), Landlord shall direct
Contractor to promptly proceed with the work contemplated by such Change Order. If no
revisions to the Final Plans and Specifications are necessary as a result of a Change Order
(and only after Landlord’s receipt of an Excess Cost Approval Notice, if applicable),
Landlord shall direct Contractor to promptly proceed with the work contemplated by such
Change Order.
16. Final Accounting. Within 30 days after Substantial Completion of the Extended
Term Tenant Improvements, Landlord shall deliver to the District the Extended Term
Declaration which shall include a final accounting of the TI Construction Costs (on an open
book basis) that sets forth a description of the Extended Term Tenant Improvement work
covered by all Change Orders, the actual final amount of Excess Costs, the final TI
Construction Costs and any Used Additional TIA (the “Final Accounting ”). Any actual
Excess Cost that is not paid pursuant to the application of the Additional TI Allowance
shall be paid as Additional Rent in a lump sum by the District to Landlord with the next
installment of Annual Rental due (or that would be due but for the application of any
abatement or rent credit) after execution of the Extended Term Declaration.
Notwithstanding the foregoing, the District may elect to pay any Excess Cost or portion
thereof prior to the execution of the Extended Term Declaration , in its sole and absolut e
discretion, and any such payment shall be reflected in the Extended Term Declaration. If
the TI Construction Costs have exceeded the then Cost Ceiling but were not reflected as
exceeding such Cost Ceiling on any Turnkey Budget, revised Turnkey Budget or
Landlord’s Notice, or if Landlord incurred alleged Excess Costs without an Excess Cost
Approval Notice as required hereunder, then such costs shall not accrue against the Cost
Ceiling, and the District shall have no obligation to pay any such costs if above the Cost
Ceiling. If pursuant to the Final Accounting it is determined that the Extended Term TI
Allowance exceeds the TI Construction Costs, then Landlord shall grant to the District such
excess amount (consisting of the difference between the Extended Term TI Allowance and
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
the TI Construction Costs) as a rental abatement of Annual Rental payable under this Lease,
to be applied to the next successive payment(s) of Annual Rental due and payable by the
District under this Lease (the “ Additional Landlord Credit”). The Additional Landlord
Credit, if any, shall be set forth on the Extended Term Declaration and shall be applied
following the exhaustion of the Landlord Credit. The Parties acknowledge that the
execution of the Extended Term Declaration by Landlord and the District i s not required
to authorize Landlord to proceed with the Extended Term Tenant Improvements, and that
the District intends the Excess Cost Approval Notice to be an express representation to
Landlord upon which Landlord may reasonably rely.
17. Landlord Delay. A “ Landlord Delay” shall mean: (a) Landlord’s failure to
respond, notify or take any action otherwise required under this Work Exhibit within the
time periods set forth herein, or (b) delay beyond the Extended Term TI Outside Delivery
Date in the Substantial Completion of the Extended Term Tenant Improvements to the
extent resulting or arising from or in connection with any (i) Landlord Proposed Change
or (ii) any negligence or willful misconduct by Landlord or any of its Agents. To the extent
any additional TI Construction Costs are incurred in connection with any delay in
Substantial Completion of the Extended Term Tenant Improvements resulting from a
Landlord Delay, such costs shall be Landlord’s sole responsibility and paid for by
Landlord.
18. District Delay. A “District Delay” shall mean: (a) any delay beyond the Extended
Term TI Outside Delivery Date in the Substantial Completion of the Extended Term Tenant
Improvements to the extent resulting or arising from or in connection with (i) the District’s
failure to respond, notify or take any action otherwise required under this Work Exhibit
within the time periods set forth herein, or (ii) District Negligence ; (b) any delay beyond
the Extended Term TI Outside Delivery Date in the Substantial Comple tion of the
Extended Term Tenant Improvements to the extent resulting or arising from or in
connection with a delay relating to a District Proposed Change , provided such District
Delay shall not exceed the applicable Landlord Stated Delay; or (c) any deemed District
Delay under this Work Exhibit . To the extent any additional costs are incurred in
connection with any delay in Substantial Completion of the Extended Term Tenant
Improvements resulting from a District Delay, such costs shall be the District’s s ole
responsibility and shall be deemed a Change Order Cost , and if such Change Order Cost
results in Excess Cost, such Excess Cost shall be paid by the District, so long as, and only
if, such Excess Cost has been previously approved by the District in a n Excess Cost
Approval Notice, pursuant to the terms of this Work Exhibit. In the event that the Extended
Term Tenant Improvements are not Substantially Complete on or before the Extended
Term TI Outside Delivery Date as a result of a District Delay, then the Extended Term TI
Outside Delivery Date shall be extended by one day for each day that the Substantial
Completion of the Extended Term Tenant Improvements is delayed beyond the Extended
Term TI Outside Delivery Date as a result of such District Delay.
Landlord shall provide notice to the District of any purported District Delay
specifying the nature and the length thereof within 2 Business Days after Landlord or any
of Landlord’s Agents has knowledge of the existence of the District Delay.
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19. Substantial Completion . The Extended Term Tenant Improvements shall be
deemed “Substantially Complete ”, “ Substantially Completed” or in a state of
“Substantial Completion” when both: (a) Contractor and Landlord have obtained all sign-
offs, inspections and approvals required by the District of Columbia (as a sovereign entity,
and not as a tenant under this Lease) and any other applicable governmental authorities for
the issuance of the certificate(s) of occupancy covering the Premises , and have delivered
such certificate of occupancy to the District (issuance of a certificate of occupancy shall be
deemed to be conclusive evidence that Landlord and Contractor have obtained all required
sign-offs, inspections and approvals) , if applicable , and (b) the Project Architect has
certified (on a standard AIA Form) that the Extended Term Tenant Improvements ha ve
been completed substantially in accordance with the Final Plans and Specifications ,
including the placement of furniture and equipment (as reflected on the Final Plans and
Specifications, if applicable) , subject to completion of punch list items that do not
materially impair the ability of the District to occupy or utilize the Premises for the
Permitted Use under this Lease (the “Punch List”). On or prior to the date of Substantial
Completion, the District together with Landlord (if it elects) and Contractor shall make a
final inspection of the Premises to ensure that the Extended Term Tenant Improvements
are Substantially Complete. At such time, Landlord shall cause to be prepared a Punch
List by the D istrict, Landlord (if it elects) and Contractor, and Landlord shall cause such
Punch List to be delivered by the Project Architect to Landlord and the District. The date
of Substantial Completion shall be set forth in Extended Term Declaration, and the Punch
List shall be attached as a schedule thereto. Landlord’s contract with Contractor shall: (i)
provide that the Contractor shall complete all Punch List items within 45 days of its receipt
thereof, and (ii) contain an obligation to repair any Latent Defects, which shall provide in
substance that the Contractor shall promptly commence and diligently proceed to correct
any Latent Defects in the Extended Term Tenant Improvements upon receipt of the
District’s written notice to Landlord of a Latent Defect, provided such notice is delivered
to Landlord within 12 months after the date of Substantial Completion of the Extended
Term Tenant Improvements. As used herein, the term "Latent Defect," shall mean a defect
in the construction of the Extended Term Tenant Improvements that could not have
reasonably been discovered prior to the District taking possession of the Premises by a
commercially reasonable inspection of the Premises performed by a reasonably prudent
architect or engineer exercising a professionally reasonable level of due diligence in such
inspection. No later than 30 calendar days following Substantial Completion of the
Extended Term Tenant Improvements, Landlord shall deliver to the District (x) any and all
manuals, booklets, specification sheets, and manufacturer’s warranty information that
accompanied any and all non-construction element items that are a part of the Extended
Term Tenant Improvements, and (y) as -built plans in “Revit” for any buildings or other
structures or improvements, including for parking or vehicle maintenance, that constitute
Extended Term Tenant Improvements . In the event any Punch List item remains
incomplete or outstanding after 45 days of Contractor’s receipt of the Punch List, then for
each day following such 45 day period that any Punch List item remains incomplete or
outstanding, the District shall be entitled to a per diem abatement of Annual Rental in the
amount of $500.00, which shall be in addition to any other rent abatement to which the
District is entitled under the Lease or this Work Exhibit.
EXECUTION VERSION
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20. Director. The Parties acknowledge that the Director is the exclusive agen t for the
District to provide an Excess Cost Approval Notice to Landlord.
List of Schedules:
Schedule 1: Form of Extended Term Declaration
Schedule 2: PM Services
Schedule 3: Title 29 Code of Federal Regulations
Schedule 4: Davis-Bacon Wage Rates
[SCHEDULES TO FOLLOW]
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
SCHEDULE 1
Form of Extended Term Declaration
EXTENDED TERM DECLARATION OF
DELIVERY AND FINAL ACCOUNTING
THIS EXTENDED TERM DECLARATION OF DELIVERY AND FINAL
ACCOUNTING (this “Declaration”), made effective as of __________ ___, 20__ (the
“Declaration Effective Date ”), is entered into by and b etween SENTINEL SQUARE
HANA OW, LLC, a Delaware limited liability company (“Landlord”), and the DISTRICT
OF COLUMBIA, a municipal corporation, acting by and through its Department of
General Services (the “District”), pursuant to that certain In-Lease Agreement with a Lease
Effective Date of December 29, 2016 for premises located at 1050 First Street, NE (as
amended, the “Lease”).
Capitalized terms used, but not defined, herein shall have the meanings ascribed to
them in that certain Fifth Amendment to In -Lease Agreement by and between Landlord
and the District dated _________ ___, 2025 (the “Fifth Amendment”). Landlord and the
District do hereby agree and confirm that:
1. Landlord and the District agree that Landlord has Substantially Completed
the Extended Term Tenant Improvements in accordance with the Work
Exhibit on _________________, subject to any remaining Punch List items,
if any, set forth in “Schedule 1” attached hereto and made a part hereof
2. Landlord and the District agree on the Final Accounting of the TI
Construction Costs, a copy of which is set forth in “ Schedule 2” attached
hereto and made a part hereof.
3. The Extended Term TI Allowance is in the total amount of $________.
4. The total amount of the TI Construction Costs is $___________.
[SELECT FROM AND COMPLETE THE FOLLOWING, IF AND AS
APPLICABLE:]
5. The total amount of Excess Costs is $____________.
6. The District is entitled to a credit against Annual Rental under Section 6(a)
of the Fifth Amendment in the total amount of $_____.
7. The District has paid $_____ of Excess Costs prior to the Declaration
Effective Date as permitted under Section 16 of the Work Exhibit.
8. The Used Additional TIA is in the total amount of $________. As of the
Declaration Effective Date, the total amount of Additional Rent added over
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
the Additional TI Amortization Period per RSF per annum as a result of the
Used Additional TIA is $________ (i.e., $________ per month), which
shall be paid beginning with the next installment of Annual Rental due after
the Declaration Effective Date, as set forth in the Fifth Amendment.
9. The District shall pay Excess Costs in the amount of $_____ as Addi tional
Rent in a lump sum to Landlord with the next installment of Annual Rental
due after the Declaration Effective Date.
10. The Extended Term TI Allowance exceeds the TI Construction Costs by an
amount equal to $_____ which amount shall be deemed to be the Additional
Landlord Credit. Pursuant to the Work Exhibit, such amount is available to
the District as a rental abatement of Annual Rental payable under the Lease,
to be applied to the next successive payment(s) of Annual Rental due and
payable by the District under the Lease once the District is obligated to
make payments of Annual Rental under the Lease.
[TWO SIGNATURE PAGES AND SCHEDULES TO FOLLOW]
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IN WITNESS WHEREOF, Landlord and the District have caused their respective
duly authorized representative to execute and deliver this Declaration to be effective as of
the Declaration Effective Date.
LANDLORD:
SENTINEL SQUARE HANA OW, LLC,
a Delaware limited liability company
By: _____________________________
Name: _____________________________
Title: _____________________________
[DISTRICT’S SIGNATURE PAGE AND SCHEDULES TO FOLLOW]
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
DISTRICT:
DISTRICT OF COLUMBIA,
a municipal corporation, acting by and
though its Department of General Services
By: _____________________________
Name: _____________________________
Title: _____________________________
Approved as to Legal Sufficiency for the District of Columbia by:
The Office of the General Counsel for the Department of General Services
By:______________________________
[Senior/Assistant] General Counsel
[SCHEDULES TO FOLLOW]
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SCHEDULE 1
(To Extended Term Declaration)
Punch List
[Attach]
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
SCHEDULE 2
(To Extended Term Declaration)
Final Accounting
[Attach]
[REMAINING SCHEDULES TO FOLLOW]
EXECUTION VERSION
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SCHEDULE 2
PM Services
Landlord shall engage the District PM to provide project management services (“PM
Services”) to and for the District in connection with the performance and completion of
the Extended Term Tenant Improvements work pursuant and subject to the Work Exhibit.
The contract between Landlord and the District PM shall include the following
provisions:
Scope of Work
1. The District PM shall, at all times, take direction only from District personnel, as
identified by the District, and act for the benefit of the District.
2. The PM Services shall be provided from the pre-construction stage through
Substantial Completion and the post-construction stage, and shall include, without
limitation, the coordination, management and oversight of all pre-construction,
on-site construction and post-construction activities.
3. The District PM acknowledges and agrees that Landlord’s performance and
completion of the Extended Term Tenant Improvements work shall be pursuant
and subject to the Lease, including the Work Exhibit and the attachments thereto,
including the project schedule and budget.
4. The District PM shall provide a representation to Landlord that the District PM
has the capacity to provide timely service to the District to fulfill the
responsibilities outlined in this Schedule 2.
5. The District PM shall perform and provide, as applicable, the following:
a. Work under the direction and supervision of District personnel, as
identified by the District;
b. Provide regular, written status and incident reports to the District and, as
required, the District agency to occupy the Premises (the “District
Agency Occupant”);
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c. Inform the District and the District Agency Occupant of the progress of
Extended Term Tenant Improvement work and any project activities that
may impact the District;
d. Ensure timely processing of, and responses to, Work Exhibit
documentation and other project documentation as it relates to District
responsibilities;
e. Maintain and update the project schedule, and track milestone activity
against the then-current project schedule (using Microsoft Project);
f. Review all Extended Term Tenant Improvement-related invoices and
prepare same for District execution;
g. Assist the District with District Agency Occupant requests and other
project inquiries;
h. Attend regular project progress meetings, and coordinate with Contractor
so that it prepares and distributes meeting minutes for such meetings
within 48 hours of meeting end time;
i. Advise the District on all known potential scope and cost changes as the
result of existing conditions or complications;
j. Perform other standard project management duties, such as:
i. document control and records keeping;
ii. utilities coordination;
iii. spot check review of building materials for compliance with Lease
and Work Exhibit requirements (Contractor is required to ensure
building material compliance);
iv. coordinate with Landlord and Contractor to confirm all installation
and construction work adheres to Lease and Work Exhibit
requirements;
v. review and interpret drawings, specifications and shop drawings;
and
vi. advise the District of any specialized construction required to
install systems or sub-components.
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6. In addition to the above, the District PM shall also ensure that the full scope of
standard construction management functions are duly executed, including,
without limitation, the following:
a. Review and validate all Extended Term Tenant Improvement invoices and
provide recommendations to the District as to the same;
b. Resolve technical and/or procedural conflicts and keep the District
informed so that the District may provide directives;
c. Coordinate with Contractor to confirm it maintain logs of all clarifications
requested by Landlord’s Contractors and Subcontractors;
d. Provide written notifications to the Project Architect requesting design
clarification and discussing delays that may be caused;
e. Respond in an expeditious manner to situations or occurrences which
warrant a change order;
f. Provide written recommendations to the District as to all change orders,
including all costs and potential impacts on the project schedule. Suggest
alternatives which may be more beneficial to the District, with respect to
both cost and project schedule. Support all recommendations with cost
and scheduling data which are in accordance with the Lease and Work
Exhibit requirements and reconcile with the applicable budget. Prepare a
written cost estimate, provide technical assistance during negotiations, and
prepare appropriate documentation for approval of the District;
g. Coordinate with the Project Architect so that it maintains a current lists of
observed construction/installation defects, omissions and subsequent
corrections. Confirm additional reviews before construction work
proceeds where defects may be covered by ensuing work, provide follow-
up, management, and resolution of defect and omissions lists so that the
project delivery date for Substantial Completion is achieved;
h. Monitor the Contractor’s compliance with labor and safety standards and
advise of any non-compliance issues;
i. Deliver to the District, as requested by the District and in any event upon
Substantial Completion, regular progress photos provided by Landlord.
Photographs shall be labeled with the name of the building, the scope item
or area name, and the date taken. These photos shall be provided via a
shared drive (e.g., SharePoint) or similar means of delivery;
EXECUTION VERSION
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j. Review the Contractor’s development of its detailed construction
schedule. Such schedule shall use the critical path method, shall be the
schedule by which the Extended Term Tenant Improvements will be
sequenced, and shall be used as the basis for measuring progress of the
construction;
k. Review and reconcile the Extended Term Tenant Improvements budget
for each of the activities included in the project schedule and make
recommendations to the District for the District’s approval. Monitor the
project using the then-current budget;
l. Review the progress of construction with the Contractor, observe work in
place and properly stored materials on a regular basis, and evaluate the
percentage complete of each construction activity as indicated in the
project schedule;
m. Coordinate with Contractor so that it prepares project schedule updates for
the District. These will include proper evaluation of the actual progress as
observed. Assign schedule activities percentage-complete values in
conjunction with the Contractor. Reflect in the schedule actual progress as
compared to scheduled progress noting variances (if any);
n. For change orders, evaluate the Contractor’s proposed cost and make
recommendations to the District regarding the same. In the event of major
scope changes, prepare an estimate, if required, for such change in scope
in a format for approval by the District. District PM will endeavor to
provide estimates within 24 hours of District request. The District PM
may be directed to negotiate change orders with Landlord or the
Contractor on behalf of the District;
o. Prepare accurate and detailed written records of progress during all stages
of the project and prepare progress reports in the format and frequency
required by the District; provide or approve formats for periodic monthly
reports, status reports, etc.; maintain a monthly report of all events which
affect, or may be expected to affect, project progress; submit monthly
reports to the District on the status of the Extended Term Tenant
Improvements, including updated copies of all Contractor logs maintained
at the site for change orders, claims, submittals, etc.; and make reports
available to the District at all times and turn over to the District an
electronic file upon Substantial Completion;
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
p. Confirm Substantial Completion with the Contractor and provide the
required documentation to the District; develop a work list with the
Contractor before recommending inspection for occupancy;
q. Advise the District if the Premises is Substantially Complete and ready for
inspection for occupancy. During the inspection with the District and the
District Agency Occupant, coordinate with the Project Architect so that it
prepares a comprehensive punch list, and coordinate required inspections.
Transmit the punch list to Landlord and the Contractor for implementation
and provide a copy to the District. Monitor the corrective work and
coordinate with the Project Architect so that it signs off each deficiency as
it is corrected. Provide all documentation required for final budget
approval, Extended Term Declaration and close-out;
r. Coordinate the delivery of the completed Premises to the District Agency
Occupant, ensuring that equipment and system testing and start-up take
place. Organize equipment start-up seminars and training with the
Contractor and facility personnel and supervise start-up testing and
balancing of all equipment and systems and assure that the Contractor’s
obligation to provide this training is fulfilled; and
s. Provide all personnel, equipment and supplies necessary to fulfill the
requirements set forth in this Schedule 2.
[REMAINING SCHEDULES TO FOLLOW]
EXECUTION VERSION
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1050 First Street, NE – Fifth Amendment to In-Lease Agreement
SCHEDULE 3
Title 29 Code of Federal Regulations
[Separately paginated]
[LAST SCHEDULE TO FOLLOW]
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 1
Code of Federal Regulations
Title 29. Labor
Subtitle A. Office of the Secretary of Labor
Part 5. Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction
(Also Labor Standards Provisions Applicable to Nonconstruction Contracts Subject to the Contract Work Hours
and Safety Standards Act) (Refs & Annos)
Subpart A. Davis–Bacon and Related Acts Provisions and Procedures (Refs & Annos)
29 C.F.R. § 5.5
§ 5.5 Contract provisions and related matters.
Effective: January 15, 2025
Currentness
(a) Required contract clauses. The Agency head will cause or require the contracting officer to require the contracting officer to
insert in full, or (for contracts covered by the Federal Acquisition Regulation (48 CFR chapter 1)) by reference, in any contract
in excess of $2,000 which is entered into for the actual construction, alteration and/or repair, including painting and decorating,
of a public building or public work, or building or work financed in whole or in part from Federal funds or in accordance
with guarantees of a Federal agency or financed from funds obtained by pledge of any contract of a Federal agency to make a
loan, grant or annual contribution (except where a different meaning is expressly indicated), and which is subject to the labor
standards provisions of any of the laws referenced by § 5.1, the following clauses (or any modifications thereof to meet the
particular needs of the agency, Provided, That such modifications are first approved by the Department of Labor):
(1) Minimum wages—
(i) Wage rates and fringe benefits. All laborers and mechanics employed or working upon the site of the work (or otherwise
working in construction or development of the project under a development statute), 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 basic hourly 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. As provided in paragraphs (d) and (e) of this section, the appropriate wage determinations are effective by
operation of law even if they have not been attached to the contract. Contributions made or costs reasonably anticipated
for bona fide fringe benefits under the Davis–Bacon Act ( 40 U.S.C. 3141(2)(B)) on behalf of laborers or mechanics are
considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (a)(1)(v) of this section; 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 cover the particular weekly period, are deemed to be constructively made or incurred during
such weekly period. Such laborers and mechanics must be paid the appropriate wage rate and fringe benefits on the wage
determination for the classification(s) of work actually performed, without regard to skill, except as provided in paragraph
(a)(4) of this section. 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 (a)(1)(iii) of this section) and the Davis–Bacon
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 2
poster (WH–1321) must 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.
(ii) Frequently recurring classifications.
(A) In addition to wage and fringe benefit rates that have been determined to be prevailing under the procedures
set forth in 29 CFR part 1, a wage determination may contain, pursuant to § 1.3(f), wage and fringe benefit rates
for classifications of laborers and mechanics for which conformance requests are regularly submitted pursuant to
paragraph (a)(1)(iii) of this section, provided that:
(1) The work performed by the classification is not performed by a classification in the wage determination for
which a prevailing wage rate has been determined;
(2) The classification is used in the area by the construction industry; and
(3) The wage rate for the classification bears a reasonable relationship to the prevailing wage rates contained
in the wage determination.
(B) The Administrator will establish wage rates for such classifications in accordance with paragraph (a)(1)(iii)(A)
(3) of this section. Work performed in such a classification must be paid at no less than the wage and fringe benefit
rate listed on the wage determination for such classification.
(iii) Conformance.
(A) The contracting officer must 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 be classified in conformance with the wage
determination. Conformance of an additional classification and wage rate and fringe benefits is appropriate only when
the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage
determination; and
(2) The classification is used in the area by the construction industry; and
(3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage
rates contained in the wage determination.
(B) The conformance process may not be used to split, subdivide, or otherwise avoid application of classifications
listed in the wage determination.
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 3
(C) 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 will be sent by the contracting officer by email to
DBAconformance@dol.gov. The Administrator, 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.
(D) 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 will, by email to DBAconformance@dol.gov, refer
the questions, including the views of all interested parties and the recommendation of the contracting officer, to the
Administrator 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.
(E) The contracting officer must promptly notify the contractor of the action taken by the Wage and Hour
Division under paragraphs (a)(1)(iii)(C) and (D) of this section. The contractor must furnish a written copy of such
determination to each affected worker or it must be posted as a part of the wage determination. The wage rate
(including fringe benefits where appropriate) determined pursuant to paragraph (a)(1)(iii)(C) or (D) of this section
must 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.
(iv) Fringe benefits not expressed as an hourly rate. 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 may either pay the
benefit as stated in the wage determination or may pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(v) Unfunded plans. 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, in accordance with the criteria set forth in § 5.28, 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.
(vi) Interest. In the event of a failure to pay all or part of the wages required by the contract, the contractor will be required
to pay interest on any underpayment of wages.
(2) Withholding—
(i) Withholding requirements. The [write in name of Federal agency or the recipient of Federal assistance] may, upon its
own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or cause to
be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to satisfy
the liabilities of the prime contractor or any subcontractor for the full amount of wages and monetary relief, including
interest, required by the clauses set forth in paragraph (a) of this section for violations of this contract, or to satisfy any such
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 4
liabilities required by any other Federal contract, or federally assisted contract subject to Davis–Bacon labor standards,
that is held by the same prime contractor (as defined in § 5.2). The necessary funds may be withheld from the contractor
under this contract, any other Federal contract with the same prime contractor, or any other federally assisted contract that
is subject to Davis–Bacon labor standards requirements and is held by the same prime contractor, regardless of whether the
other contract was awarded or assisted by the same agency, and such funds may be used to satisfy the contractor liability
for which the funds were withheld. In the event of a contractor's failure to pay any laborer or mechanic, including any
apprentice or helper working on the site of the work (or otherwise working in construction or development of the project
under a development statute) all or part of the wages required by the contract, or upon the contractor's failure to submit
the required records as discussed in paragraph (a)(3)(iv) of this section, the [Agency] may on its own initiative and after
written notice to the contractor, sponsor, applicant, owner, or other entity, as the case may be, 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.
(ii) Priority to withheld funds. The Department has priority to funds withheld or to be withheld in accordance with paragraph
(a)(2)(i) or (b)(3)(i) of this section, or both, over claims to those funds by:
(A) A contractor's surety(ies), including without limitation performance bond sureties and payment bond sureties;
(B) A contracting agency for its reprocurement costs;
(C) A trustee(s) (either a court-appointed trustee or a U.S. trustee, or both) in bankruptcy of a contractor, or a
contractor's bankruptcy estate;
(D) A contractor's assignee(s);
(E) A contractor's successor(s); or
(F) A claim asserted under the Prompt Payment Act, 31 U.S.C. 3901–3907.
(3) Records and certified payrolls—
(i) Basic record requirements—
(A) Length of record retention. All regular payrolls and other basic records must be maintained by the contractor
and any subcontractor during the course of the work and preserved for all laborers and mechanics working at the site
of the work (or otherwise working in construction or development of the project under a development statute) for a
period of at least 3 years after all the work on the prime contract is completed.
(B) Information required. Such records must contain the name; Social Security number; last known address, telephone
number, and email address of each such worker; each worker's correct classification(s) of work actually performed;
hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 5
equivalents thereof of the types described in 40 U.S.C. 3141(2)(B) of the Davis–Bacon Act); daily and weekly number
of hours actually worked in total and on each covered contract; deductions made; and actual wages paid.
(C) Additional records relating to fringe benefits. Whenever the Secretary of Labor has found under paragraph (a)(1)
(v) of this section 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 40 U.S.C. 3141(2)(B) of the Davis–Bacon Act, the contractor
must 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.
(D) Additional records relating to apprenticeship. Contractors with apprentices working under approved programs
must maintain written evidence of the registration of apprenticeship programs, the registration of the apprentices, and
the ratios and wage rates prescribed in the applicable programs.
(ii) Certified payroll requirements—
(A) Frequency and method of submission. The contractor or subcontractor must submit weekly, for each week in
which any DBA- or Related Acts-covered work is performed, certified payrolls to the [write in name of appropriate
Federal agency] if the agency is a party to the contract, but if the agency is not such a party, the contractor will
submit the certified payrolls to the applicant, sponsor, owner, or other entity, as the case may be, that maintains such
records, for transmission to the [write in name of agency]. The prime contractor is responsible for the submission of
all certified payrolls by all subcontractors. A contracting agency or prime contractor may permit or require contractors
to submit certified payrolls through an electronic system, as long as the electronic system requires a legally valid
electronic signature; the system allows the contractor, the contracting agency, and the Department of Labor to access
the certified payrolls upon request for at least 3 years after the work on the prime contract has been completed; and
the contracting agency or prime contractor permits other methods of submission in situations where the contractor is
unable or limited in its ability to use or access the electronic system.
(B) Information required. The certified payrolls submitted must set out accurately and completely all of the
information required to be maintained under paragraph (a)(3)(i)(B) of this section, except that full Social Security
numbers and last known addresses, telephone numbers, and email addresses must not be included on weekly
transmittals. Instead, the certified payrolls need only include an individually identifying number for each worker (e.g.,
the last four digits of the worker's Social Security number). The required weekly certified payroll information may
be submitted using Optional Form WH–347 or in any other format desired. Optional Form WH–347 is available for
this purpose from the Wage and Hour Division website at https://www.dol.gov/sites/dolgov/files/WHD/legacy/files/
wh347/.pdf or its successor website. It is not a violation of this section for a prime contractor to require a subcontractor
to provide full Social Security numbers and last known addresses, telephone numbers, and email addresses to the
prime contractor for its own records, without weekly submission by the subcontractor to the sponsoring government
agency (or the applicant, sponsor, owner, or other entity, as the case may be, that maintains such records).
(C) Statement of Compliance. Each certified payroll submitted must be accompanied by a “Statement of Compliance,”
signed by the contractor or subcontractor, or the contractor's or subcontractor's agent who pays or supervises the
payment of the persons working on the contract, and must certify the following:
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 6
(1) That the certified payroll for the payroll period contains the information required to be provided under
paragraph (a)(3)(ii) of this section, the appropriate information and basic records are being maintained under
paragraph (a)(3)(i) of this section, and such information and records are correct and complete;
(2) That each laborer or mechanic (including each helper and apprentice) working 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 29 CFR part 3; and
(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash
equivalents for the classification(s) of work actually performed, as specified in the applicable wage determination
incorporated into the contract.
(D) Use of Optional Form WH–347. The weekly submission of a properly executed certification set forth on the
reverse side of Optional Form WH–347 will satisfy the requirement for submission of the “Statement of Compliance”
required by paragraph (a)(3)(ii)(C) of this section.
(E) Signature. The signature by the contractor, subcontractor, or the contractor's or subcontractor's agent must be an
original handwritten signature or a legally valid electronic signature.
(F) Falsification. The falsification of any of the above certifications may subject the contractor or subcontractor to
civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 3729.
(G) Length of certified payroll retention. The contractor or subcontractor must preserve all certified payrolls during
the course of the work and for a period of 3 years after all the work on the prime contract is completed.
(iii) Contracts, subcontracts, and related documents. The contractor or subcontractor must maintain this contract or
subcontract and related documents including, without limitation, bids, proposals, amendments, modifications, and
extensions. The contractor or subcontractor must preserve these contracts, subcontracts, and related documents during the
course of the work and for a period of 3 years after all the work on the prime contract is completed.
(iv) Required disclosures and access—
(A) Required record disclosures and access to workers. The contractor or subcontractor must make the records
required under paragraphs (a)(3)(i) through (iii) of this section, and any other documents that the [write the name of
the agency] or the Department of Labor deems necessary to determine compliance with the labor standards provisions
of any of the applicable statutes referenced by § 5.1, available for inspection, copying, or transcription by authorized
representatives of the [write the name of the agency] or the Department of Labor, and must permit such representatives
to interview workers during working hours on the job.
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
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(B) Sanctions for non-compliance with records and worker access requirements. If the contractor or subcontractor
fails to submit the required records or to make them available, or refuses to permit worker interviews during working
hours on the job, the Federal agency may, after written notice to the contractor, sponsor, applicant, owner, or other
entity, as the case may be, that maintains such records or that employs such workers, take such action as may be
necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to
submit the required records upon request or to make such records available, or to permit worker interviews during
working hours on the job, may be grounds for debarment action pursuant to § 5.12. In addition, any contractor or
other person that fails to submit the required records or make those records available to WHD within the time WHD
requests that the records be produced will be precluded from introducing as evidence in an administrative proceeding
under 29 CFR part 6 any of the required records that were not provided or made available to WHD. WHD will take
into consideration a reasonable request from the contractor or person for an extension of the time for submission of
records. WHD will determine the reasonableness of the request and may consider, among other things, the location
of the records and the volume of production.
(C) Required information disclosures. Contractors and subcontractors must maintain the full Social Security number
and last known address, telephone number, and email address of each covered worker, and must provide them upon
request to the [write in name of appropriate Federal agency] if the agency is a party to the contract, or to the Wage and
Hour Division of the Department of Labor. If the Federal agency is not such a party to the contract, the contractor,
subcontractor, or both, must, upon request, provide the full Social Security number and last known address, telephone
number, and email address of each covered worker to the applicant, sponsor, owner, or other entity, as the case may
be, that maintains such records, for transmission to the [write in name of agency], the contractor, or the Wage and
Hour Division of the Department of Labor for purposes of an investigation or other compliance action.
(4) Apprentices and equal employment opportunity—
(i) Apprentices—
(A) Rate of pay. Apprentices will be permitted to work at less than the predetermined rate for the work they perform
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, Office of Apprenticeship (OA), or with a
State Apprenticeship Agency recognized by the OA. A person who is not individually registered in the program, but
who has been certified by the OA or a State Apprenticeship Agency (where appropriate) to be eligible for probationary
employment as an apprentice, will be permitted to work at less than the predetermined rate for the work they perform
in the first 90 days of probationary employment as an apprentice in such a program. In the event the OA or a State
Apprenticeship Agency recognized by the OA withdraws approval of an apprenticeship program, the contractor will
no longer be permitted to use apprentices at less than the applicable predetermined rate for the work performed until
an acceptable program is approved.
(B) Fringe benefits. Apprentices must 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, fringe benefits must be paid in accordance
with that determination.
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
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(C) Apprenticeship ratio. The allowable ratio of apprentices to journeyworkers on the job site in any craft classification
must not be greater than the ratio permitted to the contractor as to the entire work force under the registered program
or the ratio applicable to the locality of the project pursuant to paragraph (a)(4)(i)(D) of this section. Any worker
listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated in paragraph
(a)(4)(i)(A) of this section, must be paid not less than the applicable wage rate on the 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 this section must be paid not less than the applicable wage rate on the wage determination
for the work actually performed.
(D) Reciprocity of ratios and wage rates. Where a contractor is performing construction on a project in a locality
other than the locality in which its program is registered, the ratios and wage rates (expressed in percentages of the
journeyworker's hourly rate) applicable within the locality in which the construction is being performed must be
observed. If there is no applicable ratio or wage rate for the locality of the project, the ratio and wage rate specified
in the contractor's registered program must be observed.
(ii) Equal employment opportunity. The use of apprentices and journeyworkers under this part must be in conformity with
the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30.
(5) Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3,
which are incorporated by reference in this contract.
(6) Subcontracts. The contractor or subcontractor must insert in any subcontracts the clauses contained in paragraphs
(a)(1) through (11) of this section, along with the applicable wage determination(s) and such other clauses or contract
modifications as the [write in the name of the Federal agency] may by appropriate instructions require, and a clause
requiring the subcontractors to include these clauses and wage determination(s) in any lower tier subcontracts. The prime
contractor is responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses
in this section. In the event of any violations of these clauses, the prime contractor and any subcontractor(s) responsible
will be liable for any unpaid wages and monetary relief, including interest from the date of the underpayment or loss, due
to any workers of lower-tier subcontractors, and may be subject to debarment, as appropriate.
(7) Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of
the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.
(8) Compliance with Davis–Bacon and Related Act requirements. All rulings and interpretations of the Davis–Bacon and
Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract.
(9) Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this contract shall not be
subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of
the Department of Labor set forth in 29 CFR parts 5, 6, and 7. 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.
(10) Certification of eligibility.
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
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(i) By entering into this contract, the contractor certifies that neither it 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 40 U.S.C. 3144(b) or §
5.12(a).
(ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract
by virtue of 40 U.S.C. 3144(b) or § 5.12(a).
(iii) The penalty for making false statements is prescribed in the U.S. Code, Title 18 Crimes and Criminal Procedure, 18
U.S.C. 1001.
(11) Anti-retaliation. It is unlawful for any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist,
harass, or in any other manner discriminate against, or to cause any person to discharge, demote, intimidate, threaten,
restrain, coerce, blacklist, harass, or in any other manner discriminate against, any worker or job applicant for:
(i) Notifying any contractor of any conduct which the worker reasonably believes constitutes a violation of the DBA,
Related Acts, this part, or 29 CFR part 1 or 3;
(ii) Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting or seeking to assert on
behalf of themselves or others any right or protection under the DBA, Related Acts, this part, or 29 CFR part 1 or 3;
(iii) Cooperating in any investigation or other compliance action, or testifying in any proceeding under the DBA, Related
Acts, this part, or 29 CFR part 1 or 3; or
(iv) Informing any other person about their rights under the DBA, Related Acts, this part, or 29 CFR part 1 or 3.
(b) Contract Work Hours and Safety Standards Act (CWHSSA). The Agency Head must cause or require the contracting officer
to insert the following clauses set forth in paragraphs (b)(1) through (5) of this section in full, or (for contracts covered by the
Federal Acquisition Regulation) by reference, in any contract in an amount in excess of $100,000 and subject to the overtime
provisions of the Contract Work Hours and Safety Standards Act. These clauses must be inserted in addition to the clauses
required by paragraph (a) of this section or 29 CFR 4.6 . As used in this paragraph (b), the terms “laborers and mechanics”
include watchpersons and guards.
(1) 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 shall require or permit any such laborer or mechanic in any workweek
in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or
mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked
in excess of forty hours in such workweek.
(2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in
paragraph (b)(1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 10
wages and interest from the date of the underpayment. 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, including watchpersons and guards, employed in violation of the clause set forth in paragraph (b)(1)
of this section, in the sum of $33 for each calendar day on which such individual was required or permitted to work in
excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth
in paragraph (b)(1).
(3) Withholding for unpaid wages and liquidated damages—
(i) Withholding process. The [write in the name of the Federal agency or the recipient of Federal assistance] may, upon
its own action, or must, upon written request of an authorized representative of the Department of Labor, withhold or
cause to be withheld from the contractor so much of the accrued payments or advances as may be considered necessary to
satisfy the liabilities of the prime contractor or any subcontractor for any unpaid wages; monetary relief, including interest;
and liquidated damages required by the clauses set forth in this paragraph (b) on this contract, 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 that is held by the same prime contractor (as defined in § 5.2). The necessary funds may be withheld from
the contractor under this contract, any other Federal contract with the same prime contractor, or any other federally assisted
contract that is subject to the Contract Work Hours and Safety Standards Act and is held by the same prime contractor,
regardless of whether the other contract was awarded or assisted by the same agency, and such funds may be used to satisfy
the contractor liability for which the funds were withheld.
(ii) Priority to withheld funds. The Department has priority to funds withheld or to be withheld in accordance with paragraph
(a)(2)(i) or (b)(3)(i) of this section, or both, over claims to those funds by:
(A) A contractor's surety(ies), including without limitation performance bond sureties and payment bond sureties;
(B) A contracting agency for its reprocurement costs;
(C) A trustee(s) (either a court-appointed trustee or a U.S. trustee, or both) in bankruptcy of a contractor, or a
contractor's bankruptcy estate;
(D) A contractor's assignee(s);
(E) A contractor's successor(s); or
(F) A claim asserted under the Prompt Payment Act, 31 U.S.C. 3901–3907.
(4) Subcontracts. The contractor or subcontractor must insert in any subcontracts the clauses set forth in paragraphs (b)(1)
through (5) of this section and a clause requiring the subcontractors to include these clauses in any lower tier subcontracts.
The prime contractor is responsible for compliance by any subcontractor or lower tier subcontractor with the clauses
set forth in paragraphs (b)(1) through (5). In the event of any violations of these clauses, the prime contractor and any
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 11
subcontractor(s) responsible will be liable for any unpaid wages and monetary relief, including interest from the date of
the underpayment or loss, due to any workers of lower-tier subcontractors, and associated liquidated damages and may
be subject to debarment, as appropriate.
(5) Anti-retaliation. It is unlawful for any person to discharge, demote, intimidate, threaten, restrain, coerce, blacklist,
harass, or in any other manner discriminate against, or to cause any person to discharge, demote, intimidate, threaten,
restrain, coerce, blacklist, harass, or in any other manner discriminate against, any worker or job applicant for:
(i) Notifying any contractor of any conduct which the worker reasonably believes constitutes a violation of the Contract
Work Hours and Safety Standards Act (CWHSSA) or its implementing regulations in this part;
(ii) Filing any complaint, initiating or causing to be initiated any proceeding, or otherwise asserting or seeking to assert on
behalf of themselves or others any right or protection under CWHSSA or this part;
(iii) Cooperating in any investigation or other compliance action, or testifying in any proceeding under CWHSSA or this
part; or
(iv) Informing any other person about their rights under CWHSSA or this part.
(c) CWHSSA required records clause. In addition to the clauses contained in paragraph (b) of this section, in any contract subject
only to the Contract Work Hours and Safety Standards Act and not to any of the other laws referenced by § 5.1, the Agency
Head must cause or require the contracting officer to insert a clause requiring that the contractor or subcontractor must maintain
regular payrolls and other basic records during the course of the work and must preserve them for a period of 3 years after all
the work on the prime contract is completed for all laborers and mechanics, including guards and watchpersons, working on the
contract. Such records must contain the name; last known address, telephone number, and email address; and social security
number of each such worker; each worker's correct classification(s) of work actually performed; hourly rates of wages paid;
daily and weekly number of hours actually worked; deductions made; and actual wages paid. Further, the Agency Head must
cause or require the contracting officer to insert in any such contract a clause providing that the records to be maintained under
this paragraph must be made available by the contractor or subcontractor for inspection, copying, or transcription by authorized
representatives of the (write the name of agency) and the Department of Labor, and the contractor or subcontractor will permit
such representatives to interview workers during working hours on the job.
(d) Incorporation of contract clauses and wage determinations by reference. Although agencies are required to insert the contract
clauses set forth in this section, along with appropriate wage determinations, in full into covered contracts, and contractors and
subcontractors are required to insert them in any lower-tier subcontracts, the incorporation by reference of the required contract
clauses and appropriate wage determinations will be given the same force and effect as if they were inserted in full text.
(e) Incorporation by operation of law. The contract clauses set forth in this section (or their equivalent under the Federal
Acquisition Regulation), along with the correct wage determinations, will be considered to be a part of every prime contract
required by the applicable statutes referenced by § 5.1 to include such clauses, and will be effective by operation of law,
whether or not they are included or incorporated by reference into such contract, unless the Administrator grants a variance,
tolerance, or exemption from the application of this paragraph. Where the clauses and applicable wage determinations are
§ 5.5 Contract provisions and related matters., 29 C.F.R. § 5.5
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 12
effective by operation of law under this paragraph, the prime contractor must be compensated for any resulting increase in
wages in accordance with applicable law.
(The information collection, recordkeeping, and reporting requirements contained in the following paragraphs of this section
were approved by the Office of Management and Budget:
Paragraph
OMB
Control No.
(a)(1)(ii)(B).....................................................................................................................................
1235-0023
(a)(1)(ii)(C).....................................................................................................................................
1235-0023
(a)(1)(iv).........................................................................................................................................
1235-0023
(a)(3)(i)...........................................................................................................................................
1235-0023
(a)(3)(ii)(A)....................................................................................................................................
1235-0023
........................................................................................................................................................
1235-0008
(c)...................................................................................................................................................
1235-0023
Credits
[29 FR 100, Jan. 4, 1964, as amended at 29 FR 13463, Sept. 30, 1964; 30 FR 13136, Oct. 15, 1965; 36 FR 19304, Oct. 2, 1971;
40 FR 30481, July 21, 1975; 41 FR 10063, March 9, 1976; 47 FR 145, Jan. 5, 1982; 51 FR 12265, April 9, 1986; 54 FR 4243,
Jan. 27, 1989; 55 FR 50150, Dec. 4, 1990; 57 FR 28776, June 26, 1992; 58 FR 58955, Nov. 5, 1993; 61 FR 40716, Aug. 5,
1996; 61 FR 68641, Dec. 30, 1996; 65 FR 69693, Nov. 20, 2000; 73 FR 77511, Dec. 19, 2008; 74 FR 2862, Jan. 16, 2009; 81
FR 43450, July 1, 2016; 82 FR 2225, 2226, Jan. 9, 2017; 83 FR 12, Jan. 2, 2018; 84 FR 218, Jan. 23, 2019; 87 FR 2334, Jan.
14, 2022; 88 FR 2215, Jan. 13, 2023; 88 FR 57734, Aug. 23, 2023; 89 FR 1815, Jan. 11, 2024; 90 FR 1859, Jan. 10, 2025]
SOURCE: 48 FR 19541 , April 29, 1983; 51 FR 12265 , April 9, 1986; 61 FR 40716 , Aug. 5, 1996; 65 FR 80278 , Dec. 20,
2000; 73 FR 77511 , Dec. 19, 2008; 81 FR 43450 , July 1, 2016; 88 FR 2215 , Jan. 13, 2023; 88 FR 57731 , Aug. 23, 2023,
unless otherwise noted.
AUTHORITY: 5 U.S.C. 301; Reorganization Plan No. 14 of 1950, 5 U.S.C. appendix; 28 U.S.C. 2461 note; 40 U.S.C. 3141
et seq.; 40 U.S.C. 3145; 40 U.S.C. 3148; 40 U.S.C. 3701 et seq. ; Secretary's Order No. 01–2014, 79 FR 77527 ; and the laws
referenced by § 5.1(a).; 40 U.S.C. 276a–276a–7; 40 U.S.C. 276c; 40 U.S.C. 327–332; Reorganization Plan No. 14 of 1950, 5
U.S.C. Appendix; 5 U.S.C. 301; and the statutes listed in section 5.1(a) of this part.
Notes of Decisions (67)
Current through March 26, 2026, 91 FR 14653. Some sections may be more current. See credits for details.
End of Document © 2026 Thomson Reuters. No claim to original U.S. Government Works.
EXECUTION VERSION
Page 39 of 39
1050 First Street, NE – Fifth Amendment to In-Lease Agreement
SCHEDULE 4
Davis-Bacon Wage Rates
as of March 30, 2026
[Separately Paginated]
"GeneralDecisionNumber:0C2026000201/16/2026
‘SupersededGeneralDecisionNumber:0¢20250002
State:DistrictofColumbia
ConstructionType:Building
County:DistrictofColumbiaStatewide.
BUILDINGCONSTRUCTIONPROJECTS(doesnotincludesinglefamilyhomesorapartmentsuptoandincluding4 stories).
ModificationNumber PublicationDate@ 01/22/20261 01/09/20262 @1/16/2026
‘ASBE0@24-00710/01/2024
Rates Fringes
ASBESTOSWORKER/HEAT& FROSTINSULATOR. $40.77 20.1748
Includestheapplicationofallinsulatingmaterials,protectivecoverings,coatingsandfinishestoalltypesofmechanicalsystems
a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKingDay,MemorialDay,IndependenceDay,LaborDay,Veterans”Day,ThanksgivingDay,thedayafterThanksgivingandChristmasDayprovidedtheemployeeworkstheregularworkdaybeforeandafterthepaidholiday.
ASBEQO24-00810/01/2024
Rates Fringes
ASBESTOSWORKER:HAZARDOUSMATERIALHANDLER.....-.0eeeeeee+-$24.46 10.1944
Includespreparation,wetting,stripping,removal,scrapping,vacuuming,bagginganddisposingofallinsulationmaterials,whethertheycontainasbestosornot,frommechanicalsystems
‘a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKingDay,MemorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDay,thedayafterThanksgivingandChristmasDayprovidedtheemployeeworkstheregularworkdaybeforeandafterthepaidholiday.
ASBEQO24-01410/01/2024
Rates Fringes
FIRESTOPPER. -$30.21, 10.4348
Includestheapplicationofmaterialsordeviceswithinoraroundpenetrationsandopeningsinallratedwallorfloorassemblies,inordertopreventthepasageoffire,smokeofothergases.Theapplicationincludesallcomponentsinvolvedincreatingtheratedbarrieratperimeterslabedgesandexteriorcavities,theheadofgypsumboardorconcretewalls,jointsbetweenratedwallorfloorcomponents,sealingofpenetratingitemsandblankopenings.
‘a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKingDay,MemorialDay,IndependenceDay,LaborDay,Veterans”Day,ThanksgivingDay,thedayafterThanksgivingandChristmasDayprovidedtheemployeeworkstheregularworkdaybeforeandafterthepaidholiday.
BRDC@@01-20204/27/2025
Rates Fringes
BRICKLAYER. seeeee$38.80 15.17
CARP@197-@1105/81/2024
Rates Fringes
CARPENTER,IncludesDrywallHanging,FormWork,andSoftFloorLaying-Carpet...sseeeeeeeee$34.41 14,33
CARP@219-@0105/01/2025
Rates Fringes
MELLWRIGHT.«0.2... seeees$39.58 17,32
CARP@474-20605/01/2024
Rates Fringes
PILEDRIVERMAN.«2...seeeeeeeeeee+$36-60 14.47
* ELEC@@26-0166/02/2025
Rates Fringes
ELECTRICIAN,IncludesInstallationofHVAC/TemperatureControls........$59.50 23.06
ELEC@@26-@1709/01/2025
Rates Fringes
ELECTRICALINSTALLER(Sound& CommunicationSystems). -$34.16 13.54
SCOPEOFWORK:Includeslowvoltageconstruction,installation,maintenanceandremovalofteledatafacilities(voice,dataandvideo)includingoutsideplant,telephoneanddatainsidewire,interconnect,terminalequipment,centraloffices,PABX,fiberopticcableandequipment,railroadcommunications,microwaves,VSAT,bypass,CATV,WAN(Wideareanetworks),LAN(Localareanetworks)andISDN(Integratedsystemsdigitalnetwork).
WORKEXCLUDED:Theinstallationofcomputersystemsinindustrialapplicationssuchasassemblylines,roboticsandcomputercontrollermanufacturingsystems.Theinstallationofconduitand/orracewaysshallbeinstalledbyInsideWiremen.On siteswherethereisnoInsideWiremanemployed,theTeledataTechnicianmayinstallracewayorconduitnotgreaterthan1@feet.Firealarmworkisexcludedonallnewconstructionsitesorwhereverthefirealarmsystemisinstalledinconduit.AllHVACcontrolwork.
ELEV0010-00101/01/2025
Rates Fringes
ELEVATORMECHANIC.«00....02ee042+$57-16 38.435+a+b
a.PAIDHOLIDAYS:NewYear'sDay,MemorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDay,ChristmasDayandtheFridayafterThanksgiving.
b.VACATIONS:Employercontributes8%ofbasichourlyratefor5 yearsormoreofservice;6%ofbasichourlyratefor6 monthsto5 yearsofserviceasvacationpaycredit.
‘TRONQ05-00506/01/2024
Rates Fringes
TRONWORKER,STRUCTURALANDORNAMENTAL.
‘TRON@@@5-01205/01/2024
severes$ 37.86 25.86
Rates Fringes
IRONWORKER,REINFORCING.
LAB08e11-08906/e1/2025
-$31.88 23.78
Rates Fringes
LABORER:Skilled. -$30.47 8.70
FOOTNOTE:Potmen,powertooloperator,smallmachineoperator,signalmen,laserbeamoperator,waterproofer(excludingroofing), open caisson, test pit, underpinning,
pierholeandditches,laggersandallworkassociatedwithlaggingthatisnotexpresslystated,strippers,operatorofhandderricks,vibratoroperators,pipelayers,ortilelayers,operatorsofjackhammers,pavingbreakers,spadersoranymachinethatdoesthesamegeneraltypeofwork,carpentertenders,scaffoldbuilders,operatorsoftowmasters,scootcretes,buggymobilesandothermachinesofsimilarcharacter,operatorsoftampersandrammersandothermachinesthatdothesamegeneraltypeofwork,whetherpoweredbyair,electricorgasoline,buildersoftrestlescaffoldsoveronetierhighandsandblasters,powerandchainsawoperatorsusedinclearing,installersofwellpoints,wagondrilloperators,acetyleneburnersandlicensedpowdermen,stakejumper,demolition.
‘MARBO2@2-00404/27/2025
Rates Fringes
MARBLE/STONEMASON......++-.++++.$45.65 21.21
INCLUDINGpointing,caulkingandcleaningofAlltypesofmasonry,brick,stoneandcementEXCEPTpointing,caulking,cleaningofexistingmasonry,brick,stoneandcement(restorationwork)
MARBO003-00604/27/2025
Rates Fringes
‘TERRAZZOWORKER/SETTER.sees $34.34 14.20
MARB@003-00704/27/2025
Rates Fringes
‘TERRAZZOFINISHER. -$28.85 12.55
MARBOO@3-00804/27/2025
Rates Fringes
TILESETTER. $34.34 14.20
MARBOO@3-00904/27/2025
Rates Fringes
TILEFINISHER 12.55
PAING@51-01406/01/2025
Rates Fringes
GLAZIERGlazingContracts$2millionandunder..........-$32.41. 14.46GlazingContractsover$2MELLION.seeveeeeeeeeeeeeeeee$36.65 14.46
PAIN@@51-01506/01/2025
Rates Fringes
PAINTER
Brush,Roller,SprayandDrywallFinisher.seeeeee$29.16 11.86
PLAS@891-00507/01/2025
Rates Fringes
PLASTERER(IncludingFireproofing).++seerseeeeeeeerree$32-86 10.46
PLAS@891-20603/01/2025
Rates Fringes
CEMENTMASON/CONCRETEFINISHER...$30.50 14,23
PLUMe@@5-e1008/01/2025
Rates Fringes
PLUMBER. -$53.30 23.7148
a.PAIDHOLIDAYS:LaborDay,Veterans’Day,ThanksgivingDayandthedayafterThanksgiving,ChristmasDay,NewYear'sDay,MartinLutherKing'sBirthday,MemorialDayandtheFourthofJuly.
PLUM@6@2-2e808/01/2025
Rates Fringes
PIPEFITTER,IncludesHVACPipeInstallation........sece+++6$55-00 24.4642
a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKing'sBirthday,MemorialDay,IndependenceDay,LaborDay,Veterans’Day,ThanksgivingDayandthedayafterThanksgivingandChristmasDay.
ROOF@030-21607/01/2025
Rates Fringes
ROOFER...seeeeeeeeeeeeeeeeeeeee$36-26 14,91
SFDC@669-20201/01/2026
Rates Fringes
SPRINKLERFITTER(FireSprinklers)
SHEE@1@0-@1511/01/2025
-$45.22 27.69
Rates Fringes
SHEETMETALWORKER(IncludingHVACDuctInstallation)..........$53.42 23.2048
a.PAIDHOLIDAYS:NewYear'sDay,MartinLutherKing'sBirthday,MemorialDay,IndependenceDay,LaborDay,VeteransDay,ThanksgivingDayandChristmasDay
‘SUDC2009-@0305/19/2009
Rates Fringes
LABORER:CommonorGeneral......$13.04 2.80
LABORER:MasonTender-Cement/Concrete........+2e-0e4++-$15.48 2.85
LABORER:MasonTenderforpointing,caulking,cleaningofexistingmasonry,brick,stoneandcementstructures(restorationwork);excludespointing,caulkingandcleaningofneworreplacementmasonry,brick,stoneandcement....seeeeseeereee$11.67
POINTER,CAULKER,CLEANER,Includespointing,caulking,Cleaningofexistingmasonry,brick,stoneandcementstructures(restorationwork);excludespointing,caulking,cleaningofneworreplacementmasonry,brick,stoneorCOMENE.eeeeeeeeeeeeeeeeeseeeeeee$18-88
WELDERS- Receiverateprescribedforcraftperforming
operationtowhichweldingisincidental.
Note:ExecutiveOrder(£0)13706,EstablishingPaidSickLeaveforFederalContractorsappliestoallcontractssubjecttotheDavis-BaconActforwhichthecontractisawarded(andanysolicitationwasissued)onorafterJanuary1,2017.IfthiscontractiscoveredbytheEO,thecontractormustprovideemployeeswith1 hourofpaidsickleaveforevery30hours‘theywork,upto 56hoursofpaidsickleaveeachyear.Employeesmustbepermittedtousepaidsickleavefortheirownillness,injuryorotherhealth-relatedneeds,includingpreventivecare;toassista familymember(orpersonwhoislikefamilytotheemployee)whoisill,injured,orhasotherhealth-relatedneeds,includingpreventivecare;orforreasonsresultingfrom,ortoassista familymember(orpersonwhoislikefamilytotheemployee)whoisa victimof,domesticviolence,sexualassault,orstalking.Additionalinformation‘oncontractorrequirementsandworkerprotectionsundertheEOisavailableathttps://www.dol..gov/agencies/whd/government-contracts.
Note:ExecutiveOrder13658generallyappliestocontractssubjecttotheDavis-BaconActthatwereawardedonorbetweenJanuary1,2015andJanuary29,2022,andthathavenotbeenrenewedorextendedonorafterJanuary30,2022.ExecutiveOrder13658doesnotapplytocontractssubjectonlytotheDavis-BaconRelatedActsregardlessofwhentheywereawarded.Ifa contractissubjectto ExecutiveOrder13658,thecontractormustpayallcoveredworkersatleast$13.30perhour(ortheapplicablewageratelistedonthiswagedetermination,ifitishigher)forallhoursspentperformingonthecontractin2025.TheapplicableExecutiveOrderminimumwageratewillbeadjustedannually.AdditionalinformationoncontractorrequirementsandworkerprotectionsunderExecutiveOrder13658isavailableatwiw.dol.gov/whd/govcontracts..
Unlistedclassificationsneededforworknotincludedwithinthescopeoftheclassificationslistedmaybeaddedafterawardonlyasprovidedinthelaborstandardscontractclauses(29CFR5.5 (a)(1)(414).
Thebodyof eachwagedeterminationliststheclassificationsandwageratesthathavebeenfoundtobe prevailingforthe
type(s)ofconstructionandgeographicareacoveredbythewagedetermination.Theclassificationsarelistedinalphabeticalorderunderrateidentifiersindicatingwhethertheparticularrateisa unionrate(currentunionnegotiatedrate),a surveyrate,a weightedunionaveragerate,a stateadoptedrate,orasupplementalclassificationrate.
UnionRateIdentifiers
A four-letteridentifierbeginningwithcharactersotherthan""su"",""UAVG"",?SA?,or ?SC?denotesthata unionratewasprevailingforthatclassificationinthesurvey.Example:PLUM@198-@05@7/01/2024.PLUMisanidentifieroftheunionwhosecollectivelybargainedrateprevailedinthesurveyforthisclassification,whichinthisexamplewouldbePlumbers.@198indicatesthelocalunionnumberordistrictcouncilnumberwhereapplicable,i.e.,PlumbersLocal@198.Thenextnumber,@@5intheexample,isaninternalnumberusedinprocessingthewagedetermination.Thedate,07/01/2024intheexample,istheeffectivedateofthemostcurrentnegotiatedrate.
Unionprevailingwageratesareupdatedto reflectallchangesovertimethatarereportedtoWHDintheratesinthecollectivebargainingagreement(CBA)governingtheclassification.
UnionAverageRateIdentifiers
TheUAVGidentifierindicatesthatnosinglerateprevailedforthoseclassifications,butthat100%ofthedatareportedfortheclassificationsreflectedunionrates.EXAMPLE:UAVG-OH-@0101/21/2024.UAVGindicatesthattherateisaweightedunionaveragerate.OHindicatestheStateofOhio.Thenextnumber,018 intheexample,isaninternalnumberusedinproducingthewagedetermination.Thedate,01/01/2024intheexample,indicatesthedatethewagedeterminationwasupdatedtoreflectthemostcurrentunionaveragerate.
‘AUAVGratewillbeupdatedoncea year,usuallyinJanuary,toreflecta weightedaverageofthecurrentratesinthecollectivebargainingagreementsonwhichtherateisbased.
SurveyRateIdentifiers
The""sU""identifierindicatesthateithera singlenon-unionrateprevailed(asdefinedin29CFR1.2)forthisclassificationinthesurveyorthattheratewasderivedbycomputinga weightedaverageratebasedonalltherates
reportedinthesurveyforthatclassification.Asa weightedaveragerateincludesallratesreportedinthesurvey,itmayincludebothunionandnon-unionrates.Example:SUFL2022-0076/27/2024.SUindicatestherateisa singlenon-unionprevailingrateora weightedaverageof surveydataforthatclassification.FLindicatestheStateofFlorida.2022istheyearofthesurveyonwhichtheseclassificationsandratesarebased.Thenextnumber,@07intheexample,isaninternalnumberusedinproducingthewagedetermination.Thedate,6/27/2024intheexample,indicatesthesurveycompletiondatefortheclassificationsandratesunderthatidentifier.
?SU?wageratestypicallyremainineffectuntila newsurveyisconducted.However,theWageandHourDivision(WHD)hasthediscretiontoupdatesuchratesunder29CFR1.6(c)(1).
StateAdoptedRateIdentifiers
The""SA"™"identifierindicatesthattheclassificationsandprevailingwageratessetbya state(orlocal)governmentwereadoptedunder29C.F.R1.3(g)-(h).Example:SAME2623-00701/03/2024.SAreflectsthattheratesarestateadopted.MEreferstotheStateofMaine.2023istheyearduringwhichthestatecompletedthesurveyonwhichthelistedclassificationsandratesarebased.Thenextnumber,@@7intheexample,isaninternalnumberusedinproducingthewagedetermination.Thedate,01/03/2024intheexample,reflectsthedateonwhichtheclassificationsandratesunderthe?SA?identifiertookeffectunderstatelawinthestatefromwhichtherateswereadopted.
WAGEDETERMINATIONAPPEALSPROCESS
1)Hastherebeenaninitialdecisioninthematter?Thiscanbe:
a)a surveyunderlyinga wagedeterminationb)anexistingpublishedwagedeterminationc)aninitialWHDlettersettingfortha positionona wagedeterminationmatterd)aninitialconformance(additionalclassificationandrate)determination
Onsurveyrelatedmatters,initialcontact,includingrequestsforsummariesofsurveys,shouldbedirectedtotheWHDBranchofWageSurveys.Requestscanbesubmittedviaemailtodavisbaconinfo@dol.govorbymailto:
BranchofWageSurveysWageandHourDivisionU.S.DepartmentofLabor208ConstitutionAvenue,N.W.Washington,DC2¢21@
Regardinganyotherwagedeterminationmattersuchasconformancedecisions,requestsforinitialdecisionsshouldbedirectedtotheWHDBranchofConstructionWageDeterminations.RequestscanbesubmittedviaemailtoBCWD-Office@dol.govorbymailto:
BranchofConstructionWageDeterminationsWageandHourDivisionU.S.DepartmentofLabor208ConstitutionAvenue,N.W.Washington,DC26210
2)Ifaninitialdecisionhasbeenissued,thenanyinterestedparty(thoseaffectedbytheaction)thatdisagreeswiththedecisioncanrequestreviewandreconsiderationfromtheWageandHourAdministrator(See29CFRPart1.8and29CFRPart7).Requestsforreviewandreconsiderationcanbesubmittedviaemailtodba.reconsideration@dol.govorbymailto:
WageandHourAdministratorU.S.DepartmentofLabor208ConstitutionAvenue,N.W.Washington,DC26210
Therequestshouldbeaccompaniedbya fullstatementoftheinterestedparty'spositionandanyinformation(wagepaymentdata,projectdescription,areapracticematerial,etc.)thattherequestorconsidersrelevanttotheissue.
3)IfthedecisionoftheAdministratorisnotfavorable,aninterestedpartymayappealdirectlytotheAdministrativeReviewBoard(formerlytheWageAppealsBoard).Writeto:
AdministrativeReviewBoardU.S.DepartmentofLabor208ConstitutionAvenue,N.W.Washington,DC20210.
ENDOF GENERALDECISION"