Proposed Contract to an in-lease agreement with U.S. REIF 645 H Street Washington DC, LLC

MURIELBOWSERMAYOR
May27,2026
HonorablePhilMendelson
ChairmanCounciloftheDistrictofColumbiaJohnA.WilsonBuilding1350PennsylvaniaAvenue,NW,Suite504Washington,DC 20004
DearChairmanMendelson:
Pursuanttosection451oftheDistrictofColumbiaHomeRuleAct(D.C.OfficialCode§ 1-204.51),enclosedforconsiderationandapprovalbytheCounciloftheDistrictofColumbiaisan
amendmenttoanin-leaseagreementwithU.S.REIF645HStreetWashingtonDC,LLCtoextendtheleaseof74,924squarefeetofofficespacelocatedat645H Street,NE.TheleasedpremisesisoccupiedbytheDistrictofColumbiaDepartmentofHumanServices.
Ifyouhaveanyquestionsregardingthiscontract,pleasecontactDelanoHunter,Director,DepartmentofGeneralServices(“DGS”),orhaveyourstaffcontactTiwanaHicks,AssociateDirector,PortfolioManagementDivision,DGS,at(202)727-2800.
1lookforwardtotheCouncil’sfavorableconsiderationofthiscontract.
Sincerely,
“Mufiel Bdwser
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

May 14, 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: U.S. REIF 645 H Street Washington DC, 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: 645 H Street, NE
Source Selection Method: Non-Competitive as to the Amendment
Primary Term (if applicable): Approximately 2 years and 9 months remaining with
an option to extend by 5 years under existing In-
Lease Agreement. The proposed Amendment would
extend the primary term by 12 years.

Consideration to be paid by District
for First Year under the Amendment
(March 1, 2029 through
February 28, 2030): $4,861,079.92
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 (74,924 Rentable Square Footage (“RSF”))
Components of
Annual Rental
$/RSF/YR Annual Total Annual Escalations after First
Lease Year
Net Rental $35.71 $2,675,536.08 2.0%
Initial Operating
Costs
$11.23 $841,396.52 CPI-based
2

Initial Real Estate
Taxes
$7.94 $594,907.36 Based on actual increases in Real
Estate Taxes
Tenant Improvement
Allowance
Amortization
$10.00 $749,240.00 N/A
Total Annual
Rental
$64.88 $4,861,079.92 N/A

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 12 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: 645 H Street, NE
Square/Lot Number: Square 0859 / Lot 0839
Total RSF of Building: 85,178 RSF
Total RSF of Premises: 74,924 RSF
Description of Improvements : The existing building is a n 85,178 RSF office building
located on approximately 17,860 square feet of land. Under the Amendment, the
Department of Human Services (“DHS”) will continue to occupy 74,924 RSF of office and
service center space. DHS will also continue to have use of 48 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:

The existing in-lease agreement, which was deemed approved by Council on July 19, 2013
(CA20-0168), was the result of a competitive process. Th e 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 $4.6 million
3

in rent abatement and obtain an approximately $8.2 million tenant improvement allowance to
improve the DHS premises. The building at 645 H Street, NE is well- suited to continue to
serve as a DHS service center, as it includes a large waiting and reception area with service
windows and seating as well , as private office space for DHS. In response to the Landlord’s
proposal, DGS met with DHS regarding the Amendment terms. DHS wishes to remain at this
location and supports the Amendment.

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:

U.S. REIF 645 H Street Washington DC, LLC is a Delaware limited liability company and is
the owner of 645 H Street, NE. The Landlord has no employees. The Landlord’s officers are:
Peter Palandjian, Chairman and CEO; Paul Nasser, President; and Thomas Taranto, CIO. The
Landlord has performed satisfactorily under the existing in- lease agreement since taking
ownership of the building in 2015.

8. Expected outcomes of the proposed real estate contract:

The execution of the proposed Amendment is expected to result in the continued occupancy
by DHS of the subject space for an additional 12 years, with the possibility of an additional 5
years pursuant to an extension option under the existing 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 DHS fulfilled under the Amendment.

10. ANC notice of the proposed real estate contract:

Not applicable, as DHS currently occupies the premises under an existing in-lease agreement.

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.

4

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. As the proposed
contract party is a disregarded entity for tax purposes, the Citywide Clean Hands certificate for
the proposed contract party’s parent entity is attached.

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:

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: May 4, 2026 L0016502670Notice Number:
FEIN: **-***7726
Case ID: 18957408

Government of the District of Columbia
Office of the Chief Financial Officer
Office of Tax and Revenue
U.S. REAL ESTATE INVESTMENT FU
1270 SOLDIERSFIELD ROAD
BOSTON MA 02135

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: May 15, 2026

Agency Budget: Department of General Services (AM0)
Occupying Agency: Department of Human Services (JA0)

Ward 5

Funds Needed: FY 2026 $0.00
Purpose: Funding is needed for a lease amendment which will extend the term of the lease
agreement at 645 H Street NE by 12 years. The Department of Human Services
occupies office space under the lease.
Certification: This is to state that funding in the amount of $0.00 is needed for FY 2026. Funding
in the amount of $358,158.27 for FY 2027 is subject to the approval of the District’s
Budget and Financial Plan.

Cost of Obligation FY 2026: $0.00
Cost of Obligation FY 2027: $358,158.27

Term: 12 yrs

_________________________ _________________________
Antoinette Hudson Beckham Date

Cc: Angelique Rice, Associate Chief Financial Officer, GOC

05.15.26
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: Katherine Jough
Senior Assistant General Counsel, Department of General Services

SUBJECT: Legal Sufficiency Certification for Proposed Second Amendment to Lease
Agreement by and between the District and U.S. REIF 645 H S treet
Washington DC, LLC for premises at 645 H Street, NE, Washington, D.C. (the
“Amendment”)

DATE: May 14, 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.

__________________________
Katherine Jough
Senior Assistant General Counsel, Department of General Services

EXECUTION VERSION
Page 1 of 46

645 H Street, NE – Second Amendment to Lease Agreement
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SECOND AMENDMENT TO LEASE AGREEMENT

THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “ Second
Amendment”) is made and entered into as of this ___ day of ___________, 2026 (the
“Second 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 U.S. REIF 645 H STREET WASHINGTON DC, 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 Award of In-Lease, by and between Landlord
(as successor-in-interest to 645 H St NE Office PJV, LLC, a Delaware limited liability
company) and the District, with a Lease Effective Date of August 16, 2013 (the “Base
Lease”), as amended by that certain First Amendment to District of Columbia Lease for
Real Property dated August 5, 201 5 (the “ First Amendment ”, together with the Base
Lease, the “ Original Lease”, and the Original Lease as amended by this Second
Amendment being the “Lease”), the District leases from Landlord, and Landlord leases to
the District, those certain premises located at 645 H Street , NE, comprised of 74,924
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 Second 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 Lease Term. The Parties acknowledge that under the Original
Lease the Lease Term expires on February 28, 2029. The Lease Term is hereby amended
to expire at 11:59 p.m. on February 28, 2041, unless sooner terminated in accordance with
the terms of the Lease (the period from March 1, 2029 through February 2 8, 2041 being
the “Extended Lease Term”). References in the Original Lease to the Lease Term shall
include the Extended Lease Term.

4. Extended Lease Term Rent.

EXECUTION VERSION
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(a) As of March 1, 2029, the Annual Rental set forth in the Original Lease shall
be amended for the Extended Lease 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 $ 749,240.00 and the monthly amount of $ 62,436.66 (the
“Extended Term TIA Amortization”), shall replace the amortized Tenant Improvement
Allowance component of Annual Rental set forth in the Original Lease.

(b) As of the Second Amendment Effective Date, Section 7.5 of the Base Lease
is hereby deleted in its entirety and replaced with the following:

“(a) The District shall pay to Landlord Real Estate Taxes
assessed against the Property and paid by Landlord each Tax Year during
the Lease Term as set forth below. The initial real estate taxes shown on
Section II(8)(c)(5) of DC DGS Form L-102 are to be paid by the District as
a component of Annual Rental during the Lease Term (the “Initial Real
Estate Taxes”). In the event that the total amount of Real Estate Taxes
assessed against the Property for a given Tax Year during the Lease Term
exceeds the total amo unt for the previous Tax Year or, with respect to the
second Tax Year, exceeds the Initial Real Estate Taxes (any such increase
from the previous Tax Year, a “Tax Increase”), then the District shall pay
the District’s Proportionate Share of such Tax Increase to Landlord as
Additional Rent semi-annually within 60 days of the date of receipt by the
District of a statement from Landlord, which statement shall include copies
of all actually paid real estate tax bills (and Landlord’s evidence of the
payment thereof), for such applicable semi-annual District of Columbia real
property tax billing cycle (each, a “Tax Statement”). Once the District has
paid its second (2nd) semi -annual Tax Increase payment for a given Tax
Year pursuant to the foregoing provisions, then the total District’s
Proportionate Share of the Tax Increase for such Tax Year shall be paid
during each subsequent Tax Year during the Lease Term as Additional Rent
in equal monthly installments (“ Monthly Tax Increase Payments ”).
Landlord shall deliv er to the District on an annual basis, no later than
September 30, written notice of the Monthly Tax Increase Payments amount
to be paid by the District as Additional Rent pursuant to the foregoing
during the upcoming Tax Year, which notice shall include L andlord’s
calculations therefor (the " Tax Payments Notice "). The Parties
acknowledge and agree that (i) the District shall pay for the District’s
Proportionate Share of Tax Increases for a given Tax Year as Additional
Rent (A) first, in two (2) lump sum s emi-annual payments, and (B)
thereafter, as Monthly Tax Increase Payments; (ii) the Monthly Tax
Increase Payments amount does not include the Initial Real Estate Taxes
amount; and (iii) the Monthly Tax Increase Payments amount may increase
during the Lease Term as a result of Tax Increases and may decrease as a
result of decreases in Real Estate Taxes, as reflected on the Tax Payments
Notice delivered by Landlord annually . Notwithstanding any provision in
this Lease to the contrary, (x) Landlord shall not be permitted to charge the
EXECUTION VERSION
Page 3 of 46

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District (and the District shall not be obligated to pay) for any Tax Increases
for any semi-annual District of Columbia real property tax billing cycle if
Landlord fails to first deliver to the District a Tax Statement by the date that
is 60 days after the due date for Landlord’s payment of real estate taxes
under such semi-annual District of Columbia real property tax billing cycle;
and (y) the District has no audit right with regard to Initial Real Estate Taxes
or Tax Increases other than to confirm the calculation of Tax Increases and
Monthly Tax Increase Payments, and to review the real estate tax bills
generated by the taxing authority and Landlord’s evidence of its payment
of the same. For any partial Tax Years during the Lease Term, Tax
Increases shall be appropriately prorated based upon the number of days in
such partial Tax Year within the semi -annual District of Columbia real
property tax billing cycle.

(b) For the purposes of this Section 7.5 , the term “ Building”
shall be deemed to include the Land, the roof of the Building and any
extensions therefrom, and, to the extent that such elements exist, any
balconies extending from the Building, and any driveways or sidewalks.

(c) “Real Estate Taxes” means: (i) all ad valorem real property
taxes, vault space rental fees, and any special assessment (if any, including
any assessments imposed in connection with business improvement or
similar districts), which are imposed upon Landlord in connection wit h its
ownership or control of the Property; and (ii) any other present or future
taxes or charges that are imposed upon Landlord in connection with the
Property or assessed against the Property that are in express substitution for
ad valorem real property taxes. Real Estate Taxes shall not include any: (A)
fines, penalties or interest on any Real Estate Taxes, except to the extent
caused solely by the District’s failure to pay the District’s Proportionate
Share of Real Estate Taxes pursuant to the terms of this Lease; (B) costs
incurred by Landlord to challenge the tax valuation or assessment of the
Building, Land or Property, or otherwise challenge any aspect of Real Estate
Taxes; (C) “ballpark taxes”, arena taxes or similar, includin g without
limitation charges or fees imposed upon Landlord in connection with the
development, financing, construction, operation, maintenance and/or use of
any sports or entertainment stadium, arena or complex (or similar) in the
District of Columbia; (D) capital gains, corporation, unincorporated
business, income, net income, profits, excess profit, estate, inheritance,
transfer, recordation, gift, franchise or license fees/taxes; (E) hotel or
business entity fees (unless such taxes or fees replace or sup plement the
current system of real property taxes in effect as of the date hereof); or (F)
Real Estate Taxes resulting from a Tax Increase due to a combination of
real property tax assessment parcels that includes the real property tax
assessment parcel upon which the Building is situated.

EXECUTION VERSION
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(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 and Additional
Rent 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) As of the Second Amendment Effective Date, the definition of “CPI” in the
Base Lease is hereby deleted in its entirety and replaced with the following:

“CPI” means the revised Consumer Price Index for Urban Wage
Earners and Clerical Workers (revised CPI -W), All Items, Washington –
Arlington – Alexandria, DC-VA-MD-WV, 1982-84=100, as published by
the Bureau of Labor Statistics of the United States Department of Labor. If
the CPI is changed so that a base year of other than 1982-84 is used, the CPI
used herein shall be converted in accordance with the conversion factor
published by the Bureau of Labor Statistics of the United States Department
of Labor. If the CPI is discontinued or otherwise revised during the Lease
Term, such other government index or computation by which Landlord and
the District agree that the CPI has been replaced by shall be used for
purposes of this Lease to obtain substantially the same result as would be
obtained if the CPI had not been discontinued or otherwise revised.”

(d) For the avoidance of doubt , except as expressly amended by this Second
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 an abatement of Annual Rental and
Additional Rent in the total amount of $4,630,753.90 (the “Landlord Credit”), which shall
be available in accordance with Section 5(b) below and is comprised of (i) $4,171,740.00,
which is equal to approximately twelve (12) months of Annual Rental (the “Annual Rental
Credit”) and (ii) $459,013.90, the amount of a credit from a portion of the broker
commission described in Section 2 0 hereof. The District may elect to apply the Landlord
Credit toward (i) Annual Rental and Additional Rent and/or (ii) any obligation the District
may have to pay for any of the Extended Term Tenant Improvements (in excess of the
Extended Term TI Allowance) in accordance with the Work Exhibit (as such terms are
defined below).
EXECUTION VERSION
Page 5 of 46

645 H Street, NE – Second Amendment to Lease Agreement
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(b) The Landlord Credit shall be available to the District as of the first day of
the month following the Second Amendment Effective Date until exhausted.

6. Extended Term TI Allowance ; 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 $8,241,640.00, which is $ 110.00 per RSF of the Premises (the
“Extended Term TI Allowance”). Annual Rental and Additional Rent for the Extended
Lease 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 Lease Term result in (i) any continued or
accelerated payment by the District of any amort ization 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.

(b) Landlord shall cause the design and construction of the Extended
Term Tenant Improvements 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 may be performed while District agency(ies) continue to occupy
the Premises for the Permitted Use.

(c) “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 Project Schedule
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 T I Outside Delivery Date, the
District shall be entitled to a credit against Annual Rental and Additional Rent for each day
beyond the Extended Term TI Outside Delivery Date that the Ex tended Term Tenant
Improvements have not been Substantially Completed.

7. Additional Services. Section 11 of the Base Lease is hereby amended by
adding a Section 11.2 thereto as follows:

“11.2 At the District’s request, Landlord may, at Landlord’s election,
perform additional services ancillary to this Lease, or provide additional
improvements (subject to Section 8) to the Premises or the Building not
otherwise set forth in this Lease (“Additional Services ”); provided,
however, that prior to performing any Additional Services, Landlord shall
provide the District with a detailed scope of work for the Additional
EXECUTION VERSION
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645 H Street, NE – Second Amendment to Lease Agreement
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Services (the “Scope of Work”), and the cost therefor, which cost shall be
on an “open book” basis and may include a defined mark -up or fee to
Landlord in the amount of 3% of such cost without such mark -up (the
“Additional Services Cost ”). 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 either the Associate Director, the Realty Officer
or a Supervisory Realty Specialist within the Portfolio Management
Division of the District of Columbia Department of General Services (each
a “Portfolio Manager ” and each such approval , an “Additional Cost
Approval”). This Lease (or an amendment of this Lease) may also, as a
result of the Additional Services Cost, require the approval of the Council
of the District of Columbia (“ Council”) pursuant to D.C. Official Code §
1-204.51, as may be amended from time to time (pertaining to prior Council
approval of contracts in excess of $1,000,000.00 in any 12 -month
period). If the District obtains an Addition al Cost Approval (including
Council approval, if applicable), then, after Landlord completes the
Additional Services pursuant to the Scope of Work, Landlord shall deliver
an invoice for the actual cost therefor to the District, which invoice may not
exceed the Additional Services Cost and shall be on an “open book” basis.
The District shall pay to Landlord such actual cost of the Additional
Services (including the permitted defined mark -up or fee) , in arrears, as
Additional Rent with the next payment of An nual Rental coming due and
payable after Landlord has delivered such actual cost invoice to the
District. If Landlord’s actual costs (including the permitted defined mark-
up or fee) exceed the Additional Services Cost, such excess costs shall be
the sole liability and responsibility of Landlord; in no event shall the District
be liable for any amount in excess of the District-approved Additional
Services Cost. For the avoidance of doubt, any Additional Services work
constituting construction, alteration o r repair (including painting and
decorating) performed by Landlord under a third -party contract for over
$2,000.00 shall be subject to 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 and the requirements
set forth in Section 8 of the Base Lease . In addition, if the Additional
Services Cost exceeds $250,000.00 the Additional Services Cost shall be
subject to the requirements of D.C. Co de 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).”
8. Premises Work.
(a) Notwithstanding any other provision of th e Lease to the contrary ,
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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 subcontrac ts,
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 in clusion 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 f or 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 appl icable week of the certified
payroll statement, the name of Landlord and the address of the leased 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
subrogation or otherwise, against the District or its Agents for any liability,
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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 agains t or is required to be insured against by
Landlord hereunder.”

10. Maintenance and Repairs.

(a) As of the Second Amendment Effective Date , Section 9.1 of the
Base Lease is hereby deleted in its entirety and replaced with the following:

“9.1 Notwithstanding any other provision of this Lease, but subject to
Section 8 of the Second Amendment and Sections 9.2, 16 and 17 hereto, Landlord,
at its sole cost and expense (meaning that such costs and expenses are already
included in Annual Rental and Operating Costs and shall not otherwise be billed as
Additional Rent), shall promptly make all repairs, perform all maintenance, and
make all replacements in and to the Land, the Building (including Common Areas,
Building Structures and Systems and Base Building Conditions, including without
limitation any and all elevators, hallways, stairways, bathrooms and HVAC
systems at or servicing the Premises or Building) and, except as set forth below, the
Premises (including any restrooms within the Premises) that are necessary or
desirable to keep the same: (a) in good condition and repair, (b) in a clean, safe and
tenantable condition, and (c) otherwise in accordance with Laws and the
requirements of this Lease. The District shall maintain and repair the Premises (not
including restrooms within the Premises) as follows: The District shall provide
written notice to Landlord of any material defect in or material damage to the
Premises, and Landlord shall inspect such condition. If the defect or damage is
caused by District Negligence, the District shall be responsible for the cost of the
repair. If the District does not dispute that it is responsible for the cost of the repair
or replacement, Landlord shall provide the Distric t with an invoice for the cost of
the necessary repair or replacement for the District’s approval, which invoice may
include a Landlord service fee not to exceed 3.0%. If such invoice is approved by
the District (or if Landlord is responsible for the repair or replacement), Landlord
shall effect the repair or replacement, and, if applicable, the District shall pay such
invoice within 30 days. If such invoice is not approved by the District, the District
shall be responsible for the needed repair or replacement. The District shall suffer
no waste or injury to any part of the Premises, and shall, at the expiration or earlier
termination of the Lease Term, surrender the Premises in an order and condition
equal to its order and condition on the Rent Commencement Date, subject to
ordinary wear and tear, Landlord’s repair and maintenance obligations, and Section
16.

(b) Section 9.3 of the Base Lease is hereby deleted in its entirety.

11. Supplemental HVAC. Section 9 of the Base Lease is hereby amended by
adding a Section 9.5 thereto as follows:
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“9.5 Supplemental HVAC. Landlord shall provide repair and
maintenance of the District’s supplemental HVAC equipment and systems
associated with the Premises subject and pursuant to the following provisions:
Landlord shall solicit bids for a contract for such se rvices to be provided by a
contractor engaged by Landlord (a “Supplemental HVAC Services Agreement”).
Within 90 days after the Second Amendment Effective Date, provided Landlord
has received all of the information from the District necessary to obtain bid s,
Landlord shall deliver to the District, pursuant to the provisions of Section 2 5.2
hereof, the solicitation responses for the bidding related to the Supplemental HVAC
Services Agreement and shall identify the contractor that Landlord believes is most
responsive with respect to price and performance. Landlord’s contractor selection
and the associated pricing shall be subject to the District’s approval, and if the
District approves such contractor, the District shall pay a fee to Landlord in
connection therewith in the amount of 3.0% of the contract amount (without such
fee). The contract amount, including the 3.0% Landlord fee associated therewith,
shall be paid in equal monthly installments as Additional Rent under the Lease (and
pursuant to the same terms and schedule as the Annual Rental, including in arrears).
The Supplemental HVAC Services Agreement contract amount shall not include
the cost of any non -preventative maintenance repairs of, or replacements to, the
District’s supplemental HVAC equipment, and any such work and the costs thereof
proposed by Landlord or the contractor shall be subject to the District’s election
and prior written approval. Renewals of such Supplemental HVAC Services
Agreement may be negotiated by the parties thereto; provi ded, however, that the
District shall not be obligated to pay any costs in connection therewith unless and
until it has approved such renewal and the associated pricing, and has certified the
availability of appropriated funds for such purpose. In the eve nt a Supplemental
HVAC Services Agreement is scheduled to expire within 90 days or is terminated,
Landlord shall notify the District of the same and, upon the District’s written
approval, Landlord shall solicit bids for a new contract within 30 days of the
District’s approval to do the same (in which event the terms of this section shall
continue to apply to any subsequent Supplemental HVAC Services Agreement).”

12. Service of Notices. Section 25.2 of the Base Lease is hereby deleted in its
entirety and replaced with the following:

“All notices or other communications required under this Lease shall be in
writing and shall be deemed duly given and received (i) when delivered in
person (with receipt therefor), (ii) on the next Business Day after deposit
with an established, overnight d elivery service, or (iii) when delivered by
email so long as such email delivery is followed by such notice or other
communication being sent by the next Business Day by a method set forth
in the foregoing (i) or (ii). If any Party refuses delivery of a notice, such
notice shall be deemed to have been delivered to such Party at the time of
refusal. Each Party’s mailing and email address for sending notices
hereunder are set forth below. Either Party may change its mailing or
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email address for the giving of notices by notice given in accordance with
this Section. Notwithstanding the foregoing, notices required to be
delivered by Landlord under Section 7 of the Base Lease, as amended
(including, without limitation, Tax Payments Notices and notices regarding
CPI changes) shall, in addition to being delivered in accordance with this
Section 25.2 hereof, also be timely emailed to DGSRent@dc.gov.”

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

If to Landlord: U.S. REIF 645 H Street Washington DC, LLC
c/o Intercontinental Management Corporation
1270 Soldiers Field Road
Boston, MA 02135
Attention: Deborah Goncalves

Email: deborahg@intercontinental.net

13. Counterparts. This Second 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 Second 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.

14. Binding; Choice of Law . This Second 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.

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15. 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
this Second Amendment and those of the Original Lease, the terms of this Second
Amendment shall control ; and (d) except as expressly amended by this Second
Amendment, all terms, conditions, covenants, and provisions of the Original Lease shall
remain unmodified and in full force and effect.

16. 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.

17. Authority.

(a) District’s Representations. By executing this Second Amendment,
the District represents to Landlord that: (i) it is authorized to enter into, execute and deliver
this Second Amendment and perform its obligations hereunder; (ii) this Second
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 Second
Amendment and thereby bind the District; and (iv) no other signatures or approvals are
necessary 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 Second Amendment,
Landlord represents to the District that: (i) it is authorized to enter into, execute and deliver
this Second Amendment and perform its obligations hereunder; (ii) this Second
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 Second
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 compl iance 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.

18. Severability. Each provision of this Second Amendment shall be valid and
enforceable to the fullest extent permitted by law. If any provision of this Second
Amendment or the application thereof to any person or circumstance shall to any extent be
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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 Second 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 Second Amendment
shall be construed as permitting Landlord to charge or receive interest in excess of the
maximum rate allowed by law.

19. 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.

20. 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 i s 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.

21. Anti-Deficiency Limitations. The following limitations exist as to each and
every purported obligation of the District set forth in the Lease, whether or not expressly
conditioned:

(a) Whether expressly or impliedly qualified or limited in any Section of the
Lease, the obligations of the District to fulfill any financial obligation pursuant to
the Lease or any subsequent agreement entered into pursuant to the Lease to which
the District is a party , including without limitation the Work Exhibit (an “Other
Agreement”; and together with the Lease , any “ Applicable Agreement ”), or
referenced in any Applicable Agreement, are and shall remain subject to the
provisions of: (a) the federal Ant i-Deficiency Act, 31 U.S.C. §§ 1341 -1351 and
1511-1519 (2004), and D.C. Official Code §§ 1-206.03(e) and 47-105 (2012 Repl.);
(b) the District of Columbia Anti-Deficiency Act, D.C. Official Code §§ 47-355.01
et seq. (2012 Repl. and 2014 Supp.) ((a) and (b) collectively, the “Anti-Deficiency
Acts”); and (c) § 446 of the District of Columbia Home Rule Act, D.C. Official
Code § 1-204.46 (2012 Repl.), as each may be amended from time to time and each
to the extent applicable to any Applicable Agreement. Pursuant to the Anti -
Deficiency Acts, nothing in the Lease or the Work Exhibit shall create an obligation
of the District in anticipation of an appropriation by the United States Congress
(“Congress”) for such purpose, and the District’s legal liability for the payment of
any financial obligation, including but not limited to any Annual Rental or
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Additional Rent, under any Applicable Agreement shall not arise or obtain in
advance of the lawful availability of appropriated funds for the applicable fiscal
year as approved by Congress and the District of Columbia (references in this
Section to “Distri ct of Columbia” shall mean the District of Columbia as a
sovereign entity, and not as a tenant under the Lease). During the term of the Lease,
the District of Columbia agency authorized and delegated by the Mayor of the
District of Columbia to administer the Lease shall, for each corresponding District
of Columbia fiscal period, include in the then -current services funding level
package a request sufficient to fund the District’s known financial obligations under
the Lease for such fiscal period. Landlord confirms that it has read and familiarized
itself with the Anti -Deficiency Acts and has full knowledge of such laws and the
impact on the District’s financial obligations hereunder.
(b) If no appropriation is made by the District of Columbia or Congress to pay
any financial obligation, including, but not limited to any rental components under
any Applicable Agreement for any period after the District of Columbia fiscal year
for which appropriations have been made, and in the event appropriated funds for
such purposes are not otherwise lawfully available, the District shall not be liable
to make any payment under such Applicable Agreement upon the expiration of any
then-existing appropriation.
(c) Notwithstanding the foregoing, no officer, employee, director, member or
other natural person or agent of the District or the District of Columbia shall have
any personal liability in connection with a breach of the provisions of this Section
or in the event of a default by the District under any Applicable Agreement.
(d) No Applicable Agreement shall constitute an indebtedness of the District of
Columbia nor shall it constitute an obligation for which the District of Columbia is
obligated to levy or pledge any form of taxation or for which the District of
Columbia has levied or pledged any form of taxation. No Agent of the District is
authorized to obligate or expend any amount under any Applicable Agreement
unless such a mount has been appropriated by A ct of Congress and is lawfully
available.]

22. The District’s Authority to Execute and Deliver this Second Amendment.
Landlord acknowledges that the execution of this Second 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.

23. 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 Second Amendment. S avills, Inc. (“Savills”) is
recognized as the exclusive broker representing the District with respect to this Second
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Amendment. Upon full execution and delivery to Landlord of this Second Amendment,
Landlord shall compensate Savills in an amount equal to 3.1% of the amount equal to the
total Annual Rental over the Extended Lease Term less the Annual Rental Credit, pursuant
and subject to a separate brokerage agreement between Landlord and Savills.

[Signature Pages and Exhibits Follow]
EXECUTION VERSION
IN WITNESS WHEREOF, Landlordand theDistricthave executedthisSecondAmendment asof theSecond Amendment EffectiveDate.
LANDLORD:
U.S.REIF 645 H STREET WASHINGTON
DC, LLC, aDelaware limitedliability
company
By:U.S.RealEstateInvestmentFundREIT,Inc.,aDelawarecorporation,ItsSoleMember

homasR. Taranto,Jr.Title:VicePresident
[District'sSignaturePageandExhibitsFollow]
Page15of46
645H Street,NE~SecondAmendmenttoLeaseAgreementUS_ACTIVE\N326101111V-5
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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]

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EXHIBIT A

NET RENTAL SCHEDULE FOR EXTENDED LEASE TERM

74,924 Rentable Square Feet (RSF)

Lease Year Net Rental p/RSF Annual Net Rental Monthly Net Rental

1-Mar-29 28-Feb-30 35.71$ 2,675,536.04$ 222,961.34$
1-Mar-30 28-Feb-31 36.42$ 0 2,728,732.08$ 227,394.34$
1-Mar-31 29-Feb-32 37.15$ 0 2,783,426.60$ 231,952.22$
1-Mar-32 28-Feb-33 37.89$ 0 2,838,870.36$ 236,572.53$
1-Mar-33 28-Feb-34 38.65$ 0 2,895,812.60$ 241,317.72$
1-Mar-34 28-Feb-35 39.42$ 0 2,953,504.08$ 246,125.34$
1-Mar-35 29-Feb-36 40.21$ 0 3,012,694.04$ 251,057.84$
1-Mar-36 28-Feb-37 41.01$ 0 3,072,633.24$ 256,052.77$
1-Mar-37 28-Feb-38 41.83$ 0 3,134,070.92$ 261,172.58$
1-Mar-38 28-Feb-39 42.67$ 0 3,197,007.08$ 266,417.26$
1-Mar-39 29-Feb-40 43.52$ 0 3,260,692.48$ 271,724.37$
1-Mar-40 28-Feb-41 44.39$ 0 3,325,876.36$ 277,156.36$
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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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“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.

“Project Architect” is defined in Section 3 hereof.

“Project Schedule” is defined in Section 6 hereof.

“Punch List” is defined in Section 19 hereof.

“Response Period” is defined in Section 6 hereof.

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“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 Completio n, 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 a
turnkey manner, in accordance with the Project Schedule, 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 t o 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 Improvements ” (and each, a “ Extended Term Tenant
Improvement”) shall mean the turnkey build-out of the Premises and the District’s
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,
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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 constituting 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 Subcontractor 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 will 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 th is 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 Specification s” 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),
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 applicable,
Landlord shall also cause the Project Architect to develop a signage plan and package with
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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.

a. 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 revisions
necessary to address the D istrict’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 for a maximum of two rounds per Design Phase or until
the District is deemed to have given final approval (as provided in Section 7 below),
unless the Project Architect confirms that the District’s comments have not been
addressed in the applicable submittal (it being agreed that if the Project Architect
determines that the District’s comments have been addressed, the Project Architect
must support such determination with reasonable specificity). After the second revision
and resubmission for any Design Phase, if the District’s comments have been addressed
in such Design Phase, in the next Design Phase the District shall not resubmit
previously addressed comments and will be required to submit any new comments (that
were not previously submitted) in such next Design Phase (if applicable).

b. 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 for a maximum of two rounds or until
the District is deemed to have given final approval (as provided in Section 7 below),
unless the Project Architect confirms that the District’s comments have not been
addressed in the applicable submittal (it being agreed that if the Project Architect
determines that the District’s comments have been addressed, the Project Architect
must support such determination with reasonable specificity). After the second revision
and resubmission for the Complete Plans and Specifications, if the District’s comments
have been addressed in the Complete Plans and Specifications, the District shall not
resubmit previously addressed comments and such revisions and resubmissions shall
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not exceed the time frames allotted for the same in this Work Exhibit or the Project
Schedule (defined below). 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
15 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; provided that: in any resubmission the District
shall only review items that were previously not approved; and Landlord shall not be
required to provide more than two revisions . 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 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 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.

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(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 and performance 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 a nd 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 . La ndlord shall then notify such
Contractor by the next Business Day of its selection. Landlord shall cause 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; provided, however, that any delays as a result of such removal,
modification or addition shall be District Delay (as defined below) 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); (iii) information technology and
security cabling and equipment; (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 select 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 and performance 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 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
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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 Second Amendment Effective Date (the
“Current Wage Rates”) shall apply to such work. The DBA wage rates in effect for
Washington, D.C. as of May 8, 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 of
the Second Amendment Effective 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 t he 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 t he 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 inclusion 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
Contract. 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 executio n 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
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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 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
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. Within 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 Landlord
Credit (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
in the case of a payment other than through the application of the Landlord Credit , or (b)
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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”). Notwithstanding the foregoing, in lieu
of an Excess Cost Approval Notice signed by the Director, the District may elect to apply
the Landlord Credit toward the payment of Excess Costs in a writing (including an email)
from a Portfolio Manager, which w riting shall also constitute an Excess Cost Approval
Notice hereunder. 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 Landlord Credit shall be payable in a lump sum as Additional Rent in
accordance with Section 16 below. 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, 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
other than through the application of the Landlord Credit 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 acknowled ges 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.

12. District Proposed Changes to the Final Plans and Specifications.

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(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 ”). The District will be
responsible for the costs of design related to a requested Change Order (and any related
delay) set forth in the Landlord’s Notice even if the District elects to not proceed with
the actual Change Order, subject to the District’s approval of the amount of such costs.
If a Landlord’s Notice sets 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 Landlord Credit), subject to
the terms of, and the procedures contained in this Work Exhibit). I f 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). Notwithstanding the foregoing, the District may elect to apply the
Landlord Credit toward the Excess Cost resulting from a District Proposed Change in
a writing (including an email) from a Portfolio Manager, which writing shall also
constitute an Excess Cost Approval Notice hereunder. If the District Proposed Change
results in an Excess Cost which shall not be paid from the application of the Landlord
Credit, the 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 Co st 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 the
District has estimated Excess Costs in the amount of approximately $3,938,640.00 may
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result under this Work Exhibit, which Excess Costs would be paid in accordance with
and subject to the terms of this Work Exhibit, including the application of the Landlord
Credit.

(b) Any changes to the Final Plans and Specifications desired by Landlord (as
opposed to those required by a third party authority) (a “Landlord Proposed Change”)
shall be requested in writing and subject to the District’s written approval, in its
reasonable discretion. Any delay in the date of Substantial Completion of the Extended
Term Tenant Improvements as a result of a Landlord Proposed Change 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, 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 revis e the Final
Plans and Specifications in accordance with such Change Order and such revised 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 Approv al
Notice must be signed by the Director; provided, however, that if the subject Excess Cost
will be paid from the application of the Landlord Credit, the Excess Cost Approval Notice
may be in the form of a writing (including an email) from a Portfolio Manager. 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.
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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 amount of the Landlord Credit that the District elected to apply
towards Excess Costs pursuant to an Excess Cost Approval Notice (the “ Final
Accounting”). Any actual Excess Cost that is not paid pursuant to the application of the
Landlord Credit 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 absolute
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 Co st
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
the TI Construction Costs) as a rental abatement of Annual Rental and Additional Rent
payable under this Lease, to be applied to the next successive payment(s) of Annual Rental
and Additional Rent 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 is not required to authori ze 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) any delay beyond the Extended Term TI Outside
Delivery Date in the Substantial Completion of the Extended Term Tenant Improvements
directly 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.

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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 directly resulting or arising from or in connection with (i) the D istrict’s
failure to respond, notify or take any action otherwise required under this Work Exhibit
within the time periods set forth herei n, or (ii) District Negligence; (b) any delay beyond
the Extended Term TI Outside Delivery Date in the Substantial Completion of the
Extended Term Tenant Improvements directly resulting or arising from or in connection
with a delay relating to a District Proposed Change (whether or not the District elects to
proceed with a District Proposed Change) or the District removing, modifying or adding
to the Extended Term Tenant Improvements at any time (including, without limitation,
pursuant to Section 8(a) above) , provided such District Delay shall not exceed the
applicable Landlord Stated Delay; or (c) any delay beyond the Extended Term TI Outside
Delivery Date in the Substantial Completion of the Extended Term Tenant Improvements
directly resulting or arising from or in connection with any District -directed or District -
required subcontractor; or (d) 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 sole 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 an 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.
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
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Completion, the District together with Landlord (if it elects) and Contractor shall make a
final inspection of the Premises to ensure th at the Extended Term Tenant Improvements
are Substantially Complete. At such time, Landlord shall cause to be prepared a Punch
List by the District, 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 . The Punch List shall identify any Punch List
items that may take longer than 30 days to complete (a “ Long Lead Item”) and shall set
forth the anticipated number of days for completion of the same. Landlord’s contract with
Contractor shall: (i) provide that the Contractor shall complete all Punch List items within
30 days of its receipt thereof (except for Long Lead Items) and (ii) contain a warranty as
to Latent Defects, which shall pro vide 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 d ue 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 30 days of
Contractor’s receipt of the Punch List, then for each month or partial month following such
30 day period that any Punch List item remains incomplete or outstanding, the District shall
be entitled to an abatement of five percent (5%) of any Annual Rental for such month,
which shall be in addition to any other rent abatement to which the District is entitled under
the Lease or this Work Exhibit.

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 as to any Excess Cost not
paid from the application of the Landlord Credit.

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

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[SCHEDULES TO FOLLOW]
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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 between U.S. REIF 645 H STREET
WASHINGTON DC, 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 Award of In-
Lease with a Lease Effective Date of August 16, 2013 for premises located at 645 H Street,
NE (as amended, the “Lease”).
Capitalized terms used, but not defined, herein shall have the meanings ascribed to
them in that certain Second Amendment to Lease Agreement by and between Landlord and
the District dated _________ ___, 2026 (the “Second 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 has previously elected to apply [the total amount/a portion] of
its Landlord Credit, in the amount of [$_______], towards Excess Costs ,
and the remainder of the Landlord Credit (if any) has, prior to the
Declaration Effective Date, been applied pursuant to the terms of the Lease.
7. The District is entitled to a credit against Annual Rental and Additional Rent
under Section 6(c) of the Second Amendment in the total amount of $_____.
8. The District has paid $_____ of Excess Costs prior to the Declaration
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Effective Date as permitted under Section 16 of the Work Exhibit.
9. The District shall pay Excess Costs in the amount of $_____ as Additional
Rent 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 and Additional Rent
payable under the Lease, to be applied to the next successive payment(s) of
Annual Rental and Additional Rent 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:

U.S. REIF 645 H STREET WASHINGTON DC,
LLC, a Delaware limited liability company

By: _____________________________
Name: _____________________________
Title: _____________________________

[DISTRICT’S SIGNATURE PAGE AND SCHEDULES TO FOLLOW]
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DISTRICT:

DISTRICT OF COLUMBIA,
a municipal corporation, acting by and
through 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:______________________________
Assistant General Counsel

[SCHEDULES TO FOLLOW]

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SCHEDULE 1
(To Extended Term Declaration)

Punch List

[Attach]

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SCHEDULE 2
(To Extended Term Declaration)

Final Accounting

[Attach]

[REMAINING SCHEDULES TO FOLLOW]

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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.
All costs for the District PM shall be deemed to be TI Construction Costs. 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. Direction from the
District PM to Landlord shall constitute the direction of the District and Landlord
shall have no liability based upon its reliance on direction from the District PM
except to the extent that the Lease as amended provided a specific requirement for
the signature of the Director or a Portfolio Manager.

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;
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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”);
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
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vi. advise the District of any specialized construction required to
install systems or sub-components.
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 Landlord to confirm Contractor maintains logs of all
clarifications requested by Landlord’s Contractors and Subcontractors;
d. Provide written notifications to the Landlord to deliver to 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 Landlord so that Project Architect 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
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or area name, and the date taken. These photos shall be provided via a
shared drive (e.g., SharePoint) or similar means of delivery;
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 Landlord, 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 Landlord so that Contractor 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 Landlord and 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 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
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available to the District at all times and turn over to the District an
electronic file upon Substantial Completion;
p. Confirm Substantial Completion with the Landlord 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 Landlord so that Project
Architect 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 Landlord so that Project Architect 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
Landlord, 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]

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SCHEDULE 3

Title 29 Code of Federal Regulations

[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
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 7
(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
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 8
(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
© 2026 Thomson Reuters. No claim to original U.S. Government Works. 9
(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 46 of 46

645 H Street, NE – Second Amendment to Lease Agreement
US_ACTIVE\132619111\V-5
SCHEDULE 4

Davis-Bacon Wage Rates
as of May 8, 2026

"General Decision Number: DC20260002 01/16/2026
Superseded General Decision Number: DC20250002
State: District of Columbia
Construction Type: Building
County: District of Columbia Statewide.
BUILDING CONSTRUCTION PROJECTS (does not include single family
homes or apartments up to and including 4 stories).
Modification Number Publication Date
0 01/02/2026
1 01/09/2026
2 01/16/2026
ASBE0024‐007 10/01/2024
Rates Fringes
ASBESTOS WORKER/HEAT & FROST
INSULATOR........................$ 40.77 20.17+a
Includes the application of all insulating materials,
protective coverings, coatings and finishes to all types of
mechanical systems
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
ASBE0024‐008 10/01/2024
Rates Fringes
ASBESTOS WORKER: HAZARDOUS
MATERIAL HANDLER.................$ 24.46 10.19+a
Includes preparation, wetting, stripping, removal, scrapping,
vacuuming, bagging and disposing of all insulation
materials, whether they contain asbestos or not, from
mechanical systems
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
ASBE0024‐014 10/01/2024
Rates Fringes
FIRESTOPPER......................$ 30.21 10.43+a
Includes the application of materials or devices within or
around penetrations and openings in all rated wall or floor
assemblies, in order to prevent the pasage of fire, smoke
of other gases. The application includes all components
involved in creating the rated barrier at perimeter slab
edges and exterior cavities, the head of gypsum board or
concrete walls, joints between rated wall or floor
components, sealing of penetrating items and blank openings.
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
BRDC0001‐002 04/27/2025
Rates Fringes
BRICKLAYER.......................$ 38.80 15.17
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
CARP0197‐011 05/01/2024
Rates Fringes
CARPENTER, Includes Drywall
Hanging, Form Work, and Soft
Floor Laying‐Carpet..............$ 34.41 14.33
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
CARP0219‐001 05/01/2025
Rates Fringes
MILLWRIGHT.......................$ 39.50 17.32
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
CARP0474‐006 05/01/2024
Rates Fringes
PILEDRIVERMAN....................$ 36.60 14.47
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
* ELEC0026‐016 06/02/2025
Rates Fringes
ELECTRICIAN, Includes
Installation of
HVAC/Temperature Controls........$ 59.50 23.06
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
ELEC0026‐017 09/01/2025
Rates Fringes
ELECTRICAL INSTALLER (Sound
& Communication Systems).........$ 34.16 13.54
SCOPE OF WORK: Includes low voltage construction,
installation, maintenance and removal of teledata
facilities (voice, data and video) including outside plant,
telephone and data inside wire, interconnect, terminal
equipment, central offices, PABX, fiber optic cable and
equipment, railroad communications, micro waves, VSAT,
bypass, CATV, WAN (Wide area networks), LAN (Local area
networks) and ISDN (Integrated systems digital network).
WORK EXCLUDED: The installation of computer systems in
industrial applications such as assembly lines, robotics
and computer controller manufacturing systems. The
installation of conduit and/or raceways shall be installed
by Inside Wiremen. On sites where there is no Inside
Wireman employed, the Teledata Technician may install
raceway or conduit not greater than 10 feet. Fire alarm
work is excluded on all new construction sites or wherever
the fire alarm system is installed in conduit. All HVAC
control work.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
ELEV0010‐001 01/01/2025
Rates Fringes
ELEVATOR MECHANIC................$ 57.16 38.435+a+b
a. PAID HOLIDAYS: New Year's Day, Memorial Day, Independence
Day, Labor Day, Veterans' Day, Thanksgiving Day, Christmas
Day and the Friday after Thanksgiving.
b. VACATIONS: Employer contributes 8% of basic hourly rate
for 5 years or more of service; 6% of basic hourly rate for
6 months to 5 years of service as vacation pay credit.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
IRON0005‐005 06/01/2024
Rates Fringes
IRONWORKER, STRUCTURAL AND
ORNAMENTAL.......................$ 37.86 25.86
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
IRON0005‐012 05/01/2024
Rates Fringes
IRONWORKER, REINFORCING..........$ 31.88 23.78
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
LABO0011‐009 06/01/2025
Rates Fringes
LABORER: Skilled................$ 30.47 8.70
FOOTNOTE: Potmen, power tool operator, small machine
operator, signalmen, laser beam operator, waterproofer
(excluding roofing), open caisson, test pit, underpinning,
pier hole and ditches, laggers and all work associated with
lagging that is not expressly stated, strippers, operator
of hand derricks, vibrator operators, pipe layers, or tile
layers, operators of jackhammers, paving breakers, spaders
or any machine that does the same general type of work,
carpenter tenders, scaffold builders, operators of
towmasters, scootcretes, buggymobiles and other machines of
similar character, operators of tampers and rammers and
other machines that do the same general type of work,
whether powered by air, electric or gasoline, builders of
trestle scaffolds over one tier high and sand blasters,
power and chain saw operators used in clearing, installers
of well points, wagon drill operators, acetylene burners
and licensed powdermen, stake jumper,demolition.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
MARB0002‐004 04/27/2025
Rates Fringes
MARBLE/STONE MASON...............$ 45.65 21.21
INCLUDING pointing, caulking and cleaning of All types of
masonry, brick, stone and cement EXCEPT pointing, caulking,
cleaning of existing masonry, brick, stone and cement
(restoration work)
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
MARB0003‐006 04/27/2025
Rates Fringes
TERRAZZO WORKER/SETTER...........$ 34.34 14.20
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
MARB0003‐007 04/27/2025
Rates Fringes
TERRAZZO FINISHER................$ 28.85 12.55
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
MARB0003‐008 04/27/2025
Rates Fringes
TILE SETTER......................$ 34.34 14.20
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
MARB0003‐009 04/27/2025
Rates Fringes
TILE FINISHER....................$ 28.85 12.55
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PAIN0051‐014 06/01/2025
Rates Fringes
GLAZIER
Glazing Contracts $2
million and under...........$ 32.41 14.46
Glazing Contracts over $2
million.....................$ 36.65 14.46
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PAIN0051‐015 06/01/2025
Rates Fringes
PAINTER
Brush, Roller, Spray and
Drywall Finisher............$ 29.16 11.86
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PLAS0891‐005 07/01/2025
Rates Fringes
PLASTERER (Including
Fireproofing)....................$ 32.86 10.46
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PLAS0891‐006 03/01/2025
Rates Fringes
CEMENT MASON/CONCRETE FINISHER...$ 30.50 14.23
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PLUM0005‐010 08/01/2025
Rates Fringes
PLUMBER..........................$ 53.30 23.71+a
a. PAID HOLIDAYS: Labor Day, Veterans' Day, Thanksgiving Day
and the day after Thanksgiving, Christmas Day, New Year's
Day, Martin Luther King's Birthday, Memorial Day and the
Fourth of July.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
PLUM0602‐008 08/01/2025
Rates Fringes
PIPEFITTER, Includes HVAC
Pipe Installation................$ 55.00 24.46+a
a. PAID HOLIDAYS: New Year's Day, Martin Luther King's
Birthday, Memorial Day, Independence Day, Labor Day,
Veterans' Day, Thanksgiving Day and the day after
Thanksgiving and Christmas Day.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
ROOF0030‐016 07/01/2025
Rates Fringes
ROOFER...........................$ 36.26 14.91
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
SFDC0669‐002 01/01/2026
Rates Fringes
SPRINKLER FITTER (Fire
Sprinklers)......................$ 45.22 27.69
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
SHEE0100‐015 11/01/2025
Rates Fringes
SHEET METAL WORKER (Including
HVAC Duct Installation)..........$ 53.42 23.20+a
a. PAID HOLIDAYS: New Year's Day, Martin Luther King's
Birthday, Memorial Day, Independence Day, Labor Day,
Veterans Day, Thanksgiving Day and Christmas Day
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
SUDC2009‐003 05/19/2009
Rates Fringes
LABORER: Common or General......$ 13.04 2.80

LABORER: Mason Tender ‐
Cement/Concrete..................$ 15.40 2.85

LABORER: Mason Tender for
pointing, caulking, cleaning
of existing masonry, brick,
stone and cement structures
(restoration work); excludes
pointing, caulking and
cleaning of new or
replacement masonry, brick,
stone and cement.................$ 11.67

POINTER, CAULKER, CLEANER,
Includes pointing, caulking,
cleaning of existing masonry,
brick, stone and cement
structures (restoration
work); excludes pointing,
caulking, cleaning of new or
replacement
masonry, brick, stone or
cement...........................$ 18.88
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
WELDERS ‐ Receive rate prescribed for craft performing
operation to which welding is incidental.
================================================================
Note: Executive Order (EO) 13706, Establishing Paid Sick Leave
for Federal Contractors applies to all contracts subject to the
Davis‐Bacon Act for which the contract is awarded (and any
solicitation was issued) on or after January 1, 2017. If this
contract is covered by the EO, the contractor must provide
employees with 1 hour of paid sick leave for every 30 hours
they work, up to 56 hours of paid sick leave each year.
Employees must be permitted to use paid sick leave for their
own illness, injury or other health‐related needs, including
preventive care; to assist a family member (or person who is
like family to the employee) who is ill, injured, or has other
health‐related needs, including preventive care; or for reasons
resulting from, or to assist a family member (or person who is
like family to the employee) who is a victim of, domestic
violence, sexual assault, or stalking. Additional information
on contractor requirements and worker protections under the EO
is available at
https://www.dol.gov/agencies/whd/government‐contracts.
Note: Executive Order 13658 generally applies to contracts
subject to the Davis‐Bacon Act that were awarded on or between
January 1, 2015 and January 29, 2022, and that have not been
renewed or extended on or after January 30, 2022. Executive
Order 13658 does not apply to contracts subject only to the
Davis‐Bacon Related Acts regardless of when they were awarded.
If a contract is subject to Executive Order 13658, the
contractor must pay all covered workers at least $13.30 per
hour (or the applicable wage rate listed on this wage
determination, if it is higher) for all hours spent performing
on the contract in 2025. The applicable Executive Order
minimum wage rate will be adjusted annually. Additional
information on contractor requirements and worker protections
under Executive Order 13658 is available at
www.dol.gov/whd/govcontracts.
Unlisted classifications needed for work not included within
the scope of the classifications listed may be added after
award only as provided in the labor standards contract clauses
(29CFR 5.5 (a) (1) (iii)).
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
The body of each wage determination lists the classifications
and wage rates that have been found to be prevailing for the
type(s) of construction and geographic area covered by the wage
determination. The classifications are listed in alphabetical
order under rate identifiers indicating whether the particular
rate is a union rate (current union negotiated rate), a survey
rate, a weighted union average rate, a state adopted rate, or a
supplemental classification rate.
Union Rate Identifiers
A four‐letter identifier beginning with characters other than
""SU"", ""UAVG"", ?SA?, or ?SC? denotes that a union rate was
prevailing for that classification in the survey. Example:
PLUM0198‐005 07/01/2024. PLUM is an identifier of the union
whose collectively bargained rate prevailed in the survey for
this classification, which in this example would be Plumbers.
0198 indicates the local union number or district council
number where applicable, i.e., Plumbers Local 0198. The next
number, 005 in the example, is an internal number used in
processing the wage determination. The date, 07/01/2024 in the
example, is the effective date of the most current negotiated
rate.
Union prevailing wage rates are updated to reflect all changes
over time that are reported to WHD in the rates
in the collective bargaining agreement (CBA) governing the
classification.
Union Average Rate Identifiers
The UAVG identifier indicates that no single rate prevailed for
those classifications, but that 100% of the data reported for
the classifications reflected union rates. EXAMPLE:
UAVG‐OH‐0010 01/01/2024. UAVG indicates that the rate is a
weighted union average rate. OH indicates the State of Ohio.
The next number, 0010 in the example, is an internal number
used in producing the wage determination. The date, 01/01/2024
in the example, indicates the date the wage determination was
updated to reflect the most current union average rate.
A UAVG rate will be updated once a year, usually in January, to
reflect a weighted average of the current rates in the
collective bargaining agreements on which the rate is based.
Survey Rate Identifiers
The ""SU"" identifier indicates that either a single non‐union
rate prevailed (as defined in 29 CFR 1.2) for this
classification in the survey or that the rate was derived by
computing a weighted average rate based on all the rates
reported in the survey for that classification. As a weighted
average rate includes all rates reported in the survey, it may
include both union and non‐union rates. Example: SUFL2022‐007
6/27/2024. SU indicates the rate is a single non‐union
prevailing rate or a weighted average of survey data for that
classification. FL indicates the State of Florida. 2022 is the
year of the survey on which these classifications and rates are
based. The next number, 007 in the example, is an internal
number used in producing the wage determination. The date,
6/27/2024 in the example, indicates the survey completion date
for the classifications and rates under that identifier.
?SU? wage rates typically remain in effect until a new survey
is conducted. However, the Wage and Hour Division (WHD) has the
discretion to update such rates under 29 CFR 1.6(c)(1).
State Adopted Rate Identifiers
The ""SA"" identifier indicates that the classifications and
prevailing wage rates set by a state (or local) government were
adopted under 29 C.F.R 1.3(g)‐(h). Example: SAME2023‐007
01/03/2024. SA reflects that the rates are state adopted. ME
refers to the State of Maine. 2023 is the year during which the
state completed the survey on which the listed classifications
and rates are based. The next number, 007 in the example, is an
internal number used in producing the wage determination.
The date, 01/03/2024 in the example, reflects the date on which
the classifications and rates under the ?SA? identifier took
effect under state law in the state from which the rates were
adopted.
‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐
WAGE DETERMINATION APPEALS PROCESS
1) Has there been an initial decision in the matter? This can
be:
a) a survey underlying a wage determination
b) an existing published wage determination
c) an initial WHD letter setting forth a position on
a wage determination matter
d) an initial conformance (additional classification
and rate) determination
On survey related matters, initial contact, including requests
for summaries of surveys, should be directed to the WHD Branch
of Wage Surveys. Requests can be submitted via email to
davisbaconinfo@dol.gov or by mail to:
Branch of Wage Surveys
Wage and Hour Division
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
Regarding any other wage determination matter such as
conformance decisions, requests for initial decisions should be
directed to the WHD Branch of Construction Wage Determinations.
Requests can be submitted via email to BCWD‐Office@dol.gov or
by mail to:
Branch of Construction Wage Determinations
Wage and Hour Division
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
2) If an initial decision has been issued, then any interested
party (those affected by the action) that disagrees with the
decision can request review and reconsideration from the Wage
and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7).
Requests for review and reconsideration can be submitted via
email to dba.reconsideration@dol.gov or by mail to:
Wage and Hour Administrator
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
The request should be accompanied by a full statement of the
interested party's position and any information (wage payment
data, project description, area practice material, etc.) that
the requestor considers relevant to the issue.
3) If the decision of the Administrator is not favorable, an
interested party may appeal directly to the Administrative
Review Board (formerly the Wage Appeals Board). Write to:
Administrative Review Board
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210.
================================================================
END OF GENERAL DECISION"