MURIEL BOWSER
MAYOR
September 11, 2024
Honorable Phil Mendelson
Chairman
Council of the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW, Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code § 1-
204.51), enclosed for consideration and approval by the Council of the District of Columbia is an
amendment to an in-lease agreement with AN Metropolitan Owner, LLC, for an extension of the
lease of approximately 53,658 square feet of office space located at 655 15th Street, NW. The
office space will be occupied by the Office of the Chief Technology Officer/DC-Net and the Office
of Human Rights.
If you have any questions regarding this contract, please contact Delano Hunter, Director,
Department of General Services (“DGS”), or have your staff contact Tiwana Hicks, Associate
Director, Portfolio Management Division, DGS, at (202) 727-2800.
I look forward to the Council’s favorable consideration of this contract.
Sincerely,
Muriel Bowser
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
COUNCIL REAL ESTATE CONTRACT SUMMARY
September 6, 2024
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
(for leases, the total annual rent for the first year and the fiscal years set forth in the
Funding Certification):
Contract Party Name: AN Metropolitan Owner, LLC, a Delaware limited
liability company
Type of Real Estate Contract: Amendment to In-Lease Agreement (District is
tenant) (the “Amendment”)
Location of Real Property: 655 15th Street, NW
Source Selection Method: Non-Competitive as to Amendment
Primary Term (if applicable): The primary term of the in-lease agreement expires
on April 30, 2025. The Amendment would extend
the primary term by 6 years and 4 months.
Consideration to be paid by District under the Amendment:
Certificate of Funding Amount for FY24: $0 (the Amendment does not modify FY24 rent)
First Year under Amendment (May 1, 2025, through April 30, 2026): $2,981,238.48
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 (53,658 rentable square feet (“RSF”))
Components of $/RSF/YR Annual Total Annual Escalations
Annual Rental
Net Rental $30.81 $1,653,202.98 2.25%
Operating Costs $13.56 $727,602.48 CPI-based
Real Estate Taxes $11.19 $600,433.02 Based on actual increases in Real
Estate Taxes
Total Annual $55.56 $2,981,238.48 N/A
Rental
_________________________________________________________________________________________________
2000 14th Street, NW, 8th Floor, Washington, DC 20009 • Telephone (202) 727-2800 • Fax (202) 727-7283
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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 in-lease agreement by 6
years and 4 months. The District has one option to extend the primary term by 5 years under
the in-lease agreement. The annual rental for such extended term cannot be determined at this
time but is not anticipated to be equal to the annual 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: 655 15th Street, NW
Square/Lot Number: Square 0224 / Lot 0022
Total RSF of Building: 585,759 RSF
Total RSF of Premises: 53,658 RSF
Description of Improvements: The existing building is a 585,759 RSF office building.
Under the Amendment, the Office of the Chief Technology Officer/DC-Net (“OCTO”) and
the Office of Human Rights (“OHR”) will continue to occupy 53,658 RSF of office space.
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 6, 2014
(CA20-0412), was the result of a competitive process. The Amendment was not the result of
a competitive process, but rather resulted from negotiations with the landlord based on the
desire of OCTO and OHR to remain at their current location and to avoid costly relocation,
tenant improvement, and rental expenses. The Amendment provides the District with
approximately 15 months of rental abatement while managing rental costs and limiting tenant
improvements.
6. A description of any other contracts the proposed contract party is currently seeking or
holds with the District.
In addition to the in-lease agreement, the District and the landlord are parties to an in-lease
agreement dated November 18, 2021, under which the Office of the People’s Counsel occupies
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office space at 655 15th Street, NW, which lease is being amended to expand the leased
premises. Based upon a certification from the landlord, the 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, personnel, and performance on past or
current real estate contracts with requirements similar to those of the proposed contract:
AN Metropolitan Owner, LLC, is a Delaware limited liability company and is the owner of
655 15th Street, NW. The principals of the landlord are: Kevin Nishimura, Senior Managing
Director; Michael Stratton, Managing Director; and Joseph Carter, Managing Director. The
landlord has no employees. The landlord has performed satisfactorily under its existing in-
lease agreements with the District.
8. Expected outcomes of the proposed real estate contract:
The execution of the proposed Amendment is expected to result in the continued occupancy
by OCTO and OHR of the subject space for an additional 6 years and 4 months, and possibly
an additional 5 years pursuant to the extension option described above.
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 that would
meet the needs of OCTO and OHR fulfilled under the Amendment.
10. ANC notice of the proposed real estate contract:
Not applicable, as OCTO and OHR currently occupy 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.
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.
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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 certification that the Citywide Clean Hands database indicates that the proposed
contract party is current with its District taxes:
The proposed contract party is a disregarded entity for tax purposes. As such, attached is the
Citywide Clean Hands certificate for the contract party’s parent entity, AN Metropolitan
Investor Holdings, LLC, which is current with its District of Columbia taxes.
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.
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Government of the District of Columbia
Office of the Chief Financial Officer 1101 4th Street, SW
Office of Tax and Revenue Washington, DC 20024
Date of Notice: September 5, 2024 Notice Number: L0012555135
AN METROPOLITAN INVESTOR HOLDINGS, LLC FEIN: **-***5718
5404 WISCONSIN AVE STE 1000 Case ID: 16107201
CHEVY CHASE MD 20815-3579
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
CO
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)
PY
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
Authorized By Melinda Jenkins
Branch Chief, Collection and Enforcement Administration
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.
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
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: September 4, 2024
Agency Budget: Department of General Services (AM0)
Occupying Agency: Office of the Chief Technology Office (TO0)
Office of Human Rights (HM0)
Ward: 2
Funds Needed: $0.00
Purpose: Funding is needed to extend the term of the lease agreement at 655 15th Street,
NW.
Certification: This is to certify that $0.00 funding is needed for FY 2024 and $1,243,727.61 in
FY 2025 is available in the District’s Budget and Financial Plan.
Cost of Obligation FY 2024: $0.00
Cost of Obligation FY 2025: $1,243,727.61
Term: 6 Years 4 Months
_________________________ September 4, 2024
_______________________
Antoinette Hudson Beckham Date
Cc: Angelique Rice, Associate Chief Financial Officer, GOC
441 4th Street, NW – Suite 890 North - Washington, DC 20001
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
______________________________________________________________________________
Office of the General Counsel
MEMORANDUM
TO: 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 Fourth Amendment to In-Lease
Agreement by and between the District and AN Metropolitan Owner, LLC
for premises at 655 15th Street, NW, Washington, D.C. (the “Amendment”)
DATE: September 6, 2024
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
3924 Minnesota Avenue, NE, 6th Floor, Washington, DC 20019 • Telephone (202) 727-2800
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EXECUTION VERSION
FOURTH AMENDMENT TO IN-LEASE AGREEMENT
THIS FOURTH AMENDMENT TO IN-LEASE AGREEMENT (this “Fourth
Amendment”) is made and entered into as of this ___ day of ________________, 2024
(the “Fourth 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 AN METROPOLITAN OWNER, LLC, a Delaware
limited liability company (“Landlord”), as successor in interest to The Metropolitan
Square Associates LLC, a District of Columbia limited liability company. Landlord and
the District are each referred to hereinafter as a “Party” and collectively referred to as the
“Parties”.
WITNESSETH:
WHEREAS, pursuant to that certain In-Lease Agreement, by and between
Landlord and the District, with a Lease Commencement Date of July 18, 2014 (the “Base
Lease”), as amended by that certain First Amendment to Award of In Lease dated
December 21, 2015 (the “First Amendment”), that certain Second Amendment to Award
of In Lease dated February 13, 2018 (the “Second Amendment”), and that certain Third
Amendment to In-Lease Agreement dated December 14, 2020 (the “Third Amendment”,
and together with the Base Lease, the First Amendment and the Second Amendment, the
“Original Lease”; and the Original Lease, as amended by this Fourth Amendment, the
“Lease”), the District leases from Landlord, and Landlord leases to the District, the
Premises, which consists of 53,658 rentable square feet in the Building located at 655 15th
Street, NW in Washington, D.C., comprised of: (a) 26,914 rentable square feet on the 4th
floor of Building, and (b) 26,744 rentable square feet on the 5th floor of the Building, which
Premises is depicted on Exhibit A, attached hereto and made a part hereof;
WHEREAS, Initial Lease Term is scheduled to expire on April 30, 2025; and
WHEREAS, the Parties desire to extend the Lease Term pursuant to the terms of
this Fourth Amendment and to otherwise 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 Fourth Amendment.
2. Defined Terms. Capitalized terms used but not defined herein shall have
the meanings given to them in the Original Lease, unless otherwise expressly indicated.
3. Renewal Term. The Initial Lease Term is hereby extended by a period of
six (6) Lease Years and four (4) months, commencing on May 1, 2025 and ending at 11:59
p.m. on August 31, 2031 (the “Renewal Term”). The Parties acknowledge and agree that
Page 1 of 10
655 15th Street, NW – Fourth Amendment to 2014 Lease
EXECUTION VERSION
(a) “Initial Lease Term” as used in the Original Lease shall mean the Initial Lease Term
set forth in the Base Lease as extended by the Renewal Term; and