February 11, 2021
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
COUNCIL REAL ESTATE CONTRACT SUMMARY
January 27, 2021
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: Georgetown Day School, Inc., a District of Columbia
non-profit corporation (Seller), and Avenues
World Holdings LLC, a Delaware limited liability
company (Assignor)
Type of Real Estate Contract: Purchase Agreement (the District is purchaser),
including the First through Ninth Amendments
thereto, and the Assignment and Assumption of
Purchase Agreement (the District is assignee)
Location of Real Property: 4530 MacArthur Blvd. NW
Source Selection Method: Non-competitive (the District did not issue a request
for offers, but responded to Assignors request for
offers, as described below)
Contract Term: 45 days from the date of Council approval to close
on the acquisition
Consideration to be paid by District: The certified funding amount of $45,564,200.00 to
be paid by the District consists of (a) $45,250,000.00
for the Property; (b) $250,000.00 for the furniture
and other personal property; and (c) $64,200.00 for
closing costs and an owners title insurance policy.
2. The total consideration under the real estate contract is: $45,564,200.00 consisting of (a)
$45,250,000.00 for the Property; (b) $250,000.00 for the furniture and other personal property;
and (c) $64,200.00 for closing costs and an owners title insurance policy.
3. If the real estate contract is a lease, a description of any options to renew the primary
lease term set forth above, the contract amount for the primary lease term and each
_________________________________________________________________________________________________
2000 14th Street, NW, 8th Floor, Washington, DC 20009 Telephone (202) 727-2800 Fax (202) 727-7283
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 option period (and an explanation of any difference), and a description of any options to
purchase the real property:
N/A (not a lease).
4. A description of the real property to be acquired, developed or leased, including any
applicable improvements:
Street Address: 4530 MacArthur Blvd NW
Square/Lot Number: Square 1356, Lots 896, 899, 906, 907, 922, 923 and 926
Total RSF/Acres of Real Property: Approximately 5.7 Acres
Description of Improvements: 107,370 square foot school facility, a 8,330 square foot
gymnasium, courts, fields, surface parking and other improvements.
5. A description of the Districts 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 Department of General Services (DGS) has been working with the District of Columbia
Public Schools (DCPS) to identify real estate that can accommodate the increasing demand
for neighborhood schools, especially in areas of DC experiencing overcrowding in the high
school feeder system. As real estate becomes increasingly scarce and expensive throughout
DC, it is financially prudent for the District to acquire properties that can serve as school
facilities and require minimal capital improvements. The Property meets such criteria, as the
Property (a) is located in a densely populated area of DC where the high school feeder system
is currently experiencing overcrowding; (b) was recently operated by Georgetown Day School
as a private school facility; and (c) requires minimal capital improvements based on a capital
needs assessment of the Property. Once purchased, the Property would be used by DCPS.
DGS did not conduct a site selection process for this transaction. Rather, DGS responded to
Assignors solicitation for offers to assume Assignors right to purchase the Property from
Seller under a Purchase Agreement. The Districts offer was one of three finalists considered
by Assignor. Assignor selected the Districts offer of $45,250,000.00 for the Property, which
was supported by an appraisal obtained by DGS. Once the Purchase Agreement is assigned to
the District through the proposed Assignment and Assumption of Purchase Agreement, the
District will acquire the Property from the Seller pursuant to the proposed Purchase
Agreement. The Property will be used by DCPS as a public school. The settlement would
occur no later than 45 days following Council approval.
6. The background and qualifications of the proposed contract party, including its
organization, financial stability, personnel, and performance on past or current real
estate contracts with requirements similar to those of the proposed contract:
Georgetown Day School, Inc., the owner of the Property, is a District of Columbia non-profit
corporation. Avenues World Holdings LLC, the entity which currently has the right to
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 purchase the Property from Seller and will assign such right to the District, is a Delaware
limited liability company. The District does not have an existing or prior contract with Seller
or Assignor. Georgetown Day School has operated in the District since 1945 and currently
operates from its new location at 4200 Davenport Street NW.
7. Expected outcomes of the proposed real estate contract:
Upon the Districts acquisition of the Property, DCPS intends to operate the Property as a
public school.
8. 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 in this area
of the District owned by the District, either as-is or which can reasonably be renovated or
altered, which would meet the needs of the District under this proposed real estate contract.
9. ANC notice of the proposed real estate contract:
DGS provided written notice, dated January 12, 2021, to ANC3D and Councilmember Mary
Cheh regarding the proposed real estate contract, as required by applicable law. The notice
provides the ANC with an opportunity to provide written recommendations regarding the
proposed contract within fifty-one (51) business days. Pursuant to applicable law, DGS will
give great weight to the issues and concerns raised in any ANC recommendations and provide
a written response to the ANC addressing those issues and concerns. To date, DGS has not
received any written recommendations regarding the proposed contract from the ANC.
10. 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 contracts. Please see the attached Funding Certification.
11. 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.
12. A certification as to whether the proposed contract party has any currently pending legal
claims against the District:
According to the Districts Office of the Attorney General and based upon a certification from
Seller and Assignor, neither Seller nor Assignor has any legal claims currently pending against
the District.
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13. A certification that the Citywide Clean Hands database indicates that the proposed
contract party is current with its District taxes:
Seller is current with its District of Columbia taxes. Please see the attached Citywide Clean
Hands certificate. As Assignor does not own real property or transact business in the District
of Columbia, such certification is not applicable to Assignor.
14. A certification from each 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 each of Seller and Assignor, Seller and Assignor is each current
with its federal taxes or has worked out and is current with a payment schedule approved by
the federal government.
15. 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.:
Neither Seller nor Assignor is 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: January 28, 2021 Notice Number: L0004694577
GEORGETOWN DAY SCHOOL INC FEIN: **-***4701
4200 DAVENPORT ST NW Case ID: 667291
WASHINGTON DC 20016-4560
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 Marc Aronin
Chief, Collection Division
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
DEPARTMENT OF GENERAL SERVICES
Office of the General Counsel
MEMORANDUM
TO: Ronan Gulstone
Director, Office of Policy and Legislative Affairs
THROUGH: Xavier Beltran XB
General Counsel, Department of General Services
FROM: Katherine Jough KJ
Senior Assistant General Counsel, Department of General Services
SUBJECT: Legal Sufficiency Certification for Proposed Assignment and Assumption of
Purchase Agreement and Purchase Agreement by and among the District of
Columbia, Georgetown Day School, Inc. and Avenues World Holdings LLC
for real property at 4530 Mac Arthur Boulevard, NW, Washington, DC
(collectively, the Agreements)
DATE: January 27, 2021
This is to certify that this Office has reviewed the above-referenced Agreements and that we have
found them 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
_________________________________________________________________________________________________
2000 14th Street, NW, 8th Floor, Washington, DC 20009 Telephone (202) 727-2800 Fax (202) 727-7283
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 GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
Office of the Chief Financial Officer
Memorandum
To: Keith A. Anderson
Director
From: Antoinette Hudson-Beckham
Agency Fiscal Officer
Reference: Ninth Amendment to Purchase Agreement Georgetown Day
School
Date: January 27, 2021
Subject: Fiscal Sufficiency Review
___________________________________________________________________________
In my capacity as the Agency Fiscal Officer of the Department of General Services (the
"Department"), I hereby certify the NINTH AMENDMENT TO PURCHASE AGREEMENT
by and among: (i) GEORGETOWN DAY SCHOOL, INC., a District of Columbia corporation
(Seller), (ii) the DISTRICT OF COLUMBIA, a municipal corporation, acting by and through
its Department of General Services (District or Assignee), and (iii) AVENUES WORLD
HOLDINGS LLC, a Delaware limited liability company (Assignor) in the aggregate amount
of $45,564,200.00. The amount is consistent with the Department's current budget and have
adequate funds available in the budget for capital eligible expenditures, with some
exceptions.
While the funding in the amount of $45,564,200.00 is being certified for capital eligible items, a
total cost of $250,000.00, for items listed in Exhibit B of the agreement, are ineligible for long
term financing (G.O. Bonds). The goods/services identified in Exhibit B are existing furniture
at Georgetown Day School being purchased as part of the agreement. The items in Exhibit B
should be purchased with paygo, via a GO Bond/paygo swap approved by EOM, to the
MacArthur Blvd School capital project YY1MAC.
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2000 14th St. NW, 8th Floor Washington DC 20009 | Telephone (202) 727-2800 | Fax (202) 727-7283
The Department of General Services (DGS Implementing AGY) has $45,564,200.00 in the DC
Public Schools (DCPS Owner AGY) cumulative capital budget allotment. The funding
information is listed below.
Project Fund Imp Owner
Project Name AY RQ/PO Amount Comments
Number Detail AGY AGY
MAC
ARTHUR See
YY1MAC 2008 0300 AM0 GA0 N/A $45,564,200.00
BOULEVARD Attached
SCHOOL
Total $45,564,200.00
Antoinette Hudson Beckham
Agency Fiscal Officer
Department of General Services
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 ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMI
This ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENT (this
Assignment") is made as of __. 2021 (the Effective Date), by and
between AVENUES WORLD HOLDINGS LLC, a Delaware limited liability company
("Assignor"), and DISTRICT OF COLUMBIA, a municipal corporation, acting by and through
its Department ofGeneral Services ("Assignee")
RECITALS:
This Assignment is made with reference to the following facts:
A. Assignor and Georgetown Day School, Inc., a District of Columbia corporation
(Seller), have entered into that certain Purchase Agreement dated as of December 22, 2017
(the Original Purchase Agreement), relating to the sale and purchase of the property
described therein commonly known as 4530 MacArthur Boulevard, N.W., Washington, D.C. (the
Property), as amended by a First Amendment to Purchase Agreement dated as of February 28,
2018, a Second Amendment to Purchase Agreement dated as of March 14, 2018, a Third
Amendment to Purchase Agreement dated as of March 21, 2018, a Fourth Amendment to
Purchase Agreement and Amendment to Residential Contract dated as of April 23, 2020, a Fifth
Amendment to Purchase Agreement and Amendment to Residential Contract dated as of
September 25, 2020, a Sixth Amendment to Purchase Agreement and Amendment to Residential
Contract dated as of October 2, 2020, a Seventh Amendment to Purchase Agreement and
Amendment to Residential Contract dated November 12, 2020, an Eighth Amendment to
Purchase Agreement and Amendment to Residential Contract dated January 28, 2021, and a
Ninth Amendment to Purchase Agreement dated as of even date herewith (the Ninth
Amendment; and the Original Purchase Agreement, as amended by the foregoing amendments,
including without limitation the Ninth Amendment, the Purchase Agreement)
B, _Assignor desires to assign to Assignee allofits right, title and interest in and to
the Purchase Agreement and the Property, and Assignee desires to accept such assignment and to
assume all of Assignor's obligations as to the purchase of the Property under the Purchase
Agreement, upon the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the foregoing and the agreements set forth in
this Assignment, the sum of TEN DOLLARS ($10.00) and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:
E IncorporationofRecitals: Purchase Agreement.
(a) Incorporation _by Reference. The foregoing Recitals are incorporated
herein as if fully set forth herein.
(b) Purchase Agreement. A true, correct and complete copy ofthe Purchase
Agreement is attached to this Assignment as Exhibit A.
WDC 9109522804
 2. Defined Terms. All capitalized terms used but not defined in this Assignment
shall have the meanings given in the Purchase Agreement.
3. Assignment and Assumption of Purchase Agreement.
(@) _ Assignment. Subject to the terms and conditions of this Assignment,
Assignor hereby assigns, transfers, conveys and delegates to Assignee all of Assignor's right,
title, interest, duties and obligations in, to and under the Purchase Agreement and all claims and
rights that Assignor ma