MURIEL BOWSER
MAYOR
March 21, 2023
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 US Union Square DC 899 LLC for an additional 69,599
square feet of office space located at 899 North Capitol Street, NE. The leased premises will be
occupied by several District agencies, including the Fire and Emergency Medical Services
Department, the Office of Planning, and the Public Employee Relations Board.
If you have any questions regarding this contract, please contact Keith A. Anderson, Director,
Department of General Services, 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
March 9, 2023
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: US Union Square DC 899 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: 899 North Capitol Street NE
Source Selection Method: Non-Competitive as to Amendment
Primary Term (if applicable): 20 years
Consideration to be paid by District under Amendment:
- First Lease Year Annual Rental: $4,210,739.50
- Certificate of Funding
Fiscal Year 2023: $0
2. If the real estate contract is a lease amendment, a breakdown of the Annual Rental for
the first Lease Year under the proposed Amendment, the scheduled escalations thereof
and known first Lease Year Additional Rent obligations (e.g., parking and supplemental
HVAC costs):
Components of $/RSF Total Amount for Annual Escalations after First
Annual Rental First Lease Year Lease Year under Amendment
under Amendment
Net Rental $34.20 $2,380,285.80 2.5%
Initial Operating $9.00 $626,391.00 CPI-based
Costs
_________________________________________________________________________________________________
2000 14th Street, NW, 8th Floor, Washington, DC 20009 • Telephone (202) 727-2800 • Fax (202) 727-7283
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 Initial Real $6.20 $431,513.80 Based on actual increases in Real
Estate Taxes Estate Taxes
Tenant $11.10 $772,548.90 N/A
Improvements
Allowance
Amortization
Total Annual $60.50 $4,210,739.50 N/A
Rental
Known Additional Rent Obligations for First Lease Year under Amendment
Parking: 64 fleet $194.00 monthly per $148,992 total 2.5% annual escalation
parking spaces space
Overtime HVAC $55.00/hour Total for first Lease 2.5% annual escalation
Costs Year will depend
on usage
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 In-Lease
Agreement by 5 years, and would not amend the District’s option under the existing In-Lease
Agreement to extend the primary term by 5 Lease Years. The proposed Amendment does not
provide for any option to purchase the real property.
4. A description of the real property to be acquired, developed or leased under the
proposed Amendment, including any applicable improvements:
Street Address: 899 North Capitol Street NE
Square/Lot Number: 0675 / 0855
Total RSF of Premises: 69,599
Description of Improvements: Under the proposed Amendment, the Office of Planning, the
Public Employee Relations Board, Fire Emergency and Medical Services, the Office of Notary
Commissions and Authentications and the Office of Documents and Administrative Issuances
(the “District Agencies”) will occupy 69,599 square feet of office space in the Building. The
District will also have use of an additional 64 parking spaces for fleet vehicles.
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:
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 In October of 2021, the Department of Buildings (“DOB”) and the Department of Licensing
and Consumer Protection (“DLCP”) were created from what was the Department of Consumer
and Regulatory Affairs (“DCRA”). In order to maximize customer experience and ensure
coordination between these two new agencies, DGS was asked to accommodate 229 DLCP
staff and 471 DOB staff at leased premises occupied by DCRA located at 1100 and 1101 4th
Street SW. DGS determined that, in order to accomplish this, the District Agencies would need
to be relocated to other premises. Adding premises to an existing lease agreement at 899 N.
Capitol Street NE was determined to be the best course for the District Agencies and the
District for the following reasons:
• Under the existing lease agreement at 899 N. Capitol Street NE, various District agencies
will occupy 205,860 square feet of office space. Adding premises to this location will allow
for governmental efficiencies and flexibility as the agencies at this location grow and shrink.
• As construction labor and materials costs have recently increased by 25% or more, DGS
was able to negotiate an improved tenant improvement package for the original premises by
leveraging the addition of premises to the existing lease agreement.
• Of the District Agencies, FEMS requires the most square footage as well as a location in
close proximity to 899 N. Capitol Street NE, where FEMS will occupy space under the existing
lease agreement.
• The addition of premises under the proposed amendment provides the best economics to
the District. DGS evaluated pricing for available office space in the 60,000 to 70,000 square
foot range in close proximity to 899 N. Capitol Street NE. Nine (9) properties were identified,
and pricing established for each. No other property provides economics comparable to 899 N.
Capitol Street NE, including $17,000,000 of additional tenant improvements for the original
premises under the lease agreement.
6. The background and qualifications of the proposed contract party, including its
organization, financial stability, personnel; performance on past or current real estate
contracts with requirements similar to those of the proposed contract; and a description
of any other contracts the proposed contract party is currently seeking:
US Union Square DC 899 LLC, a Delaware limited liability company, is the owner of 899 N.
Capitol Street NE. US Union Square DC 899 LLC has no employees. US Union Square DC
899 LLC has been the District’s landlord since it acquired 899 N. Capitol Street NE in July of
2019. US Union Square DC 899 LLC has performed satisfactorily to date under the existing
lease. Landlord is not currently seeking any other contracts with the District.
7. Expected outcomes of the proposed real estate contract:
The execution of the proposed Amendment is expected to result in the occupancy by the
District Agencies of the subject space for 20 years, and possibly an additional 5 years pursuant
to the extension option described above.
8. A statement that suitable space owned by the District is not available or cannot be
reasonably renovated or altered:
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 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 the District under the proposed Amendment.
9. ANC notice of the proposed real estate contract:
DGS provided written notice, dated February 23, 2023, to ANC 6E and Councilmember
Charles Allen regarding the proposed Amendment. The notice provides the ANC with an
opportunity to provide written recommendations regarding the Amendment within thirty (30)
business days. To date, DGS has not received any written recommendations regarding the
Amendment from the ANC. If DGS receives a response from the ANC, DGS will give great
weight to any issues or concerns raised by the ANC and respond to the ANC in writing, as
required by applicable law.
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 contract. 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 District’s Office of the Attorney General and based upon a certification from
Landlord, other than appeals of the Office of Tax and Revenue’s real estate tax assessments on
the Property, Landlord does not have any legal claims currently pending against the District.
13. 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 current with its District of Columbia taxes. Please see the
attached Citywide Clean Hands certificate.
14. 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 Landlord, Landlord is current with its federal taxes, or has
worked out and is current with a payment schedule approved by the federal government.
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15. 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, passed on
2nd reading on December 4, 2018 (Enrolled version of Bill 22-107):
Based upon a certification from Landlord, 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, passed on 2nd reading on December
4, 2018 (Enrolled version of Bill 22-107).
16. 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, passed on
2nd reading on December 4, 2018 (Enrolled version of Bill 22-107):
Based upon a certification from Landlord, 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, passed on 2nd reading on December
4, 2018 (Enrolled version of Bill 22-107).
17. 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: March 7, 2023 Notice Number: L0009159438
US UNION SQUARE DC 899 LLC FEIN: **-***4268
9830 COLONNADE BLVD STE 600 Case ID: 1440511
SAN ANTONIO TX 78230-2209
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: March 9, 2023
Agency Budget: Department of General Services (AM0)
Occupying Agency: Office of Planning (OP), Public Employee Relations Board (PERB), Fire
Emergency and Medical Services (FEMS), Office of Notary Commissions and
Authentications (ONCA), the Office of Documents and Administrative
Issuances (ODAI), and HSEMA’s Special Events Bureau
Ward 6
Funds Needed: $0.00
Purpose: Funding will be needed in FY 2025 for an amendment to an existing lease to
expand leased premises at 899 North Capitol Street, NE. This expansion will
relocate the above-mentioned agencies from the Waterfront and OJS,
anticipated to occur on November 1, 2024. Funding will not be needed in FY 2023
or FY 2024.
Certification: This is to certify that $0.00 is needed for FY 2023 and FY 2024.
Cost of Obligation FY 2023: $0.00
Cost of Obligation FY 2024: $0.00
Term: 20 Years
_________________________ 03.09.2023
_________________________
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: Tommy Wells
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 First Amendment to Amended
and Restated In-Lease Agreement by and between the District and US Union
Square DC 899 LLC for premises at 899 N. Capitol Street NE, Washington,
DC (the “Amendment”)
DATE: March 9, 2023
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
________________________________________________________________________________________________
2000 14th Street, NW, 8th Floor, Washington, DC 20009 • Telephone (202) 727-2800 • Fax (202) 727-7283
1
 EXECUTION VERSION
FIRST AMENDMENT TO AMENDED AND RESTATED IN-LEASE AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED IN-LEASE
AGREEMENT (this “First Amendment”) is made and entered into as of this ___ day of
_____________, 2023 (the “First Amendment Effective Date”) by and between the DISTRICT
OF COLUMBIA, a municipal corporation, acting by and through its Department of General
Services (“Tenant” or the “District”), and US UNION SQUARE DC 899 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”.
WITNESSETH:
WHEREAS, pursuant to that certain Amended and Restated In-Lease Agreement, by and
between Landlord and the District, with a Lease Commencement Date