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2.02 AUTHORIZED REPRESENTATIVES(OCT 2016)
<br /> Signatories to this Lease shall have full authority to bind their respective principals with regard to all matters relating to this Lease. No other persons
<br /> shall be understood to have any authority to bind their respective principals,except to the extent that such authority may be explicitly delegated by notice
<br /> to the other party,or to the extent that such authority is transferred by succession of interest. The Government shall have the right to substitute its Lease
<br /> Contracting Officer(LCO)by notice,without an express delegation by the prior LCO.
<br /> 2.03 ALTERATIONS REQUESTED BY THE GOVERNMENT(OCT 2018)
<br /> A. The Government may request the Lessor to provide alterations during the term of the Lease. Alterations will be ordered by issuance of a
<br /> Lease Amendment,GSA Form 300,Order for Supplies or Services,or a tenant agency-approved form when specifically authorized to do so by the LCO.
<br /> The General Services Administration Acquisition Manual("GSAM")clause,552.270-31,Prompt Payment,including its invoice requirements,shall apply
<br /> to orders for alterations. All orders are subject to the terms and conditions of this Lease and may be placed by the LCO or a warranted contracting
<br /> officer's representative(COR)in USDA or the tenant agency when specifically authorized to do so by the LCO,subject to the threshold limitation below.
<br /> B. Orders for alterations issued by an authorized COR are limited to no more than $250,000 (LCOs are not subject to this threshold). This
<br /> threshold will change according to future adjustments of the simplified acquisition threshold(see FAR 2.101).The LCO will provide the Lessor with a list
<br /> of tenant agency officials authorized to place orders and will specify any limitations on the authority delegated to tenant agency officials. The tenant
<br /> agency officials are not authorized to deal with the Lessor on any other matters.
<br /> C. INTENTIONALLY DELETED
<br /> 2.04 WAIVER OF RESTORATION(OCT 2018)
<br /> Lessor shall have no right to require the Government to restore the Premises upon expiration or earlier termination (full or partial)of the Lease, and
<br /> waives all claims against the Government for waste,damages,or restoration arising from or related to(a)the Government's normal and customary use
<br /> of the Premises during the term of the Lease (including any extensions thereof), as well as (b)any initial or subsequent alteration to the Premises
<br /> regardless of whether such alterations are performed by the Lessor or by the Government. At its sole option,the Government may abandon property in
<br /> the Space following expiration or earlier termination(full or partial)of the Lease,in which case the property will become the property of the Lessor and
<br /> the Government will be relieved of any liability in connection therewith.
<br /> 2.05 INTENTIONALLY DELETED
<br /> 2.06 CHANGE OF OWNERSHIP/NOVATION(OCT 2020)
<br /> A. If during the term of the Lease,title to the Property is transferred or the Lessor changes its legal name, the Lessor and its successor shall
<br /> comply with the requirements of FAR Subpart 42.12. If title is transferred,the Lessor shall notify the Government within five days of the transfer of title.
<br /> B. The Government and the Lessor may execute a Change of Name Agreement if the Lessor is changing only its legal name, and the
<br /> Government's and the Lessor's respective rights and obligations remain unaffected.
<br /> C. If title to the Property is transferred, the Government, the original Lessor(Transferor), and the new owner or assignee (Transferee) shall
<br /> execute a Novation Agreement providing for the transfer of Transferor's rights and obligations under the Lease to the Transferee. When executed on
<br /> behalf of the Government,a Novation Agreement will be made part of the Lease via Lease Amendment.
<br /> D. In addition to all documents required by FAR 42.1204,the LCO may request additional information(e.g.,copy of the deed,bill of sale,certificate
<br /> of merger, contract, court decree, articles of incorporation, operation agreement, partnership certificate of good standing, etc.)from the Transferor or
<br /> Transferee to verify the parties'representations regarding the transfer,and to determine whether the transfer of the Lease is in the Government's interest.
<br /> E. If the LCO determines that recognizing the Transferee as the Lessor will not be in the Government's interest,the Transferor shall remain fully
<br /> liable to the Government for the Transferee's performance of obligations under the Lease, notwithstanding the transfer. Under no condition shall the
<br /> Government be obligated to release the Transferor of obligations prior to(a)the rent commencement date;and(b)any amounts due and owing to the
<br /> Government under the Lease that have been paid in full or completely set off against the rental payments due under the Lease.
<br /> F. As a condition for being recognized as the Lessor and entitlement to receiving rent, the Transferee must register in the System for Award
<br /> Management(SAM)for purposes of"All Awards"(See FAR 52.232-33),and complete all required representations and certifications within SAM. .
<br /> G. If title to the Property is transferred, rent shall continue to be paid to the original Lessor,subject to the Government's rights as provided for in
<br /> this Lease. The Government's obligation to pay rent to the Transferee shall commence on the effective date of the Lease Amendment incorporating the
<br /> Novation Agreement. The Lease Amendment will not be issued until the Government has received all information reasonably required by the LCO,the
<br /> Government has determined that recognizing the Transferee as the Lessor is in the Government's interest(which determination will be prompt and not
<br /> unreasonably withheld),and the Transferee has met all conditions specified in sub-paragraph F. The original Lessor must maintain an active registration
<br /> in SAM until the Novation process is complete.
<br /> 2.07 REAL ESTATE TAX ADJUSTMENT(JUN 2012)
<br /> A. Purpose:This paragraph provides for adjustment in the rent(tax adjustment)to account for increases or decreases in Real Estate Taxes for
<br /> the Property after the establishment of the Real Estate Tax Base,as those terms are defined herein. Tax adjustments shall be calculated in accordance
<br /> with this paragraph.
<br /> LEASE NO. 57-37135-21-FA, PAGE 11 LESSOR: GOVERNMENT: GSA TEMPLATE L100
<br /> REV(10/20)
<br /> FPAC V11.13.20
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