NOVA Proposal

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JBG SMITH: Owner as a Partner Economic Structure Flexibility Given the scale and anticipated long-term growth plans that Amazon has, economic certainty as well as asset control flexibility are critical. JBG SMITH is open to numerous economic structures including but not limited to:

• Traditional Leases: JBG SMITH could lease office space to Amazon which includes expansion rights over a reliable and predictable schedule. • Fee-Simple Land Sales: JBG SMITH could execute outright sales of parcels to Amazon in a single sale or a series of phased sales with pre-negotiated land pricing, allowing Amazon to lock in predictable pricing over a set schedule. • Fee Development of New Buildings: JBG SMITH could develop building(s) on land parcels we control in partnership with Amazon as built-to-suits allowing Amazon to customize their new HQ2 campus with maximum flexibility. • Joint Ventures: JBG SMITH could enter into joint venture partnership(s) with Amazon with each party holding capital accounts in a new partnership with negotiated governance, liquidity rights, and business plans. • Ground Leases: JBG SMITH and Amazon could enter into traditional ground lease structures whereby JBG SMITH would be the ground lessor for a 99-year period and Amazon could be the ground lessee on parcels of land with negotiated land values upfront to set the ground lease values and ground rent.

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• Option Structures: In conjunction with the potential structures listed above, JBG SMITH could consider allowing Amazon to control certain pieces of land/ buildings through options that would allow control over sites and locations while also providing some flexibility to adjust sizing, timing, pricing, and ownership over time.

A Creative Housing Partnership JBG SMITH manages over 11,000 apartment units of all kinds in the most sought-after neighborhoods, with thousands more underway and in the near-term pipeline—many within a 15-minute bike ride of National Landing.


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