HomeMy WebLinkAboutCRA-R-13-0019 BackupEXCLUSIVE MANAGEMENT & LEASING AGREEMENT
THIS AGREEMENT DATED THIS day of February, 2013 by and between
Southeast Overtown/Park West Community Redevelopment Agency (hereinafter called
"Owner") having an address of 1490 NW 31'd Avenue, Suite 105, Miami, FL 33136, and WLS,
L.C., a Florida limited liability company d/b/a NAI Miami Commercial Services, Worldwide
(hereafter called "Agent") having an address of 9655 South Dixie Highway, Suite #300, Miami,
FL 33156.
WITNESSETH:
In consideration of the terms, conditions and covenants hereafter set forth, the parties
hereto mutually agree as follows:
ARTICLE 1
LEASED PREMISES
1.1 The Property to be leased is: Overtown Shopping Center
(a) Address: 1490 NW 3' Avenue
Miami, FL 33156
(b)
(c)
Containing: 33,455 Square Feet
Zoning: Neighborhood Commercial
1.2 Proposed Lease Terms: Agent shall evaluate the market and submit Agent's
recommendations to Owner regarding lease rates, annual increases, term, tenant
improvement allowance to Owner for Owner's review and approval, not to be
unreasonably withheld. Upon approval, same shall be the leasing standards.
1.3 Owner shall supply Agent with the following:
(a) The Property's standard lease form. In the event Agent supplies the lease form,
Owner shall be responsible for approving its form and content and shall not hold
Agent liable for any errors or omissions as Owner shall have the form reviewed
by its attorney. Owner shall provide a contact at the firm to coordinate the
preparation of the leases with prospective tenants.
(b)
(c)
A site plan showing the approximate dimensions of the Property.
Elevations showing the Property.
ARTICLE 2
LEASING SERVICES
2.1 Agent shall use its best efforts to obtain leases from qualified tenants in accordance with
leasing standards and budgets approved by Owner. Agent shall devise and conduct a
marketing campaign in order to develop tenant prospects, including mass mailing, door-
to-door solicitation and advertising and implement the marketing activities described on
Exhibit "A" attached hereto. The following direct costs attributable to such marketing
efforts including postage, couriers, telephone toll charges and overnight mail service shall
be approved in advance by Owner and be reimbursed to Agent by Owner within thirty
(30) days of submission of an invoice for such costs. The remaining direct costs
attributable to such marketing efforts including a brochure, advertising and signs shall be
approved in advance by Owner and be reimbursed to Agent by Owner within thirty (30)
days of submission of an invoice for such costs.
2.2 Utilizing Owner's established cash flow goals and long term objectives, Agent shall
prepare a customized marketing and leasing plan that will deliver credit -worthy tenants at
acceptable rent levels consistent with Owner's objectives. The detailed marketing plan
shall include:
(a) location and demographic analysis;
(b) comparable market and leasing survey;
(c) proposed use and site location or retail/service uses consistent with Owner's
objectives;
(d) proposed capital improvement plan, including estimated cost and timetable; and
(e) proposed advertising and marketing plan, including annual proposed budget.
2.3 Owner shall direct all inquiries for any leases or agreements for the rental of the Property
to Agent, and all negotiations connected with such leasing shall be conducted by or under
the direction of Agent.
2.4 Agent shall exclusively advertise and promote the Property and display "For Rent" or
other similar signs. Agent shall submit all proposed advertising and signage to Owner for
approval which shall be considered approved if Owner does not respond within ten (10)
days of written submission for approval (which may be in the form of an e-mail to the
Executive Director of Owner). Owner shall pay for the cost of all such advertising and
signage, approved by Owner.
2.5 Upon obtaining commitments from prospective tenants to lease the Property and after
obtaining approval of the terms and conditions of said commitments by Owner, Agent
shall submit to each such prospective tenant a lease in the form approved by or prepared
by Owner containing the terms of said commitment, within the leasing standards
established by Owner.
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2.6 Agent shall use its best efforts to implement the marketing goals and target the potential
tenants identified on Exhibit "B" attached hereto.
2.7 Agent acknowledges that Owner desires to exclude the tenant categories and uses
identified on Exhibit "C" from consideration.
2.8 Owner agrees to pay a leasing commission equal to the following:
Lease Term Brokerage Commission
Between one (1) & five (5)
years:
Between five (5) & ten (10)
years:
In excess of ten (10) years:
Six percent (6.00%) of Gross Lease Value of Primary
Term. For leases shorter than five (5) years, in the event
of renewal, the fee paid will be the fee identified in this
section up to a total combined term of five (5) years.
Six percent (6.00%) of Gross Lease Value for Lease
Years 1 through 5 and three percent (3.00%) of Gross
Lease Value for Years Six (6) through ten (10).
Six percent (6.00%) of Gross Lease Value for Lease
Years 1 through 5; three percent (3.00%) of Gross
Lease Value for Years six (6) through ten (10) and two
percent (2.00%) of Gross Lease Value for Years eleven
(11) and beyond.
Expansions: As set forth above.
Renewal/Extension Fee:
Cooperating Broker
Commission:
Calculated at one half (1/2) of the initial rate (i.e., if the
initial term was 5 years and the lease is extended for 2
years the fee would be 3%)
In the event that there is a cooperating broker involved
with leasing the Property, the fees identified above will
be increased by one percent (1.00%) of the amounts
identified for each specified category for the first five (5)
years. .5% for years six (6) through ten (10) and .25%
for years eleven (11) and beyond.
The commission shall be payable by Owner:
• Fifty percent (50%) shall be earned and payable upon the full execution of the lease
agreement.
• Fifty percent (50%) shall be earned and payable upon the earlier of Tenant opening
for business or commencing the payment of regularly scheduled rent payments.
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Gross Rental Value shall include the total of all base rentals provided for in any new
lease less any monetary rent concessions (excluding those concessions provided in lieu of
a tenant improvement allowance) plus any escalation provisions which are specifically
ascertainable, but specifically excluding any C.A.M., Insurance or Real Estate Tax pass-
throughs or increases in base rentals based on the consumer price index ("CPI"). In the
event that a base rental increase is tied to the CPI and there is a minimum annual
escalation, the minimum escalation shall be utilized in determination of Gross Rental
Value.
In the event that a tenant executes a lease but fails to take those steps necessary pursuant
to the lease in order to initiate the lease's commencement, then Agent shall be entitled to
collect those fees that are due, but unpaid, in an amount equal to up to fifty percent
(50.0%) of the monies received by Owner, if any. In the event of termination of this
agreement, excluding the sale of the Property, any commission earned but unpaid, shall
be paid out to Agent in accordance with the above schedule. In the event of termination
of this agreement as a result of the Property's sale, any commission earned but unpaid,
Owner agrees to add the amount due as an item on the closing statement and that amount
shall be paid out to Agent from the closing proceeds.
2.9 In the event another Broker brings a prospective tenant to the Property and a lease is
executed as a result of the joint efforts of Agent and another Broker, the total commission
shall be split equally between Agent and the cooperating broker. The cooperating
Broker's portion of the commission is to be paid in accordance with the schedule above.
2.10 Exclusions.
(a) Regions Bank, Agent acknowledges and agrees that Agent shall not be entitled to
a commission in connection with the extension or modification of the lease with
Regions Bank unless Agent negotiates a monthly lease rate which is twenty
percent (20%) or greater than the monthly lease rate which Regions Bank is
currently paying, in which event Agent shall be entitled to a commission in the
amount of the rental rate in excess of 20% of the existing monthly rate for the
term of the extension at the rate of 6% of the amount of such excess amount.
(b)
CBS Outdoor, Inc. Agent acknowledges and agrees that Agent shall not be
entitled to any commission or management fee in connection with the Sign
Location License Agreement (the "Sign Location License") between Owner and
CBS Outdoor, Inc. Agent shall not be involved in connection with the billing and
collection of any fees due under the Sign Location License or be required to take
any action in connection therewith.
ARTICLE 3
MANAGEMENT SERVICES
3.1 Services Provided. Agent shall perform the following management services for Owner:
(a) Agent will utilize its best efforts to:
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(i) enhance the property's value by maximizing operating results.
(ii) establish an operating budget for Owner's approval and implement the
operating budget approved by Owner.
(iii) when necessary or warranted, develop and implement renovation and/or
expansion programs.
(iv) create value by creating a merchant mix to satisfy current and anticipated
market demands.
(v) develop and implement a formalized improvement plan, subject to
approval by Owner.
(b) Maintain businesslike relations with tenants whose service requests shall be
received, considered and acted upon promptly.
(c) Collect all monthly rents, rental percentages (where applicable), common area
maintenance charges, sales tax, rental escalations, parking charges (where
applicable), operating expense reimbursements, real estate taxes and insurance
premiums, utility charges, HVAC charges (where applicable) and any other
payments due from the tenants of the Property; initiate procedures to collect such
charges or rents, and take such action as may be necessary to collect any such
sums or evict tenants delinquent in payment of such monthly charges or rents.
(d) Cause the buildings, equipment and landscaping of the Property to be maintained,
including interior (where applicable) and exterior cleaning, painting, decorating,
plumbing, carpentry and such normal maintenance and repair work as is
necessary. With the exception of payments required in connection with
mortgages, real estate taxes, insurance, utilities, budgeted line items and Owner
approved contractual obligations; no one (1) disbursement shall be made in excess
of one thousand and no/100 dollars ($1,000.00) unless authorized in advance by
Owner. However, emergency repairs involving danger to life or property, or
immediately necessary for the security, preservation, and safety of the Property or
the tenants, or required to avoid the suspension of any necessary service to the
Property may be made by Agent irrespective of the cost limitations imposed
herein provided however Agent shall advise Owner of such conditions as soon as
practicable. Agent shall supervise all repairs, replacements, remodeling,
alterations, structural or otherwise of the Property as requested by Owner, subject
to the terms of the construction management provisions contained in paragraph
nine herein.
(e)
Notify Owner in the event that Agent becomes aware that the condition of the
Property or any part thereof requires any major repairs or repairs required by state
or local law, ordinance or governmental regulation of which Agent has actual
knowledge. Agent, upon notice thereof, will take such action as is necessary to
comply with all laws, ordinances, orders or other requirements of any federal,
state, county or municipal authority having jurisdiction over the Property and
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affecting the Property as directed by Owner. However, Agent shall not take any
such action so long as Owner is contesting any such law, ordinance or regulation.
(f) Make contracts for water, electricity, gas, fuel, telephone, pest extermination, and,
where applicable, elevator service, office cleaning, security, HVAC maintenance
and other services, as necessary subject to the prior approval by Owner. Agent
shall also purchase such equipment, tools, appliances, materials and supplies as
are necessary to properly maintain the Property provided such expenditures are
consistent with the budget approved by Owner or such expenses are specifically
approved by Owner. All such contracts and purchases shall be made in the name
of Owner and executed by Agent on Owner's behalf. Copies of such contracts
and purchase orders shall be available to Owner upon request. When securing
bids, Agent shall use its best efforts to secure for Owner, any discounts,
commissions or rebates obtainable as a result of such purchases and obtain the
lowest possible prices as are consistent with good quality workmanship and
service.
(g)
Agent shall, upon request from Owner, assist in the placement of insurance with
such coverage and in such amounts as may be appropriate for the Property or the
holder of any Mortgage encumbering the Property. Agent shall review all
incidents or accident claims for damages relating to the ownership, operation and
maintenance of the Property including any damage or destruction to the Property,
and shall cooperate with and make all reports required by any insurance company
authorized by Owner.
(h) Agent shall establish and maintain a separate bank account ("Management
Account") for the Property with Agent authorized to draw thereon for any
payments to be made to discharge any liabilities or obligations of Owner incurred
specifically for the Property consistent with this Agreement. Agent agrees that all
obligations paid from the Management Account shall be paid by check directly to
the obligee supplying the repairs, services or supplies which have been received
and, provided that funds are available in the Management Account, shall be
promptly paid. Agent shall deposit all gross rentals and income from the Property
to the Management Account.
(i)
Agent shall deposit security deposits into a separate bank account (the "Security
Account"). Owner shall be solely responsible to tenants or former tenants for any
refund that is due under a Lease Agreement and Owner shall hold harmless,
indemnify and defend Agent against such claims.
(j) Agent shall prepare and file all returns for state sales tax, unemployment
insurance, workers compensation insurance, and social security for all of Agent's
employees, if any, that are employed by the Property as on -site employees of the
Property. Agent is not responsible for the payment of any costs or expenses for
City of Miami employees or for any employees of Owner. Agent shall not be
obligated to prepare any of Owner's state or federal income tax returns.
Agent shall be responsible for payment of all unemployment insurance,
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workers compensation insurance and social security with respect to all of
Agent's employees and Owners shall have no responsibility in connection
therewith.
(k) Agent shall maintain a complete set of records, books and accounts in its standard
manner, with all records for the Property available for examination by Owner, at
all reasonable hours, upon reasonable notice. No later than the thirtieth (30th) day
of each month, for the prior month, Agent shall send to Owner a monthly income
and expense statement for the Property. Agent shall preserve originals of invoices
and bills until such time as this Agreement is terminated, whereupon all such
invoices, bills or statements shall be transferred to Owner at Owner's expense.
Upon the termination of this Agreement and for a period of thirty (30) days
thereafter, Agent agrees to fully cooperate with Owner to arrange a transfer of all
of Agent's books and records for the Property.
Agent shall make recommendations to the Owner on the suitability of protests of
real estate tax valuations.
Agent shall hire, terminate, and/or replace any approved on -site management,
secretarial, security or maintenance personnel required for the Property.
Compensation of such employees shall be considered an expense of the Property.
3.2 Agent shall be paid by Owner for management services performed under this Agreement
a fee payable monthly as follows:
(a)
the greater of (i) Five percent (5.00%) of the Gross Receipts of the Property or
(ii) $1,500.00 for the first six (6) months from the full execution of this
Agreement and thereafter five percent (5%) of the Gross Receipts of the Property.
"Gross Receipts" for any calendar month shall mean the entire amount of all cash receipts
from rents received for the Property for the month plus any expense contributions
collected from tenants. Gross Receipts shall not include tenants' security deposits, unless
applied toward rental payments due, sales tax, proceeds payable to Owner from the sale
of all or part of the Property, proceeds payable to Owner from any hazard or title
insurance policies, except insurance proceeds for loss of rents. Gross Receipts shall also
not include any payments under the Sign Location License.
3.3 Everything done by Agent in accordance with the provisions of this Agreement shall
be done as agent of Owner, and all obligations or expense incurred shall be for the
account of and at the expense of Owner. All direct expenses relating to Agent's
operation of the Property, including but not limited to postage, couriers, telefax,
photocopies, supplies and communications shall be paid by Owner or reimbursed by
Owner provided same are preapproved by Owner or in accordance with the
approved budget. Owner shall reimburse Agent for all legal and other professional
fees incurred by Agent at the request of Owner. Owner shall not reimburse Agent
for Agent's overhead or the cost of Agent's employees performing the management
services to be provided by Agent, including, without limitation, accounting and
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bookkeeping services required to maintain the records, books and accounts Agent is
required to maintain pursuant to this Agreement. Owner shall not be obligated to
pay any costs and expenses of Agent's main office employees. All leases, contracts
and other documents or records necessary for Agent to complete its obligations
hereunder shall be delivered by Owner to Agent within seven (7) days of execution
of this agreement by Owner and Agent.
3.4 Agent shall maintain the insurance coverage required to be maintained by Agent as
specified in Exhibit "D" attached hereto and made a part hereof.
ARTICLE 4
CONSTRUCTION MANAGEMENT SERVICES
4.1 With respect to Construction Management Services requested by Owner, the following
fee structure shall apply:
(a) Agent shall be paid for its management of any construction, repair or renovation
projects in excess of five thousand and no/100 dollars ($5,000.00), a construction
management fee equal to eight percent (8%) of all amounts up to and including
five hundred thousand and no/100 dollars ($500,000.00) of the total construction
cost of each individual job, and six percent (6%) of any construction costs above
that sum. Additionally, Owner shall pay all third party costs incurred in the
performance of the construction management services by Agent which have been
approved by Owner, including the payment of all such architects, engineers,
designers, space planners, general contractors and subcontractors hired by Agent,
with the approval of Owner, as are reasonably necessary to complete the
construction, repairs or renovation required at the Property. In the event that a
general contractor is utilized for any work, the construction management fee shall
be reduced by one-half.
(b)
Construction management fee payments shall be paid monthly on the tenth (loth)
day of each month in proportion to the quantity of work completed on the project
for the prior month.
(c) Agent acknowledges and agrees that Owner is under no obligation to utilize
Agent in connection with construction management services. If Owner elects not
to utilize Agent for construction management services Agent, in its capacity as
manager of the Property, will coordinate its activities with the construction
manager retained by Owner but Agent shall have no duty or obligation to oversee
or manage the construction activity.
ARTICLE 5
MISCELLANEOUS PROVISIONS
5.1 Owner may terminate this Agreement at any time on not less than 30 days written notice
to Agent for any reason. In the event the management portion of this Agreement is
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terminated within the first ninety (90) days of the full execution of this Agreement,
Owner shall pay Agent through the date of the termination plus a termination fee of
$1,500.00. In the event of termination of this agreement, Owner shall remain obligated to
pay Agent a full commission for any tenant introduced to the property by Agent which
Agent is actively negotiating where said Tenant executes a lease with Owner within six
(6) months of the effective date of cancellation. Owner shall be reasonable in giving an
extension of the time period in those instances where a lease agreement is still being
negotiated. Agent agrees to submit a list of any such tenants to Owner within ten (10)
days from the effective date of termination.
5.2 Agent shall have its name and capacity as Agent prominently displayed on all materials,
leasing plans, signs, publications, advertising, brochures, etc. and all modifications
thereof, used in connection with the Property. All such materials and displays shall be
provided, maintained and updated at the Owner's expense.
5.3 Agent shall have the right to erect a sign or signs, whether inside or outside the Property,
or window signs, identifying its exclusive leasing capacity for the Property which signs
shall be subject to the reasonable approval by Owner.
5.4 In the event of a sale, conveyance or disposition of the Owner's interest in the Property,
Owner shall pay Agent all commissions and fees due pursuant to this agreement at the
closing of the sale, conveyance or disposition of the Owner's interest in the Property.
Owner hereby authorizes the itemization of Agent's fees on the closing statement and the
disbursal of said fee to Agent at closing.
5.5 All notices given or required by this Agreement shall be sent by United States Certified
Mail or by receipted Federal Express delivery or other receipted overnight private carrier,
addressed in the case of:
Owner:
Southeast Overtown/Park West Community Redevelopment Agency
1490 NW 3rd Avenue, Suite 105
Miami, FL 33136
Attention: Clarence E. Woods, III, Executive Director
email: cwoods@miamigov.com
Agent:
WLS, L.C.
9655 South Dixie Highway
Suite #300
Miami, Florida 33156
Email: jlarkin@naimiami.com
5.6 This agreement shall be binding upon and insure to the benefit of the parties hereto and
their respective successors and assigns.
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5.7 This writing, together with the agreements referred to herein, constitutes the entire
agreement between the parties and it may not be modified, supplemented, discharged or
rescinded except by an instrument in writing executed by the parties.
5.8 This Agreement shall remain in effect for a period of twelve (12) months from the date of
full execution of this agreement.
5.9 The Florida Commercial Real Estate Leasing Commission Lien Act provides that when a
broker has earned a commission by performing licensed services under a brokerage
agreement with you, the broker may claim a lien against your interest in the Property for
the broker's commission. The broker's lien rights under the act cannot be waived before
the commission is earned (Florida Statute, Section 475.803(6)).
Agent shall not be required to give Owner any notice prior to the filing of any claim of
lien. In the event Agent initiates any litigation to enforce or foreclose a claim of lien so
filed, Agent shall have the right to file a lis pendens against Owner's property and Agent
shall not be required to file any bond in order to maintain the lien during the course of
any litigation.
5.10 Agent agrees to indemnify and hold Owner harmless from and against all claims, losses
and liabilities resulting from damage to the Property or injury to, or death of persons in or
about the Property caused in whole or in part by the willful acts and/or gross negligence
of Agent or its employees, and to defend, at no cost to Owner, any claim or action or
proceeding brought against Owner or Owner and Agent jointly or severally, arising out of
the foregoing, and to hold Owner harmless from any judgments, loss or settlement on
account thereof. Notwithstanding the foregoing, Agent shall not be responsible for
indemnifying or defending Owner with respect to any matter, claim or liability which is
covered by any liability insurance policies carried by Owner and under which Agent is
named as an additional insured. Owner agrees to add Agent and any affiliated entities, if
any, deemed necessary by Agent, as additional insureds under any liability policies
including umbrella policies carried by Owner with respect to the Property.
Indemnification obligations of Agent under this Section 5.10 shall in each case be
conditioned upon proper prompt notice from Owner after Owner learns of any claim or
basis therefor covered by the indemnity.
5.11 In the event of any litigation between the parties to this agreement, attorney's fees and
costs shall be awarded to the prevailing party, including during settlement discussions, in
trial and on appeal.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first above written.
Witnesses: AGENT:
WLS, L.C., a Florida limited liability company
d/b/a NAI Miami Commercial Services,
Worldwide
By:
Jeremy S. Larkin, Manager
OWNER:
Southeast Overtown/Park West Community
Redevelopment Agency
By:
Name: Clarence E. Woods, III
Title: Executive Director
Attest: Approved for form and legal sufficiency
Clerk of the Board William R. Bloom, Esq., Special Counsel
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Exhibit "A"
Marketing
METHODOLOGY TO LEASING
NATIONAL NETWORK
Brokerage Network:
• Offer property through the NAI network which includes up to 5,000 members
throughout the United States.
BROKER COOPERATION
Local Brokers:
• Offer property through the National Multiple Listing Service.
• Use specific mailing lists to ensure that all local real estate brokers are aware of
the property and receive updated information. Periodically, re -mail information
to local brokers in an effort to create activity.
• Utilize a periodic e-mail notification of projects current availability.
Regional:
• Offer property to regional brokers.
National:
• Use national lists to mail to national contacts when appropriate.
DIRECT MARKETING
Local:
• Direct mail, mail -merge letter or mailer to local firms.
• Direct mail to personal client lists.
Regional:
• Distribute property information through the use of regional business lists and
emails when appropriate.
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National:
• Use national lists of potential clients when approprirate.
• Utilize personal client lists.
SIGNAGE
Site Sign:
• Order and install an appropriate sign, approved by Owner, announcing the
availability of the property. Locate sign for optimal visibility to traffic.
PERSONAL MARKETING
Personal Canvass:
• Target and distribute a mailer and additional information to a list of target
companies with personal telephone follow-up program to be implemented.
• Telephone follow-up on selected basis to all direct mail recipients.
Newspaper/Magazine Advertising:
• Use local newspapers and magazines, when appropriate.
• Use regional advertisements in other newspapers and magazines based on mutual
agreement between broker and owner.
Public Agency Cooperation:
• Ensure state and local govermnent agencies are aware of the availability of the
property. Re -submit information periodically.
• Provide information to the local Chamber of Commerce. Re -submit information
periodically.
• Provide information to the local city officials. Re -submit information
periodically.
Progress Reports and Prospect Registration:
• Provide monthly summary of activities via REALTrac, including names,
addresses and contact persons of prospects and prospect registrations from
brokers.
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• Conferences between Agent and Owner when required based on understanding at
commencement.
MARKETING MATERIAL
Brochure:
• Design and print promotional mailers designed with sufficient information, aerial,
site location maps and photos to entice buyers to contact broker for further
information. Flyers to be converted to Acrobat "pdf' files for e-mail distribution
to prospects and other brokers and in response to sign calls.
• Location and demographic analysis.
• Property information package will be prepared for a more comprehensive
presentation to prospects upon request.
Floor Plans:
• Have current "as is" floor plans made and sufficient quantities printed for
distribution to interested prospects.
Internet Marketing:
List the property with regional and national listing services. Include property information
on company website. Popular commercial real estate portals include:
www.naimiami.com - the properties will be featured on our website with detailed
information on the buildings and current availabilities.
www.loopnet.com - Loopnet, Inc., one of the largest internet-based commercial
listing/information service with over 60,000 active commercial listings. This site is
viewed approximately 7 million times per month.
www.naiglobal.com - NAI Global official website, linked directly to LoopNet.
www.costar.com - CoStar Group, the largest national internet-based commercial real
estate listing service providing 800,000 commercial real estate professional nationwide
with 1.8 billion in commercial listed properties and 34 billion square feet of office
property information. Over 3 million tenants listed with lease expirations, size and move
leads provided by over 700 on staff researchers.
IDENTIFY TARGET COMPANIES/RETAILERS
• Proposed use and site location of retail/service uses to compliment the existing
tenant base (not applicable for office properties).
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• Discussion of elimination of any existing uses that may detract from the overall
property's appeal.
CONNECTIVITY
Agent will employ its proprietary online transaction management system, REALTrac Online, to
manage each project in real-time.
REALTrac Online Transaction Management System
REALTrac Online, NAI Global's industry leading transaction and portfolio management system,
optimizes every NAI Client's ability to monitor activities, track individual project status,
maintain files, establish timelines and completion schedules, employ lease administration
applications, and develop concise portfolio management and reporting. The REALTrac system
enables the NAI Client's real estate solutions provider to create private and secure intranets for
them to tie together their entire workgroup and team into an integrated inventory and transaction
management system designed to create systematic and repeatable processes to improve cycle
time and reduce errors. This private area of NAIGlobal.com is available for NAI Global Clients
only. Our responsibility to our clients is to add value anywhere possible. REALTrac provides
significant value by reducing, eliminating and avoiding costs as well as establishing a consistent
delivery system, which allows for developing opportunities, assuring quality, translating culture
and filling the gaps.
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Exhibit "B"
Our goals are to work with the Owner to:
• Create an inviting and interesting shopping experience for Overtown and the surrounding
areas.
• Provide additional retail, restaurant and entertainment support to the immediate
neighborhood and the surrounding neighborhoods.
Based on the above, initial targeted uses include:
Supermarkets to include Presidente and Price Choice
Coin laundry operation
Barber
Beauty Salon
Daycare
Beauty supply
Fashion clothing
Athletic wear
Dollar store
Cellular/mobile phone store
Tax office
Insurance office
Shoe store
Shoe repair
Bank/credit union
doctor/dental clinic
Accessory store
Pizza restaurant
Take out restaurant
Bakery
Nail salon
Agent will provide Owner with a comprehensive list of all prospective tenants that are contacted
along with a written response of the interest shown by said tenants.
Agent will work closely with the Owner to provide reports according to the Owner's timeline and
discuss all critical issues. A monthly summary of activities shall be provided using our
proprietary intranet RealTrac to include names, addresses and contact persons of prospects and
prospect registrations from brokers.
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Areas of Difficulty
Unlike many retail projects, the Owner must exercise protocol with regards to the project's
timetable which include, but is not limited to:
• Review by the Executive Director
• Board meets only once a month
• Governance
• City's timetables
• Attorney review
• Tenant improvement budgets and cost
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Exhibit "C"
LIST OF EXCLUDED TENANTS AND ACTIVITIES
• Check Cashing Stores
• Pawn Shops
• Billiard Rooms and Pool Rooms
• Sale of Alcoholic Beverages other than in connection with the operation of a grocery store
• Tattoo Parlors
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Exhibit "D"
INSURANCE
INSURANCE REQUIREMENTS FOR A CERTIFICATE OF INSURANCE-
OVERTOWN SHOPPING CENTER MANAGEMENT AGREEMENT
Commercial General Liability
Limits of Liability
Bodily Injury and Property Damage Liability
Each Occurrence $1,000,000
General Aggregate Limit $ 2,000,000
Products/Completed Operations $ 1,000,000
Personal and Advertising Injury $1,000,000
Endorsements Required
City of Miami listed as an additional insured
Southeast Overtown Park West Community Redevelopment Agency
Listed as an additional insured
Primary Insurance Clause Endorsement
Contingent and Contractual Liability
Premises/Operations Liability
Business Automobile Liability
Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Any Auto/Owned/Scheduled
Including Hired, Borrowed or Non -Owned Autos
Any One Accident $ 1,000,000
Endorsements Required
City of Miami listed as an additional insured
Southeast Overtown Park West Community Redevelopment Agency
listed as an additional insured
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Worker's Compensation
Limits of Liability
Statutory -State of Florida
Waiver of subrogation
Employer's Liability
A. Limits of Liability
$1,000,000 for bodily injury caused by an accident, each accident.
$1,000,000 for bodily injury caused by disease, each employee
$1,000,000 for bodily injury caused by disease, policy limit
Umbrella Policy (Excess Follow Form)
A. Limits of Liability
Bodily Injury and Property Damage Liability
Each Occurrence $1,000,000
Aggregate $1,000,000
City of Miami listed as an additional insured
Southeast Overtown Park West Community Redevelopment Agency listed
as an additional insured
Error's & Omissions Liability Coverage
A. Limits of Liability
Each Claim $1,000,000
Policy Aggregate $1,000,000
Crime Coverage $1,000,000
Employee Dishonesty and Forgery and Alteration
City of Miami and Southeast Overtown Park West Community
Redevelopment Agency listed as loss payees
The above policies shall provide the City of Miami and the Southeast Overtown Park West
Community Redevelopment Agency with written notice of cancellation or material change
from the insurer in accordance to policy provisions.
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Companies authorized to do business in the State of Florida, with the following qualifications,
shall issue all insurance policies required above:
The company must be rated no less than "A-" as to management, and no less than "Class V"
as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M.
Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of
insurance are subject to review and verification by Risk Management prior to insurance
approval.
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