For nearly 30 years, I have represented borrowers and lenders in commercial real estate transactions. During this time it has become apparent that many Buyers do not have a clear understanding of what is required to document a commercial real estate loan. Unless the basics are understood, the likelihood of success in closing a commercial real estate transaction is greatly reduced.Throughout the process of negotiating the sale contract, all parties must keep their eye on what the Buyer’s lender will reasonably require as a condition to financing the purchase. This may not be what the parties want to focus on, but if this aspect of the transaction is ignored, the deal may not close at all.Sellers and their agents often express the attitude that the Buyer’s financing is the Buyer’s problem, not theirs. Perhaps, but facilitating Buyer’s financing should certainly be of interest to Sellers. How many sale transactions will close if the Buyer cannot get financing?This is not to suggest that Sellers should intrude upon the relationship between the Buyer and its lender, or become actively involved in obtaining Buyer’s financing. It does mean, however, that the Seller should understand what information concerning the property the Buyer will need to produce to its lender to obtain financing, and that Seller should be prepared to fully cooperate with the Buyer in all reasonable respects to produce that information.Basic Lending CriteriaLenders actively involved in making loans secured by commercial real estate typically have the same or similar documentation requirements. Unless these requirements can be satisfied, the loan will not be funded. If the loan is not funded, the sale transaction will not likely close.For Lenders, the object, always, is to establish two basic lending criteria:1. The ability of the borrower to repay the loan; and2. The ability of the lender to recover the full amount of the loan, including outstanding principal, accrued and unpaid interest, and all reasonable costs of collection, in the event the borrower fails to repay the loan.In nearly every loan of every type, these two lending criteria form the basis of the lender’s willingness to make the loan. Virtually all documentation in the loan closing process points to satisfying these two criteria. There are other legal requirements and regulations requiring lender compliance, but these two basic lending criteria represent, for the lender, what the loan closing process seeks to establish. They are also a primary focus of bank regulators, such as the FDIC, in verifying that the lender is following safe and sound lending practices.Few lenders engaged in commercial real estate lending are interested in making loans without collateral sufficient to assure repayment of the entire loan, including outstanding principal, accrued and unpaid interest, and all reasonable costs of collection, even where the borrower’s independent ability to repay is substantial. As we have seen time and again, changes in economic conditions, whether occurring from ordinary economic cycles, changes in technology, natural disasters, divorce, death, and even terrorist attack or war, can change the “ability” of a borrower to pay. Prudent lending practices require adequate security for any loan of substance.Documenting The LoanThere is no magic to documenting a commercial real estate loan. There are issues to resolve and documents to draft, but all can be managed efficiently and effectively if all parties to the transaction recognize the legitimate needs of the lender and plan the transaction and the contract requirements with a view toward satisfying those needs within the framework of the sale transaction.While the credit decision to issue a loan commitment focuses primarily on the ability of the borrower to repay the loan; the loan closing process focuses primarily on verification and documentation of the second stated criteria: confirmation that the collateral is sufficient to assure repayment of the loan, including all principal, accrued and unpaid interest, late fees, attorneys fees and other costs of collection, in the event the borrower fails to voluntarily repay the loan.With this in mind, most commercial real estate lenders approach commercial real estate closings by viewing themselves as potential “back-up buyers”. They are always testing their collateral position against the possibility that the Buyer/Borrower will default, with the lender being forced to foreclose and become the owner of the property. Their documentation requirements are designed to place the lender, after foreclosure, in as good a position as they would require at closing if they were a sophisticated direct buyer of the property; with the expectation that the lender may need to sell the property to a future sophisticated buyer to recover repayment of their loan.Top 10 Lender DeliveriesIn documenting a commercial real estate loan, the parties must recognize that virtually all commercial real estate lenders will require, among other things, delivery of the following “property documents”:1. Operating Statements for the past 3 years reflecting income and expenses of operations, including cost and timing of scheduled capital improvements;2. Certified copies of all Leases;3. A Certified Rent Roll as of the date of the Purchase Contract, and again as of a date within 2 or 3 days prior to closing;4. Estoppel Certificates signed by each tenant (or, typically, tenants representing 90% of the leased GLA in the project) dated within 15 days prior to closing;5. Subordination, Non-Disturbance and Attornment (“SNDA”) Agreements signed by each tenant;6. An ALTA lender’s title insurance policy with required endorsements, including, among others, an ALTA 3.1 Zoning Endorsement (modified to include parking), ALTA Endorsement No. 4 (Contiguity Endorsement insuring the mortgaged property constitutes a single parcel with no gaps or gores), and an Access Endorsement (insuring that the mortgaged property has access to public streets and ways for vehicular and pedestrian traffic);7. Copies of all documents of record which are to remain as encumbrances following closing, including all easements, restrictions, party wall agreements and other similar items;8. A current Plat of Survey prepared in accordance with 2011 Minimum Standard Detail for ALTA/ACSM Land Title Surveys, certified to the lender, Buyer and the title insurer;9. A satisfactory Environmental Site Assessment Report (Phase I Audit) and, if appropriate under the circumstances, a Phase 2 Audit, to demonstrate the property is not burdened with any recognized environmental defect; and10. A Site Improvements Inspection Report to evaluate the structural integrity of improvements.To be sure, there will be other requirements and deliveries the Buyer will be expected to satisfy as a condition to obtaining funding of the purchase money loan, but the items listed above are virtually universal. If the parties do not draft the purchase contract to accommodate timely delivery of these items to lender, the chances of closing the transaction are greatly reduced.Planning for Closing CostsThe closing process for commercial real estate transactions can be expensive. In addition to drafting the Purchase Contract to accommodate the documentary requirements of the Buyer’s lender, the Buyer and his advisors need to consider and adequately plan for the high cost of bringing a commercial real estate transaction from contract to closing.If competent Buyer’s counsel and competent lender’s counsel work together, each understanding what is required to be done to get the transaction closed, the cost of closing can be kept to a minimum, though it will undoubtedly remain substantial. It is not unusual for closing costs for a commercial real estate transaction with even typical closing issues to run thousands of dollars. Buyers must understand this and be prepared to accept it as a cost of doing business.Sophisticated Buyers understand the costs involved in documenting and closing a commercial real estate transaction and factor them into the overall cost of the transaction, just as they do costs such as the agreed upon purchase price, real estate brokerage commissions, loan brokerage fees, loan commitment fees and the like.Closing costs can constitute significant transaction expenses and must be factored into the Buyer’s business decision-making process in determining whether to proceed with a commercial real estate transaction. They are inescapable expenditures that add to Buyer’s cost of acquiring commercial real estate. They must be taken into account to determine the “true purchase price” to be paid by the Buyer to acquire any given project and to accurately calculate the anticipated yield on investment.Some closing costs may be shifted to the Seller through custom or effective contract negotiation, but many will unavoidably fall on the Buyer. These can easily total tens of thousands of dollars in an even moderately sized commercial real estate transaction in the $1,000,000 to $5,000,000 price range.Costs often overlooked, but ever present, include title insurance with required lender endorsements, an ALTA Survey, environmental audit(s), a Site Improvements Inspection Report and, somewhat surprisingly, Buyers attorney’s fees.For reasons that escape me, inexperienced Buyers of commercial real estate, and even some experienced Buyers, nearly always underestimate attorneys fees required in any given transaction. This is not because they are unpredictable, since the combined fees a Buyer must pay to its own attorney and to the Lender’s attorney typically aggregate around 1% of the Purchase Price. Perhaps it stems from wishful thinking associated with the customarily low attorneys fees charged by attorneys handling residential real estate closings. In reality, the level of sophistication and the amount of specialized work required to fully investigate and document a transaction for a Buyer of commercial real estate makes comparisons with residential real estate transactions inappropriate. Sophisticated commercial real estate investors understand this. Less sophisticated commercial real estate buyers must learn how to properly budget this cost.ConclusionConcluding negotiations for the sale/purchase of a substantial commercial real estate project is a thrilling experience but, until the transaction closes, it is only ink on paper. To get to closing, the contract must anticipate the documentation the Buyer will be required to deliver to its lender to obtain purchase money financing. The Buyer must also be aware of the substantial costs to be incurred in preparing for closing so that Buyer may reasonably plan its cash requirements for closing. With a clear understanding of what is required, and advanced planning to satisfy those requirements, the likelihood of successfully closing will be greatly enhanced.
National Health Care System In Japan And Taiwan – Would It Be Possible For Us?
Every society is affected by any national changes or new movement introduced; therefore, an issue one may think is unrelated to his environment can very well affect him through chains of cause and effect.Health care is an immediate issue that concerns all of us. We all experience it and need it. Let’s serious ask ourselves if the current health care system is satisfactory and available to everyone. Should health, medicare and treatments be available to only selected groups? Many people are voting for the presidential candidate who can restore the present health care system or who can pioneer a better healthcare distribution for our country. Personally, I hope to see a change that health care is available and affordable to everyone.Being able to receive basic health care is a fundamental need of all people. Fulfilling this fundamental need makes people feel secured, and it makes sense that people with better health can contribute more to the society. A realistic and reachable standard of health should be set for all people. This effort needs a non profit driving entity to establish and to maintain it. People’s life and health should not be compromised for the profit of few organizations.Before moving to Japan, I was covered under my parents’ insurance policy in the United States. Their policy covered children of the family until the age of twenty-four. Upon graduating from university, I moved to Japan and started my first job there. I joined the Japanese national health insurance through the company I worked for. There are basically two types of health insurance in Japan: national health insurance and employer-sponsored health insurance. Usually, under employer sponsored insurance, the insurance premium is calculated according to income, number of dependents, and the company’ subsidies. For someone who is self-employed or unemployed, the national health insurance costs a minimum of 13300 yen, or about $110 per month plus a small percentage of income for those who are self-employed. In other words, everyone can get insurance from around $100 dollars a month. Unlike the Medicaid program in the U.S. which is only available to certain low-income groups with specific requirements for eligibility, the Japanese health insurance is available to every citizen and legal residents. There is a ceiling to what the Japanese National insurance covers, but it covers all the basics and beyond.In most cases in Japan, patients choose their doctor and hospital. There is no limitation to the doctors or hospital they can visit. This is a true competition among the clinics, hospitals, and medical practitioners, not for profit, but for quality. The same insurance that people have in Japan gives them the freedom to get second opinions and naturally eliminates those doctors whose practices are in question. The doctor visits, treatments, and medicine are not free; one is responsible for thirty percent of their medical bills. Japanese health costs are much lower than the costs in the United States. Thirty percent of the medical bill is still a reasonable amount one can afford. There are also special cases or categories of illness for which the insurance would give more coverage. If one is late on his payment, his insurance will not automatically be invalid. The insurance will still cover the person as long as he makes up the missed payments. After all, some people do run into difficulties in life at one point or another. Sounds to good to be true? Well, It’s real.Taiwan, a place with no world recognition politically, has one of the top public health care system in the world. After moving to Taiwan due to my husband’s transfer a year a go, I learned and appreciated the system where universal or national health care is available to all more than ever. When speaking of universal, national, or pubic health insurance, people often turn their attention to the well-debated and discussed health care system in Canada. There are those whose views are negative, claiming that the medical service in a single-payer insurance system may not perform at its ultimate, and those whose views are positive, saying that they do not live in fear of ever having to face bankruptcy for outrageous medical bills. From my informal inquiries, more Canadian I came across favor their national health care system. Most of those who favor their national health care system commented that people of Canada are more secured in having their basic physical and psychological needs met.In Taiwan, there is also government-sponsored universal health care for not only their citizens but also for foreign residents who live in Taiwan. Foreign residents can apply for the government-sponsored insurance after proving their legal status of residing in Taiwan. The insurance fee starts from the basic 600NT, or around $18 a month. For people in higher income brackets, their insurance is calculated based on a percentage of their income over the 600Nt. Fees are waived for retired soldiers, those who are physically challenged, and people who have economic disadvantages.Interestingly, Taiwan’s national health insurance has only been established for little more than two decades, since 1985. The government policy-makers studied health care system from different foreign countries and composes the first Taiwan national health care from the ideas and methods of the system of other countries. It was said that Taiwan’s national insurance system is like a completed puzzle made from pieces of which fit its country and people. This insurance now covers the entire population, including foreign legal residents. According to research funded by Taiwan’s National Health Research and Taiwan’s Bureau of National Health Insurance, the cost of health care did not rise after the universal coverage was established (Jui-Fen & Hsiao, 2003.) What does that tell us?A basic health care program can greatly reduce the consequences of illness left untreated. Basic health care does not mean free of charge or mindless spending without control. To build a healthy nation, we should take a closer look at the current U.S. health insurance. After all, a sound nation starts with the health of its people.
Top MLM Software Companies to Watch Out for in 2018
MLM software is integral to any MLM business since it holds the base of the business and a right MLM software that is highly accurate, fast and perfect to fulfil your expectations is a must-have. It is essential that we select the right developer for meeting our software requirements, after all, there is no room for any mistakes in your business. Here we are listing Top MLM Software Developing Companies in the market complete with their rankings and employee strength to help you make the right choice. There are no specific criteria to rank the developers, though the features provided, options for customisation and the available add-ons can be taken into account to rank them.
I took these parameters into consideration while ranking the MLM Software Developing Companies.I prepared this list based on internet searches, magazine references and mouth to mouth information.1. Infinite MLM Software by IOSSIOSS is the pioneers of MLM software development in India with more than a decade of experience in developing such software. Their software Infinite MLM Software has the largest number of MLM plans integrated to it. The payment options are highly safe and reliable and numerous add-ons are provided which can be easily integrated with the software. This includes e-pin, e-wallet, CRM integration, Bitcoin Promotion and Cryptocurrency development. The customers also have an option to customise the software as per their needs and compensation and payout schemes. There are options to handle multiple languages and currencies.Alexa Rank: 383,3892.MLM SoftworksMLM Software developed by MLM Softworks, which is an Indian Based company claims to have a solution to manage, control and organize an MLM business. Built on Laravel, the software is highly responsive and allows the admin to configure custom pay plan and compensation rules. Necessary features like social media integration, managing distributors & downline members, handling MLM leads, processing commissions & payout, enable or disable dynamic compression, track sales volume, profitability statistics, etc have been included in the software.Alexa Rank: 3,048,0513. AIS TECHNOLABSThe company offers 100% customisable script, which is common in most of the MLM software in the market these days. The Content Management System is a highly beneficial tool for the users without much technical knowledge to easily update the contents of their business website. CRM feature helps in business promotion by generating automated responses to queries. The software offers multi-engine URL to help check purchase volume, Rank and Leg count. The price is moderate and the company offers an array of services related to MLM business like website development, Mobile application development etc. The company offers lifetime support and technical consultancy for any type of problem associated with the software.Alexa Rank: 564,3154. Awapal MLMThe developers have described Awapal MLM as ‘ Software with great features given to address diverse business needs’. In addition to the basic features mentioned above, the software has a CRM system put in place so that the distributors can send bulk emails and automated responses to their customers. The software supports multiple languages and even has a currency converter added on eyeing the possibility of overseas business as well. E-Voucher Generator has been introduced and there is an option for easy bulk import/export of data. Fund transfer to various accounts is extremely easy with a sound e-wallet system in place. There are facilities to generate different kinds of reports and inventory management is not an uphill task anymore with Awapal MLM.Alexa Rank: 700,5675. VentaForce by SankalpVentaforce claims to have incorporated more than 150 features in it. Developed by an Indian company Sankalp which has been in the business for more than 10 years, the software incorporates all the basic features expected of an MLM software along with additional features like supporting multiple languages, multi-currency, tax management, e-commerce integration, commission management, multi vendors and much more. All popularly adopted MLM plans are incorporated in the software. There are pre-integrated payment gateways to enable safe and secure transactions. Along with Admin and Member module, the multi-level marketing software provides various add-on modules with different features to run the business effortlessly.Alexa Rank: 890,6866. ARM MLMThis MLM software is highly responsive to anything from a PC to a mobile phone and has got all major business plans merged into it along with the entire set of calculations of commissions and payout schemes. An added feature is the Content Management System(CMS) which allows the user to update the product info and other contents on the website without much knowledge of HTML. Genealogy is represented in graphical form and the software supports multiple languages too. E-pin Generator is provided to reduce the chance of fraudery and e-wallet facility is added to ensure quick and easy transactions.Alexa Rank: 982,7197. Multisoft CorporationMarket Power Pro by Multisoft Corporation is third on the list of top ten MLM companies. The software is jam-packed with a lot of essential features like real-time genealogy, website management tools, auto-billing options and much more! The company is based in Nevada, USA and has been in business for more than 30 years. Competitive pricing and security features are commendable for this MLM software. Almost all types of MLM business plans and its compensation schemes have been incorporated into this software. The admin can manage all users, both Distributors and Customers, from One Central Cloud-Based System which helps in easy management of the entire business.Alexa Rank: 1,766,6968. EifaSoft TechnologiesEifaSoft MLM software by EifaSoft Technologies is based in India and has managed to fairly meet the expectations from an MLM software. Eifasoft Technologies claims EifaSoft MLM to be secure, reliable, user-friendly and Web Based MLM Software to provides easy tracking of customers, various kinds of reports regarding sales, revenue, analytical and pictorial presentation in a genealogical manner of MLM customers. The software has a responsive design so it can be used in any designs without trouble. All the basic utilities like E-Pin generator, E-commerce, SMS and E-Wallet has been integrated with the software. The only major drawback is that the company does not offer a free trial of the software.Alexa Rank: 1,976,2119. IMatrix SoftwareWith an experience of more than two decades in developing MLM software, IMatrix is an American company which has quite an impressive clientele to boast of. The software is packed with the features you would expect from a leading software provider, and allows the user to view their downline in graphical format, determine their current qualifications and current earnings. The software is practically easy to use and visually appealing. This software too can handle multiple currencies, payment options and multiple languages. Members can access their information in real-time anywhere, anytime, from any supported device.Alexa Rank:7,589,45110. AJ Matrix MLM SoftwareAJ Matrix is a PHP based MLM software that is developed by a British based company AJ Matrix. The software has all the features expected of an MLM software. The software accommodates all the MLM business plans in the market and integrates E-Pin Management along with it. There are facilities for customisation of the software as per client’s needs. The company promises their customers 24×7 support over the phone and email. The software can have been equipped to accommodate spillovers automatically and can calculate the bonus and commissions.Alexa Rank: 13,282,170The links to the websites of the top four companies are listed below. Do check them out!1. Infinite MLM Software by IOSS – https://infinitemlmsoftware.com/2.MLM Softworks – http://www.mlmsoftworks.com/3. AIS TECHNOLABS – https://www.aistechnolabs.com/mlm-software/4. Awapal MLM – https://awapal.com/There are MLM software companies mushrooming across the world every day. It is a tough choice, we agree, especially choosing something that can decide the fate of your business. Though there are endless choices in the market, we have managed to pick out some based on the overall functionality and prices as our top priority. Hope this list helps in making your final choice! Cheers to a successful MLM business career.