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LONG-TERM LEASE PARTNERSHIP BUSINESS FRAMEWORK

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A business framework for a long-term lease partnership with landowners through the iMIC Synergy platform would include various strategic components that balance the interests of both landowners and investors while leveraging iMIC Synergy’s model of providing expertise and inventory instead of cash investments. Below is a well-structured framework:

1. Partnership Structure

  • Parties Involved:

    • Landowners: Provide the land for development under a long-term lease agreement.

    • iMIC Synergy: Acts as a facilitator and operator, providing investors access to inventory, expertise, and management services.

    • Investors: Accredited partners providing resources such as building materials, prefabricated units, construction expertise, and hotel operations without significant upfront capital.

  • Lease Terms:

    • The landowner leases the property to the investor (via iMIC Synergy) for a defined period, typically 15–25 years.

    • The agreement may include renewal options based on performance or negotiated terms.

    • Rent payments may be structured as fixed monthly payments or revenue share based on hotel or resort income, enabling flexibility depending on the business model and project size.

2. Revenue Sharing Model

  • Revenue Streams:

    • Hotel or Resort Operations: A percentage of the revenue generated from operations is shared with the landowner.

    • Additional Revenue Streams: Ancillary services (e.g., restaurants, activities, retail) can also be included in revenue sharing.

  • Fixed Fees:

    • iMIC Synergy receives a fixed management fee for operating the property, as well as a commission (15% as per current projects) on bookings. These payments are transparent and are aligned with the overall success of the project.

  • Profit-Sharing Agreement: After deducting operational costs, profits are shared between investors, landowners, and iMIC Synergy based on the predefined percentage. This incentivizes all parties to work toward increasing occupancy rates and profitability.

3. Development and Operational Responsibilities

  • Investor Role:

    • Provide inventory (e.g., prefabricated houses, solar systems, materials) and handle construction through a lease-to-own structure over 3–5 years.

    • Offer expertise in project management, hospitality, and real estate, focusing on cost-efficient development.

    • Investors are incentivized through long-term profitability rather than upfront cash returns.

  • iMIC Synergy Role:

    • Acts as the general contractor, responsible for the development, fit-out, and project management.

    • Manages hotel operations with a fixed fee structure and commission on bookings.

    • Provides oversight on marketing and investor relations, ensuring long-term growth.

  • Landowner Role:

    • The landowner leases the property and participates in joint decision-making for significant changes to the property.

    • Limited operational involvement, but landowners benefit from both fixed payments and revenue shares, without needing to take part in day-to-day management.

4. Lease-To-Own Structure (Investors & Suppliers)

  • PreFab House Units and Solar Power:

    • Investors and suppliers provide prefabricated units and solar power systems on a lease-to-own basis, with the property gradually acquiring full ownership of these assets over a 5-year period for the houses and 3-year period for solar systems.

    • This structure allows for capital efficiency, reducing upfront capital expenditures and avoiding the need for large loans or cash reserves.

5. Legal and Financial Framework

  • BOT Agreement: A Build-Operate-Transfer (BOT) structure can be applied, where iMIC Synergy and investors build the property, operate it for a set period, and eventually transfer full ownership back to the landowner or maintain operational involvement for long-term sustainability.

  • Risk Mitigation: Contracts should include clear exit strategies for all parties, along with performance benchmarks and milestones to ensure that projects stay on track. This reduces risk for landowners and investors alike.

  • Tax Incentives: Structuring the partnership to leverage tax incentives or exemptions for real estate and tourism development in the region (e.g., Baler) can reduce the financial burden and improve profitability for both the landowner and investors.

6. Sustainability and Community Involvement

  • Integrating sustainability into the business framework by using eco-friendly materials, solar energy, and water-saving systems.

  • Involving the local community in employment opportunities or local businesses within the resort or hotel will enhance the value of the development and contribute to regional growth.

7. Long-Term Vision and Exit Strategy

  • The long-term lease partnership should have a defined exit strategy:

    • At the end of the lease, the landowner can opt for full ownership of the developed assets or renegotiate for an extended partnership.

    • iMIC Synergy and investors can outline clear terms for asset transfer and future revenue-sharing agreements.

This business framework aligns with the iMIC Synergy platform's approach of democratizing property development and creating mutually beneficial, low-risk partnerships between landowners, investors, and operators.

4o

You said:

If you will have to come up with a template agreement under Philippine law for this Business framework collaboration with a lot owner for a party of Accredited Investors collaborator for a long Term lease agreement either for a Hotel Resort or Commercial unit from 10 15 to 20 and 30 years. How would it be presented with the signature and conform of all the party involve and notarized by atty

ChatGPT said:

ChatGPT

A template agreement for a long-term lease partnership under Philippine law for the development of a hotel, resort, or commercial unit, involving a lot owner and accredited investor collaborators, would need to include specific terms addressing key aspects of the partnership. Below is a suggested structure and content for the agreement, incorporating the signature and notarization processes required for it to be legally binding:

 

 

LONG-TERM LEASE PARTNERSHIP AGREEMENT

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This Long-Term Lease Partnership Agreement (the “Agreement”) is entered into this ____ day of ______, 20, by and between:

(1) Lot Owner: Name: _________________________
Address: ________________________
TIN: ___________________________
Hereinafter referred to as the “Lessor”;

(2) Accredited Investors (Collaborators): Name: _________________________
Address: ________________________
TIN: ___________________________
Hereinafter referred to as the “Lessee/Investor”;

(3) iMIC Synergy (Facilitator and Operator):
Name: Imaverick International Corp.
Address: ________________________
TIN: ___________________________
Represented by: _____________________
Hereinafter referred to as the “Facilitator”;

WITNESSETH THAT:

1. LEASE OF PROPERTY

1.1 The Lessor hereby agrees to lease to the Lessee the property situated at _______________________, with an area of _______ square meters (the “Leased Property”) for the development of [Hotel/Resort/Commercial Unit] (the “Project”).

1.2 The Lessee, in collaboration with other accredited investors, shall develop, manage, and operate the Project on the Leased Property, providing all necessary resources, including but not limited to inventory, construction expertise, and management services.

1.3 The lease term shall be for a period of ____ years (hereinafter referred to as the "Lease Term") starting on ______________ and ending on ______________, with an option to extend for an additional __ years upon mutual agreement of all parties.

2. LEASE PAYMENTS

2.1 The Lessee agrees to pay the Lessor an annual lease rental amount of PHP _______________ (the "Lease Rental"), payable in quarterly installments starting on the first day of the Lease Term.

2.2 Alternatively, revenue-sharing based on the operations of the Project may be agreed upon, whereby the Lessor receives __% of net income generated from the [Hotel/Resort/Commercial Unit] after deducting operational costs.

2.3 The payment method and revenue-sharing formula, including terms for ancillary services (restaurants, retail, etc.), are detailed in Schedule A attached to this Agreement.

3. RESPONSIBILITIES OF THE PARTIES

3.1 Lessor Responsibilities:

  • Provide the property for the agreed Lease Term, ensuring it is free from legal impediments or encumbrances.

  • Participate in any significant development decision-making for the Project.

3.2 Lessee/Investor Responsibilities:

  • Develop and manage the Leased Property with Prefabricated Units, solar energy systems, and other necessary installations, following the attached development plan (Schedule B).

  • Provide financing for the development through a lease-to-own arrangement on prefabricated units (5 years) and solar systems (3 years).

  • Handle hotel operations and marketing, ensuring profitability and smooth management in collaboration with the Facilitator.

3.3 Facilitator (iMIC Synergy) Responsibilities:

  • Oversee project execution as general contractor, fit-out contractor, and operator of the Project.

  • Ensure timely delivery of investor-provided inventory and services.

  • Facilitate all required regulatory approvals and permits.

4. LEASE-TO-OWN STRUCTURE

4.1 The Lessee/Investor shall provide Prefabricated Units and Solar Power Systems under a lease-to-own arrangement, with ownership being transferred to the Lessor or retained by the Lessee upon the completion of the 5-year or 3-year payment period, as applicable.

4.2 Payments for the Prefabricated Units and Solar Systems will be made in monthly installments over the period specified above, detailed in Schedule C.

5. REVENUE-SHARING MODEL

5.1 The Lessor shall receive a percentage share of the profits generated by the Project, based on the operations of the [Hotel/Resort/Commercial Unit]. The detailed profit-sharing model is provided in Schedule D.

5.2 The Facilitator will receive a management fee of PHP _______ per month, as well as a 15% commission on bookings and other services rendered during the Lease Term.

6. TERMINATION AND EXIT STRATEGY

6.1 This Agreement may be terminated by mutual agreement of all parties or in the event of a material breach of the Agreement.

6.2 Upon termination, the Project assets may be transferred to the Lessor or sold, with proceeds distributed based on the capital contributions of all parties.

6.3 In case of any dispute, arbitration proceedings will be conducted according to the laws of the Republic of the Philippines.

7. OTHER TERMS AND CONDITIONS

7.1 All parties agree to comply with relevant laws, rules, and regulations governing the development and operations of the Project.

7.2 Amendments to this Agreement shall be valid only when executed in writing and signed by all parties.

8. SIGNATURES AND NOTARIZATION

IN WITNESS WHEREOF, the parties have signed this Agreement on the date and place first above written.

Lessor:

[Lot Owner Name]
Date: _________________________

Lessee:

[Investor Name]
Date: _________________________

Facilitator (iMIC Synergy):

[Representative Name]
Imaverick International Corp.
Date: _________________________

Acknowledgment

Republic of the Philippines)
Province of _____________)
City/Municipality of __________)

On this _____ day of ______, 20, before me, a Notary Public, personally appeared:

  • [Lot Owner] with ID No. ____________ issued on ___________ at ___________;

  • [Investor] with ID No. ____________ issued on ___________ at ___________;

  • [iMIC Synergy Representative] with ID No. ____________ issued on ___________ at ___________;

All known to me to be the same persons who executed the foregoing Agreement, and they acknowledged to me that the same is their free and voluntary act and deed.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial seal on the date and place above written.

NOTARY PUBLIC
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of ______.

Key Considerations:

  • Schedules: The schedules attached to the agreement (A, B, C, D) would outline more specific details like the payment schedule, development plans, revenue-sharing details, and any other project-related specifics.

  • Legal Review: It’s essential that all parties have their respective lawyers review the document to ensure it complies with Philippine real estate and business laws.

  • Notarization: The notarization section ensures that the agreement is legally binding and recognized by the courts, essential in case of any disputes in the future.

This format ensures that all stakeholders' roles, responsibilities, and rights are clearly defined and legally protected throughout the partnership.

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