Friday, June 29, 2018

What is Third Party Logistics (3PL or TPL)?

third party logistics TPLThird party logistics also known as 3PL  or TPL is when a company uses a third party business to outsource parts of the company’s fulfillment & distribution services, rather than secure their own industrial space for rent.

Third party logistics service providers commonly specialize integrated operations, transportation, and warehousing services that can be customized and scaled to a customers needs. For example when the delivery service requirements & demands for materials and products increase for an Ecommerce business. These 3PL services often go beyond logistics and may include value added services that relate to the procurement and production of goods. For example services integrated in portions of the supply chain. When integration occurs at this level the provider is now called a third party supply chain management provider (aka 3PSCM). 

Who Uses 3PL Services?

3PL services are used by over 80% of all Fortune 500 companies and over 95% of all Fortune 100 companies. Globally the third party logistics market is over $750 billion. In the U.S. the 3PL market is around $150 billion and growing at about 7% per year.

Types of Third Party Logistics Companie

Third party logistics companies can be any company offering and integrating subcontracted logistics & transportation services as well as freight forwarders and courier companies.

  • Standard 3PL – They offer the most basic logistics functions such as warehousing, pick & pack, and distribution
  • Service developer – Offer value add services in addition to basic services such as cross docking, tracking & tracing, packaging, security
  • Customer adapter – Basically takes over a company’s logistic activities however does not create a new service. Customer base is typically small.
  • Customer developer – Highest level of 3PL services. The logistics provider integrates with customer and takes over entire logistic activities.

Should You Hire a 3rd Party Logistics Provider?

There are certain logistics that you can probably do better and cheaper than an external 3PL however it’s beneficial to do a cost vs time analysis to determine what is right for your business. If you have the time, money, personnel, expertise, etc to lease warehouse space then take care of your own logistics. However if your core business is retail or ecommerce and you don’t want the hassle of renting warehouse space, committing to long term lease contracts, hiring and managing people, or having the additional overhead then consider evaluating a third party logistics company.

The nice thing about outsourcing is that if your company ever needs to expand or contract you don’t have to worry about finding more warehouse space. You can simply tell your logistics company that you need more or less space. In most cases when leasing warehouse space you will have to sign a 3 to 5 year lease. 3PL contracts are typically much shorter than that so you have a lot more flexibility and not have to lock in long term commitments. 

 

What is a Tenant Estoppel Certificate in a Commercial Real Estate Lease?

estoppel certificate definitionFrom time to time a commercial real estate property with tenants will be sold or refinanced. During the due diligence phase of the acquisition or during loan underwriting the landlord or lender will send a written request to all the tenants asking for written verification that their lease is in full force and effect and confirming the rent amounts being paid. This written statement is called an estoppel certificate. 

You will typically see estoppel certificate language in the commercial lease contract. This is not typically a negotiable item when negotiating commercial real estate spaces for lease. The property owner’s lender will require it because it provided proof of cash flow, which is what the lender or potential investor (aka purchaser) is concerned with.

From a tenant perspective there is really nothing to worry about. Having it in the lease does not impact you as a tenant. They only time the landlord will ask for this is when the property is being sold or refinanced.

Definition of Estoppel Certificate

By definition an estoppel certificate is a certified written statement signed by a party certifying for another party that certain facts for true. The delivery of this statement stops that party from claiming different facts later on. 

What Will The Estoppel Letter Include?

The tenant estoppel letter will vary. Depends on the landlord and/or landlord’s attorney. However below is the information they will typically need:

  • Lease commencement date
  • Dates that rents are paid
  • Confirmation that there are no defaults by tenant or landlord
  • If there are defaults then info of details and resolutions will be needed
  • Confirmation that the lease has not been modified and in full force and effect
  • If the commercial lease has been modified then need verification of modifications

Example Estoppel Certificate Language

Below is an example of the language you would see in a commercial lease contract regarding estoppel certificates.

Tenant shall from time to time, upon written request by Landlord or Lender, deliver to Landlord or Lender, within ten (10) days after receipt of such request, a statement in writing certifying: (i) that this Lease is unmodified and in full force and effect (or if there have been modifications, identifying such modifications and certifying that the Lease, as modified, is in full force and effect); (ii) the dates to which Rent has been paid; (iii) that Landlord is not in default under any provision of this Lease (or if Landlord is in default, specifying each such default); (iv) the address to which notices to Tenant shall be sent, and (v) such other matters as may be reasonably requested by Landlord; it being understood that any such statement so delivered may be relied upon in connection with any lease, mortgage or transfer. 

Tenant’s failure to deliver such statement within such time shall be conclusive to Tenant that: (i) this Lease is in full force and effect and not modified except as Landlord may represent; (ii) not more than one month’s Rent has been paid in advance; (iii) there are no defaults by Landlord; and (iv) notices to Tenant shall be sent to Tenant’s Address as set forth in Article I of this Lease. Notwithstanding the presumptions of this Article, Tenant shall not be relieved of its obligation to deliver said statement.

Friday, June 22, 2018

Plain Vanilla Shell Condition Meaning in Commercial Real Estate

plain vanilla shellWhen buying or leasing commercial real estate you will often come across a space that is in plain vanilla shell condition. Other terms you may have heard are cold dark shell, warm shell space, grey shell, etc. As you can see it can get kind of confusing and to make it more interesting the definitions differ by market, situation, or whoever owns or is listing the building. The devil is in the details so it’s important that you know HOW the space will be delivered to you.

Ensure that the lease or sales contract clearly states the condition that the owner or landlord is going to deliver the space.

Definition of Shell Condition

The simple definition of shell condition is a commercial building (office, retail, or warehouse space) with an unfinished interior space. All that has been built are 4 walls, a roof, and a concrete floor. You will NOT see any hvac, lighting, ceilings, elevators, plumbing, interior walls, etc.

Because every tenant has specific needs landlords typically like to leave in cold dark shell condition, then offer a tenant improvement allowance to tenants during negotiations which will cover a portion or all of the improvements. This allows each tenant to customize the space to their liking.

Examples of Commercial Spaces in Shell Condition

Warehouse space in cold dark shell condition

warehouse space cold dark shell

retail space in shell condition

retail space shell condition

Retail space cold shell construction

cold shell construction

Office space in shell condition

office space cold dark shell

Office space in plain vanilla shell condition

office space in shell condition