Foreign Real Estate Consultants LLC

Company Background Information
Products or services produced:
Tangible asset rating *
What type of project are you planning? *
Please list the motivating factors for this expansion/relocation (i.e., growth, workforce, incentives)
Estimated annual sales: $

New Facility Information
	Describe the particular use for the property (i.e., type of operation).
Are you interested in an existing building? *	Yes No
Are you interested in new construction cost estimates? *	Yes No
Estimated capital investment in facility: $
Estimated investment in equipment/machinery: $
Estimated date facility is to be operational	ex: 04/12/2008

Search Area *


Facility/Site Requirements
Site acreage required:
Facility square footage:
Is there a perceived need for future expansion? *	Yes No
	Additional square feet within years.

How does the company wish to acquire real estate?
	If lease, minimum initial lease term is years , with additional option period of years.
Rental increases to be structured:	Annually based on CPI Fixed increases of percent each year/period Other

Facility Specifics
Square footage of facility:
Ceiling height:
Heat	Yes No
A/C	Yes No
Bay size or column spacing:
Airport access?	Yes No Within:
Rail Service?	Yes No
Rail spur nearby?	Yes No
Rail service door?	Yes No
Truck door?	Yes No Number of doors:
Drive-in door?	Yes No Number of doors:
Sprinklers?	Yes No
	Wet Dry
Number of cranes?	Ton size:
Special ventilation?	Yes No Describe:
Special HV/AC?	Yes No Describe:
Special floors?	Yes No Describe:

Addtional Specifications:

Facility Operations
Number of shifts per day
Number of days per week
Number of weeks per year

Utilities
Are you interested in utility costs for the proposed facility?	Yes No

Water	Well Main Either
Usage
Days per month
Sewer	Septic Main Either
Days per month
Gas	Yes No
Usage - Therms per month
Seasonal usage
Peak demand time
Electric
Volts
Amps
Three phase	Yes No
Demand
Consumption
Load Factor
Peak demand time

Incentives
Please check if you have an interest in the following economic incentives:
I understand this obligation and will respond to the FRC's information request in a timely manner. *	I understand this obligation and will respond to the FRC's information request in a timely manner.

Contact Information
Company: *
Contact Name: *
Business Email: *
Address 1: *
Address 2:
City: *
Zip/Postal Code: *
Phone 1:
Phone 2:
Country: *
Fax:
Preferred Method of Contact:
Number of Employees:
Which language do you prefer to communicate in? *
How did you hear about our services?
Primary Business Model:
	CLIENT LICENSE AGREEMENT This Client License Agreement (collectively the "Agreement") is a legal agreement between Company (Company), and Location Management Services LLC, a Minnesota limited liability company doing business as the FOREIGN REAL ESTATE CONSULTANTS (FRC), as defined below (together the "Parties" and individually a "Party"). BY INDICATING COMPANY ACCEPTANCE BY CLICKING ON THE APPROPRIATE BUTTON BELOW, OR BY REGISTERING WITH THE FOREIGN REAL ESTATE CONSULTANTS, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. SERVICES: FRC will provide Company an evaluation of potential locations that are members of the Foreign Real Estate Consultants, a network of economic development organizations, based on Company's unique location requirements and criteria. This evaluation shall include critical site selection factors and other factors as defined by the Company as being critical to the success of the proposed operation. Company will receive community information for specific areas of interest and FRC will receive a commission as described below, if and when incentives and/or tax credits are received by the Company. To start a site search, Company must complete the Site Search Questionnaire in order to outline specific location requirements and outline of programs and plans. Based on information contained in the Site Search Questionnaire, FRC will create a Request for Proposal (RFP) and assign to the Company a site search number to ensure confidentiality and post the RFP on the FRC Website. FRC will then contact members of the Foreign Real Estate Consultants in the requested search areas. Interested Foreign Real Estate Consultants members that meet Company's site search needs will submit proposals to FRC. FRC will then compile all of the information and create a customized, easy-to-use, easy-to-read report, which includes photographs, topography,utility rates, and labor information, so the Company can compare the advantages of each community and site. FRC site selection professionals will be available for consultation throughout the process to answer any questions Company might have about the report or Company's search. If Company requests incentives information, FRC shall be responsible for identifying financial incentives and tax credits opportunities in the finalist candidate communities. FRC will conduct an evaluation of finalist locations with the goal of identifying available incentive and credit opportunities prior to Company's decision to locate a new facility at a particular location. Upon completion of the evaluation, FRC will provide Company with a memorandum ("Opportunity Evaluation") describing potential incentives and credits, if any, at each location along with information on available real estate opportunities, when requested. Once FRC has provided an Opportunity Evaluation to Company, the Company will decide whether to pursue the opportunity described therein. After Company has made the decision to pursue an opportunity, it will perform negotiation and implementation with respect to such opportunity. FRC will not disclose Company's identity to the governmental or quasi-governmental entity offering such opportunity without written confirmation of Company's desire to proceed with negotiation and implementation. FRC and Company will jointly determine the appropriate negotiation strategies where necessary, including the appropriateness of using Company and/or FRC for various stages of negotiations. FRC, with the requisite support of Company, will prepare all necessary schedules and supporting documentation required to claim financial incentives and tax credits, excluding any and all legal documentation, which shall be Company's responsibility. The Company shall pay a commission equal to fifteen percent (15%) of the total financial benefit package realized by the Company, including financial incentives such as cash paid directly to the Company or cash paid to third parties on behalf of the Company and tax credits. The payment shall be earned and shall become due and payable to FRC by Company at the time of the receipt of an incentive or at the utilization of a tax credit and shall be paid when, and for as long as, the Company receives the financial incentive or tax credit whether or not, and no matter what the degree of involvement, FRC has in the negotiation of the incentives and/or tax credits. Should Company decide not to pursue financial incentives and tax credits after Company has notified FRC of its decision to pursue an opportunity and FRC has begun negotiations with a member of the Foreign Real Estate Consultants with regard to such incentives, Company shall notify FRC of its decision within the shortest time possible of its decision not to go forward. FRC shall charge the Company a fee, calculated at $200 per hour, for each hour of services provided by FRC under this Agreement from the date of FRC's receipt of Company's decision to pursue an opportunity up until the date of receipt by FRC of notice of Company's decision not to pursue an opportunity. This fee will be due and payable on or before thirty (30) days from receipt by FRC of the notice of Company's decision not to pursue an opportunity. Company shall also be responsible for any reasonable out-of-pocket costs or expenses incurred by FRC after FRC's receipt of Company's decision to pursue an opportunity up through the date of receipt by FRC of notice of Company's decision not to pursue an opportunity. All such costs and expenses shall be due and payable on or before 30 days from receipt by FRC of the notice of Company's decision not to pursue an opportunity. If Company specifically requests site or building information by clicking on the appropriate button below, Company agrees to retain FRC to represent its interests in the acquisition, by purchase or leasehold, of properties in connection with a relocation or expansion of its present facilities. FRC shall use its best efforts to secure properties that are satisfactory and Company agrees to refer to FRC all inquiries and offerings received during the term of this agreement. FRC shall be compensated for its services from real estate commissions to be paid by landlords or property owners upon the execution of a lease or upon close of escrow for the purchase of a property. In no event shall Company be responsible for paying FRC all or part of such real estate commissions. The term of such agency shall be coterminous with this Agreement. Company shall continue to recognize FRC as its broker with respect to any prospective properties which FRC has submitted during the term of this Agreement for a period of 180 days after the termination hereof. INFORMATION: FRC shall be entitled to rely on all information, notices of decision, and approvals of Company (and its counsel). Although FRC will endeavor to be alert to any incorrect or missing data and shall apply its normal, customary diligence in this regard, FRC shall nevertheless be entitled to rely on the accuracy and completeness of all information provided to FRC by Company. REPRESENTATIONS AND WARRANTIES OF COMPANY: The Company represents and warrants that: It understands that FRC shall use its best efforts to obtain the financial incentives and/or tax credits referenced herein, but that FRC does not guarantee that any such incentives and/or credit will be available or when they will be available. It understands that Company should seek its own tax advisors or consultants with respect to the deductibility or utilization of tax credits and/or incentives offered by economic development organizations. It understands that FRC will represent members of the Foreign Real Estate Consultants which will be providing the incentives and/or credits and that there may be economic development organizations other than the members of the Foreign Real Estate Consultants that would provide incentives and/or tax credits on more favorable terms or conditions than that provided by members of the Foreign Real Estate Consultants. It understands that FRC may represent other businesses vying for the same incentives and/or credits as Company. It understands that any information that it supplies to FRC regarding its employees shall comply with all relevant employment laws, rules, statutes and codes regarding privacy and consent. It understands that FRC has the right to control and direct the means, manner and method by which the services required by this Agreement will be performed. REPRESENTATIONS AND WARRANTIES OF FRC: In performing its obligations hereunder, FRC may utilize the services of third parties (hereunder "Affiliates") with Company approval. FRC and any Affiliates shall act as independent contractors, and Company shall not be responsible to any third party for any actions taken by FRC, its Affiliates, or any of their employees or agents except as otherwise agreed herein. In their capacities as independent contractors, FRC and any affiliates agree and represent as follows: FRC will furnish all equipment and materials used to provide the services required by this Agreement. The services required by this Agreement shall be performed by FRC, or FRC's staff or Affiliates, and Company shall not be required to hire, supervise or pay any assistants to help FRC. FRC is responsible for paying all ordinary and necessary expenses of its staff and Affiliates. FRC understands that timeliness of performance is important, and therefore, shall devote its resources to the performance of the services required by this Agreement to complete the services as required under each statement of work. Company shall not provide any insurance coverage of any kind for FRC or FRC's staff. At the end of the Term, unless extended, FRC will return to the Company all information in its possession supplied to it by the Company. CONFIDENTIALITY: FRC agrees to keep confidential all information and data which it may discover about Company as a result of the performance of services or the preparation of deliverables (in the identical format) or reports hereunder. FRC shall not disclose such information or data to third parties without Company's prior written consent. Nothing in this Agreement shall prohibit or limit FRC's use or disclosure of information (including, but not limited to, ideas, concepts, know-how, techniques, and methodologies) that is: (A) previously known to it,(B) independently developed by it without use of the Company's Confidential Information, (C) acquired by it from a third party which was not, to FRC's knowledge, under an obligation to the Company not to disclose such information, or (D) which is or becomes publicly available through no breach by FRC of the Agreement. In the event FRC receives a subpoena or other validly issued administrative or judicial process requesting Company's Confidential Information, FRC shall promptly notify Company and tender to it the defense of such demand. Unless the demand shall have been timely limited, quashed or extended, FRC shall thereafter be entitled to comply with such demand to the extent permitted by law. If requested by Company, FRC shall cooperate (at Company's expense) in the defense of a demand. FRC hereby acknowledges and agrees that all of Company's employee applications or other printed data regarding Company's employees shall be and remain the sole property of Company. FRC shall not remove any such application or other printed data from Company's facilities without the consent of Company. EXPENSES: Except as otherwise expressly provided herein, FRC shall be solely responsible for all expenses incurred by FRC in fulfilling its obligations under this Agreement, including all travel costs. TERM: The term of the Agreement will be for one year, provided, however, that the commission referenced in paragraph III.A shall continue for as long as the Company receives financial incentives or tax credits. MISCELLANEOUS PROVISIONS: This Agreement shall be governed by and construed in accordance with the laws of the State of California . Any invalidity, in whole or in part, of any provision of this Agreement shall not affect the validity of any other of its provisions. The parties recognize that claims for incentives or tax credits may be subject to future IRS and/or other governmental review and audit. The decision to protest any audit results relating to any incentive or tax credit realized by the Company pursuant to this Agreement shall be that of Company. In addition, the conduct of any and all proceedings relating to such protest shall be under the sole control of Company with the cooperation of FRC as may be requested by Company from time-to-time. Provided, however, FRC will be compensated at FRC's standard hourly rates and under the terms of this Agreement for said services requested by Company. No amendment, modification or addendum shall be effective unless reduced to a writing signed by duly authorized officers of both parties, which in the case of Company shall be an officer of at least vice president level or higher. No term or provision hereof shall be deemed waived and no breach excused unless such waiver or consent shall be in writing and signed by an authorized officer of the party claimed to have waived or consented. The parties further agree that no representation has been made beyond the duties and responsibilities set out in this Agreement. FRC may, at its option, charge Company a late payment penalty of 1� % per month on all past due amounts. If any party files any action or brings any proceeding against the other arising out of this Agreement, then as between them, the prevailing party shall be entitled to recover, as an element of its cost of suit and not its damages, reasonable attorney's fees and costs to be fixed by the court. In addition to the foregoing award of attorneys' fees and expenses to the prevailing party, the prevailing party in any such action shall be entitled to its attorneys' fees and expenses incurred in any post-judgment proceedings to collect or enforce the judgment. This provision is separate and several and shall survive the merger of this Agreement into any judgment on this Agreement.
	I have read the FRC Client License Agreement (see above)

Products or services produced:
Tangible asset rating *
What type of project are you planning? *
Please list the motivating factors for this expansion/relocation (i.e., growth, workforce, incentives)
Estimated annual sales: $
Describe the particular use for the property (i.e., type of operation).
Are you interested in an existing builiding? *
Are you interested in new construction cost estimates? *
Estimated capital investment in facility: $
Estimated investment in equipment/machinery: $
Estimated date facility is to be operational
Search Area *
Site acreage required:
Facility square footage:
Is there a perceived need for future expansion? *
Additional square feet
within years.
How does the company wish to acquire real estate?
If lease, minimum initial lease term is
with additional option
periods of years.
Rental increases to be structured:
Fixed increases of percent
each year/period
Other
Square footage of facility:
Ceiling height:
Heat
A/C
Bay size or column spacing:
Airport access?
Within:
Rail Service?
Rail spur nearby?
Rail service door?
Truck door?
Number of doors:
Drive-in door?
Number of doors:
Sprinklers?
Wet & Dry
Number of cranes?
Ton size:
Special lighting?
Describe:
Special ventilation?
Describe:
Special HV/AC?
Describe:
Special floors?
Describe:
Addtional Specifications:
Number of shifts per day
Number of days per week
Number of weeks per year
Are you interested in utility costs for the proposed facility?
Water
Usage
Days per month
Sewer
Days per month
Gas
Usage - Therms per month
Seasonal usage
Peak demand time
Electric Volts
Amps
Three phase
Demand
Consumption
Load Factor
Peak demand time
Please check if you have an interest in the following economic incentives:
I understand this obligation and will respond to the FRC's information request in a timely manner. *
Company: *
Contact Name: *
Business Email: *
Address 1: *
Address 2:
City: *
Zip/Postal Code: *
Phone 1:
Phone 2:
Country: *
Fax:
Preferred Method of Contact:
Number of Employees:
Which language do you prefer to communicate in? *
How did you hear about our services?
Primary Business Model:
Client License Agreement
I have read the FRC Client License Agreement (see above) *