Commercial Real Estate Transactions, Leasing and Portfolio Dispositions and Management

Commercial Real Estate Acquisitions and Dispositions, Options and Lease Transactions.
We represent buyers and sellers in the acquisition and disposition of commercial, office, retail, hotel and industrial properties from preparation of options, purchase agreements and related disclosures, escrow instructions and assignments through close of escrow and post closing transactions. We represent landlords and tenants in lease transactions regarding these properties, including ground leases, tenant improvement/work letter agreements, mortgageable lease provisions, subordination and attornments, assignments, subleases, cancellations, terminations, buy-outs, expansions, rights of first offer and rights of first refusal. We negotiate lease guarantees and alternative security deposits including letters of credit. We represent seller/tenants and buyer/landlords in negotiating and drafting ground leases and sale-leaseback transactions.

Real Estate Portfolio Acquisitions, Dispositions and Management.
With Earle Goodman's experience as General Counsel and General Partner of a limited partnership with a portfolio of over 800 properties, we have a specific focus representing portfolio owners in the sale or other disposition of their real estate portfolio inventory by individual property sales, by bulk package asset dispositions and by the sale or merger of the company itself as an alternative to the sale of its real estate properties. We represent buyers acquiring real estate portfolios by direct asset purchases and by acquisition of or merger with the LLC owning the portfolio. We provide ongoing legal management to portfolio companies.

Multi-Family Residential Real Estate.
Our multi-family residential real estate practice involves representing buyers and sellers of buildings and structures that contain multiple separate family dwelling units, including apartment buildings, duplexes, condominium and townhome buildings and projects planned, under construction or completed.

Letters Of Intent, Non-Disclosure Agreements.
To protect the confidentiality of the identities of parties to residential and commercial real estate transactions and the confidentiality of the information exchanged in the negotiations and thereafter, when appropriate we prepare Mutual Nondisclosure Agreements which can be drafted as a separate contract or combined with binding or non-binding Letters Of Intent.

Tax Deferred 1031 Exchanges, Multi-Property Exchanges.
We represent parties in tax-deferred 1031 exchanges involving residential investment and rental properties and commercial real estate, including reverse and construction exchanges, exchanges with installment sales and LLC swap and drop, drop and swap exchanges. We also represent clients in multi-property exchanges which include the above mentioned real estate and IRC 1245 property.

We Represent International Clients Purchasing and Investing in Luxury Estates, Commercial Property, Privately Owned Businesses.
When persons not U.S. tax residents intend to organize, purchase or invest in a luxury estate, commercial property or U.S. business, including corporations and LLCs, there are various alternative ways they can structure and directly or indirectly own and hold title to the business with pragmatic, gift and estate planning and U.S. income tax issues associated with each method. We counsel international clients on the alternatives and represent them in the purchase or investment transaction and, when applicable, establishing and implementing an LLC or corporation as part of the ownership structure.

Commission and Finder Fee Agreements.
We represent properly licensed real estate brokers and agents and unlicensed finders in connection with contracting for and securing compensation for bringing a buyer, seller, tenant or joint venturer to a real estate transaction or arranging for real estate financing. This includes receiving compensation at the close of escrow or at the back end of the project.

Oil, Gas and Mineral Interests.
Many landowners wish to retain oil, gas and mineral interests in a property when it is sold or separate the mineral estate from the surface estate for economic reasons. We have prepared many deeds for the conveyance of mineral estates for the purpose of separating mineral estates from surface estates and we often deed those mineral interests to a newly formed separate LLC owned by the same parties in the same percentage interests as they own the surface estate. This separates the mineral estate into a separate parcel which is then retained by the seller/grantor when the surface estate is sold. Alternatively, when the surface estate is sold or otherwise conveyed, we include in the conveyance deed a reservation of the mineral estate in the seller/grantor. This also separates the two estates with the mineral estate remaining with the seller/grantor.