Why you should attend
As commercial real estate slowly recovers from the recession, practitioners will need a broad skill set to achieve and maintain a viable real estate practice. This program helps practicing attorneys enhance traditional transactional skills, and develop workout and enforcement skills, so that they can help their clients regain their footing more quickly.
What you will learn
- Negotiating purchases and sales, and closing complex commercial transactions, in this environment
- Dealing with more cautious lenders, and finding the right lending balance, including a mock negotiation
- Real estate litigation in a nutshell: a toolkit for transactional lawyers
- Issues in availability of title coverage in a more consolidated title industry
- Property and liability insurance coverage and risk management
- Cutting-edge commercial leasing tips from both landlord and tenant perspectives
- What you and your clients need to know about commercial bankruptcy
Plus
- Greening leases, integrated project delivery construction contracts, and much more practical advice from experienced attorneys in the nation’s leading law firms!
- A discussion of ethical issues facing real estate attorneys
Who should attend
Associates, junior partners, in-house counsel and other professionals handling commercial real estate matters.
Please plan to arrive with enough time to register before the conference begins. A networking breakfast will be available upon your arrival.
Day One: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 12:30 p.m.
9:00 Purchases, Sales and Closing
- Letters of intent
- Special purchaser issues
- Understanding the property
- Entity structuring issues
- Due diligence vs. going hard
- Purchaser contingencies
- Seller perspective
- Tenant estoppel issues
- Limits on surviving obligations
- Entitlements and environmental issues: how they affect the deal
- Closing the deal: staying organized
Steven Wilner
10:30
Networking Break
10:45
Commercial Leasing
- Landlord perspective and goals
- Tenant perspective and goals
- Types of lease forms, what’s negotiable?
- Measuring space: useable vs. rentable/BOMA standards
- The rent components of a lease
- Operating expenses
- Tenant audits
- Who stands behind the landlord? What secures the tenant’s obligations?
- Tenant growth and exit strategies
- Assignment/subletting
- Expansion/contraction/renewal/termination rights
- Green leasing: has it arrived, how are the parties affected?
Jill Hayman, Ronald D. Sernau
12:30
Lunch
Afternoon Session: 1:30 p.m. - 5:00 p.m.
1:30
Mortgage Financing
- The loan application/commitment, role of lawyer
- Borrower hot buttons
- Permitted transfers
- Control of lender discretion
- Future lender administrative fees
- Loan documentation structures
- What’s negotiable?
- Securitized loans/CMBS restrictions
- Special purpose entities/non-consolidation opinions
- Liquidity for borrowers – defeasance, partial releases
- Specialized types of financing:
- Leasehold
- Purchase money
- Mezzanine
- Includes mock negotiation
Donald Frey, Steven G. Horowitz, Elliot L. Hurwitz
3:15
Networking Break
3:30
Restructurings and Workouts
- How the client’s goals determine appropriate strategy
- Pre-workout agreements, forbearance agreements
- Common deal terms in mortgage loan workouts
- Deeds in lieu: fraudulent transfer issues
- Cash flow mortgages; expedited sales of collateral
- Changes in property manager
- Lockboxes: how they work
- Current property valuation/appraisals: their importance
- Mezzanine loan issues/enforcement
Jeffrey J. Temple, Brad Wildauer
5:00
Adjourn
Day Two: 9:00 a.m. - 5:00 p.m.
Morning Session: 9:00 a.m. - 1:00 p.m.
9:00
Real Estate Litigation: A Toolkit for Transactional Lawyers
- Pre-litigation strategy
- Litigating landlord/tenant, mortgage loan, and other real estate disputes
- Finding the right forum; forum selection clauses
- Similarities/differences from other litigation; special REIT considerations
- Pre-litigation issues for attorneys – mortgages
- Examination of title
- Existence of defaults
- Default/acceleration notices
- Post-acceleration practical tips
- Pre-litigation issues for attorneys – landlord/tenant – ADR versus litigation
- Acceptance of rent/waiver of default
- Predicting outcomes/providing guidance to clients
- The discovery process
- Production
- Privilege
- Protective orders
- Spoliation
- Role of the transactional attorney in resolving real estate disputes
- Tips to preserve and improve the attorney/client relationship during litigation
Mitchell D. Haddad, Menachem J. Kastner
10:15
Networking Break
10:30
Property/Liability Insurance and Risk Management
- Standard types of property insurance coverage
- Special coverage issues and concerns
- Certificates of insurance: do the ACCORD forms provide any rights to the holder?
- Additional insured vs. named insured
- Claims processing – what should the insured parties reasonably expect?
CHI & NYC: Philipp J. Bischoff
11:45
Title Insurance
- Traditional role of title insurance
- Overview of 2006 policy forms
- Changing landscape
- Creditor’s rights coverage: why isn’t it available
- Mechanics’ lien coverage: a (not so) brave new world
- Survey coverage and the new 2011 ALTA survey standards
- Endorsements for loan modifications/restructurings
Frank Carroll, Elliot L. Hurwitz
1:00
Lunch
Afternoon Session: 2:00 p.m. - 5:00 p.m.
2:00
Construction Contracts/Escrows/ Lender Issues
- Current forms of general contractor/ subcontractor/architect agreements
- What clauses require changes?
- Identifying and disarming the killer clauses
- Allocating and mitigating risk for the parties in the construction process
- Lender construction financing: issues and concerns
- Integrated project delivery: what is it?
Larry D. Harris
3:30
Networking Break
3:45
Ethical Issues Facing Real Estate Attorneys
- Conflicts of interest
- What conflicts can be waived?
- Use of internal screens
- Duty of confidentiality
- Metadata and other computer pitfalls for the unwary
- A case study showing potential ethical issues in a real estate deal
Devika Kewalramani
4:45
Wrap-Up: Concluding Comments
5:00
Adjourn
Chairperson(s)
Speaker(s)
Donald Frey ~ Senior Finance Counsel, Simon Property Group
Jill Hayman ~ Managing Director, Legal and Compliance, Morgan Stanley
Program Attorney(s)
New York City Seminar Location
PLI New York Center, 810 Seventh Avenue at 53rd Street (21st floor), New York, New York 10019. Message Center, program days only: (212) 824-5733.
New York City Hotel Accommodations
Due to high demand and limited inventory in NYC, we recommend reserving hotel rooms as early as possible.
The New York Hilton & Towers, 1335 Avenue of the Americas, New York, NY 10019. 1 block from PLI Center. Reservations 1-800-HILTONS or, 1-877-NYC-HILT. Please mention that you are booking a room under the Practising Law Institute Corporate rate and the Client File # is N495741. Reservations on line at www.hilton.com and enter the same Client File # in the Corporate ID # field to access Practising Law Institute rates.
The Warwick New York Hotel, 65 West 54th Street New York, NY 10019. 1 block from PLI Center. Reservations 800-223-4099 or, hotel direct 212-247-2700. Please mention that you are booking a room under the Practising Law Institute Corporate rate. Reservations on line at www.warwickhotelny.com Click reservations in menu bar on left. Select desired dates. In 'Special Rates' drop down window select Corporate Rate. In 'Rate Code' enter PLIN. Click search and select desired room type and rate plan. Or, you may email reservation requests to: res.ny@warwickhotels.com
PLI's live programs are approved in all states that require mandatory continuing legal education for attorneys, except Arizona. Please be sure to check with your state for details.
Please check the CLE Calculator above each product description for CLE information specific to your state.
Special Note: In New York, newly admitted attorneys may receive CLE credit only for attendance at "transitional" programs during their first two years of admission to the Bar. Non-traditional course formats such as on-demand web programs or recorded items, are not acceptable for CLE credit. Experienced attorneys may choose to attend and receive CLE credit for either a transitional course or for one geared to experienced attorneys. All product types, including on-demand web programs and recorded items, are approved for experienced attorneys.
Please note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement.
If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.
Credit will be granted only to the individual on record as the purchaser unless alternative arrangements (prearranged groupcast) are made in advance.