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    Real Estate

 

  • In-depth experience (both as an attorney and as an architect) with New York City development and zoning issues.

 

  • Oversight of the entire real estate transaction lifecycle from survey and title work, pre-contract to post-closing, structuring and negotiating complex transactions, resolving business disputes, minimizing leasing delays, managing legal and paralegal work, structuring project entities such as corporations, limited liability companies (LLCs), partnerships and joint ventures; provides strategic advice to executives regarding corporate business matters; manages mediation, arbitration, alternate dispute resolution (ADR), claims, collections and outside counsel, including expenses for litigation and retaining consultants and experts; representation in landlord/tenant/subtenant disputes and zoning and planning board hearings; works closely with sales, property management and leasing representatives; monitors and communicates to executives new developments in real estate and construction law; performs due diligence for all real estate transactions and loan originations and compliance with applicable requirements including the Real Estate Settlement Procedures Act (RESPA), Sarbanes-Oxley (SOx), the Consumer Financial Protection Bureau (CFPB) and the Federal Trade Commission (FTC); maintains and distributes legal documents and templates and develops corporate policies and procedures; develops effective lease administration processes to administer related documents such as letters of intent (LOIs), defaults, landlord approvals, co-tenancy checks, lease abstracts and lease audits; experience with government contracting, short sales, Real Estate Owned (REO) services and sales management, title and closing work; provides general legal support for asset management, such as advising on operating covenants and restructuring of underperforming loans; responsible for risk management policies and procedures and insurance coverage matters including the periodic review of all policies for adequate coverage; knowledge of real estate investment trust (REIT) rules and regulations.

 

  • Representation in domestic and international finance transactions, such as working capital lines, letter of credit facilities, acquisition finance, senior secured, mezzanine and subordinated debt transactions, loan workouts and restructurings, socially responsible impact lending, commercial mortgage-backed securities (CMBS), residential mortgage-backed securities (RMBS), construction, condemnation, workouts, foreclosure, restructuring, reorganization, loan sale, receivership and other finance-related transactions.

 

  • Representation for tokenizing, cryptocurrency and blockchain, as applied to real estate financing transactions.

 

  • Leveraged finance experience and other debt finance experience, particularly in the context of mergers and acquisitions.

 

  • Representation in all types of complex acquisitions and dispositions, joint ventures, leasing, financing and franchising for real estate transactions involving facilities such as ambulatory care, hospitality, single-family residential, multi-family residential, co-ops, condos, student housing, renovations, rehabilitations, new construction, condemnation, REIT, retail, strip mall, big box, shopping centers, mixed-use, offices, commercial, restaurants, industrial, warehouse, marine, skilled-nursing, planned communities, assisted-living, senior-housing, hospitals, clinics, community health centers, urgent care facilities, medical research and laboratory facilities, gaming and casinos (both actual and virtual).

 

  • Drafting and negotiating documentation for all types of real estate transactions, such as purchase and sale documents, joint venture agreements with institutional partners, co-invest documents, revolving lines of credit, obtaining new debt or assuming existing loans, leases (residential, commercial, office, industrial, shopping center, strip mall, big box, gross, modified net, triple net, operating, direct, telecommunications and ground), lease amendments, sale-leasebacks, purchase and sale, broker listing – Open, Exclusive Agency, and Exclusive Right to Sell – buyer representation, installment sales, easements, option, variances and licenses, proposals, loan documents, Subordination, Non-disturbance and Attornment letters (SNDAs) and estoppels, various types of loan documents, purchase orders, vendor consent agreements, easements, licenses, joint ventures, confidentiality and non-disclosure agreements (NDAs), brokerage agreements, construction, engineering and A.I.A. contracts, project labor agreements, master service agreements, environmental contracts, software licenses, and agreements for antenna systems, wi-fi networks, telecommunications facilities and towers, special-purpose vehicle (SPV) formation, non-recourse project financings and equity investments, loan servicing, construction loans, senior loans, mezzanine loans, bridge loans, related security and collateral structuring and documentation for credit enhancement (such as full and limited payment guarantees and completion guarantees), credit facilities, debt and bond transactions, facility covenant compliance, accounting and tax engagement letters, bank cash and securities account agreements.

 

  • Assists in the drafting and development of proposals and presentations for real estate development projects.

 

  • General land use experience in affordable housing, brownfields, condemnation, critical habitats, development agreements, discharge permits, eminent domain, endangered species, exactions, federal and state environmental regulations, greenfields, land development, land valuation, landfill, planning, redevelopment subdivisions, use permits, vested rights, water quality, water supply and zoning.

 

  • Consultation regarding general legal issues related to direct and joint venture investments in core, value-add and opportunistic real property investments through various investment strategies involving mezzanine financing, participating debt, commingled funds, separate accounts, publicly-traded or non-publicly traded REITs, private REIT funds, domestically-controlled REITs, total return swap (TRS) agreements, C-blocking corporations, earnings-stripping arrangements, pension-controlled REITs, fractions rule partnerships, real estate operating companies (REOCs), venture capital operating companies (VCOCs), and compliance with the 1974 Employee Retirement Income Security Act (ERISA) Section 406(a) prohibited transactions rules.

 

  • Consultation regarding general legal issues related to institutional and international investors, such as effectively-connected income (ECI), 1980 Foreign Investment in Real Property Tax Act (FIRPTA) and other tax investment and repatriation rules, domestically-controlled REITs, C-blocker corporations and debt, with the objective of mitigating the negative effects of bad REIT income, bad REIT assets, unrelated business taxable income (UBTI), dealer property rules and Internal Revenue Code Section 512 unrelated business taxable income fractions rule, 721 and 1031 exchanges, umbrella partnership real estate investment trust (UPREIT), up-C transactions, interests in an operating partnership (OP Units) and DownREIT, and familiarity with S&P guidelines relating to mortgage-backed securities.

 

  • Representation for zoning board hearings, closings, rental disputes, bankruptcies, loan modifications, foreclosures and foreclosure mitigations, and for Real Estate Settlement Procedures Act (RESPA) and Home Mortgage Disclosure Act (HMDA) issues.

 

  • Performs audits for compliance of corporate policies with various statutes and regulations related to housing, mortgages and consumer lending, including but not limited to the Biggert-Waters Flood Insurance Reform Act, Equal Credit Opportunity Act (ECOA), Fair and Accurate Credit Transactions Act (FACTA), Fair Credit Reporting Act (FCRA), Fair Housing Act (FHA), Homeowner Flood Insurance Affordability Act, U.S. Department of Housing and Urban Development (HUD), such as Section 504, Secure and Fair Enforcement for Mortgage Licensing Act (SAFE Act), Real Estate Settlement Procedures Act (RESPA), Servicemembers Civil Relief Act (SCRA) and the Truth In Lending Act (TILA).

 

  • Reviews, analyzes, revises and administers various issues relating to the organizational structure of borrowing entities (i.e., single asset, single purpose, bankruptcy remote entities).

 

  • Implemented corporate policies and programs for compliance with various privacy and data security regulations.

 

  • Created, implemented, and regularly reviews legal policies and templates for various agreements.

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   Last updated 200721_1727

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