Commercial Real Estate Ventures
Our firm is deal counsel to owners, investors, developers, and family offices in commercial real estate: buying and selling property, structuring joint ventures, financing acquisitions, and leasing and managing what they own. Because we also litigate real estate disputes, the agreements we draft are built to hold up when they are tested.
What we handle
- Acquisitions and dispositions: contracts of sale, due diligence, title and survey, and closings
- Joint ventures and operating agreements: capital, distributions, control rights, and exits
- CMBS and structured financings, and the loan documents and guaranties behind them
- Historic tax credit and tax equity transactions
- Commercial leasing for landlords and tenants, including retail, office, and ground leases
- Lease amendments, estoppels, and the day-to-day work of asset management
- Outside and fractional general counsel to family offices and private owners
From deal to dispute
Our transactional work is done alongside lawyers who litigate contract-of-sale, lease, and joint-venture disputes in the New York courts, so clients get agreements written to be enforced, and, if a deal goes wrong, counsel who already knows it.
For family offices and private owners, the firm can serve as outside or fractional general counsel across the life of a holding: acquisition, financing, leasing, asset management, and disposition, with one point of contact for the whole portfolio.
Common questions
What does a fractional general counsel do?
A fractional general counsel acts as a company’s in-house lawyer on a part-time basis: contracts, leases, financings, partner and vendor issues, and coordination of other advisers, without the cost of a full-time hire. For a family office or private owner, it means one lawyer who knows the entire portfolio.
What should a real estate joint venture agreement cover?
At a minimum: capital contributions and what happens if a partner does not fund, how cash is distributed, which decisions require consent, how deadlocks are broken, restrictions on transfers, and the exit, whether a buy-sell, a forced sale, or put and call rights. Most partnership disputes trace back to one of these provisions.
What is different about a CMBS loan?
A CMBS loan is pooled with others and sold to investors. That usually brings non-recourse terms and competitive pricing, but also rigid servicing, limits on prepayment and transfers, and carve-out guaranties that make the borrower’s principals liable for specified acts. The loan documents should be negotiated with those constraints in mind.
How do historic tax credit transactions work?
Federal and New York State historic tax credits are available for the certified rehabilitation of income-producing historic buildings. The credits are typically monetized through an investor partnership or a master-lease structure, and the documents must satisfy both the program rules and the investor’s requirements.
General information, not legal advice. Outcomes depend on the facts of each matter.
Discuss a deal. We offer a courtesy initial consultation.