Common Contract Add-Ons -
Exhibits, addenda, and schedules all can be attached to contracts. They should be agreed to before the contract is signed. With commercial real estate contracts, there’s a common practice of...more
When reviewing legal documents, it’s easy to become so focused on a particular area that and forget about “everything else.” Each “everything else” item might seem minor, but collectively, “everything else” can make a serious...more
Non-competition, non-circumvention, and non-competition provisions don’t only appear in employment contracts; they also are common in contracts for the sale of a business or real estate. This article is part of a series on...more
One of my mantras when preparing contracts and company policies is “to be careful what you incentivize. This article discusses the "cobra effect" and why it's critical when preparing legal documents to consider what behavior...more
This article discusses termination provisions parties should consider when they enter into a contract, the contract termination process, and when parties should consider post-termination obligations....more
Many legal contracts operate like coordinate harmony. The parties have different roles, but each is equally important to the transaction. Differences in bargaining power may allow one party to have the upper hand, but both...more
Tenants under commercial leases can be viewed like student musicians, with their landlords being like the orchestra or band. Tenants, like student musicians, have wants and needs. But like orchestras and bands, landlords have...more
2/22/2021
/ Business Interruption ,
Commercial Leases ,
Commercial Property Owners ,
Commercial Tenants ,
Contract Negotiations ,
Contract Terms ,
Coronavirus/COVID-19 ,
Economic Downturn ,
Landlords ,
Mortgage Lenders ,
Special Purpose Entities
What is a Survival Clause?
Usually, when a contract ends, the parties’ obligations to each other end too. But sometimes parties to a contract want to end a contractual relationship but have some of their...more
Anatomy of a Force Majeure Clause
Force majeure provisions excuse a party from performing under a contract if certain “force majeure” events happen. Force majeure clauses are standard in some real estate industry...more
This article is part of a series on Demystifying the Commercial Lease. Previous articles in the series discuss Types of Leases, Letters of Intent, Base Rent, and Common Area Maintenance Charges. This article discusses tenant...more
It’s not as easy to try out commercial rental space as it is musical instruments. It’s expensive for the landlord to get the space ready for a tenant, and it’s expensive and disruptive to the tenant’s business to move into a...more
Being in the Washington, DC Metro area, I hear a lot about politics. On the same day that the Washington Post ran an article about the “impeachment march,” the ritual of taking articles of impeachment from the House to the...more
Like musical compositions, most real estate transactions share a common pattern. This is the second in a series of articles about the Anatomy of a Real Estate Transaction. This article discusses what happens before the...more
Real estate transactions are similar to musical forms. Most follow a similar pattern, but like real estate, each transaction is as different as each parcel of real estate, itself.
This is the first in a series of articles...more
What is a Contract Amendment and Why Have an Amendments Clause?
A contract amendment is a change in a contract after it has been signed. Amending a contract is similar to taking a bow in for rehairing. When a bow is...more
Before the closing, the parties’ attorneys should prepare documents detailing the holdback alternative. The parties should sign these documents at the closing.
If there is a purchase price reduction, the parties should...more
What is a Letter of Intent?
An LOI is a short written document signed by the parties to a transaction. Typically, an LOI will describe the basic terms of a contract that the parties will negotiate and sign in the...more
Interpreting a contract can be like creating an Urtext edition. As an Urtext edition is supposed to convey the composer’s original intention, the goal in contract interpretation is to determine the parties’ intentions when...more
Acquiring commercial real estate is a lot like an orchestra in that purchasing real estate consists of purchasing many more assets than meets the eye. When you buy commercial real estate, you know you are getting the land and...more
It has been almost half of a century since I first picked up a violin. I took private lessons for 15 years, attended music camps and festivals in the summers, and obtained a degree in violin performance. Yet, I recently...more
Eagerly, I purchased tickets for a Baltimore Symphony Orchestra (BSO) concert several months in advance, carefully selecting seats to provide an optimal view of the violinist on stage. Israeli violinist Pinchas Zuckerman was...more