Are you buying, selling, or investing in real property in the State of Florida? Our firm performs real estate transactional work for a number of lenders, builders, developers, investors as well as buyers and sellers. If you are buying or selling any of the following types of properties, we can guide you from the initial letter of intent to the conclusion of the closing. We have assisted buyers and sellers of retail shopping centers, office buildings, hotels, sport facilities, gas stations, marinas, industrial warehouses, multi-family apartment buildings and mixed use projects. We also represent buyers and sellers of single family homes, condominiums, and co-ops.
Services include:
- Review and negotiate contracts.
- Prepare letters of intent.
- Prepare purchase and sale agreements for commercial property transactions and FAR/BAR contracts for residential property transactions.
- Negotiate contract terms.
- Perform title searches, lien searches, open permit searches.
- Review surveys.
- Hold and close escrow.
- Prepare deeds, bill of sales, settlement statements and all legal documents needed to close a transaction.
- Act as title agent.
Are you lending or borrowing money to be secured by real estate? Our firm has represented lenders and borrowers in these types of transactions, not on the same transaction of course. Loan transactions between private parties require the preparation and negotiation of loan documents including promissory notes, mortgages, loan agreements, personal guaranty and UCC Financing Statements. These documents can be complex agreements that require the expertise of an attorney to prepare. Additionally, like traditional bank loans, private loans sometimes require title search and reviews and title insurance. If there are outstanding liens or encumbrances affecting the title of the property which is to secure the loan, an attorney can help facilitate the loan transaction by counseling the client on how to address these issues and then help to close the loan. We provide the following services:
- Review or preparation of letter of intent or term sheet.
- Review or preparation of promissory notes, mortgage, security agreement, loan agreement, personal guaranty, UCC Financing Statement and settlement statement.
- Perform lien and title searches.
- Act title agent and issue mortgagee title insurance policy and endorsements.
After commercial property is put under contract by a buyer, the buyer will have a certain amount of time to conduct an investigation of the property to learn more about the current condition of the property than was initially observable during the physical inspection. The investigation may also include research into whether the property can actually be used for a different type of use. This is commonly referred to as a due diligence period or the inspection period. During this due diligence period, the owner/seller of the property is usually required to provide the buyer with documentation or information about the property. As the buyer’s attorney, we help the buyer obtain all the documentation from the seller and then review the information to advise the buyer as to any issues that might exist that could warrant a termination of the contract or renegotiation of the terms of the transaction. As the seller’s attorney, we help gather the due diligence documentation and deliver it to the buyer’s attorney.
Is your small business about to enter into a long term lease for an office, retail space, or warehouse? Before you sign the lease, you should understand the legal nuances and terms of the lease that may end up costing you a lot more than rent. Landlord operating expenses, maintenance, and insurance costs are expenses that sometimes get overlooked if the tenant is not diligent in asking and negotiating these items. We can review the leases, advise you on such terms and conditions and then negotiate these terms for you as we have done for many clients.
Do you own commercial property that you want to lease to one or more tenants? Do you have the right lease to protect you? We can prepare a lease agreement that protects you and assures that the respective obligations of the landlord and tenant are clearly spelled out. Whether you are leasing out an office, a retail shop, a restaurant, a warehouse, or a kiosk we can prepare a strong lease agreement for the property.
Are you buying or selling a business, or maybe starting a new business? If you are buying a business, you need a contract that addresses many complex issues. For instance are you buying the assets of the business or the business itself, including the legal entity that owns the assets? Are you buying 100% of the business or a percentage interest? Are you entering into a joint venture? Will the seller remain involved as an employee or consultant for a period of time? Will there be a non-compete? We are experienced at evaluating the complex issues associated with both the sale of a business or the purchase of a business and its assets and advising our clients about the risks and nuances of the deal structure and the contract terms. We can advise you regarding the following:
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- Letters of Intent
- Asset purchase or sale
- Corporate Stock, LLC membership interest, partnership interest sale or purchase
- Non-competes
- Consulting agreement
- Earn-out terms
- SBA financing
- Inventory identification and inclusion
- Intellectual Property transfer
- Law suits searches, lien search, judgment search
We enjoy working with startups and entrepreneurs starting new business. Do you need a Florida registered agent for your entity? Do you know what kind of business entity you should use, limited partnership, limited liability company (LLC), C-corporation, S-Corporation? We can explain the benefits and differences among the choice of legal entities you can use and we can prepare the organization documents you will need for each.