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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Real Property - Transactions

Date & Time
  • event Date

    Thursday, June 1, 2023

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE course will explore the inner workings of ground leases. The panel will discuss various issues related to key negotiated provisions, financing, monetary vs. non-monetary breaches, how additional rents are determined, and how leases are sold and transferred, and default issues.

Faculty

Douglas M. Bregman
Partner
Bregman Berbert Schwartz & Gilday, LLC

Mr. Bregman has maintained a general civil law practice for over 35 years focusing on transactional real estate and business representation; mediation and arbitration; civil litigation; and receiverships, trusts and estates. Mr. Bregman's areas of concentration include: commercial real estate purchase and sale agreement preparation, negotiation, due diligence and settlement; commercial lease drafting and negotiation; civil litigation; business representation; and transit-oriented development negotiation and documentation. Mr. Bregman is an adjunct professor at Georgetown University Law Center and Columbia Law School.

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Lisa M. Zana
Partner
Shipman & Goodwin LLP

Ms. Zana’s commercial real estate clients are situated throughout the U.S. with a focus on New York’s tri-state area, and include private developers, public companies, institutional owners, banks, and lessees of millions of square feet of real estate across the country in the luxury residential, mixed-use, retail, commercial office, data centers and colocation facilities, hotel and hospitality, healthcare and higher education industries. Her specific experience and areas of focus include: representing public and private companies that use millions of square feet of real estate, in negotiating build-to-suit and credit-tenant office leases, development agreements and state tax incentive agreements; acquiring, selling, financing and leasing data centers and colocation facilities; negotiating ground leases; negotiating retail leases on behalf of developers and the end retail users; arranging for and negotiating debt and equity financing; and negotiating corporate- and property-level acquisitions and sales.

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Description

Ground landlords and tenants typically negotiate several key provisions: the rights and responsibilities of the parties, due diligence, assignment rights, the use provision, the rent structure, events that can lead to additional tenant payments, condemnation, insurance issues, and default.

Of significant importance are the provisions related to financing. The ground tenant needs to make sure that nothing in the lease limits its ability to arrange for financing, including construction financing if applicable. The ground landlord is concerned about its rights to take back the property or be made whole in the event of the tenant defaults under the lease or any mortgage financing. The lender has its own concerns.

Monetary and non-monetary defaults of a ground lease can create unique challenges depending on the defaulting party, potentially leaving the property unproductive for years, while litigation progresses. The parties can ameliorate some of these concerns by negotiating certain protections for themselves in the lease.

Finally, considering the long-term aspect of a ground lease and the significant investment into the building placed upon the land, practitioners must understand how to structure the rent and address the potential for capital events.

Listen as our expert panel discusses best practices for negotiating ground leases and how to manage the most common issues for all stakeholders when considering a ground lease.

Outline

  1. Introduction to ground leases
  2. What are the key negotiated terms
    1. Term/extensions/early termination rights
    2. Due diligence
    3. Assignment and subletting
    4. Use
  3. Rent and capital events
  4. Financing issues
  5. Ground lessor defaults
  6. Ground lessee defaults

Benefits

The panel will review these and other important issues:

  • How can landlord's counsel secure a client's fee interest and ensure oversight of replacement tenants when a ground lessee defaults on its mortgage?
  • What protections should the tenant's counsel seek in the ground lease if the landlord/owner defaults?
  • How are monetary vs. non-monetary (failure to build improvements) handled in a ground lease?
  • How best can additional rent be determined in ground leases as it relates to defaults?