BarbriSFCourseDetails
  1. keyboard_arrow_leftBack
BarbriPdBannerMessage

Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

  • work Practice Area

    Real Property - Transactions

Date & Time
  • event Date

    Tuesday, June 18, 2019

  • schedule Time

    1:00 PM E.T.

  • timer Program Length

    90 minutes

Credit Information

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


  • Live Online


    On Demand

$347.00

This course is $0 with these passes:

CLE
ALL

This CLE course will discuss the critical legal issues in the purchase and sale of restaurants.

Faculty

Donald M. Bernstein
Co-Founder and Managing Member
Bernstein Redo, PC

Mr. Bernstein, with over 30 years of experience, is one of the most recognized and respected names in New York in the hospitality-law field. He represents restaurant and bar owners in the purchase and sale of their retail business, drafting and negotiating store leases, preparing consulting and management agreements, and has particular expertise in the licensing of private members clubs such as Soho House. Mr. Bernstein also counsels clients on liquor licensing, having filed hundreds of liquor license applications for hotels and restaurants and appearing before the New York State Liquor Authority and the local community boards regularly.

expand_circle_down Expand to View Full Bio expand_circle_up Collapse Bio
Robin Zeidel
Founder
Zeidel & Associates, PC

Ms. Zeidel’s focus on all sectors of commercial real estate and hospitality, including hotels, restaurants, and bars. She is retained by national, regional, and local companies to handle development, sales, acquisitions, and leasing deals, as well as agreements with architecture firms, construction companies, and other vendors. Ms. Zeidel also regularly crafts and negotiates hotel management, franchise, and branding agreements, as well as operating agreements for food and beverage, spas, and other hotel amenities. Prior to establishing the firm, Ms. Zeidel served as Assistant General Counsel at Fortune 500 global hospitality company Starwood Hotels & Resorts Worldwide, which was subsequently acquired by Marriott International. At the time, the company owned, managed and franchised more than 1,000 hotels worldwide under the brands Sheraton, Westin, W, St. Regis, The Luxury Collection, Le Méridien, Four Points by Sheraton, Aloft, and Element.

expand_circle_down Expand to View Full Bio expand_circle_up Collapse Bio

Description

Purchasing a restaurant, bar or similar property is fraught with legal issues well beyond real estate matters. Working knowledge of the concerns, standards and customs for addressing those matters is critical to a successful transaction.

The buyer and seller must try to ensure that the purchase and sale agreement provides a sufficient roadmap through the acquisition and disposition process that considers all stakeholders and meets the parties' reasonable expectations.

Considerations include different structures of restaurant purchase and sale transactions, due diligence, lease assignment issues, alternatives for security for the deferred portion of the purchase price, and closing contingencies. Counsel must also contemplate the buyer's ability to secure required licenses and permits (including a liquor license), issues related to the representatives of the buyer and seller, transferee liability or certain obligations and how to protect against liability, and closing issues.

Listen as our authoritative panel discusses unique issues involved in the purchase or sale of a restaurant and practical considerations.

Outline

  1. Nature of the transaction
  2. Pre-contract due diligence
  3. Adjustments to price and security for deferred payments
  4. Contingencies to closing including liquor license contingency
  5. Representations of buyer and seller
  6. Indemnifications
  7. Preparation for and closing

Benefits

The panel will review these and other key issues:

  • Why are seller representations and warranties so critical in the purchase of a restaurant?
  • What are the different ways to structure a restaurant purchase and sale transaction?
  • What are best practices for drafting representations and warranties that protect both buyer and seller?
  • What are the best ways to handle the buyer's ability to secure required licenses and permits (including a liquor license)?
  • What are the unique issues involved in the purchase of a restaurant property to include in the closing contingencies of the purchase and sale agreement?