THE TOP TEN POINTS TO WATCH FOR IN COMMERCIAL REAL ESTATE CONTRACTS Point #4 “What’s the Purchase Price and How Is It Paid?”

Almost as important as “when do we close?” in a commercial real estate transaction is the question “how much will I be paid and how?”  Answering that question requires that the purchase price and terms of payment be clear. The case of Therrien v. Larkins[1] graphically illustrates the problems that arise from purchase price ambiguity,… Read more

THE TOP TEN POINTS TO WATCH FOR IN COMMERCIAL REAL ESTATE CONTRACTS: Point #3 – What’s the property and how good is its title?

What’s the property and how good is its title? Today’s topic can be reduced to a very simple question: as a real estate purchaser/investor, how do I get all of the property I’m paying for, with no unpleasant investment surprises?  The question from the seller’s side of the table is similar – how do I… Read more

THE TOP TEN POINTS TO WATCH FOR IN COMMERCIAL REAL ESTATE CONTRACTS: Point #2 – When do we close?

When Do We Close? In today’s post we turn to Question #2 – “When do we close?.”   “Closing” is the focal point of any commercial transaction, with good reason.  It’s the date that the purchase price is paid to the seller, title to the property passes to the buyer, and all of the documents necessary… Read more

THE TOP TEN POINTS TO WATCH FOR IN COMMERCIAL REAL ESTATE CONTRACTS: Point #1 (cont’d) – Will the party that comes to closing be the same as the party that signed the contract?

“Will the party that comes to closing be the same as the party that signed the contract?” Now for a look at the second part of Question #1 (click here for first part).  Let’s begin with a basic principle of Florida contract law: a contract for sale of real estate that does not forbid assignment… Read more

The Top Ten Points to Watch for in Commercial Real Estate Contracts: Point #1 – Who are the parties?

With today’s post we begin a new series on important points to watch in commercial real estate purchase and sale agreements.  Admittedly, “top ten” countdowns are a little arbitrary, but when our clients send us contracts to review for their interest, whether as buyers or seller, the subjects on this list are always at the… Read more

Recent Florida District Court Case Underscores Value of Title Insurance (and Recording Savvy) in Real Estate Transactions

The recent Florida case of Mayfield v. First City Bank of Florida[1] contains an instructive look at what can happen when the usual mechanics of recording deeds and mortgages in a real estate transaction break down.  Several important lessons emerge from the case. The facts concerned what began as a very typical residential real estate… Read more

The High Costs of Extension and Reform of the National Flood Insurance Program

On July 6, 2012, President Obama signed the Biggert-Waters Flood Insurance Reform Act of 2012 (“Act”) into law[1].  The Act embodies the much-anticipated extension and reform of the National Flood Insurance Program of 1968 (“NFIP”). The Act extends the NFIP from August 1, 2012 to September 30, 2017 and provides much-needed certainty to more than… Read more

STILL No Duty to Disclose Material Adverse Conditions in Florida Commercial Real Estate Transactions (and Other Fraud Fundamentals)

The recent case of Thomas J. Duggan, LLC v. Peacock Point, LLC,[i] reminds us of several important principles of the law of fraud and misrepresentation in Florida, as applied to commercial real estate transactions.  First, not every false statement concerning a material fact about real property made by a seller to a buyer gives rise… Read more

The “Third Party Defense” to Petroleum Clean-Up Liability Under Florida Law Is Eliminated by Buyer’s Knowledge of Pre-Existing Contamination

The “Third Party Defense” to Petroleum Clean-Up Liability Under Florida Law Is Eliminated by Buyer’s Knowledge of Pre-Existing Contamination A recent decision of the Florida 1st District Court of Appeal has held[1] that a landowner who purchased commercial property with known existing underground petroleum contamination failed to qualify for both the so-called “Innocent Purchaser Defense”… Read more