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The purchase and sale of commercial real estate in Ohio is a complex and often lengthy process. KJK has commercial real estate sale attorneys and commercial real estate purchase attorneys that understand the dynamics and negotiations of commercial real estate transactions.

The dynamics of a real estate transaction can vary depending on factors that include:

  • Local, county and state laws
  • Market trends that affect both pricing and lending
  • Considerations specific to each industry
  • The intended use of the property
  • Methods of financing

Negotiations should always include the attorney for a commercial real estate purchase and the attorney for a commercial real estate sale. Each attorney will be involved in the most heavily negotiated provisions in sale and purchase transactions.

Real Estate Purchase & Sale

Important Information

Letters of Intent and Term Sheets

Once a seller and a purchaser have agreed to enter into a transaction for a property, attorneys representing the seller and the purchaser will draft a term sheet or a letter of intent (LOI). There is no substantive difference between the two documents, and both agreements can take many forms.

The parties may only want to include the most basic term, and other times, parties want extensively detailed preliminary agreements outlining each of the deal terms and provisions. The LOI marks the agreement to basic terms of the transaction, but numerous concepts of the sale remain open to negotiations that will continue through the purchase and sale agreement.

Due Diligence Period

Purchasing a commercial property is a big step for an investor or business. The due diligence period gives the purchaser time to investigate different aspects of the property. The buyer can terminate the purchase agreement during this time period if they find issues they deem unsatisfactory.

A skilled lawyer for a commercial real estate purchase can negotiate the due diligence period’s scope and timing to ensure their client has adequate time to carry out all necessary investigations. The timing and the scope of the due diligence period will depend on the type of real property and the negotiating leverage of all parties involved.

The due diligence should include a thorough review of:

  • Any issues with title and surveys
  • Environmental concerns
  • Use and zoning compliance
  • Leases, service contracts or management agreements
Economic Incentives

KJK’s Economic Development Group has its finger on the pulse of economic incentives to help businesses of every size grow their footprint. Economic incentives are intended to attract and promote business growth in particular areas. Our attorneys for commercial real estate can maximize your access to federal, state and local government-sponsored programs to minimize the costs and increase the capital available for your development project.

Commercial Real Estate Financing

Commercial real estate financing encompasses real estate, banking, finance and securities law and can present a challenge for businesses. An attorney for commercial real estate should be able to help you structure a commercial real estate purchase in a way that is advantageous for your business. KJK’s commercial real estate attorneys have demonstrated a history of success in managing all aspects of commercial real estate finance matters.

Structuring advice, document production, transaction facilitation, project management and post-closing services are available from KJK’s commercial real estate attorneys.

Curing Title Defects

Ohio’s curative statute, Ohio Revised Code Chapter 5301.07 was amended in 2017 and served to streamline real estate transactions in the state. Ohio was once notorious for its twenty-one-year cure period for the resolution of title defects. Title defects can now be cleared efficiently in most cases, and a lawyer for real estate purchases and sales should be able to remedy any title defects found during the title search.

Sale and Leaseback

A sale and leaseback is a transaction in commercial real estate where one party sells a real property and then leases the property back from the new owner. Such deals usually involve a pre-arranged contract and are helpful for businesses that are holding on to an expensive property but are experiencing problems with cash flow or want to expand their business. 

A sale and leaseback agreement may contain a clause that gives the tenant an option to repurchase the property after a set amount of time. Sale leasebacks are beneficial for sellers that need cashflow but wish to stay in their current location. There are also tax advantages to leasing that make sale and leaseback an attractive option.

The sale and leaseback agreement offers an immediate paying tenant that is presumed low risk for the buyer. The associated leases are usually long-term, further mitigating the risks associated with purchasing a commercial property.

Sale and leaseback agreements are frequently combined with credit tenant leases (CLTs). CLTs occur when a large brand with a stellar credit rating establishes a long-term lease on a property as a condition of the property’s purchase.

Timing & Scope:

Due Diligence Period

Purchasing a commercial property is a big step for an investor or business. The due diligence period gives the purchaser time to investigate different aspects of the property. The buyer can terminate the purchase agreement during this time period if they find issues they deem unsatisfactory.

A skilled lawyer for a commercial real estate purchase can negotiate the due diligence period’s scope and timing to ensure their client has adequate time to carry out all necessary investigations. The timing and the scope of the due diligence period will depend on the type of real property and the negotiating leverage of all parties involved.

The due diligence should include a thorough review of: 

  • Any issues with title and surveys
  • Environmental concerns
  • Use and zoning compliance
  • Leases, service contracts or management agreements

Navigating Challenges:

Legal Issues Encountered in Commercial Real Estate Sales and Purchases

Commercial real estate attorneys are familiar with the common legal issues that arise in selling and purchasing commercial property. KJK’s commercial real estate team takes pride in managing the purchase and sale of commercial property along with the typical issues encountered to help ensure smooth real estate transactions without any surprises for our clients.

Trust Our Knowledge:

Zoning & Variance Land Use

In purchasing a commercial property, it is crucial that the buyer understand the zoning laws that will impact your ability to use the property for its intended purpose. KJK’s commercial real estate attorneys have a thorough understanding of zoning laws and practices.

Local zoning codes can regulate:
  • Building dimensions
  • The type of use including residential, industrial or commercial
  • Noise and light restrictions
  • Traffic restrictions
  • Setback requirements

Obtaining a variance is necessary if your intended use of the property does not conform to the zoning laws. Obtaining such a variance requires skill, knowledge and familiarity with the process in Ohio. If a variance is necessary, our team will present a compelling case before the appropriate boards or councils.

We’re Here for you:

Talk with a Real Estate Attorney

The purchase or sale of real estate is often some of the largest transactions that businesses undertake. Contact a real estate attorney today to discuss your current or prospective property.

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