Commercial Real Estate Capability

Acquisitions & Dispositions

The purchase and sale of commercial real estate involves legal work that begins before a letter of intent is signed and extends through post-closing adjustments and obligations. The firm advises buyers and sellers on the structure, documentation, diligence, and closing of single-asset and portfolio transactions across commercial property types.

Acquisitions and dispositions often intersect with financing, entity formation, joint-venture arrangements, and potential Section 1031 exchange considerations. When an exchange is contemplated, this practice coordinates the real estate documents and closing mechanics with the qualified intermediary and tax counsel.

Representation Includes

  • Letters of intent and exclusivity arrangements
  • Purchase and sale agreement negotiation and documentation
  • Title review, survey, and due diligence coordination
  • Financing contingencies and lender coordination
  • Entity formation and acquisition structuring
  • Coordination of transaction documents and closing mechanics with the qualified intermediary and tax counsel in Section 1031 exchanges
  • Easements, covenants, and title exception resolution
  • Post-closing adjustments, holdbacks, and obligations

Transaction Considerations

The legal work in a commercial acquisition or disposition begins before any agreement is signed and extends beyond closing. The firm coordinates the purchase and sale documentation, diligence workstreams, title resolution, and financing requirements across the transaction to maintain closing momentum. This practice represents both buyers and sellers and advises on single-asset, portfolio, and programmatic transaction structures.

Issues That Recur in Acquisition Transactions

  • Title review. The title commitment, exceptions, and endorsements are reviewed and cleared — with objection, cure, and permitted-exception mechanics negotiated in the purchase agreement — so the buyer and its lender take title on acceptable terms.
  • Survey. The ALTA survey is reviewed against the title exceptions and the intended use to confirm boundaries, encroachments, easements, and access before the diligence period ends.
  • Environmental diligence. Phase I (and, where indicated, Phase II) assessments are coordinated, and the purchase agreement allocates environmental risk through representations, indemnities, and any required reliance or remediation provisions.
  • Zoning and land use. Zoning, entitlements, certificates of occupancy, and compliance with land-use restrictions are confirmed for the intended use, including any zoning reports or municipal letters the lender requires.
  • Organizational authority. The formation, good standing, and authority of the buying and selling entities are confirmed, and authorizing resolutions and signature authority are documented for closing.
  • Closing conditions. The conditions to closing — diligence approval, title and survey clearance, estoppels, financing, and required third-party consents — are tracked and satisfied so the transaction closes on schedule.

Contact Snow LLP

To discuss a commercial real estate matter, contact Snow LLP directly.

Contact Snow LLP