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Real Estate

Commercial Property Acquisition

The broker has a signed letter of intent and wants a contract out this week. In a commercial property acquisition, most of the buyer's protection has to be negotiated into that contract before the deposit becomes non-refundable.

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01 GUIDE

Commercial Property Acquisition: what usually happens

The contract carries the protection

New York generally leaves buyers to investigate a property for themselves, and sellers in commercial deals are usually not required to volunteer problems. That makes the purchase contract the main source of protection. Buyers typically negotiate a due diligence period with a right to terminate, conditions tied to title and financing, and representations from the seller about leases, environmental matters, and litigation. Sellers push for 'as is' language and short survival of any representations they give. The deposit is commonly held in escrow, and the contract decides when it is at risk, so the timeline in the contract deserves as much attention as the price.

Diligence beyond the walls

A title search and survey show who owns what, where the boundaries lie, and what easements, liens, or restrictions affect the property. Zoning review confirms whether the current or planned use is permitted and whether the certificate of occupancy matches what is actually on the ground. Environmental assessments, usually starting with a Phase I report, are standard where past uses could have left contamination, and they matter for both liability and lender approval. For income property, the leases, rent rolls, and tenant estoppel certificates show whether the income the seller described is real. Building violations and open permits in New York City can also follow the property to the new owner.

Structuring the purchase and closing

Many buyers take title through a new LLC or other entity, and that choice affects liability, financing, and any later sale or transfer. Lenders will have their own requirements for the entity, the insurance, and the property itself. Transfer taxes apply at the state level and, for property in New York City, at the city level as well, and they belong in the budget from the start. Early on we go over the letter of intent, the property type, your financing plan, and your schedule, and identify which diligence items should begin immediately because they take the longest to complete.

02 ATTORNEYS

Who you would be working with

Attorneys at our New York and Washington, D.C. offices handle matters like this one.

03 CASE RESULTS

Matters we have handled

Prior results do not guarantee a similar outcome.

05 HOW WE WORK

Client-centered service across jurisdictions

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We deliver coordinated and effective legal services to our clients, utilizing our extensive legal resources and experienced attorneys in our well-integrated global network. Through our Washington D.C. and New York offices, together with our alliance

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Our attorneys are experienced in both domestic and international matters and, with fluency in various languages, provide clear and consistent communication at every stage of your legal process.

Client-Centered Approach

Client service lies at the heart of our operations. From the initial consultation, we prioritize understanding your situation, listening to your goals, and providing regular updates and strategies tailored to your individual case.

Multidisciplinary & Efficient Solutions

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06 OFFICES

Where we meet clients

Consultations are available in person or remotely.

New York

285 Fulton Street, New York, NY 10007
(855) 529-7557

Washington, D.C.

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(855) 529-7557

Los Angeles

1901 Avenue of the Stars, Suite 820, Los Angeles, CA 90067
(424) 561-7557

Attorney Advertising. This page is general information about commercial property acquisition and is not legal advice. Reading it does not create an attorney-client relationship. Outcomes depend on the facts of each matter, and prior results do not guarantee a similar outcome. Laws differ by state and change over time.