Lease negotiation, purchase and sale, assignment and investment counsel for Florida commercial property.
A single practice covering leasing, purchase and disposition
Commercial real estate decisions rarely stand alone. A lease negotiated today affects the value of a business sold tomorrow; a purchase agreement signed this quarter can determine what an investor visa filing looks like next year. The firm handles these matters as a continuum rather than isolated transactions.
Whether the objective is opening a first location, acquiring an income-producing property, or exiting a long-held lease, the work centers on documents that hold up under the pressure of an actual dispute, sale, or audit, not just on closing the deal.
Leasing: the foundation of most operating businesses
A commercial lease is a long-term financial and operational commitment, often heavier than the cost of the business itself over its term. Reviewing and negotiating the lease before signature is where most risk is controlled.
- Rent structure: base rent, escalations and how the lease allocates operating costs.
- Use and exclusivity: what the tenant may do in the space and whether competitors are excluded from the property.
- Personal guaranties: whether an individual owner stands behind the entity's obligations, and for how long.
- Assignment and subletting: the landlord's consent rights if the business is sold or restructured.
Acquisitions and dispositions
Purchasing or selling commercial property involves a distinct set of documents and timelines: the purchase agreement, the inspection and due diligence period, title and survey review and closing mechanics. Foreign buyers and sellers face additional considerations, including federal withholding rules that apply to dispositions of U.S. real property interests by foreign persons.
Where immigration and real estate intersect
Property acquisitions frequently support E-2, L-1 and EB-5 filings: a purchased or leased premises can be the operating base for a qualifying enterprise. Structuring the purchase agreement, entity ownership and closing timeline with the immigration filing in mind avoids rework later.
How the firm approaches a real estate matter
- 1
Scope
Identify the transaction type, timeline and whether an immigration or exit strategy depends on the property.
- 2
Review
Analyze the lease, letter of intent, or purchase agreement against the client's operational and financial objectives.
- 3
Negotiate
Redline terms with the counterparty's counsel or broker, focusing on the provisions with the greatest downside exposure.
- 4
Close
Coordinate title, survey, estoppel, SNDA and closing documents to signature and recording.
- 5
Maintain
Support amendments, renewals, assignments and disputes that arise over the life of the lease or ownership.
Answers
Frequently asked questions
- What is the difference between a triple-net and a gross lease?
- In a gross lease, the landlord typically covers operating expenses within the quoted rent. In a triple-net (NNN) lease, the tenant separately pays a share of property taxes, insurance and common area maintenance in addition to base rent, so the effective occupancy cost depends heavily on how those pass-throughs are defined and capped.
- What is CAM and why does it matter?
- Common area maintenance (CAM) charges reimburse the landlord for shared expenses such as landscaping, parking lot upkeep and common utilities. The lease language defining what counts as CAM, whether it is capped and how it is reconciled annually can materially change the tenant's total cost.
- Can I assign my lease if I sell my business?
- Most commercial leases require landlord consent to assign and many condition that consent on the buyer's creditworthiness or continued personal guaranties. Reviewing the assignment clause early in a business sale avoids surprises at closing.
- What is an SNDA and why would a lender require one?
- A subordination, non-disturbance and attornment agreement addresses what happens to a tenant's lease if the landlord's lender forecloses. It typically subordinates the lease to the mortgage while protecting the tenant's right to remain in possession if it is not in default.
- Do foreign sellers of Florida real estate face special tax withholding?
- Federal law generally requires a withholding amount to be collected at closing when a foreign person sells a U.S. real property interest, subject to exceptions and reduced-withholding procedures. Current IRS guidance should be reviewed for the specific transaction, since rates and exceptions can change.
- How long is a typical due diligence period on a commercial purchase?
- There is no fixed statutory period; it is negotiated between buyer and seller and varies with property type and complexity. It should be long enough to complete title, survey, environmental and financial review before the buyer's deposit becomes non-refundable.
Official sources
Consult the official sources above for current rules and procedures.