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The Ground Floor

The Ground Floor

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California appeals court rejects ‘creative’ sham guaranty defense

Jeff Brown October 11, 2016
shops on Rodeo Drive in Beverly Hills

In what can only be described as pure “chutzpah,” a commercial real estate investment fund argued that it was the alter ego of its property-level SPE to avoid liability under a guaranty. The attempt was rebuffed by a California appellate court. READ MORE

Commercial landlords: Time to tune up your indemnity provisions

Jeff Brown August 24, 2016
mechanic with wrench

The California Court of Appeal recently issued an opinion which reminds us to take another look at the “boilerplate” indemnity provisions in commercial leases. READ MORE

Thompson Coburn to host ethics webinar on confidentiality issues

Jeff Brown May 31, 2016
Ground Floor_default blog

Confusion surrounds the attorney-client privilege. Many think they have it when they do not and even if they do, they fail to appreciate how easy it is to lose. In either case, not enough attention is paid to the possibility that the privilege may be unavailable. READ MORE

Appraisals for commercial lease extensions: A step-by-step guide

Jeff Brown May 3, 2016

We’ll go through the basic steps of an appraisal to determine rent, including when the appraisal process starts, how to pick an appraiser (or appraisers), and how a rent determination is actually made. READ MORE

And in this corner: Judicial referees as alternatives to juries in California

Jeff Brown March 28, 2016

California property owners are no more likely than any other business to opt for judicial reference, but because they are so contract-intensive, real estate disputes have spurred several interesting appellate opinions that in recent years have looked at the benefits — and limitations — of this uniquely Californian option for dispute resolution. READ MORE

Landlords and tenants: To Airbnb or not Airbnb, that is the question

Mitch Stein January 26, 2016

Among the objections that governments and regulators offer regarding Airbnb are its ability to undermine landlord-tenant law or subvert rent control ordinances (such as removing tenants for the purpose of getting higher short term rents from short term occupants). READ MORE

Hold who harmless? Be careful in drafting indemnity provisions

Diana Sanders December 21, 2015

As deal lawyers know, it’s usually far better to clarify what you want during the negotiation of an agreement — while the parties are relatively amicable — rather than to argue about it when they’re not. Add indemnity to the list of “boilerplate” provisions that should be carefully drafted. READ MORE

Man assumed the risk of injury from chainsaw-wielding psychopathic killer

Jeff Brown December 2, 2015

The Court put forth the classic and simple truth about this case: “Being chased within the physical confines of The Haunted Trail by a chainsaw carrying maniac is a fundamental part and inherent risk of this amusement. [Plaintiff] voluntarily paid money to experience it. It is not the function of tort law to police such conduct.” READ MORE

Litigate or arbitrate: Does it matter?

Jeff Brown November 17, 2015

Jeff Brown of our LA office and David Dick of our St. Louis office discuss the strategic use of mediation, litigation, and arbitration provisions. READ MORE

Can the California A.G. limit those incessant Prop 65 lawsuits?

Gary Wexler October 29, 2015

The California Attorney General has proposed amendments to California’s Proposition 65 regulations governing enforcement actions brought by a “private person in the public interest.” READ MORE

Drone users to lawmakers: ‘Should I stay or should I go?’

Mitch Stein September 21, 2015

Real estate brokers, agricultural entities and utilities among others have increasingly used drones to photograph, monitor, or inspect properties, with new applications and hardware enhancements being introduced continuously. Clarity regarding just where and at what altitude these drones can operate is a goal easily stated, but as Governor Brown just demonstrated, it is a goal not easily achieved. READ MORE

I will survive: Help your reps and warranties endure with a smart survival clause

Nikki Rivers August 31, 2015

The desire to protect oneself is human nature. Nowhere is that more obvious than when drafting complex commercial real estate deals, where parties often have conflicting goals regarding liability. READ MORE

Move it or lose it: Relocation provisions in commercial lease agreements

Diana Sanders August 20, 2015

Not all tenants are created equal. Shopping center landlords can agree that having a high-end retailer on their roster often beats out the local mom-n-pop shop. But what is a landlord to do when that top retailer comes along after the lease with the local mom-n-pop shop is already inked? READ MORE

Are liquidated damages down the drain in California?

Jeff Brown August 11, 2015

Liquidated damages can provide parties added incentive to perform all types of contracts, including commercial real estate contracts. But are they enforceable in California? The short answer is that they’re presumed to be enforceable as long as they’re not a penalty. READ MORE

Marketing real estate with drones: When can we take to the skies?

Mitch Stein August 4, 2015

More and more real estate marketing professionals are utilizing drones to capture dramatic footage of properties listed for sale. In the pre-drone days, brokers needed helicopters — and a big budget. READ MORE

LOIs are nothing to LOL about: A primer on letters of intent

Jeff Brown July 30, 2015

Letters of Intent can be minefields. On the one hand, business people want to use them to tie up a deal. On the other, they don’t want to be bound by them if they want to walk away. READ MORE

Would you like toppings on that lawsuit? Exclusive use provisions in retail leases

Jeff Brown July 23, 2015

To avoid future disputes, the parties should clearly and expressly designate those uses that the landlord cannot allow other tenants to undertake. General, broad descriptions can result in litigation later on, as can uses that are too narrow in their description. READ MORE

Welcome to The Ground Floor

Jeff Brown July 23, 2015
Ground Floor_default blog

Whether you’re traveling the 405, the 101, or the I-80, California is all about commercial real estate. In fact, other than water, many believe the most important legal issues concerning the Golden State are those with respect to the acquisition, management, and disposition of real property READ MORE