Real Estate

A Nationally-Recognized Reputation

While Dilworth Paxson's conducts a national real estate practice, the primary emphasis of its Real Estate Group is regional development. The Firm's real estate practice covers the entire spectrum of real estate law.

The Firm's real estate practice encompasses the preparation, negotiation and review of documentation relating to all aspects of commercial, industrial and residential acquisition and development, leasing, commercial lending, including real estate workouts and zoning and land use.

The Firm's real estate lawyers develops strategies for clients' multi-site acquisitions and/or sales by coordinating brokerage, due diligence, title insurance and environmental issues. The Firm represents developers, investors, lending institutions, healthcare facilities, landlords, tenants, contractors and construction managers, title insurance companies and agencies, real estate brokers and agents, and businesses of various sizes and natures.

Dilworth's Real Estate attorneys approach every client relationship with the philosophy that a legal advisor's approach to representing today's real estate clients must be comprehensive, certain, efficient, committed, and cost-effective. With today's technological advances, keen legal judgment cannot be compromised for "speed," however, responsiveness to all clients' needs remains our goal.

Real Estate Clients

Dilworth's Real Estate Group represents public authorities; real estate investment trusts; non-profit corporations; and national and regional landlords in the acquisition, development, or sale of significant real estate holdings, as well as retail chain stores in landlord-tenant lease negotiations. Proficiency in representing both landlord and tenant in a variety of transactions enables our real estate attorneys to anticipate issues and effectively negotiate favorable results. Garage and multi-use projects require creativity in structure to obtain the maximum flexibility and protection for the client.

Our representation of title insurance underwriters such as Fidelity National Title Insurance Company and Chicago Title Insurance Company in real estate litigation matters reinforces our ability to avoid issues that often times become embroiled in protracted litigation. Dilworth's title insurance practice continues to grow.

Dilworth attorneys carefully consider the needs of every client from the Fortune 500 company, nationally-based real estate developer, contractor or institutional lender to local entrepreneurs with an idea and a project. We understand the motivations of real estate transactions and recognize that there are many ways to measure the "bottom line."

The Dilworth Advantage

Dilworth real estate attorneys have experience in residential and commercial development, land use and financing, sensitive to the nature of the current economic climate and with a commitment to provide responsive, creative legal services of the highest quality on a cost-efficient basis.

In our development practice, we focus on acquisition strategies, zoning and land use, economic development incentives and contract issues concerning liability, such as representations, warranties and indemnities, particularly with respect to environmental matters, transaction conditions, and requirements. We counsel our clients that a well-drafted agreement will gain and maintain an advantage throughout the course of the negotiation and transaction that can often prove to be substantial.

In our financing practice, Dilworth's Real Estate attorneys represent financial institutions of all sizes. We advised clients in all aspects of securing real estate as collateral and enforcing remedies upon default. Because our real estate attorneys have solid backgrounds in structuring development transactions, we can offer lenders the guidance necessary to protect their interest while maintaining the integrity of the transaction.

Through representation of landlords and tenants, we have broad experience with the growing trend of court cases which apply contract law theories to real property principles when interpreting leases. Routine issues of subordination, non-disturbance, assignment, subletting and landlord liens become critical when the transaction starts to unravel and parties are forced to protect their interests.

A Committed Approach

Mindful of the costs associated with litigation and protracted negotiations, Dilworth's Real Estate Group attorneys focus on designing proactive practical solutions for our clients' legal and commercial challenges. We also offer business solutions which further the overall needs of our clients by drawing upon the skills of their attorney colleagues who focus their practices in other areas including corporate, banking, environmental, bankruptcy, and tax law.

Dilworth Real Estate Group's practice also involves the formation and business structure of the entity which will purchase or operate the real estate project. The Group attorneys have represented or formed non-profit corporations which serve as condominium associations, homeowners' associations, special events coordinators and promoters of economic development and tourism. We develop strategies for formation, development of operating agreements, and procurement of IRS tax exemptions. We routinely prepare or review Requests for Proposals and responses to them in the course of representing real estate clients.

Integrated Practice Areas

Dilworth's real estate practice is integrally involved with many of the Firm's other significant practice areas thereby providing clients with access to advisors well seasoned in their business issues.

Mergers and Acquisitions

Mergers and acquisitions of both public and private companies, including bank mergers and leveraged buyouts, often include real estate among the assets to be acquired. In these transactions, our real estate attorneys typically negotiate and document agreements of sale and financing agreements, and assist corporate attorneys and other experts in due diligence, transaction structuring and tax planning, including devising strategies to minimize the effects of transfer taxes upon the subject transaction. Reviewing titles and/or leases relating to the real estate to be acquired, as well as any zoning and land use issues, are routine functions during a merger or acquisition. Teaming with corporate and other experts on interdisciplinary issues which arise during these transactions, our clients capitalize on the synergies which result from engaging a full service firm.

Commercial Lending

Dilworth's Real Estate Group regularly represents major Pennsylvania and New Jersey banks in connection with large corporate, commercial and real estate loan transactions.

Bankruptcy and Loan Workouts

The Firm's real estate attorneys assist in representing debtors and creditors in federal and state insolvency or bankruptcy proceedings. We also represent clients in working out troubled real estate projects and in restructuring defaulted loans. Our broad real estate background enables us to carefully examine and advise clients on the viability and risks of workout plans and proposals. In addition, we often assist the Firm's bankruptcy and tax attorneys in negotiating and documenting loan restructurings on terms which are most favorable to the client.

Environmental

Due to the pervasiveness of environmental issues in virtually all real estate transactions, our Real Estate Group attorneys often consult with the Firm's Environmental Group in representing clients who desire to acquire, lease, convey, or make loans secured by real property. Our real estate and environmental attorneys often work together on projects requiring environmental permits or other regulatory compliance, the evaluation of environmental audits, due diligence, and environmental litigation.

Litigation

The Firm's Litigation Department and the Real Estate Group frequently collaborate on commercial litigation matters involving real estate transactions, leases, title insurance policy interpretations or claims, construction disputes, foreclosures, lender liability issues, and land-use or zoning cases. This interdisciplinary approach allows the Firm to quickly benefit clients in working toward settlement or court adjudicated resolution of the matter.

Tax

Our Tax Group is also a valuable resource for our clients. We have assisted many clients in realizing real estate tax reductions.

For questions or additional information, please contact Joseph F. Kessler, Chair of the Real Estate Group.

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