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Nov 20 2017


On October 17, 2017, Christi Graff, a Partner at Winston & Strawn LLP in Chicago, joined The Kellogg Real Estate Club to discuss the role attorneys play in commercial real estate transactions.

Christi specializes in commercial real estate law and has assisted clients in a variety of capacities including commercial property acquisitions and dispositions, tenant in-common transactions, real estate developments, land uses, and joint ventures. Using case studies, she led students through the basic structure of a real estate transaction. She began the discussion by stressing the importance of finding the right attorney and engaging one early. Christi explained that a good attorney should function as an integral part of a transaction team whose main objective should be advising clients on rights, obligations, and liabilities, without necessarily dictating decisions.

From the beginning, an attorney adds value by crafting Letters of Intent (LOI) and Purchase and Sales Agreements when a firm is making an initial offer and negotiating a deal. During this process, attorneys with industry-specific experience can add color to local counsel questions regarding taxes, laws, ordinances, and environmental issues central to deal execution. Beyond that, they can ensure that the terms of a Purchase Agreement are consistent with an agreed upon LOI with respect to purchase price, time periods for due diligence and closing, transaction expenses, and terms for earnest money deposits.

Most importantly, attorneys protect a firm’s rights and deal interests from start to finish. This is the case when making sure the client understands the representations and convents contained in loan documents, or similarly, when finalizing a closing statement. By leveraging expertise and past experiences, attorneys are uniquely equipped to anticipate regulatory and logistical issues, limiting clients’ exposure and keeping closing dates on track. Firms unfamiliar with local laws and ordinances are often unnecessarily bogged down with the task of researching project-specific issues or discovering problematic issues when it is too late or cumbersome to avoid costly consequences. To summarize, Christi made it clear that engaging attorney services early and regularly throughout the life of a real estate transaction can add value and speed to closings.

About the Author

This article was written by Libby Angst '18.