Law Seminars International Presents

An Advanced Two-Day Conference on Today's

Real Estate Purchases & Sales

Structuring, negotiating and documenting major property sales

March 19 & 20, 2007
The Gleacher Center in Chicago, IL
Register      Download PDF Brochure

Who Should Attend

Attorneys, real estate developers, owners, managers, brokers, and appraisers, as well as lenders, escrow officers, and other decision-makers in the purchase and sale of real property

Why Attend

Commercial purchase and sale agreements are unique machines - machines that can, unfortunately, blow up in the face of the unwary or uninformed. A friend once said that lawyers hate closings because that's when they stop getting paid and take on liability. This seminar will explore, in a real world context, the structuring, negotiation and documentation of major commercial property sales, as well as the pleasures and pain of enforcing sale agreements. The key words here are "real world context" - the knowledge you gain here can be used tomorrow . . . or even this afternoon if you are pressed. This conference is a must for anyone who needs to make important decisions in commercial property purchases and sales. ~ Program Co-Chairs: Walter D. Cupkovic, Esq. and Robert F. Messerly, Esq.

What You Will Learn

* Advanced issues in purchase and sale agreements * Trends in sale of entity interests rather than fee interests * Due diligence * Section 1031 and other tax issues * Quick tips on specialized issues * Real estate taxes appeal and assessment process * Negotiation strategies * Transfer taxes * New environmental developments * Making and killing deals: What you need to know about the real world * A fresh look at seller reps and warranties * Development contingencies and traps * New developments in title insurance

What Attendees Have Said About Similar Programs

~ Overall content was excellent as always! ~ The audience was like the brain trust of Seattle real estate! Cindy Thomas


Monday, March 19, 2007

8:30 am Introduction & Overview
  Walter D. Cupkovic, Esq., Program Co-Chair
FagelHaber LLC / Chicago, IL
  Robert F. Messerly, Esq., Program Co-Chair
Sonnenschein Nath & Rosenthal LLP / Chicago, IL
8:45 am Advanced Issues in Purchase and Sale Agreements
  Identifying the complexities and drafting to meet them
  David J. Siegel, Esq.
Sidley Austin LLP / Chicago, IL
9:30 am Trends in Sale of Entity Interests Rather Than Fee Interests
  Liability issues; different reps and warranties; due diligence requirements
  Janet M. Johnson, Esq.
Schiff Hardin LLP / Chicago, IL
10:15 am Break
10:30 am Due Diligence
  Factors to consider when acquiring industrial properties
  Stephen M. Becht, Esq., P.E., President
Becht Companies, Inc / Cincinnati, OH
  Easements and covenants; rights and burdens; leases; financial statements; surveys; consultants; negotiating with permitting authority
  Everett S. Ward, Esq.
Jenner & Block LLP / Chicago, IL
12:00 pm Lunch (on your own)
1:15 pm Section 1031 and Other Income Tax Issues
  Tax-deferred and reverse exchanges; syndicated tenancies in common, condemnations and installment sales
  Michael J. Tuchman, Esq.
Levenfeld Pearlstein, LLC / Chicago, IL
2:00 pm Quick Tips on Specialized Issues
  As is sales; condo conversion and liability of original developer; eliminating liability; new and proposed legislation
  Walter D. Cupkovic, Esq., Program Co-Chair
FagelHaber LLC / Chicago, IL
  Robert F. Messerly, Esq., Program Co-Chair
Sonnenschein Nath & Rosenthal LLP / Chicago, IL
3:00 pm Break
3:15 pm Real Estate Taxes Appeal & Assessment Process
  Real estate tax incentives from local governments; contract considerations in allocation of real and personal property; strategies for reviewing the tax situation with an eye towards factoring tax relief into the deal; typical assessment appeal process
  Patrick J. Cullerton, Esq.
FagelHaber LLC / Chicago, IL
4:00 pm The Dance of Negotiation
  In negotiations, what gets cut, what gets left in and why
  Douglas W. Anderson, Esq.
Barack Ferrazzano Kirschbaum Perlman & Nagelberg LLP / Chicago, IL
  John J. Gearen, Esq.
Mayer Brown Rowe & Maw LLP / Chicago, IL
  Elizabeth A. Williams, Esq.
Drinker Biddle Gardner Carton / Chicago, IL
5:30 pm Adjourn

Tuesday, March 20, 2007

8:30 am Introduction & Overview
  Walter D. Cupkovic, Esq., Program Co-Chair
FagelHaber LLC / Chicago, IL
  Robert F. Messerly, Esq., Program Co-Chair
Sonnenschein Nath & Rosenthal LLP / Chicago, IL
8:45 am Transfer Taxes
  Exemptions and how they apply; applicability to sale of partnership shares and tenant in common interests; appellate processes and strategies
  Eugene J.M. Leone, Esq.
Pircher, Nichols & Meeks / Chicago, IL
9:30 am New Environmental Developments
  New EPA standard for innocent purchaser status; risk allocation among buyer, seller, lender status; practical aspects of environmental due diligence
  Raymond Avendt, Ph.D., P.E., President
The Avendt Group, Inc. / Farmington Hills, MI
10:15 am Break
10:30 am Making and Killing Deals: What You Need to Know About the Real World
  Robert F. Messerly, Esq., Program Co-Chair, Moderator
Sonnenschein Nath & Rosenthal LLP / Chicago, IL
  Collete English Dixon, Vice President
Prudential Real Estate Investors / Chicago, IL
  Laurence E. Dooley, Esq., Director
Falcon Real Estate Investment Company, LP / Chicago, IL
  Gary A. Pachucki, President
IBT Group L.L.C. / Chicago, IL
  Kent A. Swanson, CFO
The John Buck Company / Chicago, IL
12:00 pm Lunch (on your own)
1:15 pm A Fresh Look at Seller Reps and Warranties
  Potential single asset seller; sunset clauses; claim limits and thresholds; knowledge limitations; what other avenues might be available for covering the issues; limiting seller liability after closing
  Thomas C. Homburger, Esq.
Bell, Boyd & Lloyd LLP / Chicago, IL
2:00 pm Development Contingencies and Traps
  Municipal development assistance; historic property opportunities and limitations; eminent domain risks and planning
  Richard F. Friedman, Esq.
Neal & Leroy, LLC / Chicago, IL
2:45 pm New Developments in Title Insurance
  New 2006 ALTA policy forms; ALTA endorsements
  V. Gina Giannelli, Esq., Associate Regional Counsel
Chicago Title Insurance Company / Chicago, IL
3:30 pm Evaluations & Adjourn


Regular tuition for this program is $895 with a group rate of $795 each for two or more registrants from the same firm. For government employees, we offer a special rate of $695. For students and people in their job for less than a year, our rate is $447.50. All rates include admission to all seminar sessions, food and beverages at breaks, and all course materials. Make checks payable to Law Seminars International.

Cancellation & Substitution

You may substitute another person at any time. We will refund tuition, less a $50 cancellation fee, if we receive your cancellation by 5:00 p.m. on Tuesday, March 13, 2007. After that time, we will credit your tuition toward attendance at another program or the purchase of a homestudy. There is a $25 cancellation fee for Course Materials orders and $50 for Homestudy orders.

Continuing Education Credits

IL CLE and real estate credits for this program are pending. Upon request, we will apply for CLE credits in other states and other types of credits.


The conference will be held at The Gleacher Center at 450 North Cityfront Plaza Drive in Chicago, IL 60611, phone 312-464-8787. Check The Gleacher Center website for a list of area hotels at
More about the Location
Map & Directions

If You Cannot Attend

Our complete Homestudy Course, consisting of a VHS or DVD recording and the written course materials, is available for $995. The written course materials alone are available for $100. We will ship your homestudy order via UPS ground within two weeks after the seminar or the date we receive payment (whichever is later).
Order Homestudy

Faculty Bios

Walter D. Cupkovic, Program Co-Chair, is a member at FagelHaber LLC and Chair of the Real Estate and Real Estate Tax Assessment Departments. His practice includes the acquisition, development and sale of commercial, industrial and residential properties. He is an Illinois Leading Lawyer in Land Use, Zoning and Condemnation Law, and Real Estate Law, and an Illinois Super Lawyer.

Robert F. Messerly, Program Co-Chair, is the Managing Partner of Sonnenschein Nath & Rosenthal LLP's Chicago Office and a member of the Real Estate Practice Group. His practice is concentrated in the areas of large portfolio acquisition and disposition, equity investments, and real estate finance.

Douglas W. Anderson is a partner at Barack Ferrazzano Kirschbaum Perlman & Nagelberg LLP. He represents institutions and entrepreneurs in commercial real estate, corporate and business planning matters. His practice focuses on representing publicly traded REITs and institutional lenders, and experience with all types of leasing, acquisitions and dispositions.

Raymond Avendt is President of The Avendt Group, Inc., responsible for environmental consulting services. He has international expertise in assisting the management of heavy manufacturing companies in maintaining compliance with environmental regulations and guidelines.

Stephen M. Becht, Esq., P.E., is the President of Becht Companies, Inc. He is a Certified Commercial Investment Member (CCIM) and has been inducted into the Society of Industrial and Office Realtors (SIOR), which are affiliates of the National Associations of Realtors. He is one of fewer than 500 people in the U.S. who hold both designations.

Patrick J. Cullerton is a member in FagelHaber LLC's Real Estate Tax Assessment Department. His practice involves negotiating with assessing officials, conducting hearings on legal and market value issues, and providing advice on real estate tax consequences in purchase and leasing transactions.

Collete English Dixon is Vice President, Transactions, for Prudential Real Estate Investors. She is responsible for sourcing real estate investments in multiple Midwest Region markets, covering all property types, including office, multi-family, hotel, industrial and retail properties.

Laurence E. Dooley is a Director at Falcon Real Estate Investment Company, LP, serving international clients in the acquisition and management of investment grade commercial properties in major U.S. markets.

Richard F. Friedman, a partner at Neal & Leroy, LLC, has assembled land and tried condemnation cases for projects such as City of Chicago's North and South Loop, McCormick Place expansion, and White Sox Park. He has tried cases testing TIF districts and financing. He is also Director of the Landmarks Preservation Council.

John J. Gearen, a partner at Mayer Brown Rowe & Maw LLP, represents commercial banks, national insurance companies, and pension funds in negotiating acquisition, construction, and permanent financing for real estate projects. He is listed in: World's Leading Real Estate Lawyers, Best Lawyers in America, Leading American Attorneys, and The National Registry of Who's Who.
Full bio and contact info for John J. Gearen at Mayer Brown Rowe & Maw LLP

V. Gina Giannelli is Associate Regional Counsel for the Chicago Commercial Center of the Chicago Title Insurance Company where she handles complex real estate transactions. She co-authored a chapter in the IICLE Commercial Real Estate Manual and wrote a chapter in the IICLE Attorney's Guide to Title Insurance.

Thomas C. Homburger is a partner at Bell, Boyd & Lloyd LLP. His practice is concentrated in the area of real estate financing, development and investment. He is particularly noted for his experience in sale/leaseback transactions and the use of advanced financing techniques.

Janet M. Johnson is a partner in the Real Estate Group of Schiff Hardin LLP. She represents clients in their transactions involving the acquisition, sale and financing of real estate projects, in rezonings, annexations and development or construction contracts for commercial and residential developments and in lease and ground lease negotiations.

Eugene J.M. Leone is a partner at Pircher, Nichols & Meeks, specializing in commercial real estate joint ventures, acquisitions and dispositions, financings, workouts and leasing. He has co-­authored "Friendly Foreclosures: A Borrower's Checklist," (Real Estate Workouts and Asset Management,) and authored "Financing a Regional Mall: Traditional Sources Versus Securitization," (The Real ­Estate Finance Journal.)

Gary A. Pachucki is Founder and President of the IBT Group L.L.C., responsible for strategic management of the development process including acquisition, planning, leasing, and financial relationships. He has been responsible for the development of over 4,000,000 square feet of commercial projects.

David J. Siegel is a partner at Sidley Austin LLP in the Real Estate group. His practice focuses on commercial real estate transactions of all types: acquisitions, dispositions, financing and leasing transactions.

Kent A. Swanson is a Principal and the Chief Financial Officer at The John Buck Company, responsible for all equity and debt financing sourced for acquisition and development projects. He has played a key role in developing the North Bridge project and has completed over $3.5 billion in acquisition, debt financing, and disposition transactions.

Michael J. Tuchman is a partner in the Corporate Practice Group at Levenfeld Pearlstein, LLC and leads the Taxation Service Group and the Exchange Service Group, concentrating in corporate mergers and acquisitions, commercial real estate development and joint ventures, and Federal income taxation. He is special counsel to several pension funds, foreign governments, and real estate investment trusts.

Everett S. Ward is a partner at Jenner & Block LLP, representing corporate, commercial and not-for-profit clients concerning the acquisition, disposition, development, financing and leasing of commercial, industrial and residential real property, including hotels, industrial properties, mixed-use properties, housing developments, office buildings and shopping centers.

Elizabeth A. Williams is a partner at Drinker Biddle Gardner Carton, focusing her practice in the areas of real estate finance, acquisitions/dispositions, formation of real estate joint ventures, leasing and development. Her experience includes representing lenders in documenting and closing single-site and portfolio transactions.

Firm Links

Mayer Brown Rowe & Maw LLP