Law Seminars International Presents:

The 23rd Annual Advanced Conference on

Commercial Real Estate Purchase and Sale Transactions

The structuring, financing, negotiation, documentation and due diligence of major commercial property sales

April 13 & 14, 2017

Seattle, WA

Download PDF Brochure
Seattle - WA


Who Should Order

Attorneys, real estate professionals, appraisers, brokers, lenders, and other decision makers in the purchase and sale of commercial property

Why You Should Order

Commercial real estate is moving fast in the current market and for brokers, agents, owners, attorneys, and lenders, the 23rd annual Purchases and Sales Conference will provide the tools you need to keep up with the pace of transactions. Purchases and Sales agreements are unique machines that unfortunately can blow up in the face of the unwary or uninformed. The conference begins with a thorough and intensive look at the anatomy of a purchase and sale agreement. You will hear insights to seller, buyer and lender perspectives, negotiation of key issues, due diligence investigations and other buyer contingencies, case studies, financing, market trends, letters of intent, standard forms and provisions, negotiation positions and methods.

Leading real estate professionals will address, in a real world context, litigation rights and remedies, sticking points in negotiating reps and warranties, ownership and capital structures, special issues with foreign entity involvement, title insurance and survey issues, acquisition financing and leases, estoppel certificates, subordination and NDA's. 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.

~ Jennifer D. Cobb, Esq. of Jameson Babbitt Stites & Lombard PLLC and Brian L. Lewis, Esq. of Ryan Swanson & Cleveland PLLC, Program Co-Chairs

What You Will Learn

  • In in-depth look at the anatomy of a Purchase & Sale Agreement
  • Due diligence and other buyer conditions
  • Real estate acquisition financing
  • Case study of complex acquisition scenarios
  • Trends in ownership and capital structures
  • Special issues for foreign investment
  • China as an emerging major funding source
  • Sticking points in negotiating reps and warranties
  • Logistics and other issues for escrows & closings
  • Litigation update for rights & remedies

What Attendees Said

  • "Overall content was excellent as always!"
  • "Excellent variety of presenters."
  • "All the presenters were well prepared."
  • "You always get the best speakers"
  • "I appreciate how well organized these seminars are."

Agenda Day 1

Thursday, April 13, 2017

8:00 am

Registration Opens

8:30 am

The Anatomy of a Purchase & Sale Agreement

Buyer perspective: In-depth "anatomy" of the purchase and sale agreement including letters of intent, standard forms and provisions, and tips for taking negotiation positions and selecting the most effective methods

Jennifer D. Cobb, Esq. , Program Co-Chair
Jameson Babbitt Stites & Lombard PLLC / Seattle, WA

Seller perspective

Brian L. Lewis, Esq. , Program Co-Chair
Ryan Swanson & Cleveland PLLC / Seattle, WA

10:15 am


10:30 am

The Anatomy of a Purchase & Sale Agreement (cont'd)

Reversing roles and continuing where we left off before the break: Buyer perspective

Brian L. Lewis, Esq. , Program Co-Chair
Ryan Swanson & Cleveland PLLC / Seattle, WA

Seller perspective

Jennifer D. Cobb, Esq. , Program Co-Chair
Jameson Babbitt Stites & Lombard PLLC / Seattle, WA

12:00 pm

Lunch (on your own)

1:15 pm

Due Diligence and Other Buyer Conditions

Title insurance and survey issues; review of easements and CCRs; special issues for condominiums and other forms of ownership; buyer title objections and requirements, seller responses and pro forma title policies

John W. Jones , Sr. VP, Senior Commercial Underwriter
Fidelity National Title Group / Seattle, WA

Zoning and land use issues

Alan L. Wallace, Esq.
Williams Kastner & Gibbs PLLC / Seattle, WA

Environmental investigations; details on scope of Phase 1 and Phase 2 environmental studies, invasive and non-invasive testing; practical aspects and realistic timeframes

Jeff B. Kray, Esq.
Marten Law PLLC / Seattle, WA

3:15 pm


3:30 pm

Real Estate Acquisition Financing

Current financing trends and products by size and property type; lender requirements and coordination with timing under PSA

James Bach , First Vice President, Capital Markets
CBRE, Inc. / Seattle, WA

Leases, estoppel certificates, Subordination, Non-Disturbance and Attornment and other leasing issues

Gregory G. Lutje, Esq.
Ryan Swanson & Cleveland PLLC / Seattle, WA

5:00 pm

Continue the Exchange of Ideas: Reception for Faculty and Attendees

Sponsored by Jameson Babbitt Stites & Lombard PLLC and Ryan Swanson & Cleveland PLLC

Agenda Day 2

Friday, April 14, 2017

8:30 am

Case Study of Complex Acquisition Scenarios

An in-depth review of the challenges faced and conquered in a "hypothetical" acquisition scenario from the perspective of a sophisticated buyer and its legal counsel

Jennifer D. Cobb, Esq. , Program Co-Chair
Jameson Babbitt Stites & Lombard PLLC / Seattle, WA

9:00 am

Trends in Ownership and Capital Structures

Ownership and capital structures and options; factors to consider in selecting the one that best fits the property and buyer group

Steven L. Wood, Esq. , Founder and Managing Director
CenturyPacific, LLLP / Seattle, WA

Special issues to consider with foreign entity involvement

Donald M. Wise , President & CEO
Metzler Realty Advisors Inc. / Seattle, WA

China as an emerging major player

Holly X. Yang , Vice President and Partner
Kidder Mathews / Bellevue, WA

10:15 am


10:30 am

Current Sticking Points in Negotiating Reps and Warranties

Current expectations and new standards: Multiple constituencies; survival provisions; baskets and caps on liability; seller and buyer positions; indemnification and guaranties of obligations; tips for finding solutions that work for both parties

Charles H. Royce, Esq. LEED AP
K&L Gates LLP / Seattle, WA

11:00 am

Escrows & Closings

Logistics and other issues: Coordination tips for smoother closing; avoiding documentation and procedural problems; resolving pro-ration disputes and minimizing loan-funding delays

Chantale Stiller-Anderson, Esq. , Commercial Closing Counsel
First American Title Insurance Company / Seattle, WA

11:30 am

Litigation Update: Rights & Remedies

Recent developments in judicial and non-judicial foreclosures, real estate contract forfeitures, evictions, workouts, and bankruptcies

Thomas S. Linde, Esq.
Schweet Linde & Coulson, PLLC / Seattle, WA

12:30 pm

Evaluations and Adjourn

Faculty Bios

Jennifer D. Cobb, Jennifer D. Cobb, Program Co-Chair is a partner, Jameson Babbitt Stites & Lombard PLLC. She represents developers, owners, users, purchasers and lenders in real estate transactions, including development, leasing, sales and acquisitions, entity formation and financing. She is listed as a Super Lawyer and one of Seattle's Best Lawyers.

Brian L. Lewis Brian L. Lewis is a member of Ryan Swanson & Cleveland PLLC. He focuses on real estate transactions and debtor/creditor relations. This includes drafting, negotiating and reviewing purchase and sale agreements, leases, loan documents and development agreements on behalf of lenders, borrowers, real estate developers and institutional land owners.

James Bach is a First Vice President at CBRE Capital Markets. He specializes in debt and equity finance, originates mortgages (construction, bridge, mezzanine and permanent) and equity opportunities for correspondent life insurance companies, banks, pension funds, conduits (CMBS), agency lenders (Fannie Mae, Freddie Mac and FHA-HUD), and credit companies.

John W. Jones John W. Jones is Senior Vice President and Senior Commercial Underwriter at Fidelity National Title Group. He oversees underwriting for local, multi-county, and multi-state transactions for the Seattle Commercial Division including many of the significant projects in the Seattle-Bellevue area.

Thomas S. Linde Thomas S. Linde is a member of Schweet Linde & Coulson, PLLC. He practices real estate transactions and financing, judicial and non-judicial real property foreclosures, contract forfeitures, evictions, and represents creditors in bankruptcy court proceedings.

Gregory G Lutje Gregory G Lutje is of counsel at Ryan Swanson & Cleveland PLLC. He focuses on commercial real estate leasing, acquisitions, dispositions, financing, refinance, development and entitlements.

Charles H. Royce is a Partner at K&L Gates LLP. He practices real estate and finance law, representing clients in the areas of commercial real estate transactions and leasing.

Chantale Stiller-Anderson Chantale Stiller-Anderson is a Commercial Closing Counsel for First American Title Insurance Company. She focuses on closing and underwriting commercial transactions nationwide working with attorneys, developers, brokers, lenders and corporate clients.

Alan L. Wallace is a member of Williams Kastner & Gibbs PLLC. He counsels private and non-profit real estate owners, developers and investors in obtaining, protecting, and litigating real property rights.

Donald M. Wise Donald M. Wise is the President & CEO of Metzler Realty Advisors Inc. He is responsible for the formulation and implementation of North American real estate investment strategies for the firm's clients. He is active in the Urban Land Institute and the Association of Foreign Investors in Real Estate.

Steven L. Wood is Founder and Managing Director at CenturyPacific, LLLP. Previously, he was Chief Operating Officer of Burlington Resources real estate affiliate. He is experienced in structuring ventures and transactions, asset management and real estate development.

Holly X. Yang is a Vice President and Partner of Kidder Mathews, where she specializes in real estate investment brokerage. She leads the company's Seattle-area China Services division.


Continuing Education Credits

Live credits: This program qualifies for 10.5 Washington State Bar CLE credits, 10.5 WA LPO credits and 12.5 WA RE credits. Upon request, we will apply for, or help you apply for, CLE credits in other states and other types of credits.

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