Allocating Risk in Real Estate Leases: Contractual Indemnities, Additional Insured Endorsements and Waivers of Subrogation

Structuring Lease Provisions and Coordinating With Insurance Coverage to Mitigate Landlord and Tenant Liability Risks

A live 90-minute CLE webinar with interactive Q&A


Thursday, September 7, 2017
1:00pm-2:30pm EDT, 10:00am-11:30am PDT


This CLE webinar will provide real estate counsel with a review of how parties in leasing transactions can allocate risk to protect their respective economic interests. The panel will address indemnification provisions, including those for actions arising from a party’s own negligence, additional insured (AI) endorsements, and waivers of subrogation under which the parties attempt to protect themselves from economic loss.

Description

Indemnification agreements are widely used to shift risk in a variety of real estate transactions. Real estate leasing counsel must understand the impact of indemnification lease provisions—who is ultimately responsible for the claim, and when and how is this responsibility shared? The indemnitor must negotiate contractual provisions that limit the scope of the indemnification.

The party seeking indemnification must negotiate provisions that address negligence, AI status, and defense of claims. Understanding the relationship between contractual indemnification, insurance requirements, and different AI endorsements is critical to effectively allocating risk. ISO’s 2013 AI endorsement revisions need to be considered when drafting risk-transfer language.

One of the more complex issues in risk mitigation is the interplay, under both property and liability policies, between the insurer’s right of subrogation and the parties’ attempts to waive subrogation. By way of mutual waivers, each party agrees to obtain from its insurer a waiver of the insurer’s right of subrogation against the other party. Counsel must understand and critically analyze subrogation issues in lease negotiations.

Listen as our authoritative panel of real estate attorneys discusses contractual indemnification in real estate leases, and how to reconcile indemnity language with insurance coverage, AI endorsements and waivers of subrogation. The panel will offer best practices for mitigating and allocating risk in real estate leasing transactions.

Outline

  1. Indemnification lease provisions
    1. Fault-based vs. “no-fault”
    2. Unilateral vs. mutual
    3. Interplay with insurance
    4. Statutory considerations
  2. Additional insured coverage
    1. Additional insured vs. additional named insured
    2. Endorsements vs. certificate of insurance
    3. Policy language and various additional insured forms
    4. Scope of coverage
  3. Interplay between contractual indemnity and additional insured coverage
    1. Contractual indemnification
    2. Contractual insurance requirements
    3. Additional insured coverage
    4. Crafting contractual indemnification provisions
  4. Subrogation
    1. Overview of subrogation principles
    2. Mutual waivers of subrogation
    3. Limited waivers of subrogation

Benefits

The panel will review these and other key issues:

  • How can counsel craft effective indemnification lease provisions that protect their clients—whether the indemnitor, landlord or tenant?
  • How can counsel ensure that contractually required AI coverage is satisfied by the named insured’s policy?
  • How have the ISO’s 2013 revisions to AI endorsements narrowed the scope of coverage for AIs?
  • How can counsel draft subrogation waivers that protect both landlords and tenants?

Faculty

Scott D. Brooks, Partner
Cox Castle & Nicholson, San Francisco

Mr. Brooks has vast experience in all aspects of developer/owner representation, including leasing, acquisitions and dispositions, and joint venture structuring, with a particular emphasis on commercial leasing. Mr. Brooks has extensive experience in the negotiation and documentation of all types of retail leases and has worked with large and small retail developers and operators on leasing matters within regional malls, community shopping malls and mixed-use projects, among others.

Ren R. Hayhurst, Partner
Bryan Cave, Irvine, Calif.

Mr. Hayhurst's practice focuses on all aspects of lender representation, including real estate and commercial loan documentation, real estate loan workouts and foreclosure, receivership and loan/guaranty enforcement litigation. He has negotiated and documented standard and revolving line of credit loans for the acquisition, development and construction has documented and closed loans involving real property security in every State in the country, and negotiated and documented real estate syndication/participation loans and REMIC conduit loan packages. His experience also includes the negotiation and documentation of syndicated and non-syndicated secured and unsecured loan facilities, bond financings, acquisition financings, asset based loan facilities to middle market companies, debt restructurings and letter of credit facilities.

Christine R. Norstadt, Founding Member
Pursley Friese Torgrimson, Atlanta

Ms. Norstadt’s practice is focused on commercial real estate transactions and litigation. Her clients include owners, managers and users of all types of commercial real estate, including office, retail and industrial properties. Ms. Norstadt’s transactional practice includes leading commercial real estate closings, negotiating commercial leases for landlords and tenants, and facilitating general corporate real estate transactions and commercial foreclosures.


Live Webinar

Live Webinar $297.00

Add a colleague on the same connection in the same room for only $97.00 in the shopping cart or by calling customer service.

This webinar is eligible for at least 1.5 general CLE credits.

CLE credits are not available for PR.

*In KS, OH, PA, for more than 1 attendee on the connection you must contact Strafford CLE via email or call 1-800-926-7926 ext. 35 prior to the program for special instructions.


Recordings

CLE On-Demand - Streaming Video

Includes recorded streaming video of full program plus PDF handouts.

On-demand is the only recorded format recognized for CLE credits in DE, IN, KS, LA, MS, NC, OH, OK, SC, TN, VA, WI.

AK, AZ, CA, CO, CT, DE, FL, GA, HI, IA, ID, IL, IN*, KS, KY, LA, ME, MN, MO, MT, NC, ND, NH**, NJ, NM, NV, NY, OH*, OK, OR, PA, SC, TN, TX, UT, VA, VT, WA, WI, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

*Only available for attorneys admitted for more than two years. For OH CLE credits, only programs recorded within the current calendar year are eligible - contact the CLE department for verification.

**NH attendees must self-determine if a program is eligible for credit and self-report their attendance.

CLE On-Demand Video $297.00
Available 48 hours after the live event

How does this work?


Recorded Event

Includes full event recording plus handouts (available after live webinar).

Strafford is an approved provider and self-study CLE credit is available in most states.

AK, AZ, CA, CO, CT, FL, GA, HI, IA, ID, IL, KY, ME, MN, MO, MT, ND, NJ, NM, NY, OR, PA, TN, TX, UT, VT, WA, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

Strafford will process CLE credit for one person on each recording.

Additional copies of a recording can be purchased at a discount. Please call Strafford Customer Service toll-free at 1-800-926-7926 ext 10 or email customerservice@straffordpub.com to place your order.

Recorded Webinar Download $297.00
Available 48 hours after the live event

How does this work?

Recorded Audio Download (MP3) $297.00
Available 24 hours after the live event

How does this work?

DVD (Slide Presentation with Audio) $297.00 plus $9.45 S&H
Available ten business days after the live event

How does this work?


Registration Plus Recorded Event

Best value!

Live Webinar & Webinar Download $394.00

Recorded Webinar Download Only $97.00 with Registration/Webinar Combo

Live Webinar & Audio Download $394.00

Recorded Audio Download (MP3) Only $97.00 with Registration/MP3 Combo

Live Webinar & DVD $394.00 plus $9.45 S&H

DVD (Slide Presentation with Audio) Only $97.00 with Registration/DVD Combo


Webinar

Strafford webinars offer several options for participation: online viewing of speaker-controlled PowerPoint presentations with audio via computer speakers or via phone; or audio only via telephone (download speaker handouts prior to the program).  Please note that our webinars do not feature videos of the presenters.

or call 1-800-926-7926

Can't Attend the Live Program?

CLE Credits By State

See CLE State Map >

or call 1-800-926-7926

Customer Reviews

The speakers were obviously experienced and communicated the relevant information very well.

Stephen Bozarth

Dean Mead et al

The presentation was not too long, but included a great deal of information. The speakers kept to their times and provided an opportunity for questions at the end.

Amy E. McShane

Phillips Lytle

Length was ideal and the topic was timely. Excellent!

Jeanette Henderson

University of Washington

The speakers were very experienced.

Cal Johnson

BDP

Included very straightforward, practical comments and recommendations, not just a theoretical exercise.

Randy Stokes

Lewis and Roca

or call 1-800-926-7926

Real Estate Law Advisory Board

David A. Barksdale

Partner

Ballard Spahr

Jacob Bart

Partner

Stroock & Stroock & Lavan

Brian W. Blaesser

Partner

Robinson & Cole

Ronald B. Grais

Counsel

Sugar Felsenthal Grais & Hammer

Ren R. Hayhurst

Partner

Bryan Cave

Thomas C. Homburger

Of Counsel

K&L Gates

Susan C. Tarnower

Counsel

Kilpatrick Townsend & Stockton

Clark T. Thiel

Partner

Pillsbury Winthrop Shaw Pittman

or call 1-800-926-7926

Our Guarantee

Strafford webinars are backed by our 100% Unconditional Money-Back Guarantee: if you are not satisfied with any of our products, simply let us know and get a full refund. For more information regarding complaints and refunds, please contact us at 1-800-926-7926 ext 10. Complaints regarding this program can be submitted via the course evaluation found in the “Thank you” e-mail at the end of the course.