Nondisclosure Agreements and Letters of Intent in Real Estate Transactions: Drafting and Negotiating Enforceable NDAs and LOIs
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will guide real estate counsel in drafting nondisclosure agreements (NDAs) and letters of intent (LOIs) before engaging in purchase, sale, or lease negotiations and transactions. The panel will examine key contract provisions and exclusions, common negotiation challenges, and best practices with respect to these types of documents.
- Overview of NDAs and LOIs
- Advantages of using NDAs and LOIs in real estate leasing, sale, and purchase transactions
- Binding vs. non-binding terms
- Negotiating specific terms of the NDA and LOI and general format
- Drafting pitfalls
- Use of disclosures
The panel will review these and other key issues:
- What special confidentiality issues arise during real estate transactions?
- What complex issues must counsel consider during NDA negotiations?
- What are the principal provisions to include in NDAs?
- What are some best practices for resolving disputes arising during NDA negotiations?
- What are the critical elements of enforceable NDAs in real estate transactions?
- What are the key advantages of LOIs from the perspectives of the parties?
- What strategic decisions need to be made to determine how comprehensive an LOI should be?
- What are terms of the LOI that should be made binding?
- What is the effect technology has on negotiating NDAs, LOIs, and on contract formation, including the use of text messages, emails, and other means of electronic communication?
- Why use the qualifier "to be further negotiated in the lease documentation"?
- Should marketing language be avoided?
Hannah Dowd McPhelin
Ms. McPhelin concentrates her practice in real estate matters and other business transactions, including the... | Read More
Ms. McPhelin concentrates her practice in real estate matters and other business transactions, including the acquisition, sale and financing of commercial real estate properties and leasing of office, retail, warehouse and industrial space, representing both landlords and tenants. She is a LEED® (Leadership in Energy and Environmental Design) Accredited Professional and a member of the firm’s Sustainability, CleanTech and Climate Change Team.Close
Julia E. Tomec
Ms. Tomec concentrates her practice in commercial real estate matters and other corporate business transactions,... | Read More
Ms. Tomec concentrates her practice in commercial real estate matters and other corporate business transactions, including the acquisition, sale, development and financing of industrial, office and retail properties. She represents both landlords and tenants in the negotiation of retail, office and industrial leases. Ms. Tomec also has experience representing lenders in credit tenant lease financings, as well as JV partners in connection with the acquisition, disposition, and programmatic developments of retail, office and industrial projects.Close