At Larsson & Scheuritzel P.C., we work on the full life cycle of commercial real estate projects. We represent developers, owners, and retailers in the purchase, sale, development, financing, and leasing of significant real estate projects. From the first time the client drives by a site, to the day the cash registers start to ring, to the eventual transfer of that property—from conception to disposition—our attorneys are experienced and passionate counsel and advocates.

Our lawyers have deep and familiar experience in acquisition, due diligence, pre-development, development, re-development, entitlement review and analysis, construction, financing (including working capital loans, bridge, and permanent financing), leasing, purchase and sale agreements, and asset management. When disputes arise, our Commercial Litigation attorneys vigorously advocate for our clients.

In most cases, our clients’ commercial real estate transactions are complex, and we delight in helping our clients to meet the challenge of that complexity and thrive. Multi-state real estate development projects and assemblages are examples of past and present deals. Firm clients include an international “big box” retailer in U.S. matters, one of the Mid-Atlantic’s dominant supermarket chains, and a publicly-traded owner of over 200 elementary schools and preschools throughout the U.S., as well as various regional and national retailers, developers, and owners. In addition, the firm assists a corporate client with implementing its nationwide key employee relocation program.

One newer development in commercial real estate has been the Opportunity Zone program in the Tax Cuts and Jobs Act. Larsson & Scheuritzel P.C. stands ready to guide clients in making an investment in an Opportunity Zone. The Firm has issued this resource to simplify the literature about the program. In particular, Larsson & Scheuritzel P.C. has devoted its attention to how retailers and other end users of a site in a designated Opportunity Zone may take advantage of the program.

Passion for real estate defines the practice area at Larsson & Scheuritzel P.C. Our team sets itself apart from other law firms by deriving joy from the process of every transaction—and translating that joy into dedication and results for firm clients. Geography, site history, ecology, infrastructure, logistics, corporate strategy, and the intricacies of negotiation combine to make every deal a multi-disciplinary puzzle that we love to help clients solve.

Representative Matters

  • General outside real estate counsel to international “big box” retailer in U.S. matters, including acting as counsel (either directly or via oversight of local counsel) in acquisition, development, design, construction, remodeling, relocation, and disposition of retail and distribution facilities in the markets throughout the U.S.
  • Regional outside real estate counsel to privately held supermarket chain in leasing of store facilities throughout Delaware Valley region.
  • Negotiation of leases and acquisitions of large-scale (i.e., 100,000 sf to 1,500,000 sf) warehouse space in locations throughout the United States, enabling the client “end user” to scale up its operations successfully.
  • Outside real estate counsel to publicly-traded owner of elementary schools and preschools in markets throughout the U.S.
  • Representing sellers and purchasers in numerous commercial real estate sale and purchase transactions (purchase price ranging from $2M – $75M+) throughout the United States, often involving high-profile transactions and multiple parties, and meeting tight deadlines.
  • Conducting legal risk assessment investigations of property sites throughout the United States for commercial development and/or acquisition (total project cost ranging from $2M – $100M+), thereby helping clients identify and evaluate risks so as to eliminate and/or reduce them, shift them away, or understand and budget for them.
  • Performing nationwide reviews of leases for more than 200 locations for major commercial client, helping client close major capital transactions and create and implement new lease administration system and procedures.
  • Representing anchor tenant retailer in acquiring over a dozen long-term leases from bankrupt competitor in connection with $40M stalking horse bid, including review of underlying lease documents for compliance with client lease requirements and drafting subleases to affiliate entities.
  • Negotiating and drafting numerous documents providing for private rights in real property.
  • Assisting property owners in enforcement of private covenants, restrictions, and easements.
  • Representing developer in all aspects of the rehabilitation of a multi-story townhouse in Center City Philadelphia, including negotiating construction financing, construction agreement, architect agreement, and tenant leases.
  • Representing retail supermarket operators in several rounds of financing ($5M – $20M) and facilitating the securing of Federal New Markets Tax Credits.
  • Helping client formulate and execute a complex real estate workout strategy, involving both litigation and large real estate transactions, that successfully repositioned the client from imminent foreclosure to successful $70M+ refinancing.
  • Representing anchor retailers in connection with acquisition and leasing in shopping center condominiums.
  • Handling ground leases and sub-ground leases for large-scale development transactions (project cost $20M+).
  • Representing lender in connection with multi-state extended stay lodging facility projects.
  • Representing borrower for refinancing of large light industrial, manufacturing, and office development.
  • Representing a large retail developer in numerous transactions that include governmental entities, quasi-governmental entities, and private developers in varying degrees of involvement in retail development and retail/mixed-use projects.

Specific Types of Services

Purchase and Sale Agreements (Purchase/Sale of Real Estate Assets)
  • Buying land for development; unimproved real estate
    • Letters of intent (LOI)
    • Right-of-entry agreements
    • Non-disclosure agreements (NDA)
    • Agreements of sale
    • Assemblages
    • Land swap agreements
    • Development agreements—Enforceable agreements for post-closing performance of site work, either on-site or off-site
    • Reciprocal Easement Agreements (REAs) – Recorded agreements governing rights and obligations among multiple land owners; a/k/a COREA (Construction, Operation, and Reciprocal Easement Agreement); a/k/a OEA (Operation and Easement Agreement); a/k/a Declaration (Declaration of Easements, Covenants, Conditions, and Restrictions); a/k/a CCRs (Covenants, Conditions, and Restrictions)
    • Design agreements (architect, engineer)
    • Construction agreements (construction management, stipulate sum, guaranteed maximum price, trade contracts, subcontracts, agreements with suppliers, warehousing agreements for storage of materials)
    • Parking licenses
  • Buying income-producing property
  • Buying existing assets for use and/or retrofitting
Anchor Tenant and Other Commercial Leases
  • Shopping centers and other retail spaces
  • Distribution, warehouse, and industrial buildings
  • Office buildings
  • Ground lease transactions
  • Retrofitting existing buildings
  • Anchor Tenant shopping center financing
  • Bridge loans
  • Construction loans
  • Term loans
  • Revolving credit loans
  • Public Financing
    • New Markets Tax Credits (NMTC)
    • Payment In Lieu of Tax (PILOT) agreements
Asset Management
  • Landlord-tenant disputes
    • Roof, concrete, HVAC, and other maintenance, repair, and replacement disputes
    • Common Area Maintenance (CAM) disputes and audits
    • Utility easements
    • Private road dedication and maintenance, repair, and replacement agreements and easements
    • Real estate tax disputes
  • Estoppels and Subordination, Non-Disturbance, and Attornment Agreements (SNDAs)
  • Lease review and analysis
    • Comprehensive review and analysis of leases to evaluate consent issues for closing major capital transactions
    • Review and improvement of standard lease and sublease forms
  • Development/re-development review and analysis
    • Comprehensive legal risk review and assessment of property sites for commercial development and/or acquisition, helping clients identify and evaluate risks so as to eliminate and/or reduce them, shift them away, or understand and budget for them
    • Analysis of expansion possibilities and/or repurposing existing facilities
    • Lease amendments
    • Letters of credit
    • Real estate tax disputes
    • Managing restrictive covenants and tenant exclusives
Energy Agreements
  • Fuel Cell agreements
  • Biogas agreements
  • Photovoltaic (a/k/a PV a/k/a Solar) energy agreements
  • Engineering, Procurement, and Construction (EPC) agreements
  • Power Purchase Agreements (PPAs)
  • Roof leases
Review and Analysis of Legislation
  • Zoning and land use
  • Incentives
  • Construction and “end user” job hiring requirements
  • Liquor licenses
  • Structuring of transactions