PRACTICE AREAS
Leasing
Our leasing team represents real estate developers, investors, owners, tenants, subtenants, and other users of real property in all aspects of commercial real estate leasing across a broad range of asset classes, including office, life science, retail, and industrial assets.
Our leasing attorneys are highly experienced professionals who employ a detailed, yet practical, risk-based approach. Their depth of experience adds value to the negotiation process by viewing each deal in the larger context of the current leasing market. We maintain regular, direct contact with clients and develop a comprehensive understanding of each client’s business operations to tailor the lease review and negotiation process to suit each client’s objectives and goals. Direct contact with our clients, coupled with our highly competitive rates, allows us to represent our clients in a timely, efficient, and cost-effective manner, while obtaining the results that our clients desire.
We have experience in all types of commercial lease transactions, representing all parties with respect to properties of all sizes and uses, from urban office towers and suburban industrial parks to retail centers and single tenant build-to-suit projects. We represent clients in all types of leases including office, retail, restaurant, industrial/warehouse, medical office, and biotechnology/laboratory leases, as well as ground leases. Each lease transaction brings different issues, concerns, and market leverage, and our accomplished and skilled attorneys are well-suited to guide our clients through the entire leasing process from letter of intent through occupancy.
Some of the services we provide include:
- Review and drafting of Letters of Intent and Term Sheets.
- Review and drafting of Brokerage Agreements.
- Owner-Side Leasing (including preparation of lease forms).
- Tenant-Side Leasing.
- Build-to-Suit Leases.
- Review and drafting of Work Letters.
- Lease Amendments and Term Extensions.
- Subleasing and Landlord Consent Issues.
- Review and drafting of Estoppel Certificates and Subordination Agreements.
- Commercial Due Diligence and Lease Review.
- Preparation of Lease Abstracts.
- Termination Agreements.
- Lease Enforcement.
- Landlord/Tenant Eviction Proceedings/Litigation.
In addition, upon request, our team has presented and continues to present seminars regarding “Leasing Basics”, “Letter of Intent” and other topics to clients and other interested groups who deal with leases on a regular basis, or who are entering the lease negotiation process for the first time and seek a better understanding of the process as a whole. These seminars present a practical overview of the most significant issues that typically arise when leasing space, are designed and presented for an audience of businesspeople, and can be tailored to fit the specific needs of the particular audience.
Examples of recent lease-related transactions on which we have worked include representation of:
- A publicly traded life sciences company with respect to its national leasing, including a 450,000 square foot headquarters and over 660,000 square feet of manufacturing space.
- A public REIT landlord in negotiation of 880,000 square foot lease to major internet company in Cambridge, including 420,000 square foot build-to-suit tower.
- An institutional landlord in negotiation of 400,000 square foot office lease to publicly traded social media company.
- A global sportswear company in negotiation of its 150,000 square foot North American headquarters lease.
- Both early-stage and publicly traded biotech tenants in lease and sublease negotiations throughout the Greater Boston area, ranging from 5,000 square feet to 450,000 square feet.
- A developer in connection with all retail leases related to development of retail shopping centers around the greater Boston area.
- A medical practice in negotiation of 20,000 square foot build-to-suit medical office headquarters lease.
- A developer in negotiation of ground lease with an international big-box retail tenant.
- An educational and testing company in connection with its retail leasing program throughout the United States.
- A local landlord in warehouse, retail and office leasing of portfolio of building along Route 128 corridor.
- An owner of local gas station property in connection with lease to operator.
- A technology company in connection with lease of build-to-suit 130,000 square foot headquarters adjacent to Route 495.
- A Boston-based law firm in lease of nearly 50,000 square feet in a major downtown Boston office tower.
Litigation
We solve problems for clients mostly in the commercial real estate industry. To do this, we must understand our clients’ business needs and then we tailor a strategy to achieve those goals. Litigation is just business by other means. Therefore, we work with clients to identify and manage risk, and to avoid and ultimately resolve disputes, whether through negotiation, alternative dispute resolution mechanisms like mediation and arbitration, or through the courts. We practice regularly before the Massachusetts Land Court and other state and federal trial and appellate courts, including the Supreme Judicial Court where we have argued many of the leading land use cases in the Commonwealth. We also practice before administrative law tribunals, including the Massachusetts Housing Appeals Committee and MassDEP Office of Appeals & Dispute Resolution.
We work with both small and large real estate property owners and developers across the Greater Boston region, throughout eastern Massachusetts, and the Cape and Islands on their most complex and challenging disputes. Our track record of achieving outstanding results at good value for clients has made our Litigation and Dispute Resolution Practice a regional leader. In recognition of our expertise in the field, our litigators are featured commentators for the Massachusetts Land Court Reporter and Massachusetts Housing Appeals Committee Reporter.
We have a particular expertise in land use, zoning, environmental, and administrative litigation and appeals. We are often successful in getting challenges to our clients’ land use permits and entitlements dismissed early on standing grounds. We also regularly represent:
- Commercial landlords and tenants in lease disputes.
- Sellers and buyers in transactional disputes.
- Owners and brokers in commission disputes.
- Owners and builders in construction disputes.
- Owners and possessors in easement, adverse possession, boundary, beach access, and other title claims.
- Operators and users in premises liability and other tort claims.
- Developers and condominium associations in condominium disputes.
- Insureds in insurance coverage disputes.
- Land trusts in conservation restriction and other land-use disputes.
- Alternative energy (including solar and wind) providers in entitlement and abutter disputes.
- Generally, clients in a variety of business and closely held corporate disputes, including breach of fiduciary duty, fraud, breach of contract, and 93A claims.
We also have an active pro bono practice, with a focus on tax lien defense litigation and political asylum claims, where we work closely with the PAIR (Political Asylum/Immigration Representation) Project.
Transactional
Transactional | Acquisition and Disposition
Our Transactional Practice includes a focus on acquisitions and disposition where we represent real estate owners, investors, developers and fund sponsors in all aspects of the acquisition, disposition and recapitalization of real estate assets. These transactional attorneys are highly proficient in the buying and selling of all product types, including office, multi-family residential, warehouse, light industrial, flex, retail, and land for development or redevelopment. Along with members of our environmental, permitting, and leasing groups, we can take a project through its entire life cycle, including acquisition, permitting, construction, financing, leasing, and sale.
Acquisition and Disposition Attorneys
Our team is attuned to our clients’ business models, objectives and risk tolerance, and provide legal services in a manner and in a timeframe focused on the ultimate business goal of closing the transaction. We consider ourselves to be deal makers and are always looking for creative solutions to accomplish our client’s goals. Each transaction possesses its own dynamic, and we are adept at staffing and tailoring our approach to reflect the needs of each transaction.
A partial list of some of the services provided by our Acquisition and Disposition Practice include:
- Reviewing and negotiating term sheets and letters of intent.
- Preparing and negotiating purchase and sale agreements and closing documents.
- Land assembly.
- Survey and title review.
- Preparing and negotiating easements, declarations of covenants, conditions and restrictions, and miscellaneous title documents.
- Preparing and negotiating estoppel certificates, and escrow and holdback agreements.
- Forward and Reverse like-kind-exchanges.
- General conveyancing and transactional work associated with the firm’s permitting and development practice, including site acquisition and control, assignments of development rights, access easements and license agreements, construction and permanent financing, lien subordinations and releases, regulatory agreements, subdivision control covenants, and condominium/HOA and other entity formation.
Examples of property acquisition and disposition matters for which we have provided representation include:
- REIT in the acquisition of single tenant industrial properties throughout the United States.
- Real estate investor in the acquisition, financing and ultimate disposition of a 550,000 square foot distribution facility in Merrimack, New Hampshire.
- Developers in site assemblies throughout the Greater Boston area.
- Real estate investor in the like kind exchange acquisition and leaseback of two free-standing NNN retail properties.
- Sponsor in the joint venture portfolio recapitalization of 10 properties of approximately 1 million square feet in the aggregate.
- Investment Fund developer and guarantor in the ground lease site assembly, financing, joint venture, and closing of an urban infill mixed use development in Boston, Massachusetts.
- Real estate investor in the acquisition, financing and leaseback of a portfolio of retail grocery stores/gas stations in Kansas, Missouri and Nebraska, and subsequent sale of the portfolio to a REIT.
- Real estate investor in the acquisition, financing, full building leaseback, and ultimate disposition of an 825,000 square foot warehouse and distribution center.
- Developer in the site assembly, financing, development, commercial condominium creation, and parcel(s) disposition of a retail shopping center in Woburn, Massachusetts.
Transactional | Finance
Our Transactional Practice includes a focus on real estate finance where we represent mostly borrowers and some lenders in all aspects of real estate finance. Matters include land assembly and pre-development loans, construction loans, acquisition loans, re-financings, permanent loans, mezzanine loans, and complex multi-asset securitized deals. Our deep understanding of both debt and equity capital markets complements the work of our acquisition and joint venture practice groups.
Finance Attorneys
Debt is a critical component of the capital stack, and our attorneys understand the respective needs and goals of lenders and borrowers. This informs our ability to close financing deals effectively and efficiently, while protecting our clients’ need to retain in order to execute successfully on their business plan. Our finance practice group attorneys have worked through multiple cycles, and the consequent disruption in the debt markets. When the need arises, our group has the experience to assist with the negotiation of loan modifications, forbearance agreements, and loan workouts. We provide local counsel representation for out-of-state borrowers and lenders.
Some of the services provided by our finance practice group include:
- Reviewing and negotiation of term sheets and commitment letters.
- Review and negotiation of loan documents.
- Draft and provide authority and enforceability opinion letters in favor of lenders.
- Coordinate loan closings.
Examples of finance matters for which we have provided representation include:
- Corporate headquarters $30M construction loan.
- Multi-family construction loans in the amount of $27M of $23.5M.
- Land assembly and pre-development loan in the amount of $20M.
- Stabilized asset acquisition loan in the amount of $20M.
- Portfolio refinancing with life insurance company lender in the aggregate amount of $19.5M.
- Work-out of distressed $19M construction loan.
- Local counsel to lender in $250M construction loan.
- Local counsel to lender in $360M construction loan.
Transactional | Joint Venture
Our Transactional Practice includes a focus on joint venture formation where we represent developers, investors, operating partners, and capital partners in the negotiation and formation of all types of business entities. The focus is on limited liability companies and partnerships, incident to the acquisition, recapitalization, financing, development, ownership, operation, and disposition of real estate assets of all classes. These transactional attorneys are highly experienced professionals who understand the often-competing interests and needs of different stakeholders in joint venture structures, and how best to protect our clients, while aligning interests and achieving common goals.
Joint Venture Attorneys
We have experience in structuring and negotiating joint ventures for investment in all product types, including redevelopment and ground-up development, and with acquisition, ownership and operation of office, multi-family residential, retail, hospitality, warehouse, light industrial and flex. Our joint venture practice group is seamlessly integrated with our acquisition and disposition, permitting, finance, and leasing practice groups, further evidencing our firm philosophy of representing our clients though the life cycle of real estate investments. Different product types and different investment structures require tailored approaches to the joint venture relationship, and we are able to do so in a business-oriented, timely, efficient and cost-effective manner.
Some of the services provided by our joint venture practice group include:
- Reviewing and negotiating terms sheets and letters of intent.
- Preparing and negotiating limited liability company operating agreements and partnership agreements.
- Preparing and negotiating related and unrelated party service provider agreements, such as development management agreements, property and asset management agreements, leasing agreements and construction contracts.
- Entity formation.
- Representing joint ventures in acquisition, permitting, financing and disposition of assets.
Examples of joint venture matters for which we have provided representation include:
- Represented sponsor in joint venture recapitalization of 10 building portfolio containing approximately 1 million square feet.
- Represented equity fund in the entity recapitalization, joint venture structuring, and majority position acquisition in a 260,000 square foot office building in Tyson’s Corner, Virginia.
- Represented capital partner in two-tiered joint venture and preferred equity structure relative to ground-up development in Boston, Massachusetts.
- Represented site developer in joint venture negotiation with hotel developer/operator relative to ground-up development of dual-brand hotel.
- Represented real estate investor in joint venture negotiation with general contractor partner.
- Represented equity fund in joint venture negotiation, incident to land acquisition and development of 248-unit apartment complex in Wyomissing, Pennsylvania.
- Represented capital partner in joint venture negotiation incident to acquisition of 485-unit garden apartment complex in Sandy Springs, Georgia.
Permitting, Environmental, and Zoning
Zoning and Development | Zoning and Other Permitting
Our zoning and permitting attorneys represent owners and developers of real estate, and other interested parties, in a wide range of permitting, compliance, regulatory, and dispute resolution matters. Our experienced attorneys include, among others, a former MEPA director, a former chair of the Boston Board of Appeal, the chair of the Boston Conservation Commission, a member of the Chelsea Economic Development Board, a former member of the Hingham Planning Board, current and former members of the board of directors for the Real Estate Bar Association for Massachusetts (REBA), members of the Abstract Club, and a LEED accredited professional.
Zoning and Other Permitting Attorneys
In addition to expertise with the zoning requirements of numerous communities such as Boston, Cambridge, Hingham, Newburyport, Waltham, and Weston, our attorneys also have extensive experience with the Massachusetts Environmental Policy Act (MEPA), the Wetlands Protection Act, state and local historic commission regulations, Title 5, and numerous other local and state permitting regimes. Our members include the co-chairs of the Real Estate Bar Association for Massachusetts (REBA) Land Use and Zoning Committee and Affordable Housing Committee; the former Senior Land Use Counsel for the Boston Redevelopment Authority; a former member of the Amesbury Zoning Board of Appeals; and a ten-year member of the Hingham Planning Board, chair of the Hingham Harbor Planning Task Force, advisor to members of the Board of Selectmen on real estate matters, and a former member of the Hingham Development and Industrial Commission and Open Space Committee.
Our zoning and permitting attorneys advise and assist clients with:
- Due diligence for acquisitions and redevelopment projects.
- Wetlands, waterways, and filled tidelands.
- Zoning analyses and obtaining zoning relief.
- Obtaining approvals under the Subdivision Control law.
- Site plan review.
- MBTA Communities permitting.
- Chapter 40B permitting.
- Chapter 40R plan review permitting and smart growth district establishment.
- MEPA review.
- Administrative appeals and litigation.
- Age-restricted housing development.
- Compliance with laws and regulations governing Title V, MWRA and other sewer connections, air emissions, and asbestos and other hazardous materials.
- Withdrawal of land from registration under G.L. c. 185, § 52.
- Municipal licensing.
- Private client conveyancing, transactional, and contractual services associated with development projects, including site acquisition and control, assignments of development rights, access easement and license agreements, construction and permanent financing, lien subordinations and releases, regulatory agreements, subdivision control covenants, and condominium/HOA and other entity formation.
Our attorneys also represent clients before the Housing Appeals Committee, Massachusetts Architectural Access Board, the Cape Cod Commission, Martha’s Vineyard Commission, the Massachusetts Alcoholic Beverages Control Commission, the Consumer Affairs Division, numerous municipal zoning boards of appeal, planning boards, inspectional services/ building departments, conservation commissions, boards of health, and state and local historic commissions and districts.
Due Diligence
Our attorneys assist clients in conducting due diligence for the acquisition or redevelopment of real estate within and outside Massachusetts by:
- Reviewing zoning requirements and building histories to determine whether existing buildings and uses comply with current zoning or are lawfully pre-existing nonconforming conditions, and whether and how redevelopment scenarios would comply.
- Reviewing zoning approvals, Orders of Conditions, subdivision approvals, state highway access permits, and other permits and approvals for compliance.
- Performing environmental due diligence and risk management for contaminated properties and assisting clients in analyzing remediation plans.
- Identifying local and state permitting requirements that would be triggered by redevelopment, including zoning requirements, demolition delay, wetlands and waterways approvals, subdivision control law approvals, and MEPA review.
- Reviewing land titles.
- Developing timelines and sequencing strategies for complex projects.
- Advising development clients on optimal development team formation.
Zoning
Our attorneys represent some of the most active developers and owners of real estate in greater Boston, eastern Massachusetts, and across the Commonwealth. We advise and assist our clients with all aspects of zoning:
- Analysis of zoning ordinances and bylaws to determine compliance of existing buildings and uses, or of proposed development plans.
- Drafting and advocating for amendments to zoning ordinances and bylaws.
- Assistance with community, abutter, and governmental outreach and communications.
- Negotiating agreements and settlements with abutters and permitting authorities.
- Obtaining special permits, variances, site plan approvals, and Section 6 findings.
- Obtaining conditional use permits, exceptions, and variances for Boston projects.
- Issuing zoning opinions to lenders in connection with project financing.
Zoning and Development | Environmental
Our environmental attorneys represent owners, operators, property managers, and developers of real estate in a variety of environmental compliance, remediation, and dispute resolution matters.
Environmental Attorneys
We advise and assist clients with:
- Due diligence for the acquisition or redevelopment of contaminated properties including reviewing environmental reports and working with consultants to help clients understand and manage a project’s inherent environmental risks.
- Managing risks and liabilities associated with environmental remediation projects.
- Compliance with environmental regulations and obtaining permits and licenses.
- Working with environmental consultants to coordinate environmental remediation, achieve downgradient property status, and obtain liability releases.
- Obtaining Orders of Condition and other approvals for work in or near wetlands resource areas under the Massachusetts Wetlands Protection Act and local regulations, including representation before conservation commissions, MassDEP regional offices, and the MassDEP Office of Appeals and Dispute Resolution (OADR).
- Securing Chapter 91 licenses for activities in flowed tidelands.
- Obtaining septic permits, shared system approvals, alternative treatment system approvals, and groundwater discharge permits.
- Obtaining federal, state, and local stormwater management approvals, including NPDES permits and all MassDEP approvals.
- Obtaining approvals and findings of non-applicability under the Massachusetts Environmental Policy Act (MEPA).
- Obtaining garage and gasoline licenses for structured parking facilities.
- Assisting and advising on Brownfields redevelopment.
- Serving as insurance coverage counsel for owners of contaminated property.
Zoning and Development | Municipal Real Estate and Land Use
Our Municipal Real Estate and Land Use offers experienced representation in a broad range of complex real estate, land use regulation, and related litigation issues facing Massachusetts cities and towns.
Municipal Real Estate and Land Use Attorneys
Our Municipal Real Estate and Land Use attorneys’ experience includes working with municipal officials, permitting boards, municipal department heads, outside technical consultants, town counsel, and city solicitors as staff counsel, special counsel, and serving on municipal boards. In these capacities, we have drafted and interpreted zoning codes, conservation ordinances, and land use permits; advised on environmental matters and real estate transactions, including sales, acquisitions, leases, and easement grants; and represented municipalities in land use litigation.
Our experience assisting and facilitating cooperation between developers and municipalities for new development has resulted in projects that enhance those communities.
We work closely with city solicitors and town counsel in defending against appeals of zoning decisions, including cases in Cambridge, Chatham, Hingham, Newburyport, Peabody, Saugus, Wayland, Wenham, and other municipalities. Some of the services we provide include:
- Review and draft amendments to municipal zoning codes
- Advise on environmental compliance and remediation matters affecting municipal property
- Advise on the sale, acquisition, leasing ,and easements of municipal property
- Represent municipalities in land use and permitting appeals
- Draft zoning and other permitting decisions
- Advise on local compliance with state and federal law, including MBTA Communities
Examples of our municipal experience include:
- Representing the City of Peabody in connection with the acquisition of a contaminated, former tannery site for redevelopment as a public park
- Representing the Town of Amesbury in the remediation and redevelopment of municipal property contaminated by adjoining manufactures gas plant
- Drafting the PDA Master Plan for the Fort Point District/100 Acres area of South Boston Seaport
- Advising the Town of Newbury on adoption of a revised wetlands overlay district for Plum Island
- Defending the Town of Wenham against the appeal of a Zoning Board decision involving the interpretation of historical zoning amendments and applicability of statutory and municipal grandfathering provisions
- Advising the Town of Wenham on a comprehensive re-write of their zoning by-laws
- Working with the Hingham Board of Selectmen and Town Counsel on private/public development agreements for a land swap, housing and athletic fields, and the acquisition and ground lease by the Town of a 65-unit Section 8 elderly housing apartment building
- Representing the Town of Saugus on multiple aspects of a years’ long mixed-use development, including regulatory compliance, construction oversight, and defense of litigation
- Advising the Town of Saugus regarding affordable housing issues, including affordable housing regulatory agreements, housing production plan and master planning, and securing Chapter 40B safe harbor
Affordable Housing Development
Our Affordable Housing Development practice provides expert representation to developers and non-profit development groups in the development of affordable housing.
Affordable Housing Development Attorneys
Our primary specialization is the permitting and development of affordable housing under Massachusetts General Laws Chapter 40B, also known as the Comprehensive Permit Law or the “Anti-Snob Zoning Act”. In this field, we are one of a handful of go-to law firms with the specialized knowledge, experience, and knowhow to guide a Chapter 40B development from concept to shovels in the ground through to occupancy, and our attorneys’ recent development portfolio includes approved projects throughout Eastern Massachusetts and Greater Boston.
Our services in this field include:
- Representing developers and non-profit organizations before local zoning boards of appeal to secure Chapter 40B comprehensive permits.
- Working with Chapter 40B subsidizing agencies to obtain project/site eligibility letters and final approvals.
- Expertise in Chapter 40B subsidy program eligibility, including New England Fund (NEF) and Low-Income Housing Tax Credit (LIHTC) projects.
- Negotiating and permitting Local Initiative Project (LIP) program projects (“Friendly 40B”).
- Representing developers on the negotiation and completion of state and local affordable housing regulatory agreements for Chapter 40B projects, LIP projects, and Local Action Unit projects, working with municipalities, subsidizing agencies, and lenders.
- Working side-by-side with transactional counsel to complete construction financing transactions involving affordable housing projects.
- Working with developers and contractors following project approval to resolve construction issues, ancillary local approvals, and approval of project changes.
- Working with affordable housing consultants with respect to affordable housing marketing and lottery plans, cost certifications, and project pro formas.
In addition to our work obtaining entitlements for Chapter 40B developments, we also specialize in post-permit litigation arising out of Chapter 40B projects, including:
- Developer appeals to the Massachusetts Housing Appeals Committee from local ZBA Comprehensive Permit denials and approvals with improper conditions.
- Defense of abutter appeals to the Massachusetts Land Court and Superior Court.
- Housing Appeals Committee decision appeals.
- Chapter 40B “safe harbor” appeals.