At first glance, residential and commercial real estate transactions in New Jersey look similar. They both have an offer, title research, lender financing, a contract, and a closing. However, this is where the similarities end. Navigating New Jersey commercial real estate law has many more nuances that make these deals more complicated. Whether someone is a first-time investor or has bought several commercial properties, it is advisable to seek out legal representation for their commercial real estate activities.
Speaking with an experienced lawyer at The Law Office of Jonathan Fleisher, Esq. at (732) 360-6409 can make navigating New Jersey commercial real estate law easier.
Sale and Purchase
A letter of intent is the first step in a typical commercial real estate transaction. A lawer prepares this legal document and it is a preliminary offer that is non-binding. It will state the basic terms the parties anticipate for the final contract. It can also include a non-disclosure agreement to ensure the information contained remains .private Under New Jersey commercial real estate law, there is no requirement for a three-day attorney review. This restriction only applies to residential transactions.
Assumption of Liability
When buying commercial real estate, the buyer needs to perform due diligence to ensure they do not unknowingly acquire the liability of the previous owner. Hiring a skilled law firm to perform this due diligence is important to consider because it could be a wide range of law violation liabilities. The purchase contract should also include a liability clause that shifts any potential future liability for existing issues back onto the previous owner. As the seller of commercial property, this could present an indefinite liability. It is important to consider consulting with an experienced attorney in order to limit this liability or have a purchase contract that shifts liability to the next previous owner.
Financing
Applying for financing is a complicated endeavor because the purchase price for commercial property tends to be significantly higher than the majority of residential properties. The buyer will need to prepare the appropriate financial documents to secure adequate financing.
Title Issues
One of the essential steps of commercial real estate transactions is the due diligence phase. During this phase, the buyer will want to perform a title search. During this search, the buyer’s law firm or a hired title service company will perform a deep dive into the ownership history of a piece of property. This process starts with the New Jersey Division of Taxation but can spread to other sources. All title issues that could affect ownership get included in the search.
- Pending lawsuits
- Unpaid taxes
- Liens
- Leases
- Easements
- Mortgages
Several types of documents get gathered and analyzed during the title research process.
- Deeds
- County land records
- Bankruptcy records
- Divorce cases
- Financial judgments
Bulk Sales Act
A unique requirement for commercial real estate owners in New Jersey is the Bulk Sales Act. This law applies to several types of transactions, one of which is the sale of commercial property. An owner intending to sell their commercial real estate must fill out The Division of Taxation’s Form C-9600 in accordance with New Jersey Statutes Title 54. Taxation 54 § 50-38. Completing this legal document ensures that the seller’s state tax liabilities are satisfied.
Representations and Warranties
As the seller of commercial real estate, the goal is to make as few representations and warranties as possible. A warranty is a promise of indemnity for any false statements. A representation is a statement of fact. Buyers want to include as many of these as possible in the contract. They could pertain to everything from income verification to the condition of the property and the building located on it. Having a legal team skilled in negotiation helps each side to secure as many or as few representations or warranties as possible.
Zoning and Land Use
When investing in commercial real estate in New Jersey, it is advisable to confirm the zoning and permitted land use before completing the purchase. This ensures that the buyer can use the property for their intended purpose. A skilled law firm, such as The Law Office of Jonathan Fleisher, Esq., has the experience to navigate the public sector entities and officials. Making sure that the zoning and permitted land use is available for commercial real estate facilitates the administrative process for obtaining approval for the intended land use.
Leases
Commercial leases contain several terms that are not typically included in a residential landlord/tenant lease. The leases typically get negotiated and customized for each leasing agreement. The landlord and tenant will each have legal representation that handles the negotiation. Should a dispute arise in the future pertaining to the lease, the same legal representation can assist in conflict resolution. This can include anything from mediation to court representation.
Property Management Contracts
Commercial real estate requires significantly more hands-on property management activities. The majority of buyers do not intend to do these tasks themselves. Once the property is purchased, developed, and leased, a property management firm is the best solution for managing tenants and ongoing property maintenance. Commercial real estate lawyers have experience with these contracts and agreements and can draft or negotiate property management contracts.
Environmental Issues
Up until 2008, the state of New Jersey required sellers of commercial, industrial property to comply with the Industrial Site Recovery Act (ISRA) and file for clearance. It is unclear if these requirements will resume in the future. Despite the lack of enforcement, the purchaser of the property needs to address potential environmental issues. Performing environmental due diligence ensures that the buyer does not incur significant cleanup costs in the future.
Obtain Guidance From a Commercial Real Estate Attorney Today
Navigating New Jersey commercial real estate law is a confusing and potentially costly venture. The best option as the buyer or seller is to enlist the assistance of a commercial real estate law firm. An experienced firm will provide a complete suite of services to assist with every step of the buying, developing, leasing, management, and selling process.
Speak with a lawyer from The Law Office of Jonathan Fleisher, Esq. at (732) 360-6409 about your pending commercial real estate transaction and have guidance navigating New Jersey commercial real estate laws and regulations.