Subleasing commercial office and retail space is an increasingly common alternative for tenants who want to downsize the space they have leased and reduce their financial obligations. Subleases allow tenants to retain the space they need while avoiding the risks and liability of trying to renegotiate the underlying master lease with the landlord. But subleases as documents are very complex. They give subtenants rights vis-à-vis the tenant, but they must conform with the underlying master lease and generally cannot increase the obligations of the landlord. Subleases must also anticipate default – by the landlord, by the tenant or by the subtenant – and define remedies. This program will provide you with a practical guide to reviewing, drafting and negotiating subleases with an emphasis on allocation of risk and liability.
Day 1 – October 24, 2013:
Drafting and negotiating subleases and assignments of leases
Understanding the differences between subleases v. assignments
Types of subleases – straight lease without reference to master lease, incorporation by reference, custom-made sublease
Motivations and risks of tenants and subtenants in subleasing
Landlord and lender concerns in subleases
Day 2 – October 25, 2013:
Variations in subleases in office and retail contexts and common pitfalls
Most highly negotiated provisions in subleases
Profit sharing, restrictions on usage, remedies
Non-disturbance agreements with landlord and lender
Remedies of subtenant on tenant default
Mark A. Senn is a partner in the Denver law firm of Senn Visciano Canges P.C, where he has an extensive national real estate practice, including commercial leasing, purchases and sales, title cases, condominiums, loan and workout transactions, and mezzanine financing transactions. He is the author of "Commercial Real Estate Leases: Preparation, Negotiation and Forms" (3d ed.) and "Commercial Real Estate Transactions Handbook (3d ed), both published by Aspen Law & Business. He is a member of the Board of Governors of the American College of Real Estate Lawyers and a member of the Board of the Advisors of the newsletter “Commercial Lease Law Insider.” He received his B.S., with distinction, from Stanford University and his J.D. from Boalt Hall School of Law at the University of California, Berkeley.
Richard R. Goldberg is a retired partner, resident in the Philadelphia office of Ballard Spahr, LLP, where he established an extensive real estate practice, including development, financing, leasing, and acquisition. Earlier in his career, he served as vice president and associate general counsel of The Rouse Company for 23 years. He is past president of the American College of Real Estate Lawyers, past chair of the Anglo-American Real Property Institute, and past chair of the International Council of Shopping Centers Law Conference. Mr. Goldberg is currently a Fellow of the American College of Mortgage Attorneys and is a member of the American Law Institute. Mr. Goldberg received his B.A. from Pennsylvania State University and his LL.B. from the University of Maryland School of Law.