Like any other contract, the provisions of a commercial lease are negotiable. Yet, like so many contracts, commercial leases can be confusing to anyone who does not negotiate them for a living. This webinar explains many of the common provisions in a typical commercial lease (e.g. competition clauses, destruction/condemnation provisions, enforcement provisions, escalation clauses, purchase and renewal options, subletting and assignment provisions, use provision- just to name some examples) and discusses what is “market” with respect to them.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/commercial-leases-their-provisions-and-pitfalls-to-avoid-2020/
Commercial Real Estate - Leasing
How to right-size your commercial lease to fit your business plan. Negotiation techniques to protect the tenant's rights. Presented by International Properties Group principal George F. Donohue.
Commercial Real Estate - Leasing
How to right-size your commercial lease to fit your business plan. Negotiation techniques to protect the tenant's rights. Presented by International Properties Group principal George F. Donohue.
Hire Purchase System
The process of Hire Purchase
Features of Hire Purchase
Advantages and Disadvantages of Hire Purchase
Contents of Hire Purchase agreement
Installment Purchase
Important Definitions
Difference between Hire Purchase and Installment Purchase
Difference between Sales and Hire Purchase
Lease
Features of Lease
Merits and Demerits of Lease
Difference between Hire Purchase and Lease
Elderly care conference 2017 - Workshop stream A - the legal framework: share...Browne Jacobson LLP
This presentation covers what the difference between a share sale and an asset sale is. Key documents involved in a transaction, due diligence, how to address risks and limitation of liability.
Bankruptcy Claims Trading (Series: Bankruptcy Transactions: Advice for the Ad...Financial Poise
Claims Trading in bankruptcy cases has advanced and grown in sophistication swiftly in recent history. Companies and their advisors should be prepared before wading into these waters. How will a claim be treated once transferred? What steps should a company acquiring a claim take to ensure the claim is paid? How should a claim be valued? What kind of documentation will be needed to properly transfer the claim? If a dispute arises regarding the claim, how should the acquiring company defend itself? This webinar focuses on understanding these issues and addressing best practices for advanced reorganization practitioners and advisors working on the cutting edge of bankruptcy transactions.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/bankruptcy-claims-trading-2020/
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/bankruptcy-claims-trading-2020/
REAL ESTATE LAW DUMBED DOWN 2022 - Representing the Commercial TenantFinancial Poise
A commercial tenant views a lease negotiation quite differently than does the landlord. As most leases tend to be drafted by the landlord, a tenant must begin an uphill battle to gain as many concessions as possible. This is an arduous task made easier by a full understanding of what are the most important issues for a tenant in a commercial lease transaction.
How does the financial profile of the tenant enter into the picture? Where can a tenant get hurt the most by hidden costs or unforeseen expenses? Why is “leverage” the most important concept to consider in this process? This webinar will help one understand how the tenant, generally the underdog in lease transactions, can turn the tables and become the most powerful player in the leasing game.
Part of the webinar series: REAL ESTATE LAW DUMBED DOWN 2022
See more at https://www.financialpoise.com/webinars/
REAL ESTATE LAW DUMBED DOWN 2022 - Representing the Commercial LandlordFinancial Poise
The process of representing a commercial landlord in a lease transaction is multi-faceted. While generation of cash flow is the ultimate goal, there are other very important goals. These include minimizing risk, preserving the asset, enhancing the property and about a multitude of other issues.
This webinar provides powerful ammunition for both landlord reps and tenant reps to have in their arsenal. It focuses on the major concerns of real estate professionals in advising a landlord. When should the landlord insist on the language in the lease, and when should the landlord consider a concession or compromise? What is the role of the local real estate market in this analysis and why is it so important? After participating in this webinar, one will have a solid grasp of what commercial landlords need and why.
Part of the webinar series:
REAL ESTATE LAW DUMBED DOWN 2022
See more at https://www.financialpoise.com/webinars/
Hire Purchase System
The process of Hire Purchase
Features of Hire Purchase
Advantages and Disadvantages of Hire Purchase
Contents of Hire Purchase agreement
Installment Purchase
Important Definitions
Difference between Hire Purchase and Installment Purchase
Difference between Sales and Hire Purchase
Lease
Features of Lease
Merits and Demerits of Lease
Difference between Hire Purchase and Lease
Elderly care conference 2017 - Workshop stream A - the legal framework: share...Browne Jacobson LLP
This presentation covers what the difference between a share sale and an asset sale is. Key documents involved in a transaction, due diligence, how to address risks and limitation of liability.
Bankruptcy Claims Trading (Series: Bankruptcy Transactions: Advice for the Ad...Financial Poise
Claims Trading in bankruptcy cases has advanced and grown in sophistication swiftly in recent history. Companies and their advisors should be prepared before wading into these waters. How will a claim be treated once transferred? What steps should a company acquiring a claim take to ensure the claim is paid? How should a claim be valued? What kind of documentation will be needed to properly transfer the claim? If a dispute arises regarding the claim, how should the acquiring company defend itself? This webinar focuses on understanding these issues and addressing best practices for advanced reorganization practitioners and advisors working on the cutting edge of bankruptcy transactions.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/bankruptcy-claims-trading-2020/
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/bankruptcy-claims-trading-2020/
REAL ESTATE LAW DUMBED DOWN 2022 - Representing the Commercial TenantFinancial Poise
A commercial tenant views a lease negotiation quite differently than does the landlord. As most leases tend to be drafted by the landlord, a tenant must begin an uphill battle to gain as many concessions as possible. This is an arduous task made easier by a full understanding of what are the most important issues for a tenant in a commercial lease transaction.
How does the financial profile of the tenant enter into the picture? Where can a tenant get hurt the most by hidden costs or unforeseen expenses? Why is “leverage” the most important concept to consider in this process? This webinar will help one understand how the tenant, generally the underdog in lease transactions, can turn the tables and become the most powerful player in the leasing game.
Part of the webinar series: REAL ESTATE LAW DUMBED DOWN 2022
See more at https://www.financialpoise.com/webinars/
REAL ESTATE LAW DUMBED DOWN 2022 - Representing the Commercial LandlordFinancial Poise
The process of representing a commercial landlord in a lease transaction is multi-faceted. While generation of cash flow is the ultimate goal, there are other very important goals. These include minimizing risk, preserving the asset, enhancing the property and about a multitude of other issues.
This webinar provides powerful ammunition for both landlord reps and tenant reps to have in their arsenal. It focuses on the major concerns of real estate professionals in advising a landlord. When should the landlord insist on the language in the lease, and when should the landlord consider a concession or compromise? What is the role of the local real estate market in this analysis and why is it so important? After participating in this webinar, one will have a solid grasp of what commercial landlords need and why.
Part of the webinar series:
REAL ESTATE LAW DUMBED DOWN 2022
See more at https://www.financialpoise.com/webinars/
No doubt that, rented premises leads to saving of hefty investment cost but that is only one side of the coin and the other side of coin calls for attention towards the legal aspects involved in such decision which are specified through a Commercial Lease Deed.
The Commercial Landlord's Perspective (Series: Real Estate Leasing Dumbed Down)Financial Poise
The process of representing a commercial landlord in a lease transaction is multi-faceted. While generation of cash flow is ultimate goal, there are other very important goals. These include minimizing risk, preserving the asset, enhancing the property and about a multitude of other issues.
This webinar focuses on the major concerns of real estate professionals in advising a landlord. When should the landlord insist on the language in the lease, and when should the landlord consider a concession or compromise? What is the role of the local real estate market in this analysis and why is it so important? After participating in this webinar, one will have a solid grasp of what commercial landlords need and why.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/commercial-landlords-perspective-2019/
Investing in Commercial Property (Series: Real Estate Investing 101 - 2020) Financial Poise
Before taking the plunge into commercial real estate investing, one should have a clear understanding of how to select the right location, preferred type and class of property, what due diligence to do, how to secure financing, how to negotiate a deal, and how to manage the property going forward as a commercial landlord. This Financial Poise panel explains the process from looking for the investment, to contract, to closing, and beyond.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/investing-in-commercial-property-2020/
Before taking the plunge into commercial real estate investing, one should have a clear understanding of how to select the right location, preferred type and class of property, what due diligence to do, how to secure financing, how to negotiate a deal, and how to manage the property going forward as a commercial landlord. This Financial Poise panel explains the process from looking for the investment, to contract, to closing, and beyond.
Part of the webinar series: REAL ESTATE INVESTING 101 - 2022
See more at https://www.financialpoise.com/webinars/
IP-301 POST-GRANT REVIEW TRIALS 2022 - Things to Consider Before You FileFinancial Poise
This segment will delve into considerations that come into play when filing or responding to post-grant review proceedings. These considerations include issues of real party in interest, timing, and substantive arguments.
Part of the webinar series: IP-301 POST-GRANT REVIEW TRIALS 2022
See more at https://www.financialpoise.com/webinars/
This segment will discuss the statutory and procedural background of post-grant review proceedings. It will discuss the types of proceedings available and provide a high-level discussion of how the proceedings are conducted.
Part of the webinar series:
IP-301 POST-GRANT REVIEW TRIALS 2022
See more at https://www.financialpoise.com/webinars/
THE NUTS & BOLTS OF BANKRUPTCY LAW 2022: The Nuts & Bolts of a First Day HearingFinancial Poise
Even when a bankruptcy petition is the result of a soft-landing rather than a freefall, filing a chapter 11 petition is a disruptive event. To facilitate the debtor’s entry into chapter 11 with as little disruption as possible, first day motions are filed to ensure that a debtor-in-possession can minimize interruptions and continue operating its business in order to achieve its goals in chapter 11. This webinar provides an overview of the administrative and operational first day motions typically filed by chapter 11 debtors and the process for requesting a first day hearing, providing notice of the hearing, and ensuring that the hearing runs smoothly.
Part of the webinar series: THE NUTS & BOLTS OF BANKRUPTCY LAW 2022
See more at https://www.financialpoise.com/webinars/
RESTRUCTURING, INSOLVENCY & TROUBLED COMPANIES 2022: Bad Debtor Owes Me Money!Financial Poise
Sometimes it begins when a client, tenant, or customer starts to slow-pay, with the result that your accounts receivable start to accrue gradually. Other times the issue presents itself more suddenly. Either way, you find your company owed a great deal of money that looks like it may not be collected because your client/tenant/customer has filed bankruptcy, has commenced an assignment for the benefit of creditors, has been put into receivership, or is otherwise just plain insolvent. What do you do? What should you not do? The topics discussed in this webinar include the pros and cons of putting a counterparty into involuntary bankruptcy; when and how you may be able to pursue third parties (like guarantors, directors, or officers) for the amount owed; risks related to preference attack; pros and cons of sitting on a “creditors’ committee” in a Chapter 11; how to negotiate for “critical vendor” protection in Chapter 11; and practical guidance for continuing to provide goods or services to an insolvent counterparty.
Part of the webinar series: RESTRUCTURING, INSOLVENCY & TROUBLED COMPANIES 2022
See more at https://www.financialpoise.com/webinars/
We’ve all long heard about writing practices to avoid, including run-on sentences, excessive passive voice, and nominalization. This webinar not only discusses how those habits can damage briefs, but also explores a key habit brief-writers should embrace: using strong, precise verbs, which are the engine of a persuasive sentence. Panelists also exchange views about finding the most persuasive voice and tone, as well as the right temperature for rhetoric.
Part of the webinar series: PERSUASIVE BRIEF WRITING 2022
See more at https://www.financialpoise.com/webinars/
CYBER SECURITY and DATA PRIVACY 2022: Data Breach Response - Before and After...Financial Poise
You’ve received the dreaded call that your company has just suffered a data breach – what do you do next? Who do you call for help? What notification obligations do you have?
With proper preparation, you can mitigate the damage caused by this unfortunate event and put your business in a position to recover. Your company may have already implemented its information security program and identified the responsible parties, including applicable outside experts, to be contacted in the event of a breach. However, now you must call up your incident response team to investigate the extent of the breach, evaluate the possible damage to your company, and determine whether you must notify your clients, customers, or the public of the breach. This webinar will help prepare you to take action when the worst happens.
Part of the webinar series:
CYBER SECURITY and DATA PRIVACY 2022
See more at https://www.financialpoise.com/webinars/
CYBER SECURITY and DATA PRIVACY 2022_How to Build and Implement your Company'...Financial Poise
Data is one of your business’s most valuable assets and requires protection like any other asset. How can you protect your data from unauthorized access or inadvertent disclosure?
An information security program is designed to protect the confidentiality, integrity, and availability of your company’s data and information technology assets. Federal, state, or international law may also require your business to have an information security program in place.
This webinar will provide the basics of how to create and implement an information security program, beginning with identifying your incident response team, putting applicable insurance policies into place, and closing any gaps in the security of your data.
Part of the webinar series:
CYBERSECURITY & DATA PRIVACY 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022 - Enforcement: Post-Judgment Procee...Financial Poise
Obtaining a final and enforceable judgment is often just the first phase of the civil litigation process; without effective enforcement and collection, a judgment is merely a piece of paper (or electronic docket entry). This webinar provides an overview of the technical, procedural and strategic considerations necessary to monetize judgments and make litigation worthwhile.
Part of the webinar series: NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022 -Appellate Practice- 101 Financial Poise
When is an appeal permitted and when should you take one? What rules and procedures govern appellate practice and how can you best avoid technical and procedural mistakes. How are appellate briefs different from those filed with the trial court and what are some keys to making them successful? And how can you best prepare for appellate oral argument? This webinar explores these questions and more with a panel of experienced appellate litigators.
Part of the webinar series: NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022
See more at https://www.financialpoise.com/webinars/
MARKETING TIPS FOR THE NEW (OR OLD!) BUSINESS OWNER 2022: Learn How to Do Con...Financial Poise
There's creating content; then there's creating great content; and then there's creating great content that actually gets seen by the ideal audience. Each of those layers has its own unique challenges. In this webinar episode, we share insights from a variety of highly experienced content creators. Each panelist member provides their own unique spin on how to create great content that gets seen by the intended audience. By the completion of this episode, the audience member will have a clear and actionable plan on how to create outstanding content that meets their unique marketing needs.
Part of the webinar series: MARKETING TIPS FOR THE NEW (OR OLD!) BUSINESS OWNER 2022
See more at https://www.financialpoise.com/webinars/
CHAPTER 11 - INDUSTRY FOCUS 2022 - Focus on Oil and Gas Financial Poise
Although issues in oil and gas chapter 11 cases vary from case to case, there are, nonetheless, certain issues that tend to arise in most oil and gas cases. Among them: treatment of oil and gas leases, the payment of royalties, hedging agreements, and valuation. This webinar addresses such issues.
Part of the webinar series: CHAPTER 11 - INDUSTRY FOCUS 2022
See more at https://www.financialpoise.com/webinars/
BUSINESS LAW REVIEW- 2022: Selling a Business Financial Poise
A Startup is the Founders’ baby - they dream it, created it and worked tirelessly to make it successful. Deciding it may be time to sell all or part is the easy part - acknowledging and addressing the financial and emotional issues can be challenging.
Negotiating with potential buyers or investors is time intensive, to say the least. Positioning a business for a value maximizing transaction requires planning. What professionals need to be engaged? How do the parties come to a valuation? What is the profile of the likely investor or buyer? These are just some of the questions this webinar addresses.
Part of the webinar series: BUSINESS LAW REVIEW- 2022
See more at https://www.financialpoise.com/webinars/
BUSINESS LAW REVIEW- 2022: Immigration Law for Business-101Financial Poise
A basic understanding of immigration law is critical to a vast array of businesses operating in today’s economy. Foreign employees and their sponsoring companies will navigate a complex maze in the attempt to achieve the desired goals of the employee maximizing their ability to provide services and value to the company. One of various determining factors as to which pathway to attempt is whether the goal is an immigrant visa (also known as a “green card”) which may ultimately allow lawful permanent residence in the United States or a non-immigrant visa. The need for foreign labor affects various industries and applies to large segments of skilled, unskilled and semi-skilled workers in jobs ranging from farm to seasonal to high-tech. This webinar explains what businesses need to know in the current environment as well as how political and globalization issues will affect immigration laws going forward.
Part of the webinar series:
BUSINESS LAW REVIEW- 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - Part I 2022: Working With Experts Financial Poise
Expert witnesses are an integral part of modern commercial litigation. They can be used for everything from calculating damages to explaining software workflows to establishing industry standards. This webinar begins with an exploration of the common types of cases that call for use of expert testimony. From there, we discuss the rules governing experts, including expert disclosures, discovery, and expert depositions. We also discuss the Daubert standard for excluding expert testimony, and discuss how a successful Daubert motion may be brought. This hour will help you figure out when and how to hire your own expert, and will give you some ideas on how to challenge your opponent’s expert when the time comes.
Part of the webinar series:
NEWBIE LITIGATOR SCHOOL - Part I 2022
See more at https://www.financialpoise.com/webinars/
Executive compensation continues its movement towards performance pay as the standard. Compensation structures and proxy disclosures are more and more complex. Investors and proxy advisors continue to increase influence on compensation issues. This webinar examines executive compensation, including equity-based compensation plans and executive employment and severance agreements. The importance of disclosure, alignment of risk, and metrics is also examined. Practical guidance on pay-for-performance and supplemental pay definitions is provided. The panelists discuss the effect of the Dodd-Frank Act on executive compensation, including SEC regulations. Exchange rules are compared to applicable federal law. Best practices regarding executive compensation committees and regulatory requirements for those committees are examined. Shareholder advisory groups promulgate executive compensation related advisory policies for their institutional shareholder clients annually and these policies are also discussed. Issues regarding board composition and leadership structure issues are discussed in relation to executive compensation.
Part of the webinar series:
CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2
See more at https://www.financialpoise.com/webinars/
CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2: Securities Law Comp...Financial Poise
The Securities and Exchange Commission has been entrusted with a significant corporate compliance regulatory function, which has been expanded by seminal legislation in the recent past such as the Sarbanes-Oxley (“SOX”) and Dodd-Frank Acts. This webinar discusses board fiduciary duties and the tension between state corporate law standards and federal law. Board composition, independence, structure and processes (including best practices in regard to committees) are analyzed. Specifically, director independence is discussed as is audit committees and related requirements, regulations and exemptions. NASDAQ and the NYSE also have similar requirements for director independence and those are also discussed. The webinar also covers disclosure matters related to SOX compliance, including timing and content of an issuer's periodic disclosures. Both the legal requirements and best practices related to disclosure procedures and internal controls under SOX are examined. Means of controlling the costs of SOX, especially for smaller public companies, are also discussed, including trends in the industry related to high regulatory compliance costs. Finally, the applicability and best practices for privately held companies and SOX are considered.
Part of the webinar series: CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2
See more at https://www.financialpoise.com/webinars/
The deal is complete, and the parties have finished the hard work. Or have they? Integration planning turns to execution as people, process, and technology are combined once the deal is legally closed. The buyer will need to consider the purchased business or assets from the standpoint of employees, IT, customers, suppliers, and a multitude of other areas. In addition, numerous post-closing legal issues may arise, including purchase price adjustments, breaches of representations and warranties, enforcement of key negative employment-related covenants and restrictive covenants, collection of pre-closing accounts receivable, and true-ups of final financials. This episode guides listeners through the process, timing, and issues which most commonly arise after the closing of deals.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
Although every deal is different, understanding any purchase/sale agreement will help you understand other purchase sale agreements. Stated another way, most M&A documents include a similar set of sections and use a similar vocabulary. This episode explains specific, common provisions and discusses how buyers and sellers approach these provisions differently, particularly in light of situational differences (e.g. whether the assets being bought and sold are equity of a company or the assets of a company; whether the seller is going to cease to exists or not). Topics covered will include tax issues; corporate governance; closing conditions; representations and warranties; indemnification provisions; earn-outs; restrictive covenants; antitrust; intellectual property; and employment issues.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
Buying, selling, or merging a company typically follows a similar set of steps from deal to deal. The amount of time each step takes varies but the order of the steps is fairly uniform because the steps follow a certain logic: before the parties share meaningful information, they should sign a confidentiality agreement (a/k/a “non-disclosure agreement,” or “NDA”); once a baseline amount of information is known by the would-be buyer, it commonly presents a letter of intent or term sheet to the target or its owner, which serves as an outline for a deal but does not necessarily bind the parties to consummate the transaction; additional due diligence and the negotiation, drafting and signing of definitive documents comes next. The parties then obtain any needed regulatory and/or contractual third party approvals; followed by closing; and finally by post-closing tasks. This webinar will discuss all these steps from a macro perspective so that you can see the forest for the trees, but does not do a deep dive into any single topic. Think of this webinar as a road map or timeline for a typical deal.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
CROWDFUNDING 2022 - Crowdfunding from the Investor's PerspectiveFinancial Poise
This webinar focuses on the opportunities that crowdfunding makes available to the investor, and how the investor should go about navigating this new world. We begin with a basic overview of the new regulatory regime, the requirements to invest, and the on-boarding process one should expect. We then dive deeper into the market opportunity, including how to access and select investments, and expectations investors should set for themselves and the projects they select. This is not intended to support any specific deal selection, but instead sheds a light upon the basic selection criteria available, the method to go about investing and what to avoid.
Part of the webinar series: Crowdfunding 2022
See more at https://www.financialpoise.com/webinars/
Biological screening of herbal drugs: Introduction and Need for
Phyto-Pharmacological Screening, New Strategies for evaluating
Natural Products, In vitro evaluation techniques for Antioxidants, Antimicrobial and Anticancer drugs. In vivo evaluation techniques
for Anti-inflammatory, Antiulcer, Anticancer, Wound healing, Antidiabetic, Hepatoprotective, Cardio protective, Diuretics and
Antifertility, Toxicity studies as per OECD guidelines
A Strategic Approach: GenAI in EducationPeter Windle
Artificial Intelligence (AI) technologies such as Generative AI, Image Generators and Large Language Models have had a dramatic impact on teaching, learning and assessment over the past 18 months. The most immediate threat AI posed was to Academic Integrity with Higher Education Institutes (HEIs) focusing their efforts on combating the use of GenAI in assessment. Guidelines were developed for staff and students, policies put in place too. Innovative educators have forged paths in the use of Generative AI for teaching, learning and assessments leading to pockets of transformation springing up across HEIs, often with little or no top-down guidance, support or direction.
This Gasta posits a strategic approach to integrating AI into HEIs to prepare staff, students and the curriculum for an evolving world and workplace. We will highlight the advantages of working with these technologies beyond the realm of teaching, learning and assessment by considering prompt engineering skills, industry impact, curriculum changes, and the need for staff upskilling. In contrast, not engaging strategically with Generative AI poses risks, including falling behind peers, missed opportunities and failing to ensure our graduates remain employable. The rapid evolution of AI technologies necessitates a proactive and strategic approach if we are to remain relevant.
Introduction to AI for Nonprofits with Tapp NetworkTechSoup
Dive into the world of AI! Experts Jon Hill and Tareq Monaur will guide you through AI's role in enhancing nonprofit websites and basic marketing strategies, making it easy to understand and apply.
Model Attribute Check Company Auto PropertyCeline George
In Odoo, the multi-company feature allows you to manage multiple companies within a single Odoo database instance. Each company can have its own configurations while still sharing common resources such as products, customers, and suppliers.
Operation “Blue Star” is the only event in the history of Independent India where the state went into war with its own people. Even after about 40 years it is not clear if it was culmination of states anger over people of the region, a political game of power or start of dictatorial chapter in the democratic setup.
The people of Punjab felt alienated from main stream due to denial of their just demands during a long democratic struggle since independence. As it happen all over the word, it led to militant struggle with great loss of lives of military, police and civilian personnel. Killing of Indira Gandhi and massacre of innocent Sikhs in Delhi and other India cities was also associated with this movement.
Acetabularia Information For Class 9 .docxvaibhavrinwa19
Acetabularia acetabulum is a single-celled green alga that in its vegetative state is morphologically differentiated into a basal rhizoid and an axially elongated stalk, which bears whorls of branching hairs. The single diploid nucleus resides in the rhizoid.
5. Disclaimer
The material in this webinar is for informational purposes only. It should not be considered
legal, financial or other professional advice. You should consult with an attorney or other
appropriate professional to determine what may be best for your individual needs. While
Financial Poise™ takes reasonable steps to ensure that information it publishes is accurate,
Financial Poise™ makes no guaranty in this regard.
5
6. Meet the Faculty
MODERATOR:
William McGuinn - Sugar Felsenthal Grais & Helsinger LLP
PANELISTS:
Scott Picken - Wealth Migrate
Scott Weinstein - Field and Goldberg, LLC
Tracy Treger - Syndicated Equities
Michael Peck - Harbor Freight Tools
6
7. About This Webinar
Commercial Leases, Their Provisions and Pitfalls to Avoid
Like any other contract, the provisions of a commercial lease are negotiable. Yet, like so
many contracts, commercial leases can be confusing to anyone who does not negotiate them
for a living. This webinar explains many of the common provisions in a typical commercial
lease (e.g. competition clauses, destruction/condemnation provisions, enforcement
provisions, escalation clauses, purchase and renewal options, subletting and assignment
provisions, use provision- just to name some examples) and discusses what is “market” with
respect to them.
7
8. About This Series
Real Estate Investing 101
Real estate has always been a popular asset class for investment. After all, as the adage
says, “they’re not making more of it.” More and more investors are turning to real estate as an
investment class.
Investors considering making an investment in real estate have a variety of choices: retail,
office buildings, industrial, raw land, and, of course residential. This Financial Poise webinar
series covers several types of real estate classes that one may choose to invest in, explaining
where to look for opportunities; how to diligence them; possible funding solutions; and best
practice for execution.
Each Financial Poise Webinar is delivered in Plain English, understandable to investors, business owners, and
executives without much background in these areas, yet is of primary value to attorneys, accountants, and other
seasoned professionals. Each episode brings you into engaging, sometimes humorous, conversations designed to
entertain as it teaches. Each episode in the series is designed to be viewed independently of the other episodes so that
participants will enhance their knowledge of this area whether they attend one, some, or all episodes.
8
9. Episodes in this Series
#1: Investing in Residential & Multi-Family Real Estate
Premiere date: 2/18/20
#2: Investing in Commercial Property
Premiere date: 3/10/20
#3: Commercial Leases, their provisions and pitfalls to avoid
Premiere date: 4/14/20
9
11. What are the Essential Goals of a Commercial Lease?
1. Leases are both transfers of possessory interests in land and contracts
2. As such, a lease needs to specify both the precise rights transferred, but also provide a
roadmap for the interactions of the landlord and tenant (and other interested parties)
3. Unlike residential leases, there is often no statutory law to provide a framework and the
parties are able to fully negotiate all of the terms of their particular deal
11
12. The Size of the Premises and how It and the Size of
the Building are Determined
1. One thing to consider – is the size of the building AND the premises set and locked at the
beginning of the lease, or does landlord have the right to remeasure (hint – that
remeasurment will not likely benefit tenant). Does tenant have a right to remeasure?
2. What if the size of the premises cannot be known at lease execution, because demising
walls are not yet constructed?
3. In any case where the size of the building or the premises can either change or cannot be
determined at lease execution, it is important to understand how the method of measuring.
12
13. The Difference Between Usable and Rentable Square Feet
Usable square feet includes the specific area the tenant will occupy in order to do business.
For a partial-floor lease, this includes all office space plus any storage or private restrooms.
There are no exclusions for columns, recessed entries, or the like, either – column space is
fair game in the calculation of total usable square feet.
To calculate rentable square feet, landlords use what is called a load factor (also called a
common area factor, or an add-on factor). This number is based on the percentage of
common areas found in the building. If a building has a total square footage of 100,000, with
90,000 usable square feet (which is to say 10,000 square feet of common areas), the load
factor would equal to the rentable square feet divided by the usable square feet, or 1.11.
13
14. The Difference Between Usable and Rentable Square Feet
Building Rentable Square Feet ÷ Building Usable Square Feet = Load Factor
This load factor is then multiplied by individual tenants' usable square feet to come up with
the total rentable square feet. If a company desired to lease 5,000 usable square feet, for
example, this number would be multiplied by the load factor of 1.11 to reach the number of
rentable square feet: 5,550. That’s the number on which tenant would pay rent.
14
15. Net Leases
Single Net Lease – Lessee pays base rent plus a pro-rata share of the building's property
tax (meaning a portion of the total bill based on the proportion of total building space leased
by the lessee); the landlord covers all other building expenses. The lessee also pays
utilities and janitorial services.
Double Net Lease – Lessee pays for base rent plus a pro-rata share of property taxes and
property insurance. The lessor covers expenses for structural repairs and common area
maintenance. The lessee is responsible for its janitorial and utility expenses.
15
16. Net Leases
Triple Net Lease – This is the most common net lease in the commercial setting. In this
lease the tenant pays property taxes, insurance, and common area maintenance (CAM) in
addition to base monthly rent. Base rents are typically lower a than with other types of
leases and the lessee has transparency regarding the costs. However, Lessee’s ability to
forecast expenses can be challenging given the possibility of fluctuation. To address this
Lessee’s can negotiate caps on the amounts that can be raised annually. Typically, the
caps will be seen on fees that are controllable by the lessor such as management fees.
16
17. Escalations
The parties and especially the lessee should have a clear understanding of
how the base rent will escalate over the term of the lease.
17
18. Non-Indexed
This is common and is typically based on a % increase year-over-year for base rent.
Determine if it is based on percentage of original base rent or prior year base rent.
Confirm that rates are in line with the market (often confirmed by real estate broker).
If the calculations are within the lease confirm all dates and calculations.
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19. Indexed
Consumer Price Index or other
Based on calendar year or lease year
Is % capped by a percentage or dollar amount
19
20. Factors in Permitted Signage
Location – where on the premises and the building (and any pylons, building directories,
etc.) will tenant to be allowed to place signage
At whose cost will signage be put up
What size signage will be allowed
Does landlord represent that permitted signage will be allowed by applicable code?
20
21. Factors in Permitted Signage
What type of signage is allowed (light up?)
Who pays to maintain signage
Ideally, all of these things are very clearly specified in the lease agreement, but often
that is not possible or just not done. In those cases, a landlord usually has right to
approve signage
21
22. Landlord’s Right to Relocate Tenant
Tenant should push for the following:
Same or higher floor/similar views
If corner office – same corner
Same elevator bank
No increase in rent – even if space is larger/higher
No increase in proportionate share of expenses
Landlord should build out space similar to tenant’s existing space
Landlord should pay moving costs
Landlord should pay for reasonable incidental costs (re-printing stationary, new
signage)
22
23. Parking in Retail Leases
With retail leases, parking may be a critical factor in the success of a business. In those
cases, parking rights need to be clearly spelled out and understood. The lease should
cover:
Rates
Total number of spaces in the facility
Total number that will be made available to Tenant, other tenants and the public
Increases in rates
What if enough parking is not provided
23
24. Buildout of Space
If landlord is doing the buildout:
It is critical to spell out in detail exactly what landlord will do. Need detailed plans
When will the landlord’s work be done?
What if landlord is late on its work? Damages? Right to cancel?
Procedure for punchlist
24
25. If Landlord Proves a T.I. Allowance
Need to have procedure describing how landlord approves plans, reasons for objecting
and time limits, beyond which plans are deemed approved.
What is the procedure for draws on the allowance money? Does it synch with the
construction contract? Will the landlord pay the contractor directly, or does tenant need
to pay and get reimbursed
Can any unused portion of the TI allowance be used for:
Moving costs
Soft costs (architect’s fees, etc.)
Furniture, Fixtures and Equipment
Rent
25
26. Assignment and Subletting
Leases generally prohibit the assignment or sublease of the lease without Landlord’s
consent. Landlord will want to make sure the assignment prohibition includes certain
corporate change in control transactions. Tenant will want to make sure Landlord
cannot unreasonably withhold, condition or delay its consent.
26
27. Preapproved Subtenants/Assignees
A tenant may have certain anticipated subleases and assignments. The lease can be
structured so that Landlord consent is not required for these (notice to Landlord is still
usually required):
Affiliates
3rd
parties occupying less than x% of the Premises
Clients/customers, or specific anticipated uses (i.e. a juice bar in a health club)
27
28. Landlord Recapture Rights on Assignment
Landlord may want the right to recapture the Premises and terminate the lease if Tenant
tries to sublease or assign.
Beneficial in a rising market or when Landlord has large existing tenants that may
want to expand into the Premises
If Landlord has recapture rights, Tenant will want to:
Make sure that those rights aren’t triggered with permitted assignees
Make sure the rights only apply to the portion of the Premises Tenant is looking to
sublease
Make sure that Tenant is release from all obligations under the lease to the extent
of Landlord’s recapture
28
29. Insurance Requirements
Insuring the risk allocated to a party must be carefully reviewed and understood.
Insurance provisions place insurance requirements on the parties which through the
indemnification and subrogation party’s risk.
29
30. Tenant Requirements
Always advise the tenant client to have their insurance provider review the insurance
obligations prior to signing the lease.
Common Types:
Liability
Worker’s Compensation
Property
Business Interruption
Plat glass
Are limits specified and reasonable?
Deductible obligations
Policy Terms (Notice of cancellation)
Is tenant self-insurance an option?
Is there a requirement for minimum rating with insurance company?
30
31. Guarantees
Tenant will want to try to negotiate a cap or a burnoff.
Cap – the lease guaranty is capped at $x or some set number of months of rent
Burn off – this rewards a tenant who has not defaulted over some number of
years. The guaranty may start at some capped number or the full amount due
under the lease, but then with each year of the lease without a default, the amount
of the guaranty is reduced.
31
32. Option to Expand (ROFR and ROFO)
Notice
Terms of Exercise of Option
Scope
Triggering Event
32
33. Option to Terminate
Breach by Landlord?
Event frustrating the purpose of the lease? (i.e. destruction of property).
Straight Option
Notice
Terms of Exercise of Option (usually a payment)
Scope
33
35. About The Faculty
William McGuinn - wmcguinn@sfgh.com
Bill’s real estate practice extends to the acquisition, development, sale, leasing and financing of
commercial, office, residential and retail properties. In his affordable housing practice, Bill has
represented owners and developers of thousands of housing units in numerous states with multi-
layered financing including taxable and tax exempt bonds, low income housing tax credits, HOPE
VI, Community Development Block Grants, Neighborhood Stabilization Program funds, Tax Credit
Assistance Program and Tax Credit Exchange Program. Bill has also represented developers of
conventionally financed projects, both residential and commercial. He also guides buyers and
sellers, landlords and tenants through all aspects of their respective transactions. Aside from real
estate matters, Bill has worked with numerous closely held businesses on a variety of matters
including representing business in obtaining credit facilities, structuring start-up organizations and
the purchase and sale of a number of business entities. Bill is an avid sailor and participates
annually in the Chicago Yacht Club Race to Mackinac. Bill has also competed in the Transpac,
racing from Long Beach, California to Honolulu, Hawaii.
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36. About The Faculty
Tracy Treger - ttreger@syneq.com
Tracy Treger is the Senior Director of Corporate Strategy at Syndicated Equities, a private equity
real estate investment firm established in 1986. Tracy assists current and prospective investors in
understanding and assessing the company’s various real estate investment offerings, and she evaluates
prospective properties for the company’s acquisition. She also aids investors in identifying replacement
properties so that they may defer their taxes under the § 1031 “like-kind” exchange rules, either through
fractional ownership of larger projects or as stand-alone net leased properties. Tracy joined the
Syndicated Equities team in 2013 after a 20-year career practicing law. She served as vice president and
assistant general counsel for a private REIT, where she handled the legal aspects of the company’s daily
operations and its joint venture relationships in the U.S. and Mexico. Prior to working with the REIT, she
was a partner in two large Chicago law firms with national and international practices. Tracy holds a B.A.
in Psychology and an M.S. in Psychological Services from the University of Pennsylvania and a J.D. from
Chicago Kent College of Law, where she graduated with honors and was a member of the Law
Review. She also holds FINRA Series 22 and 63 Registered Representative licenses. Tracy is an active
member of CREW (Chicago Real Estate Women) and the Association of Corporate Counsel. She has
published numerous articles, and is a frequent speaker on real estate and finance topics, including recent
seminars on § 1031 tax-deferred exchanges and real estate syndications.
36
37. About The Faculty
Scott Weinstein - SWeinstein@fieldandgoldberg.com
Scott A. Weinstein comes to Field and Goldberg, LLC having developed a broad-based background in
commercial real estate. Mr. Weinstein's experience includes working with a fortune 500 company where
he handled transaction financing and deal structures. Having served as president, counsel and co-owner
of a successful real estate title company, Mr. Weinstein brings a unique perspective and understanding of
the daily and ongoing business issues clients face and is able to provide practical and proactive counsel.
Mr. Weinstein regularly represents commercial real estate clients in all aspects of commercial
transactions including lease negotiations for landlords and tenants (including franchisees) nationwide on
retail, office and industrial leases; acquisitions and sales of office, industrial and multi-family apartment
buildings, and shopping centers; financing; and condominium deconversions.
Admitted to practice in the State of Illinois and the U.S. District, Northern District of Illinois, Florida and
New York, Mr. Weinstein received his Juris Doctor degree from Temple University Beasley School of Law
and his Bachelor's degree from the University of Maryland at College Park.
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38. About The Faculty
Michael Peck - MPeck@harborfreight.com
Michael Peck is the National Director of Real Estate for Harbor Freight Tools, a national retailer of deeply
discounted tools and tool accessories. Mr. Peck has led the growth efforts of Harbor Freight in multiple
capacities starting as Director of Real Estate, transitioning to Senior and National director over his 7+
years with the company. In his various roles at Harbor Freight, Mr. Peck has overseen 700+ store
openings throughout the entire new store pipeline process, with responsibilities including market
planning, site selection, Letter of Intent and Lease negotiation, as well as supervision through the
construction and opening phases. Mr. Peck has over 15 years of experience in the commercial real
estate field starting his career with a publically traded national retailer of fine home décor and furnishings.
He has been personally responsible for hundreds of store openings throughout the United States working
various territories and leading multiple high-power teams including brokers, deal makers and attorneys to
execute the high volume corporate growth plans of the companies he has worked for. Mr. Peck is a
member of the International Council of Shopping Centers and a recipient of the Chain Store Age “10
under 40” in retail real estate award. He is based in Dallas Texas and lives with his wife Pam and 2 dogs
Norman and Stanley.
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39. Questions or Comments?
If you have any questions about this webinar that you did not get to ask during the live
premiere, or if you are watching this webinar On Demand, please do not hesitate to email us
at info@financialpoise.com with any questions or comments you may have. Please include
the name of the webinar in your email and we will do our best to provide a timely response.
IMPORTANT NOTE: The material in this presentation is for general educational purposes
only. It has been prepared primarily for attorneys and accountants for use in the pursuit of
their continuing legal education and continuing professional education.
39
40. About Financial Poise
40
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