Contracts, Leases, Easements and Legal Stuff in general: Attorney review, first! Sign, second. Not vice versa!!

From time to time I’m going to post quick thoughts as they occur to me that I think are worth saying, and worth repeating, perhaps over and over, because as events happen throughout the day here in the law office I’m continually reminded of general rules that seem basic to attorneys yet aren’t understood by non-attorney folk, even those who, although they’re very smart, maybe even well educated, are just not well versed in legal matters.

One of these is this: When presented with a commercial real estate (“CRE”) contract, a residential real estate contract, a lease, an easement or, for that matter, just about any significant legal document, please have it reviewed by your attorney before you sign it! I can’t tell you how often people contact me and say “I just signed this contract. Will you look it over?” I can tell you already the answer is going to be “Sure, but no matter what it says you’re stuck with it because you already signed it. I’m glad to tell you what it says but I doubt we can change it at this point.” Sigh. Remember, attorney review, first, then sign. Not vice versa!

In the area of CRE leases, in particular, some prospective tenants don’t understand the impact of signing the Letter of Intent (the “LOI”) when negotiating with the landlord. Unlike most other types of transactions in which the LOI is just the beginning point of negotiations and is non-binding on the parties, the LOI in a CRE leasing situation is commonly understood to be, basically, the “contract” between the landlord and tenant, at least with regard to the business terms. After the LOI is signed in a CRE leasing situation, the tenant is generally stuck with the business terms stated in the LOI, which will be inserted directly in the lease. In commercial leasing situations, then, don’t even sign the LOI before you get attorney input unless you are a sophisticated commercial tenant and know what you’re doing.

So, if you learn nothing else from this blog, please remember: Attorney review, first! Sign, second. Please.

BH

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