Commercial & Residential Real Estate

Commercial Real Estate

Commercial Lease Negotiations

The Law Office of Barry E. Janay, P.C., has experience negotiating commercial leases for all types of businesses and working on behalf of both landlords and tenants. We offer competitive rates for our services and would be happy to speak with you about your business’s unique needs. We encourage prospective clients to schedule a short introductory call with one of our attorneys.

Purchasing Commercial Space

After our clients have done the analysis and found the location, usually a commercial real estate broker will put together a memorandum concerning the prospective sale and transfer of the asset; this is where it can get extremely complicated from a legal due diligence standpoint. Our firm is skilled in looking into the details of a transaction and doing our best to ensure that the rights and security interests of the parties are clear and that everyone is getting the benefit of what they are bargaining for. While every client likes to get a guarantee that a transaction will close based on that memorandum, that’s not always what happens, as circumstances can change. Having the guidance of an attorney with our firm who can navigate the landscape of entities involving investors and other concerns is essential. If you are contemplating a purchase or have already found the property and need counsel, please give us a call!

Commercial Real Estate Finance

Our firm has worked with lending institutions and individuals that run the gamut from large, nationally recognized bank holding companies to individual investors. We always aim to negotiate the best terms for our clients.

The conversational form below is designed to help us better understand your needs and determine how we can assist you most effectively. Please answer the questions to the best of your ability.

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Residential Real Estate

Landlord/Tenant Disputes

Everybody loves their landlord, right? Even though that’s the case for a ton of people, the fact is that most people have some issues with their landlord. Whether they’ve unlawfully kept your deposit (there are strict rules in NYC regarding this, for example), didn’t keep a promise about certain maintenance tasks that were supposed to have been done, or worse, a dangerous or illegal condition is present at the premises, you are not without recourse. The Law Office of Barry E. Janay, P.C., has experience representing both landlords and tenants in court. We can consult landlords as to how best to avoid running afoul of the often complex rules governing residential landlords, which can vary significantly depending on the locale. Our firm has also represented numerous tenants who have found themselves in premises that were not kept up by the landlord in a habitable condition or in which they were deprived of their use and quiet enjoyment of the premises.

Buying or Selling a Single-Family Home, Condominium, or Co-op

Home ownership is a goal for most Americans. Buying your first home is a huge learning experience; The Law Office of Barry E. Janay, P.C. helps everyone from first-time home buyers to experienced homeowners who have multiple properties (which can be put into separate business entities that can have enormous tax/estate planning benefits). Below you will find a short primer on one of the most important aspects of the process, that is, reviewing the Contract of Sale. This will govern the entire transaction, and there are a few key parts that every seller/purchaser should be aware of.

Reviewing the contract of sale

The Contract of Sale is usually a standard pre-printed form that is only modified as to the terms directly related to the unique particulars of your sale, which are entered into the form (parties, premises, purchase price, closing date, mortgage contingency). The terms in the pre-printed form are pretty much non-negotiable, while the terms that are entered into the pre-printed forms are usually discussed between the broker and the parties to the transaction; these are terms that are contained in the memorandum of sale.
Following the contract of sale is a rider; the rider is not a pre-printed form. Most attorneys have their own riders that they choose to use based on issues that they have seen in the past; it is a way that they’ve found helps address concerns not included in the pre-printed form. Often after inspection, items will come up that will need to be addressed at the premises; many times those items that need fixing (plumbing, structural deficiencies, electrical, etc.) will be contained in a rider paragraph that states that the seller is responsible for fixing it before closing or that the seller will get an estimate from a licensed home improvement contractor and provide a credit at closing for the same amount. The rider needs to be paid very close attention to.
Generally speaking, you want to make sure that the particulars of your transaction are accurate and that the closing date is acceptable, the mortgage contingency is in line with the mortgage that your lender has advised you that you may qualify for, and the personal property inclusions/exclusions are all as you had discussed with the broker.
Finally, don’t overthink it… The terms of the contract are construed under New York law to be interpreted by their “plain language” or “plain meaning.” Minor or obvious typographical errors do occur, and it does not mean that someone is trying to sneak something by or take advantage of you.

An Overview of the Sale Process for New Jersey Real Estate:

The broker writes the contract of sale, and the parties execute the contract. Unlike many other states, in NJ, a real estate agent is allowed to prepare a standard residential real estate contract. Be careful before signing this and get an attorney lined up beforehand, since once the contract is duly signed by the buyer and seller, there is a three (3) day period to have an attorney review the contract.
The attorney review period begins and usually has a stipulated or agreed-upon end time. During the attorney review, the parties can terminate the contract or propose changes to the contract. Since every property and every transaction is unique, only by having your own attorney looking after your rights and interests can you really be assured that you are protected and getting the benefit of what you’re bargaining for and not falling into a trap.
Next comes the home inspection…. During this phase, an evaluation is done to determine the condition of the property and any fixtures, mechanical items, or other items that are part of the contemplated transfer. After the inspection, the attorneys involved in the transaction may contact one another to negotiate repairs or discounts for anything that came up, which may have been adverse.
Unless it is a cash-only purchase, a mortgage would need to be procured, and a buyer will have to work diligently and expeditiously to qualify and obtain a commitment. The language of the deposit may depend; typically, however, if a buyer cannot qualify, then they are entitled to get a refund of their deposit.
Before the closing, the seller needs to obtain a certificate of occupancy and to obtain and smoke detector certificate from the municipality.
A title company will examine the previous transfers of the property to make sure that the seller in fact has the right to sell the property (i.e., ensures that all liens will be paid off at closing and that there are no “defects” in the title). Additionally, every title policy comes with insurance designed to protect the buyer from any defects or liens that may have come up.
A survey of the property is usually required by the mortgage company; the survey will show the property line and boundary issues, as well as easements and rights of way that affect the property. A thorough review by your attorney should be conducted to ensure that there are no issues that would adversely affect the property.
The seller’s attorney prepares the new deed, the seller’s affidavit of title, and other closing-related documents.
The lender prepares the mortgage documents and a list of costs associated with the mortgage. It is the buyer’s attorney’s responsibility to prepare a HUD-1 settlement statement. The HUD-1 settlement statement is a government document that contains all closing costs associated with the transaction.
The buyer’s attorney arranges and prepares the closing statement that indicates all the payments that will be made in order to consummate the transaction contemplated by the Contract of Sale.
After the closing, any prior mortgages would need to be canceled, and any amounts held in escrow would be transferred based on the escrow terms.

An Overview of the Sale Process for New York Real Estate:

The seller lists the property, typically with a broker; the broker finds a buyer (hopefully vetted) and then prepares the Memorandum of Sale.
1. Broker memo, which lays out the basic monetary terms of the sale and timeframe; the memo, however, is not legally binding.
2. Attorneys draft and negotiate the Contract of Sale based on a standard form that can be modified to a particular deal on things like inclusions (chandelier, washer/dryer, other fixtures, etc.). The big items are usually whether there’s a mortgage contingency, what the closing date will be, and whether it will be “time is of the essence,” which most are not; most are “on or about,” which generally means within about 30 days until one side can send a “time is of the essence” letter.
3. The buyer does an inspection before the contract is signed, and any repairs that are necessary or items that come up in the inspection are negotiated, and either a reduction in the purchase price is given as a concession, or the seller agrees to repair them out of pocket before closing and supply proof that they have been repaired. These items and decisions typically go in a rider that gets signed contemporaneously with the Contract of Sale.
4. After the contract is finalized and signed by the parties, the buyer, if he/she needs a loan, goes out and searches for a lender that will give a loan. Lenders mainly look at two ratios (debt-to-income and loan-to-value). There are exceptions, especially if there’s a guarantor or other collateral the bank can use to secure the loan in addition to the mortgage on the property.
5. As part of the buyer’s due diligence, he/she should order a title report on the property. A title report will show everything that could affect the property, from tax liens to liens by creditors of the seller that could affect his/her ability to transfer the property, and a bunch of other “clouds on title.”
6. If the buyer can’t obtain the financing and there is a mortgage contingency, then they can cancel the loan so long as they notify the seller before a “time is of the essence” demand has expired.
7. If the buyer can obtain financing, then the seller is obligated to clear any title conditions on the title to make sure that they can close the loan.
8. Once the financing is set up and the conditions for title closing have been met, a closing is scheduled at a time agreed upon by the buyer, seller, and bank.
9. At the closing, the buyer and bank supply the checks to cover the purchase price minus any amounts the seller hasn’t paid for maintenance and taxes, which are prorated for the number of days in the tax period or maintenance period that the seller was in possession. The seller executes a deed that conveys title, and tax forms are filled out to notify the municipality and state that the transfer took place so that a) the new owner of record receives tax bills and b) the state and municipality can receive taxes for the sale of real property.
  Hope the above helps; please let me know if you have any questions.

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