Product Description

Recent updates:

• Update: July 2023

  Dear Subscriber:

  Thank you for purchasing this second edition of Commercial Real Estate Practice in Massachusetts, edited by Josh M. Alper, Esq., and written by a cadre of other experts in Massachusetts' commercial real estate practice community. Inside you will find information valuable to transactional practice, including the following:

  • Due diligence. Chapter 2 offers an updated list of actions the buyer's attorney should take, along with pointers on ordering surveys and situations of heightened risk or concern that would be revealed by a survey.

  • Physical site inspection. Chapter 2 provides physical site inspection information concerning environmental and geotechnical site investigations, compliance regarding wetlands and rivers, endangered species, old-growth forests, and archaeological sites.

  • ALTA Revised Policy Forms. See chapter 3 for information on the revised 2021 ALTA title insurance forms for commitments, owner policy, loan policy, and certain endorsements.

  • ALTA Policy Jacket. Chapter 3 also offers a redlined version of revisions to the ALTA Owner's Policy Jacket.

  • Solar projects. Chapter 4 includes discussion of the Supreme Judicial Court's first interpretation of G.L. c. 40A, § 3 in a 2022 case involving an access road in Waltham running to a solar energy system in Lexington.

  • Taxation in the context of solar energy projects. See chapter 4 for discussion of 2021 Mass. Acts c. 8, "An Act Creating a Next Generation Roadmap for Massachusetts Climate Policy" (the "Climate Act"), and its significance regarding property tax.

  • Closing. See chapter 10 for updated information on authority documentation in the context of commercial real estate closings.

  We at MCLE trust that you will find this material useful in your commercial real estate practice, and valuable in your law library.

  Cordially,

  MCLE Press

Table of Contents

Chapter 1 expand

Zoning and Subdivision Laws Applicable to Commercial Real Estate Projects

Buy Chapter

Elisabeth C. Goodman, Esq., Cain Hibbard & Myers, PC

Checklist 1.1

- Zoning Checklist Buy Form

Checklist 1.2

- Subdivision Checklist Buy Form

Chapter 2 expand

Due Diligence

Buy Chapter

Dan Lasman, Esq., Goulston & Storrs, PC
Yareni Sanchez, Esq., Goulston & Storrs, PC
Philip E. Tedesco, Esq., Goulston & Storrs, PC

Checklist 2.1

- Due Diligence Checklist Buy Form

Chapter 3 expand

Title Insurance Basics

Buy Chapter

Lynne Murphy Breen, Esq., First American Title Insurance Co - NCS

Exhibit 3A

- ALTA Owner’s Policy Jacket (2021 Form with Redline Changes from 2006 Form) Buy Form

Exhibit 3AA

- ALTA Homeowner’s Policy of Title Insurance (2021 Form with Redline Changes from 2013 Form) Buy Form

Exhibit 3B

- Owner’s Policy of Title Insurance Buy Form

Exhibit 3BB

- Chart: Comparison of ALTA Standard and Homeowner’s (Expanded Protection) Policies Buy Form

Exhibit 3C

- ALTA Loan Policy Jacket (2021 Form with Redline Changes from 2006 Form) Buy Form

Exhibit 3CC

- ALTA 19 Series Endorsements Buy Form

Exhibit 3D

- Loan Policy of Title Insurance Buy Form

Exhibit 3DD

- ALTA 3 Series Endorsements Buy Form

Exhibit 3E

- Schedules A and B for Owners and Lenders Buy Form

Exhibit 3EE

- ALTA 17 Series Endorsements Buy Form

Exhibit 3F

- Property Description Sheet Buy Form

Exhibit 3FF

- ALTA 9 Series Endorsements Buy Form

Exhibit 3G

- Secondary Mortgage Market Endorsement Buy Form

Exhibit 3GG

- ALTA Commitment for Title Insurance (2021 Form with Redline Changes from 2016 Form) Buy Form

Exhibit 3H

- ALTA Endorsement Form 9 Buy Form

Exhibit 3I

- ALTA Endorsement Form 8.1 Buy Form

Exhibit 3J

- ALTA Endorsement Form 7 Buy Form

Exhibit 3K

- ALTA Endorsement Form 6 Buy Form

Exhibit 3L

- ALTA Endorsement Form 6.2 Buy Form

Exhibit 3M

- ALTA Endorsement Form 5 Buy Form

Exhibit 3N

- ALTA Endorsement Form 4.1 Buy Form

Exhibit 3O

- Master Endorsement Buy Form

Exhibit 3P

- “Date Down” Endorsement Buy Form

Exhibit 3Q

- Notice of Availability of Owner’s Title Insurance Buy Form

Exhibit 3R

- Sample Affidavit Required by the Title Insurer to Provide Coverage Requested by the Lender Buy Form

Exhibit 3S

- Survey Affidavit Buy Form

Exhibit 3T

- Surveyor’s Report Form Buy Form

Exhibit 3U

- Residential Limited Coverage Policy Jacket Buy Form

Exhibit 3V

- Summary of Castle Enhanced Coverage Policies for One-to-Four-Family Residences Buy Form

Exhibit 3W

- Chart: Castle Enhanced and ALTA Policies Compared Buy Form

Exhibit 3X

- Castle Enhanced Coverage Owner’s Policy Jacket Buy Form

Exhibit 3Y

- Castle Enhanced Coverage Loan Policy Jacket Buy Form

Exhibit 3Z

- ALTA (CATIC) Expanded Coverage Residential Loan Policy Buy Form

Chapter 4 expand

Transactions Involving Solar Facilities

Buy Chapter

Bethany A. Bartlett, Esq., Kearsarge Energy LP
Beth A. Goldstein, Esq., Sherin and Lodgen LLP

Exhibit 4A

- Contracts for Energy and Energy-Related Services Chapter 30B Compliance Form Buy Form

Exhibit 4B

- Sample Form SNDA Between Fee Lender and Solar Tenant Buy Form

Chapter 5 expand

Hospitality

Buy Chapter

Joshua M. Alper, Esq., Sherin and Lodgen LLP

Checklist 5.1

- Considerations for Asset Purchase Transfer of a Hotel Buy Form

Checklist 5.2

- Sellers’ Common Representations and Warranties in Hotel Sales Transactions Buy Form

Checklist 5.3

- Representing a Buyer of Commercial Real Estate Seeking Transfer of a Liquor License Buy Form

Exhibit 5A

- Sample Due Diligence Checklist Buy Form

Chapter 6 expand

Hazardous Materials

Buy Chapter

Ronald W. Ruth, Esq., Sherin and Lodgen LLP

Exhibit 6A

- Access Agreement Buy Form

Chapter 7 expand

Financing of Commercial Real Estate Transactions

Buy Chapter

Ian T. Lane, Esq., Sherin and Lodgen LLP

Exhibit 7A

- Commitment Letter Buy Form

Exhibit 7B

- Closing Agenda Buy Form

Exhibit 7C

- Commercial Loan Agreement Buy Form

Exhibit 7D

- Term Promissory Note Buy Form

Exhibit 7E

- Unlimited Guaranty Buy Form

Exhibit 7F

- Mortgage Agreement Buy Form

Exhibit 7G

- Assignment of Rents and Leases Buy Form

Exhibit 7H

- Assignment of Agreements, Permits, and Rights Buy Form

Exhibit 7I

- Hazardous Materials Indemnification Buy Form

Exhibit 7J

- Contractor’s Partial Waiver and Subordination of Lien Buy Form

Exhibit 7K

- Collateral Assignment of Construction Contract Buy Form

Exhibit 7L

- Collateral Assignment of Architect’s Contract Buy Form

Exhibit 7M

- Guaranty of Completion of Improvements Buy Form

Exhibit 7N

- Construction Loan Agreement Buy Form

Exhibit 7O

- Title Insurance Requirements Checklist Buy Form

Exhibit 7P

- Survey Requirements and Form of Surveyor’s Certificate Buy Form

Exhibit 7Q

- Requirements for Insurance Certificates Buy Form

Exhibit 7R

- Disbursement Authorization Letter Buy Form

Exhibit 7S

- Closing Letter Buy Form

Chapter 8 expand

Other Purchase Rights

Buy Chapter

Peter Friedenberg, Esq.,

Exhibit 8A

- Option Agreement Buy Form

Exhibit 8B

- Notice of Option Agreement Buy Form

Exhibit 8C

- Agreement of First Refusal (Short Form) Buy Form

Exhibit 8D

- Agreement of First Refusal (Long Form) Buy Form

Exhibit 8E

- Notice of Agreement of First Refusal Buy Form

Exhibit 8F

- Agreement of First Offer (Short Form) Buy Form

Exhibit 8G

- Agreement of First Offer (Long Form) Buy Form

Exhibit 8H

- Notice of Agreement of First Offer Buy Form

Exhibit 8I

- Article X: Option to Purchase (Lease Clause) Buy Form

Exhibit 8J

- Article Y: Right of First Refusal to Purchase (Lease Clause) Buy Form

Exhibit 8K

- Article Z: Right of First Offer to Purchase (Lease Clause) Buy Form

Chapter 9 expand

Drafting Purchase and Sale Agreements

Buy Chapter

Teresa A. Belmonte, Esq., Hemenway & Barnes LLP
Steven L. Mangold, Esq., Hemenway & Barnes LLP

Checklist 9.1

- Checklist of Items Deliverable by Seller at a Commercial Real Estate Closing Buy Form

Checklist 9.2

- Checklist of Items Deliverable by Buyer at a Commercial Real Estate Closing Buy Form

Exhibit 9A

- Purchase and Sale Agreement Buy Form

Chapter 10 expand

The Closing

Buy Chapter

Mark B. Elefante, Esq., Hemenway & Barnes LLP
Steven L. Mangold, Esq., Hemenway & Barnes LLP

Exhibit 10A

- Closing Agenda Buy Form

Exhibit 10B

- Gap Indemnity Buy Form

Exhibit 10C

- ALTA Settlement Statement—Combined Buy Form

Exhibit 10D

- ALTA Settlement Statement—Cash Buy Form

Exhibit 10E

- Complex Settlement Statement Buy Form

Exhibit 10F

- Escrow Letter to Title Company or Agent Buy Form

Exhibit 10G

- Preclosing Escrow Agreement Buy Form

Exhibit 10H

- Postclosing Escrow Agreement Buy Form

Exhibit 10I

- Clerk’s Certificate Buy Form

Exhibit 10J

- Trustee’s Certificate for a Nominee Trust Buy Form

Exhibit 10K

- Trustee’s Certificate Under G.L. c. 184, § 35 Buy Form

Exhibit 10L

- Deed Buy Form

Exhibit 10M

- Assignment and Assumption of Leases Buy Form

Exhibit 10N

- Bill of Sale and General Assignment Buy Form

Exhibit 10O

- Assignment and Assumption of Contracts Buy Form

Exhibit 10P

- Notice to Tenants of Sale Buy Form

Exhibit 10Q

- Real Estate Tax Allocation Agreement Buy Form

Exhibit 10R

- Title Insurance Affidavit Buy Form

Exhibit 10S

- Nonforeign Certification Buy Form

Exhibit 10T

- Form 1099-S Buy Form

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