What Are the Different Types of Commercial Real Estate Transactions?

Are you working on a commercial real estate transaction in Ohio or Kentucky? Northwest Law is here to guide you through the different types of commercial real estate transactions and let you know how our attorneys can support you and your interests.

Buying or Selling Commercial Property

Buying or selling property could involve purchasing a retail space, office building, or other types of commercial property. Without counsel, you could face unexpected issues during due diligence, title searches, and price negotiations. 

Leasing Commercial Space

Whether renting out property or looking for a new office or retail location, the lease agreement outlines key details like rent, lease duration, and maintenance responsibilities. Negotiating terms and understanding the legal language of the lease can be challenging, as well as ensuring that the agreement complies with local laws.

Development and Construction Projects

Development is typically building new structures or renovating existing ones. These projects require dealing with permits, zoning laws, and construction contracts. Challenges can include navigating regulatory requirements, managing project timelines and costs, and handling any disputes that arise with contractors or local authorities.

Real Estate Financing and Investment

If you’re securing financing or making investment decisions, a lawyer can provide advice to help you understand the legal implications and risks. They can also assist in structuring deals in a way that aligns with your financial goals while protecting your investments.

Each of these transactions comes with its own set of considerations, and it’s important to be aware of potential challenges that can arise during the process.

A real property lawyer can be an invaluable asset in commercial real estate transactions, whether you’re buying or selling property, negotiating leases, managing development projects, or securing financing. 

They help with due diligence, contract review, legal requirements, and resolving disputes, to make sure that your transactions are legally sound and aligned with your goals. Having a skilled lawyer on your side can simplify the process so you can focus on your business.

After the Transactions: Property Management 

This includes overseeing the day-to-day operations of commercial properties like office buildings, retail centers, or industrial parks. Property management includes tasks like tenant relations, maintenance, rent collection, and ensuring compliance with local regulations. 

While property management itself isn’t a real estate transaction, it involves many ongoing legal and operational responsibilities that can benefit from the guidance of a real estate lawyer. A lawyer can help draft and review lease agreements, handle tenant disputes, and ensure compliance with local zoning laws and building codes. 

Contact Our Commercial Real Estate Attorneys Today

Whether it’s your first big deal, or you’re a seasoned developer in Ohio or Kentucky, contact Northwest Law today to schedule a consultation with our experienced team. Let us help you achieve your commercial real estate goals with confidence and peace of mind.

What is a Title Commitment and Why is it Important?

Are you buying or selling a property in Ohio or Kentucky? Knowing what a title commitment is and why it matters can help make your real estate transaction smoother. At Northwest Law, our team is highly experienced in real estate law in Ohio and Kentucky, and we’re here to guide you through the legal side of property deals.

What is a Title Commitment?

A Title Commitment is a commitment to issue title insurance.

It is essentially a promise to issue a title insurance policy under specific conditions. It outlines what needs to be addressed before the final issuance of the policy, ensuring that any issues affecting the title are identified and resolved. It is not the actual title insurance policy, but rather a commitment from the title insurance company to issue one once all outlined conditions are met.

This means the commitment serves as a preview of the policy, showing what will and will not be covered once the transaction is completed and the policy is issued.

In Ohio and Kentucky, a Title Commitment is a formal document issued by a title insurance company that outlines the conditions under which a title insurance policy will be issued for a property. It details the legal ownership of the property and any encumbrances or restrictions that may affect the title. To prepare a Title Commitment, a title company conducts a detailed search of public records related to the property. It typically includes key information about who owns the property, any liens (money owed on the property), and other issues that might affect your ownership rights.

Why is a Title Commitment Important?

This document is essential during real estate transactions in Ohio and Kentucky as it allows buyers and lenders to understand any potential title issues before closing.

Clear Ownership: A title commitment proves that the seller legally owns the property and has the right to sell it. For example, if a seller doesn’t have a clear title, you could end up buying a home that someone else has a claim to. The title commitment ensures this won’t happen by confirming clear ownership rights.

Identifying Issues: Reviewing the title commitment helps you spot problems like unpaid property taxes, mortgages that haven’t been released, or liens that might still be on the property. For example, if there’s an unpaid tax lien on the house, you’ll know before closing, and you won’t be able to close until issues are resolved.. However, addressing these issues early prevents future legal headaches.

Title Insurance Protection: An owner’s policy protects your interests and gives you peace of mind in homeownership. In basic terms, title insurance protects you from losing money if an issue is missed during the search and review phases. For example, if a long-lost heir suddenly claims they own the property, title insurance may cover legal defense costs and financial loss.

How Ohio and Kentucky Real Estate Counsel Can Help

At Northwest Law, our team of experienced real estate attorneys helps clients in Ohio and Kentucky understand and manage real estate transactions. We carefully review title commitments, ensuring no hidden problems could hurt your deal.

Whether buying your first home, investing in property, or developing a commercial project, having skilled legal counsel can help you avoid costly mistakes. Our attorneys are committed to protecting your rights and guiding you through every step of the property transaction process.

Reach out to the Real Estate Lawyers at Northwest Law Today

Protect your real estate investment now. Contact Northwest Law today to set up a consultation with our experienced real estate lawyers. Don’t overlook the importance of a title commitment—it’s your key to ensuring your property purchase is secure. Get the advice and guidance you need to protect your purchase.

Office Leases: Understanding the Legal Landscape of Commercial Office Spaces

Whether you’re a new business owner or an experienced entrepreneur, understanding the legal basics of office leases is important if you’re considering commercial real estate. The experienced commercial real estate attorneys at Northwest Law are here to guide you through the ins and outs of office lease agreements and help ensure you make informed decisions before you sign a commercial lease.

The Foundation of Office Lease Agreements

If you’re entering into an office lease in Ohio or Kentucky, you should know the basic elements that shape the agreement. From lease terms and rental rates to maintenance responsibilities and lease duration, each aspect plays a vital role in defining the rights and obligations of both tenants and landlords. 

Lease Terms: Lease terms outline the agreement’s specific conditions, including the lease duration, renewal options, lease commencement date, and conditions for early termination.

Rental Rates: Rental rates specify the amount paid by the tenant to the landlord for occupying the office space, covering base rent and additional charges like operating expenses and property taxes.

Maintenance Responsibilities: Maintenance responsibilities clarify which party—tenant or landlord—is responsible for maintaining and repairing aspects of the leased space, such as structural repairs, utilities, and compliance with building codes.

Lease Duration: Lease duration defines the period during which the lease agreement is valid, indicating the start and end dates of the lease term, with provisions for renewal or extension if agreed upon.

Our team of commercial real estate attorneys is highly experienced in drafting and negotiating office leases tailored to meet your specific needs while safeguarding your interests. Now that we’ve taken a look at the basics, let’s move on to some of the legal considerations you may face during lease negotiations, and how an attorney can help. 

Legal Considerations for Office Lease Negotiations

The negotiation phase of an office lease agreement can be complex, but you and your attorney can work together to see that the terms of the lease align with your business objectives. From rental escalation clauses and renewal options to subletting provisions and dispute resolution mechanisms, we’ll work towards favorable terms that protect your investment and promote long-term success. Speaking of the long term, let’s see how a lawyer can help you stay compliant and mitigate legal risk throughout the duration of your lease. 

Lease Compliance and Dispute Resolution Strategies

Northwest Law is committed to guiding you through lease compliance requirements to help you avoid any issues during the length of your lease. It’s a solid strategy built on proactive legal solutions to mitigate potential disputes. In the event of a disagreement between parties, our experienced Ohio and Kentucky commercial real estate attorneys excel in dispute resolution strategies, including mediation, arbitration, and litigation, to safeguard your rights and preserve your business interests.

Contact Northwest Law Now for Commercial Real Estate Counsel

Ready to enter into the world of commercial office leases in Ohio or Kentucky? Reach out to Northwest Law today to schedule a consultation. Let us be your trusted legal partner and help you create a solid foundation for your success.

Commercial Real Estate Financing: Legal Considerations in Ohio and Kentucky

The big deal is coming up, but do you know what legal issues might come with it? Northwest Law is here to help borrowers and lenders in OH and KY understand the legal considerations involved in commercial real estate financing. Let’s take a look at some of the factors together. 

Loan Agreements and Terms

Developers must carefully review and negotiate loan agreements and terms. These agreements outline the terms of the loan, including interest rates, repayment schedules, and collateral requirements. A real property lawyer can help you make sure the terms of the loan align with your goals and interests.

Due Diligence

Conducting thorough due diligence is essential before entering into any financing agreement. This includes investigating the property’s title, zoning regulations, environmental concerns, and any potential legal issues that may affect the project. Failing to conduct proper due diligence can result in costly delays or legal disputes down the line.

Regulatory Compliance

Commercial real estate development is subject to a myriad of local, state, and federal regulations. Developers must ensure compliance with zoning laws, building codes, environmental regulations, and other regulatory requirements. Failure to comply with these regulations can lead to fines, penalties, and legal liabilities.

Environmental Concerns

Developers must assess potential environmental risks associated with the property, such as contamination or hazardous materials. Addressing these concerns upfront can help mitigate risks and prevent costly legal issues in the future.

Tax Implications

Commercial real estate transactions can have significant tax implications for developers. Understanding the tax consequences of financing arrangements, property ownership structures, and capital gains is essential for maximizing returns and minimizing tax liabilities. Consulting with a tax advisor or attorney can help developers navigate complex tax issues effectively.

Contractual Obligations

Developers entering into financing agreements must be aware of their contractual obligations and responsibilities. This includes meeting loan repayment deadlines, maintaining insurance coverage, and complying with any other contractual provisions. Failure to fulfill these obligations can result in default and legal consequences.

Dispute Resolution

Despite careful planning and due diligence, disputes may arise during the course of a commercial real estate project. Whether it’s a disagreement with lenders, contractors, or other parties involved in the project, developers must be prepared to address disputes effectively. Having provisions for dispute resolution in financing agreements can help resolve conflicts efficiently and minimize legal exposure.

At Northwest Law, we understand the complexities of commercial real estate financing in Ohio and Kentucky. Our dedicated team has the experience to guide you through the legal considerations involved in commercial real estate transactions and protect your interests.

Get in Touch with Northwest Law

Whether you are a borrower seeking financing or a lender looking to protect your investment, we are committed to providing personalized legal solutions tailored to your specific needs. Trust Northwest Law to be your legal partner in commercial real estate financing. Reach out to get started today.

Ohio Real Property Lawyers: The Risks of Dual Agency

In Ohio, real estate transactions involving dual agency, where one agent represents both the buyer and seller, are legal but come with significant risks for all parties involved. A recent case (Black v. Stouffer Realty, et al., 2013-Ohio-5723) illustrates some of these dangers:

Mrs. Black sought to purchase a condominium listed with Stouffer Realty, where Ms. Relic represented both Mrs. Black and the seller, Mr. Martha, under a dual-agency agreement. Despite complications during negotiations, a deal was struck with a sale price of $510,000 and a $150,000 down payment. However, issues arose when Mrs. Black failed to secure financing within the agreed timeframe, leading to the collapse of the deal.

Mr. Martha sued Mrs. Black for breach of contract, seeking compensation for his losses. Mrs. Black, in turn, filed a complaint against Stouffer Realty and Ms. Relic, alleging breach of contract, breach of fiduciary duty, and fraud. While Mrs. Black settled with Mr. Martha, her claims against Stouffer Realty and Ms. Relic went to trial. The jury found in Mrs. Black’s favor, awarding damages for breach of fiduciary duty, breach of contract, and fraud.

The case highlights the risks of dual agency in real estate transactions. Despite its legality, dual agency can lead to conflicts of interest and breakdowns in trust between agents and clients. In this case, Ms. Relic’s actions were scrutinized, with the jury finding violations of specific provisions outlined in Ohio’s Dual Agency Disclosure Statement.

Trust is crucial in real estate transactions, and mistakes can have significant consequences. While dual agency situations may occur, it’s essential for agents to strictly adhere to disclosure agreements and recommend legal intervention when conflicts arise. Maintaining trust between all parties involved is essential for a successful real estate transaction in Ohio. Also, once the parties have agreed to dual agency representation, if a party believes that they need someone to advocate for them regarding any issue with the transaction, the dual agent Realtor should recommend the retention of an Ohio real property lawyer or other professional in the field related to the party’s concerns.

Schedule a Consultation with Northwest Law Today

Avoid legal issues in real property transactions – get guidance from an experienced Ohio real property lawyer. A knowledgeable attorney can provide valuable advice, review contracts, ensure compliance with state laws and regulations, and advocate for your best interests throughout the transaction process. Whether you are a real estate industry professional or a first-time home buyer, Northwest Law’s Real Property Lawyers will take care of you. Contact us at (614) 610-4000 to schedule a consultation today to get started.

Wire Fraud Awareness in the Real Estate Industry

By: Jonathan Holfinger, Esq. | Attorney/Partner, OLTP, NTP

Industry-wide, we’ve seen a large increase in wire fraud incidents. In a majority of cases, the cyber criminals have gained access to the real estate transaction by compromising email accounts through phishing.

NWT President, Jonathan Holfinger, shares how real estate professionals can to protect their clients by enabling multi-factor authentication, especially on email accounts.

Check out our how-to guide for enabling multi-factor authentication for popular email platforms here:


How to Enable Multi-Factor Authentication For Gmail, Outlook, and iCloud

Step 1.) Open Your Google Account by heading to www.google.com/account

Step 2.) In the navigation panel, select security.

Step 3.) Under “Signing in to Google” select 2-Step Verification > Get started.

Step 4.) Follow the on-screen steps.


How to Enable Multi-Factor Verification for Your Outlook Account


Step 1.) Go to the Security basics page at https://account.microsoft.com/security and sign in with your Microsoft account.

Step 2.) Select “Advanced security options”

Step 3.) Under “Two-step verification”, choose “Set up two-step verification” to turn it on.

Step 4.) Follow the on screen prompts


How to Enable Multi-Factor Verification for Your AppleID and iCloud Account Using Your iPhone


Step 1.) Go to Settings > [your name] > Password & Security.

Step 2.) Tap Turn On Two-Factor Authentication.

Step 3.) Tap Continue.

Step 4.) Enter the phone number where you want to receive verification codes when you sign in. You can choose to receive the codes by text message or automated phone call.

Step 5.) Tap Next.

Step 6.) Enter the verification code to verify your phone number and turn on two-factor authentication.

Want to Enable Multi-Factor Verification for Your AppleID and iCloud Account Over the Web? Here’s How:


Step 1.) Go to appleid.apple.com, then sign in with your Apple ID.

Step 2.) Answer your security questions, then tap Continue.

Step 3.) You’ll see a prompt to upgrade your account security. Tap Continue.

Step 4.) Click Upgrade Account Security.

Step 5.) Enter the phone number where you want to receive verification codes when you sign in. You can choose to receive the codes by text message or automated phone call.

Step 6.) Click Continue.

Step 7.) Enter the verification code to verify your phone number and turn on two-factor authentication.

Why EVERYONE Should Obtain a Title Insurance Policy

By: Robert Altman, III, Esq. | Attorney

Title Insurance Policy – A contract of title insurance under which the insurer, in keeping with the terms of the policy, agrees to indemnify the insured against loss arising from claims against the insured interest. 

Unfortunately, the adage “what doesn’t kill you makes you stronger,” is not exactly accurate for all life lessons. Sometimes, your mistake is devastating and there is no recovering from it. Period.

To be clear, I am not talking about a situation where you choose between two reasonable choices and the option not chosen would have proven to be more beneficial. Rather, I am getting at a situation where the choice is between doing something you know, or should know, is likely in your best interest, and doing something that amounts to betting it all on black at the casino. That is exactly the decision you are making when you choose between obtaining a title insurance policy or taking a risk and not protecting your investment.

When I first started out as a lawyer a file came across my desk which left a lasting impression on me. Nearly a decade later I can still hear the voices of the then homeowners who, when they called me, were inaudible because their voices were shaking so much. The basic facts of the matter are simple enough:

Seller sold her property to Buyers, who obtained a mortgage to purchase the property. The lender for Buyers obtains a Lenders Policy of Title Insurance. The Buyers do not obtain any policy of title insurance. A year goes by and everything is great. The Buyers receive a notice in the mail that a mortgage note is in default, with a lender they had never heard of, and that the mortgage and therefore the property was going into foreclosure. The Buyers call the title company, which informs them that the mortgage was released per the abstract report provided by the title searcher and provide them with the release. The Buyers contact the mortgage company which sent the notice regarding the release and the mortgage company informs the buyers that the release is fraudulent. The Seller had recorded a fraudulent release of her mortgage and absconded with nearly $400,000. The mortgage company takes legal action to nullify the fraudulent release and proceeds with foreclosure naming the Buyers (the current owners) and the Buyers’ mortgage lender.

What happens next is the cost or benefit of the decision discussed above. The Buyer’s mortgage lender filed a title claim on their lenders policy and was made whole within the month. The underwriter (insuring the claim under that policy) hired an attorney which pursed the Seller for fraud, etc., located the Seller and commenced a costly litigation to reclaim over $300,000 for the amount paid out to the Buyers’ mortgage lender. The Seller’s mortgage company proceeded with the foreclosure action, obtained and sold the home, recovering a portion of what was owed to them. The Buyers…lost everything.

In the above case, the Buyers only choice was to hire an attorney, they could not afford, to pursue a person who was already being pursued by their mortgage lender’s loan policy underwriter. In total, the Buyers lost their down payment, all built up equity, the value of improvements being made to the property, and tarnished the happy memories of buying a home and building something together.

The lesson is simple, don’t gamble with piece of mind.

When I first started at Northwest Title, I read a piece of literature (below) that is passed around with various ways a person can lose their home (or lender can lose their investment) if they don’t have title insurance; I made it to #2 and a chill went down my back. Lesson learned.


Common Title Problems:

1.            False impersonation of the true owner of the land

2.            Forged deeds, releases, etc

3.            Instruments executed under fabricated or expired power of attorney

4.            Deeds delivered after death of grantor or grantee or without consent of grantor

5.            Undisclosed or missing heirs

6.            Misinterpretation of wills

7.            Deeds by persons supposedly single but secretly married

8.            Birth or adoption of children after date of a will

9.            Surviving children omitted from a will

10.          Mistakes made in recording legal documents

11.          Deeds in lieu of foreclosure given under duress

12.          Deed of community property recited to be separate property

13.          Errors in tax records, e.g., listing payment against wrong property

14.          Undisclosed divorce of spouse who conveys as consort’s heir

15.          Marital rights of spouse purportedly, but not legally, divorced

And many more.

Estate Planning Solutions

By: Kristen Humphrey-Schulz, Esq. | Associate Attorney

What is an Estate Plan?

With the start of the New Year comes new challenges, resolutions, and a time to re-evaluate aspects of your life.  Perhaps this new year you plan to work on items you may have put off or ignored.  One of those items may be your estate plan.  An estate plan is the collection of legal documents that address the management and disposal of an individual’s assets after their passing.  Those documents may be a last will and testament, a trust, power of attorney, health care power of attorney, living will, and/or transfer on death affidavit, depending on your state of residence. 

A common misconception many of us have heard: I only need an estate plan if I am wealthy, elderly or have children.  These misconceptions are why many individuals ignore or set aside estate planning until a later date, which may prove detrimental to your loved ones upon your passing.  An estate plan is not only for a select group of people, but rather is for anyone at the age of majority who wishes to pass their assets and ease the burden that family members bear when handling a loved one’s estate.  Even if you are young and single with no children, you have assets, and those assets may be subject to probate upon your passing.  An individual or family seeking to begin the estate planning process should first contact a qualified estate planning attorney to discuss their needs.  

Here we will address some of the most common questions we receive regarding estate planning to shed light on the importance of a properly drafted estate plan that effectively conveys your wishes.

Estate Planning Tools 

There are a variety of estate planning tools, however estate planning tools are not one-size fits all, where each document is almost identical for each person.  Rather, an estate plan is comprised of a combination of a few or in some cases many estate planning tools.  Documents such as a power of attorney, a healthcare power of attorney, and living will may augment an estate plan.  In other cases, an estate plan may only consist of a last will and testament and a living trust.  What tools are utilized in each plan are specific to the individual circumstances and wishes of the client.  Discuss your wishes with an estate planning attorney to develop a custom estate plan tailored to those needs. 

Last Will and Testament

Fact or fiction: Does having a will avoid probate of my assets?  We often hear this common question and too often we hear the falsity that a will avoids probate, when in fact, a will is not even designed to avoid probate.  Rather, a will is a legal document that details how an individual desires their property be distributed after death through the probate process.  While this tool is not designed to avoid probate, when drafted properly, a will can be a helpful tool to augment your estate plan.  And understanding what is a will is a vital step towards having a comprehensive estate plan.  

You may then find yourself asking: can I draft my own will?  While there is no legal requirement that an attorney must draft your will, by drafting your own will, you run the risk of costly errors that affect how your assets are distributed to family and friends upon your passing.  Therefore, it is always recommended to seek the advice of an estate planning attorney to have your will drafted.  Naming beneficiaries is an important aspect of a last will and testament along with naming an executor of your estate.  An executor is to be a trusted individual who carries out the terms of the will.  In many cases, individuals will name a close family member as executor or co-executors, such as a spouse, parent, or child 18 years or older.  If an executor is not properly named, the designation of an executor will be determined by the probate court, which may not always align with who you would choose.  

In addition to having a properly drafted will, you cannot overlook the importance of a properly executed will.  In the state of Ohio, a will must be witnessed by two disinterested witnesses.  If this requirement is not met, the will is not valid.  That begs another important question: who are disinterested witnesses?  These are individuals that have no bearing or interest on the designations you made in your drafted will.  Family members are usually interested parties and not appropriate to serve as witnesses.  Ideally seek an outside party such as bankers at your local branch, nurses at the hospital if you are signing a will there, or office staff, to name a few options.  And once you sign your will and it is properly witnessed, it is effective indefinitely, unless you revoke the will or make changes, known as codicils, prior to your passing.  

There’s Usually More to An Estate Plan than a Will 

While the will is an important estate planning tool, it certainly is not the only tool.  Most estate plans utilize a combination of tools to create beneficiary designations.  Further, estate planning tools are not all designed to determine after death distributions, but tools such as a living will, power of attorney, and living trust are utilized during the life of the grantor.  

You’ve likely heard of a living will, if you’ve ever had a hospital visit, you’ll know the hospital almost always asks if you have a living will.  That document is very important to health care workers, as it is a legal document that outlines terminally ill and end-of life healthcare wishes.  Preparing a living will helps your loved ones by alleviating the burden to make critical decisions for you when you are no longer able.  Powers of attorney are other legal documents effective during your lifetime that allow you to appoint an agent to make decisions on your behalf for items such as healthcare and financial items, if you lack the capacity or are unavailable to do so.  

Now what about a trust?  We often receive these questions: do I really need a trust?  And if so, what type of trust?  A trust is a versatile estate planning tool that comes in many forms and can be revocable or irrevocable.  This tool can be utilized to ensure assets in the trust are distributed according to the grantor’s wishes and even provide protection for those assets. Determining whether a trust would be a useful tool to augment your estate plan is to be discussed with an estate planning attorney, as that answer varies based on individual goals, circumstances, and assets.  And when properly drafted, a trust can often avoid probate.  

Reviewing Your Estate Plan

Once you have an estate plan, don’t simply put away your documents and never look at them again.  Updating an estate plan can be just as important as the act of making an estate plan.  Circumstances change throughout life, and changes often call for an estate plan update.   Events such as the birth of a child, a child reaching the age of majority, divorce, or death of a loved one are a few examples that would usually warrant immediate changes to an estate plan.  In general, reviewing an estate plan every five years or so will give you the chance to go over your wishes and see if anything needs updated.  

Updates to an estate plan are often a small change such as an amendment to a living trust, but can also be very consequential, such as revoking a will and having a new one drafted.  Reviewing your estate plan with an estate planning attorney is a critical step of the estate planning process that may be overlooked.  If this step is ignored, the beneficiary designations in place upon your passing may not accurately reflect your wishes.  For example, if you are married at the time your estate plan is crafted and you express in your documents you wish to leave all property to your spouse, and you later divorce but do not update your estate plan, your property may be distributed to an ex-spouse even if that was not your intention.  

Final Thoughts 

Now what if I understand the importance of an estate plan but don’t know where to begin?  If you think estate planning is a daunting task, do not fear, with proper direction, it can be accomplished with minimal stress compared to the potential stress created if you do not have an estate plan.  Contacting a qualified estate planning attorney is the first step.  When you schedule a meeting with an estate planning attorney, it is important to prepare.  Consider your final wishes, account for your assets, make a list of questions, and gather important financial and legal documents to share with your lawyer during the meeting.  And once you have the estate plan in place, you can check off one item on your list of resolutions for the New Year.   

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