[RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10
years of the Lease it will re-pay to the Landlord the unamortized Tenant
Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's
approval.
Based upon these limited fact.is the assignment of the Lease a "vacating" by
the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO
WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,
CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED
THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE
IMMEDIATELY
No as the leasehold estate remains intact by virtue of the assignment. It would be pretty disingenuous of the Landlord to claim there is a termination where at the same time the Landlord is saying go ahead and transfer the leasehold estate I demised to you to the assignee. It's the same leasehold estate, just a new (and approved) tenant.
George A. Pincus, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
New River Center, Suite 2100
200 East Las Olas Boulevard
Ft. Lauderdale, FL 33301
Telephone: 954-766-9705
Facsimile: 954-766-9719
E-mail: gpincus@stearnsweaver.commailto:gpincus@swmwas.com
www.stearnsweaver.comhttp://www.stearnsweaver.com/
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10 years of the Lease it will re-pay to the Landlord the unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's approval.
Based upon these limited fact...is the assignment of the Lease a "vacating" by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE IMMEDIATELY
CONFIDENTIALITY NOTICE: The information contained in this E-mail message is attorney privileged and confidential information intended only for the use of the individual(s) named above. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copy of this communication is strictly prohibited. If you have received this communication in error, please contact the sender by reply E-mail and destroy all copies of the original message. Thank you.
CIRCULAR 230 DISCLOSURE: To ensure compliance with recently-enacted U.S. Treasury Department Regulations, we are now required to advise you that, unless otherwise expressly indicated, any federal tax advice contained in this communication, including any attachments, is not intended or written by us to be used, and cannot be used, by anyone for the purpose of avoiding federal tax penalties that may be imposed by the federal government or for promoting, marketing or recommending to another party any tax-related matters addressed herein.
Remember the dollar purpose of that kind of provision is to protect the
Landlord's recovery of the TI investment.
Are you sure it triggers if the Tenant simply "vacates". I would think it
would only apply if the Tenant breached the lease.
Regardless, the assignee will stand in the Tenant's shoes, so the premises
won't be vacant.
Hope this helps.
Jeffrey R. Mazor, Esq.
J. R. Mazor & Associates, P.A.
Presidential Circle Building
4000 Hollywood Blvd., Suite 265-s
Hollywood, FL 33021
Phone: 954-962-3500
Fax: 954-962-3560
Email: Jmazor@Mazor.com
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10
years of the Lease it will re-pay to the Landlord the unamortized Tenant
Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's
approval.
Based upon these limited fact.is the assignment of the Lease a "vacating" by
the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO
WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,
CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED
THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE
IMMEDIATELY
Would seem to depend on how the lease characterizes the "Tenant" for purposes of that provision - But I would think that this would not be a "vacation" since the lease continues. Besides, the purpose of the repayment of unamortized TI's would be a result of a shorter term occurring due to an early vacation and the Landlord not getting the benefit of the full rent stream for the term. If he assigns, purportedly the rent will continue to be paid under the lease for the remaining term and the landlord would get the benefit of his bargain.
[http://www.shutts.com/shutts100.jpg]
Neil B. Shoter
Partner / LEED Accredited Professional
Shutts & Bowen LLP
1100 CityPlace Tower, 525 Okeechobee Boulevard | West Palm Beach, FL 33401
Direct: (561) 650-8535 | Fax: (561) 822-5525
E-Mailmailto:NShoter@shutts.com | Biographyhttp://www.shutts.com/index.cfm/fa/attorney.bio/atty/466a1d2b-4049-425b-af4b-a56f3cb8a441/Neil_B_Shoter.cfm/ | V-Cardhttp://www.shutts.com/index.cfm/fa/attorney.vcf/atty/466a1d2b-4049-425b-af4b-a56f3cb8a441/Neil_B_Shoter.cfm/ | Websitehttp://www.shutts.com/
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10 years of the Lease it will re-pay to the Landlord the unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's approval.
Based upon these limited fact...is the assignment of the Lease a "vacating" by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE IMMEDIATELY
</pre>IRS CIRCULAR 230 NOTICE: Pursuant to recently enacted<br>U.S. Treasury Department Regulations, we are now required<br>to advise you that, unless otherwise expressly indicated,<br>any federal tax advice expressed above was neither<br>written nor intended by the sender or this firm to be<br>used and cannot be used by any taxpayer for the purpose <br>of avoiding penalties that may be imposed under U.S. tax <br>law. If any person uses or refers to any such tax advice<br>in promoting, marketing or recommending a partnership or<br>other entity, investment plan or arrangement to any <br>taxpayer, then the advice should be considered to have<br>been written to support the promotion or marketing by a <br>person other than the sender or this firm of that <br>transaction or matter, and such taxpayer should seek<br>advice based on the taxpayer's particular circumstances<br>from an independent tax advisor.<br><br><br>The information in this email transmission is privileged<br>and confidential. If you are not the intended recipient,<br>nor the employee or agent responsible for delivering it to<br>the intended recipient, you are hereby notified that any<br>dissemination or copying of this transmission (including<br>any attachments) is strictly prohibited. If you have<br>received this email in error, please notify the sender by<br>email reply. Thank you.<br><pre>
Agree with George. Plus landlord shouldn't be allowed to trigger the
protective measures of an unamortized recovery since it is still getting
the full benefit of the bargain (assuming an assignment without
amendment of the financial terms). Landlord would otherwise be
recovering more from this lease than the parties initially negotiated.
Gregory R. Haney
Attorney at Law
Shumaker, Loop & Kendrick, LLP
Bank of America Plaza
101 East Kennedy Boulevard
Suite 2800
Tampa, FL 33602
813.229.7600
813.227.2277 direct
813.229.1660 fax
ghaney@slk-law.com
http://www.slk-law.com/
IRS Circular 230 Notice: We are required to advise you no person or entity may use any tax advice in this communication or any attachment to (i) avoid any penalty under federal tax law or (ii) promote, market or recommend any purchase, investment or other action.
Confidentiality Statement: This electronic message contains information from the law firm of Shumaker, Loop & Kendrick, LLP, and may be confidential or privileged. The information is intended to be for the use of the individual or entity named above. If you are not the intended recipient, be aware that any disclosure, copying, distribution or use of the contents of this message is prohibited. If you have received this electronic message in error, please notify the sender immediately by reply e-mail or telephone 800.444.6659.
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of George
Pincus
Sent: Monday, March 14, 2011 5:01 PM
To: 'lesstevens@earthlink.net'; 'RPPTL LandlordTenant Committee'
Subject: Re: [RPPTL LandTen] Question Needing Guidance
No as the leasehold estate remains intact by virtue of the assignment.
It would be pretty disingenuous of the Landlord to claim there is a
termination where at the same time the Landlord is saying go ahead and
transfer the leasehold estate I demised to you to the assignee. It's
the same leasehold estate, just a new (and approved) tenant.
George A. Pincus, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
New River Center, Suite 2100
200 East Las Olas Boulevard
Ft. Lauderdale, FL 33301
Telephone: 954-766-9705
Facsimile: 954-766-9719
E-mail: gpincus@stearnsweaver.com mailto:gpincus@swmwas.com
www.stearnsweaver.com http://www.stearnsweaver.com/
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the
first 10 years of the Lease it will re-pay to the Landlord the
unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's
approval.
Based upon these limited fact...is the assignment of the Lease a
"vacating" by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO
WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,
CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE
RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS
OFFICE IMMEDIATELY
CONFIDENTIALITY NOTICE: The information contained in this E-mail message
is attorney privileged and confidential information intended only for
the use of the individual(s) named above. If the reader of this message
is not the intended recipient, you are hereby notified that any
dissemination, distribution or copy of this communication is strictly
prohibited. If you have received this communication in error, please
contact the sender by reply E-mail and destroy all copies of the
original message. Thank you.
CIRCULAR 230 DISCLOSURE: To ensure compliance with recently-enacted U.S.
Treasury Department Regulations, we are now required to advise you that,
unless otherwise expressly indicated, any federal tax advice contained
in this communication, including any attachments, is not intended or
written by us to be used, and cannot be used, by anyone for the purpose
of avoiding federal tax penalties that may be imposed by the federal
government or for promoting, marketing or recommending to another party
any tax-related matters addressed herein.
The landlord may want to make clear in the approved assignment/assumption agreement that this provision remains in place and enforceable against the assignee on any subsequent vacation, if any.
Rick
Patrick G. Emmanuel, Jr., Esq.
Board Certified Real Estate Lawyer
Emmanuel, Sheppard & Condon, P.A.
30 South Spring Street
Pensacola, FL 32502
Telephone: (850) 433-6581
Facsimile: (850) 433-6162
CONFIDENTIALITY STATEMENT:
This e-mail message and all attachments transmitted with it may contain legally privileged and confidential information intended solely for the use of the addressee. If the reader of this message is not the intended recipient, you are hereby notified that any reading, dissemination, distribution, copying, or other use of this message or its attachments is strictly prohibited. If you have received this message in error, please notify the sender immediately by telephone (850-433-6581) or by electronic mail (rge@esclaw.commailto:rge@esclaw.com) and then delete this message and all copies and backups thereof. Thank you.
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of Haney, Gregory
Sent: Monday, March 14, 2011 4:11 PM
To: RPPTL Landlord Tenant Committee
Subject: Re: [RPPTL LandTen] Question Needing Guidance
Agree with George. Plus landlord shouldn't be allowed to trigger the protective measures of an unamortized recovery since it is still getting the full benefit of the bargain (assuming an assignment without amendment of the financial terms). Landlord would otherwise be recovering more from this lease than the parties initially negotiated.
Gregory R. Haney
Attorney at Law
Shumaker, Loop & Kendrick, LLP
Bank of America Plaza
101 East Kennedy Boulevard
Suite 2800
Tampa, FL 33602
813.229.7600
813.227.2277 direct
813.229.1660 fax
ghaney@slk-law.com
www.slk-law.comhttp://www.slk-law.com/
IRS Circular 230 Notice: We are required to advise you no person or entity may use any tax advice in this communication or any attachment to (i) avoid any penalty under federal tax law or (ii) promote, market or recommend any purchase, investment or other action.
Confidentiality Statement: This electronic message contains information from the law firm of Shumaker, Loop & Kendrick, LLP, and may be confidential or privileged. The information is intended to be for the use of the individual or entity named above. If you are not the intended recipient, be aware that any disclosure, copying, distribution or use of the contents of this message is prohibited. If you have received this electronic message in error, please notify the sender immediately by reply e-mail or telephone 800.444.6659.
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of George Pincus
Sent: Monday, March 14, 2011 5:01 PM
To: 'lesstevens@earthlink.net'; 'RPPTL LandlordTenant Committee'
Subject: Re: [RPPTL LandTen] Question Needing Guidance
No as the leasehold estate remains intact by virtue of the assignment. It would be pretty disingenuous of the Landlord to claim there is a termination where at the same time the Landlord is saying go ahead and transfer the leasehold estate I demised to you to the assignee. It's the same leasehold estate, just a new (and approved) tenant.
George A. Pincus, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
New River Center, Suite 2100
200 East Las Olas Boulevard
Ft. Lauderdale, FL 33301
Telephone: 954-766-9705
Facsimile: 954-766-9719
E-mail: gpincus@stearnsweaver.commailto:gpincus@swmwas.com
www.stearnsweaver.comhttp://www.stearnsweaver.com/
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10 years of the Lease it will re-pay to the Landlord the unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's approval.
Based upon these limited fact...is the assignment of the Lease a "vacating" by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE IMMEDIATELY
CONFIDENTIALITY NOTICE: The information contained in this E-mail message is attorney privileged and confidential information intended only for the use of the individual(s) named above. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copy of this communication is strictly prohibited. If you have received this communication in error, please contact the sender by reply E-mail and destroy all copies of the original message. Thank you.
CIRCULAR 230 DISCLOSURE: To ensure compliance with recently-enacted U.S. Treasury Department Regulations, we are now required to advise you that, unless otherwise expressly indicated, any federal tax advice contained in this communication, including any attachments, is not intended or written by us to be used, and cannot be used, by anyone for the purpose of avoiding federal tax penalties that may be imposed by the federal government or for promoting, marketing or recommending to another party any tax-related matters addressed herein.
Thanx…that’s the way we were thinking.
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of Haney, Gregory
Sent: Monday, March 14, 2011 5:11 PM
To: RPPTL Landlord Tenant Committee
Subject: Re: [RPPTL LandTen] Question Needing Guidance
Agree with George. Plus landlord shouldn't be allowed to trigger the protective measures of an unamortized recovery since it is still getting the full benefit of the bargain (assuming an assignment without amendment of the financial terms). Landlord would otherwise be recovering more from this lease than the parties initially negotiated.
Gregory R. Haney
Attorney at Law
Shumaker, Loop & Kendrick, LLP
Bank of America Plaza
101 East Kennedy Boulevard
Suite 2800
Tampa, FL 33602
813.229.7600
813.227.2277 direct
813.229.1660 fax
ghaney@slk-law.com
http://www.slk-law.com/ www.slk-law.com
IRS Circular 230 Notice: We are required to advise you no person or entity may use any tax advice in this communication or any attachment to (i) avoid any penalty under federal tax law or (ii) promote, market or recommend any purchase, investment or other action.
Confidentiality Statement: This electronic message contains information from the law firm of Shumaker, Loop & Kendrick, LLP, and may be confidential or privileged. The information is intended to be for the use of the individual or entity named above. If you are not the intended recipient, be aware that any disclosure, copying, distribution or use of the contents of this message is prohibited. If you have received this electronic message in error, please notify the sender immediately by reply e-mail or telephone 800.444.6659.
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of George Pincus
Sent: Monday, March 14, 2011 5:01 PM
To: 'lesstevens@earthlink.net'; 'RPPTL LandlordTenant Committee'
Subject: Re: [RPPTL LandTen] Question Needing Guidance
No as the leasehold estate remains intact by virtue of the assignment. It would be pretty disingenuous of the Landlord to claim there is a termination where at the same time the Landlord is saying go ahead and transfer the leasehold estate I demised to you to the assignee. It’s the same leasehold estate, just a new (and approved) tenant.
George A. Pincus, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
New River Center, Suite 2100
200 East Las Olas Boulevard
Ft. Lauderdale, FL 33301
Telephone: 954-766-9705
Facsimile: 954-766-9719
E-mail: gpincus@stearnsweaver.com mailto:gpincus@swmwas.com
www.stearnsweaver.com http://www.stearnsweaver.com/
From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10 years of the Lease it will re-pay to the Landlord the unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord’s approval.
Based upon these limited fact…is the assignment of the Lease a “vacating” by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE IMMEDIATELY
CONFIDENTIALITY NOTICE: The information contained in this E-mail message is attorney privileged and confidential information intended only for the use of the individual(s) named above. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copy of this communication is strictly prohibited. If you have received this communication in error, please contact the sender by reply E-mail and destroy all copies of the original message. Thank you.
CIRCULAR 230 DISCLOSURE: To ensure compliance with recently-enacted U.S. Treasury Department Regulations, we are now required to advise you that, unless otherwise expressly indicated, any federal tax advice contained in this communication, including any attachments, is not intended or written by us to be used, and cannot be used, by anyone for the purpose of avoiding federal tax penalties that may be imposed by the federal government or for promoting, marketing or recommending to another party any tax-related matters addressed herein.
Thanx, Rick.We are waiting to see what the consent looks like
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of Rick G. Emmanuel
Sent: Monday, March 14, 2011 5:19 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: Re: [RPPTL LandTen] Question Needing Guidance
The landlord may want to make clear in the approved assignment/assumption
agreement that this provision remains in place and enforceable against the
assignee on any subsequent vacation, if any.
Rick
Patrick G. Emmanuel, Jr., Esq.
Board Certified Real Estate Lawyer
Emmanuel, Sheppard & Condon, P.A.
30 South Spring Street
Pensacola, FL 32502
Telephone: (850) 433-6581
Facsimile: (850) 433-6162
CONFIDENTIALITY STATEMENT:
This e-mail message and all attachments transmitted with it may contain
legally privileged and confidential information intended solely for the use
of the addressee. If the reader of this message is not the intended
recipient, you are hereby notified that any reading, dissemination,
distribution, copying, or other use of this message or its attachments is
strictly prohibited. If you have received this message in error, please
notify the sender immediately by telephone (850-433-6581) or by electronic
mail (rge@esclaw.com) and then delete this message and all copies and
backups thereof. Thank you.
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of Haney, Gregory
Sent: Monday, March 14, 2011 4:11 PM
To: RPPTL Landlord Tenant Committee
Subject: Re: [RPPTL LandTen] Question Needing Guidance
Agree with George. Plus landlord shouldn't be allowed to trigger the
protective measures of an unamortized recovery since it is still getting the
full benefit of the bargain (assuming an assignment without amendment of the
financial terms). Landlord would otherwise be recovering more from this
lease than the parties initially negotiated.
Gregory R. Haney
Attorney at Law
Shumaker, Loop & Kendrick, LLP
Bank of America Plaza
101 East Kennedy Boulevard
Suite 2800
Tampa, FL 33602
813.229.7600
813.227.2277 direct
813.229.1660 fax
ghaney@slk-law.com
http://www.slk-law.com/ www.slk-law.com
IRS Circular 230 Notice: We are required to advise you no person or entity
may use any tax advice in this communication or any attachment to (i) avoid
any penalty under federal tax law or (ii) promote, market or recommend any
purchase, investment or other action.
Confidentiality Statement: This electronic message contains information from
the law firm of Shumaker, Loop & Kendrick, LLP, and may be confidential or
privileged. The information is intended to be for the use of the individual
or entity named above. If you are not the intended recipient, be aware that
any disclosure, copying, distribution or use of the contents of this message
is prohibited. If you have received this electronic message in error, please
notify the sender immediately by reply e-mail or telephone 800.444.6659.
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of George Pincus
Sent: Monday, March 14, 2011 5:01 PM
To: 'lesstevens@earthlink.net'; 'RPPTL LandlordTenant Committee'
Subject: Re: [RPPTL LandTen] Question Needing Guidance
No as the leasehold estate remains intact by virtue of the assignment. It
would be pretty disingenuous of the Landlord to claim there is a termination
where at the same time the Landlord is saying go ahead and transfer the
leasehold estate I demised to you to the assignee. It's the same leasehold
estate, just a new (and approved) tenant.
George A. Pincus, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
New River Center, Suite 2100
200 East Las Olas Boulevard
Ft. Lauderdale, FL 33301
Telephone: 954-766-9705
Facsimile: 954-766-9719
E-mail: gpincus@stearnsweaver.com mailto:gpincus@swmwas.com
www.stearnsweaver.com http://www.stearnsweaver.com/
From: landten-bounces@lists.flabarrpptl.org
[mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10
years of the Lease it will re-pay to the Landlord the unamortized Tenant
Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's
approval.
Based upon these limited fact.is the assignment of the Lease a "vacating" by
the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
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A former warehouse tenant filed suit against the warehouse owner, my Florida
LLC client, claiming that after a hurricane had damaged the roof and other
structural elements, my client failed to adequately repair and maintain,
resulting in all sorts of damage. It's a bogus claim, but will still cost my
client money to defend.
The thing is, my client sold the property long ago, it was the only asset
and almost all the net proceeds have been distributed. There's a little
money left, and this lawsuit is the only reason that the principals have
not dissolved the LLC.
-
Does it make more sense to (a) fight, (b) settle or (c) just
dissolve the LLC and let the Plaintiff take a potentially large default
judgment?
-
If we just dissolve and distribute the remaining assets to the
stakeholders, and just allow a default and substantial judgment to be
entered, how much exposure would there be for the distributes?
Jeffrey R. Mazor, Esq.
J. R. Mazor & Associates, P.A.
Presidential Circle Building
4000 Hollywood Blvd., Suite 265-s
Hollywood, FL 33021
Phone: 954-962-3500
Fax: 954-962-3560
Email: Jmazor@Mazor.com
I would think not, since the rent stream will continue without interruption.
David Weisman
Board Certified Real Estate Lawyer
Greenspoon Marder, P.A.
Trade Center South, Suite 700
100 West Cypress Creek Road
Ft. Lauderdale, FL 33309
Phone 954-491-1120
Toll Free 888-491-1120
Direct Phone 954-343-6941
Direct Fax 954-343-6942
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From: landten-bounces@lists.flabarrpptl.org [mailto:landten-bounces@lists.flabarrpptl.org] On Behalf Of lesstevens
Sent: Monday, March 14, 2011 4:53 PM
To: 'RPPTL Landlord Tenant Committee'
Subject: [RPPTL LandTen] Question Needing Guidance
I have a Lease which provides that if the Tenant vacates within the first 10 years of the Lease it will re-pay to the Landlord the unamortized Tenant Improvements.
The Tenant is selling its assets and assigning the Lease with Landlord's approval.
Based upon these limited fact...is the assignment of the Lease a "vacating" by the Tenant which would trigger the re-payment obligation?
Thanx for any input.
Les H. Stevens, Esquire
Les H. Stevens, P.A.
5301 North Federal Highway
Suite 130
Boca Raton, Florida 33487
Tel. - (561) 989-9797
Fax - (561) 989-8484
E-Mail - lesstevens@earthlink.net
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHOM IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND/OR OTHERWISE EXEMPT FROM DISCLOSURE. IF YOU HAVE RECEIVED THIS TRANSMITTAL IN ERROR, PLEASE DELETE IT AND NOTIFY THIS OFFICE IMMEDIATELY
The information contained in this transmission may be attorney/client privileged and confidential. It is intended only for the use of the individual or entity named above. If the reader of this message is not the intended recipient, you are hereby notified that any dissemination, distribution or copying of this communication is strictly prohibited. If you have
received this communication in error, please notify us immediately by reply e-mail.
Pursuant to Internal Revenue Service guidance, be advised that any federal tax advice contained in this written or electronic communication, including any attachments or enclosures, is not intended or written to be used and it
cannot be used by any person or entity for the purpose of (i) avoiding any tax penalties that may be imposed by the Internal Revenue Service or any other U.S. Federal taxing authority or agency or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein.
