Contract Review of Commercial Real Estate Transactions
When doing a commercial deal, I find my counterparty inevitably has their lawyers include special clauses or terms that I need to really scrutinize in detail.  Both time consuming and a bit error prone.  What kind of tools or processes are you using to spot the important features in the contracts you sign?  Or do you just leave it to the lawyers?
[{"id": "ibdcff8", "text": "What's your attorney think ?", "replies": [{"id": "ibdoee4", "text": "Like, he charges hourly, so I'm sure he's ok with it, and I think he does a good job.  \n\nBut I also think its important I do my own due diligence and stay in the loop on everything (it's my capital!)", "replies": [{"id": "ibe20ls", "text": "It's worth the cost to discuss the draft / comments with your attorney. You each should do your own review in advance of speaking, then you each focus on key issues/questions. Those conversations are often incredibly useful, much more so than trying to digest and resolve potentially complex issues over email.", "replies": [], "depth": 3}], "depth": 2}], "depth": 1}, {"id": "ibdcydn", "text": "Generally I print all contracts and take notes/highlight then send my markup/questions to an attorney for their review both of the original doc and my notes.", "replies": [{"id": "ibduozb", "text": "This.  You can't expect an attorney to know what you're ok with.", "replies": [], "depth": 2}], "depth": 1}, {"id": "ibdr4rl", "text": "&gt;Or do you just leave it to the lawyers?\n\nYour job is to focus on the property and due diligence. There are things that are out of your scope and thus why the lawyers are there. Obviously, review the clauses that you understand and ask the lawyer to explain in clear English what those other clauses mean.", "replies": [], "depth": 1}, {"id": "ibdz1nm", "text": "Easiest solution here is to find a lawyer you like and trust. You'll never be able to anticipate and understand every unique provision your seller/buyer has put into a contract. A few good tips:\n\n1. Build a good relationship with your lawyer so they understand your unique pressure points (and find someone you trust with your deal and your resources);\n2. Pin down as much as you can (within reason) in the LOI/Term Sheet (these documents are best used to find out if you DON'T have a deal and avoid wasted time); and\n3. If possible, read what you can before you send the draft to your lawyer, so you can communicate your issues and make his review more efficient (and cheaper for you).\n\nI'm sure there's more, but the key in all of this is having a lawyer you consider part of your team and not one you feel like is just trying to make as much money off of you as possible. The good lawyers are out there and worth every penny.", "replies": [], "depth": 1}, {"id": "ibeenc1", "text": "If you find a good broker, they will have a good understanding of clauses and key things to look for in the lease. They are not lawyers but can keep an eye out for super egregious things and make sure business terms make sense, which will make the lawyer's review more efficient and therefore less costly. I always recommend having a lawyer review but as a broker we usually take a first stab of reviewing the lease and making sure that key clauses are favourable to our client. (Not all brokers will be good at this)", "replies": [], "depth": 1}, {"id": "ibeh9z1", "text": "I think you really need a deeper relationship with your existing counsel. One thing we offer is fixed rates to reduce the \u201cunknown email cost\u201d. \n\nWhat market are you in? Deal size? Asset type?", "replies": [], "depth": 1}, {"id": "ibge9ro", "text": "mind sharing the due diligence checklist that you go through when signing deals?", "replies": [], "depth": 1}]