Real Estate

Real Estate 

Real Property Acquisitions and Sales                  Oil & Gas
Leasing   Real Estate Litigation
Financing   Public Private Partnerships
Land Use and Development   Subdivisions
Easements and CC&R's   Environmental Counseling
Property Management    

 

REAL PROPERTY ACQUISITIONS AND SALES

Primary Attorney Contacts: Bradley J. Elkin and Danielle R. Stephens

Represented buyer in purchase of real property for soft drink bottling operation for purchase price of approximately $7.8 million.

Represented large publically traded construction company in numerous acquisitions of aggregate mining properties in California for purchase prices ranging from $1M to $20M.

Represented hospital association in acquisition and assembly of numerous downtown parcels for development of high-rise office buildings.

Represented buyer in purchase of 510 acres of undeveloped land for development into a golf course and residential subdivision.

Represented worldwide oil company in bulk sale of marketing assets and service station properties located in seven northeastern states for purchase price of approximately $325M.

Represented major ski resort operation in option and exchange agreement to facilitate development of condo/time share and retail project with land values of approximately $18M.

Represented landowner group in connection with sale of historic theater property in downtown Sacramento.

Represented land purchaser in detailed and complicated title review and analysis related to acquisition of senior living facility in Bay Area, including strategies for removing problem encumbrances.

Represented owner of property in negotiation and preparation of tailored listing agreements (aka listing agreements or commission agreements) related to leasing and sale or property interests.

Represented large trucking company in purchase and sale of numerous properties used for location of trucking terminal facilities.

Represented country’s largest equipment rental company in purchase and sale of various properties in Western United States for location of retail rental and sales yards and offices.

Represented Chapter 11 bankruptcy debtor-in-possession plumbing equipment supplier in sale of numerous properties used for retail branches company.

Represented Church in connection with simultaneous exchange of undeveloped commercial properties, including obligations of other party to obtain entitlements and pay boot.

Represented developer in sequenced purchase of leased retail center land and then concurrent sale of same to third party, as well as obtaining no-further action letter related to environmental contamination and remediation.

Represent development company in negotiation of sequenced exchange of commercial properties with major waste processing and disposal company.

Represented commercial property owner in drafting and negotiation of grant deed containing substantial restrictive covenants and reservations of exclusive rights.

Represented mining company in connection with purchase of mining and mitigation properties involving multi-year sequenced partial closings.

Represented mining company in connection with option to purchase various mining properties in Sacramento and Butte Counties.

Represented large hospital system in connection with assembly of various parcels of additional land needed substantial hospital expansion in downtown Sacramento.

Assisted seller is sale of numerous individual buildings in “tech center” office park.

Represented seller of 50-acre office development site, including enforcement of letter of credit provided by buyer to secure deferred portion of purchase price.

Represented land purchaser in negotiation of both binding and non-binding letters of intent for various transactions.

Represented developer of 600-acre freeway oriented office park site in complex parcel assembly utilizing land purchase agreements and joint ventures, numerous individual lot sales, and sales of completed buildings.

 
 

LEASING

Primary Attorney Contact: Bradley J. Elkin and Danielle R. Stephens 

Represented landowner in long-term ground leases of downtown Sacramento properties for construction of two high rise office buildings, including complex rent participation structures and major decision rights.

Represented hospital system in numerous leases of medical office buildings throughout California.

Represented large publically traded construction company in connection with numerous long-term aggregate mining leases and related royalty agreements.

Represented shopping center owner in connection with leases of in-line and pad sites to national retailers and smaller local tenants.

Represented construction company in obtaining exclusive rights and license to mine aggregates from thousands of acres of prime land in Sacramento County from rocket company.

Represented landowner group as landlord in connection with lease of historic theater in downtown Sacramento as well as adjacent retail and office spaces.

Represented landowner in negotiating and documenting lease of parcel in Fresno shopping center to True-Value Hardware franchisee.

Represent landlord in obtaining performance guaranty regarding tenant lease obligations.

Represent tenant in license and option to lease various aggregate mining properties in California, including complex royalty structures.

Represent prominent Sacramento developer in enforcement of rights under aggregate mining lease to third party.

Represent large water district in connection with the grant of numerous oil and gas leases to oil companies and prospectors on agricultural and other lands, including tailored site access agreements.

Represented tenant in connection with letter of intent for substantial office lease in downtown high-rise office building.

Represent tenant in negotiation of work letter agreements relating to landlord construction of base building work and tenant construction of tailored tenant improvements.

Represented developer of 600-acre freeway oriented office park in leasing of individual buildings.

Represented project owner in lease and acquisition of natural gas storage rights and natural gas pipeline rights of way over hundreds of parcels in Sacramento, including pursuit of necessary entitlements and other private and governmental clearances.

 
 

FINANCING

Primary Attorney Contacts: Bradley J. Elkin and Danielle R. Stephens 

Represented insurance company lender in connection with various secured permanent loans and construction loans ranging from $1m to $10M.

Represented bank in connection with various secured permanent loans ranging from $1M to $5M.

Represented ground lessor in connection with encumbrance of downtown land and high-rise office buildings to secure construction loans, permanent loans and refinancings ranging from $35M to $70M.

Represented publically traded winery and vineyard in connection with operating loans.

Represented borrower in loan workout, deed-in-lieu and settlement agreement with respect to seller carry-back financing for multiple undeveloped properties in California.

Represent lender under seller carry-back note in connection with forbearance agreement following borrower defaults.

Represent numerous borrowers in connection with loans from institutional lenders using Laser Pro forms, and creation of Loan Document Modification Agreement (LDMA) to tailor forms to transaction.

Represent purchaser of stock assets in connection with loan agreement and note for seller carry-back secured financing.

Represented landowner group in connection with multiple forgivable loans from City of Sacramento and Redevelopment Agency for use in improving historic monuments and properties.

Prepare and issue borrower’s counsel opinions to numerous institutional lenders in connection with construction and permanent financings.

Represented developer of 600-acre freeway oriented office park in serial financing arrangements including work out arrangements as to defaulted loans.

 
 

LAND USE AND DEVELOPMENT

Primary Attorney Contacts: Bradley J. Elkin, Karen L. Diepenbrock and Danielle R. Stephens 

Represented developer in connection with entitlements for phased construction of two new high-rise office towers in downtown Sacramento at 12 & K and 13th & K Streets, including processing of an EIR and obtaining Planning Commission and City Council approvals for a special use permit.

Worked with the City of Sacramento and a group of landowners to create a public-private partnership for funding and early construction of the I-80/Truxel Interchange and for revision of the land use plan to accommodate same.

Represented clients in connection with development of new Coca-Cola/Raley Distribution Center on 50 acre+- site at 1-80 and Truxel Boulevard in North Natomas, California, including securing all required Planning Commission and City Council approvals, a change in the City General Plan, and defending against fervent opposition by various environmental groups.

Represented a large hospital in securing multiple entitlements for major $170M expansion and renovation, including successful resolution of vigorous neighborhood opposition to project.

Represented developer in pursuit of numerous entitlements and various private and governmental clearances to facilitate underground natural gas storage project in Sacramento, California.

Represent landowner in cost-sharing agreement with neighboring landowner with respect to substantial relocation of Morrison Creek.

Represent landowner in negotiation of agreement for relocation of water line and construction of sound wall between serving adjacent properties.

Represented the developer of a major parcel of bare land west of I-5 and north of the Garden Highway successfully advocating with City Planning Commission, the City Council, the environmental community and others in the preparation and certification of the EIR, a revision of the City General Plan, the rezoning of the land from residential to office building and other land use matters.

Prosecuted specific performance action on behalf of investment company that contracted to purchase downtown Sacramento property improved with 187 apartment units and over 17,000 square feet of commercial space.  After extensive discovery, seller agreed to consummate sale to our client.

Represented landowner in the voluntary partition of approximately 3,000 acres of farmland located in Yolo County.  Case involved eleven parcels of uneven size and quality, including large parcels suited for cattle grazing, and smaller parcels with permanent crops.  Matter was resolved to client's satisfaction through a voluntary exchange agreement.

 

EASEMENTS AND CC&R'S

Primary Attorney Contact: Bradley J. Elkin and Danielle R. Stephens 

Represented developer of airport fuel facility in acquisition of rights of way for underground pipeline.

Represented developer of underground natural gas storage facility in acquisition of underground pipeline right away.

Represented developer in preparation of CC&Rs for major 600 acre office park.

Represented developer in preparing covenants, conditions and restrictions (CCRs) and reciprocal easements (REA) for various office park projects in greater Sacramento area.

Represented developer of Olympus Corporate Center in Roseville in connection with covenants, conditions and restrictions for multi-parcel business park.

Represent national construction company in acquisition of haul road easements over public and private lands between aggregate quarry and processing facilities.

Represent construction company in obtaining easement to deposit on adjacent lands clay and silt resulting from settlement ponds.

Represent racquet club in granting easement to City of Sacramento for use and maintenance of bike path.

Represent hospital and health care system in obtaining sewer easement over adjacent commercial properties.

Represent restaurant owner in connection with multi-party reciprocal access easement over shopping center property.

Represented landowner/developer in connection with conservation easement to preserve manager to establish preserve at and around Morrison Creek.

Represented construction company in connection with haul roads over competing construction company’s lands.

Represented developer in connection with CCRs and REA for retail center in El Dorado County, California.

Represented mining company in recording restrictive covenants against adjacent parcels prohibiting challenges to mining activities and competing activities.

Represented landowner in multi-party CCRs regarding Howe-El Camino shopping center and operation of car wash facility.

Represented landowner in drainage easement agreement and reciprocal grant of easements to allow storm drainage across newly developer parcels in excess of historical drainage patterns.

Represent land and cattle company in granting conservation easement as to nearly 7,000 acres for wildlife and rangeland.

Represented bank in negotiation of multi-party reciprocal easement agreement for shopping center property in Sutter County.

Assisted developer in preparation of CCRs for major 600-acre office park and various smaller projects.

Represented developer in preparation of CCRs for the first major new commercial office development in the City of Sacramento outside the core downtown.

Represented developer of airport fuel facility in acquisition of rights-of-way from multiple owners for underground pipeline.

Represented landowners in connection with negotiation of the sale of cell tower leases and/or easements from companies such as Unison.

 

 
 

PROPERTY MANAGEMENT

Primary Attorney Contact: Bradley J. Elkin, Danielle R. Stephens

Represent developer partnership in connection with various management services agreements for provision of entitlement services.

Represented developer partnership in connection with management services agreements for management and leasing of retail and office properties.

Represent landowner in processing claims by third parties for Americans With Disabilities Act (ADA) violations.

Represent upscale shopping center owner in prosecuting unlawful detainers against defaulting tenants.

Represent landlord in connection with numerous amendments and extensions of office building subleases.

 
 

OIL & GAS

 

We represent landowners in respect to oil and gas leases and have had major experience in the acquisition of natural gas storage rights and natural gas pipeline rights of way including pursuit of necessary entitlements and other private and governmental clearances.

Represented project owner in lease and acquisition of natural gas storage rights and natural gas pipeline rights of way over hundreds of parcels in Sacramento, including pursuit of necessary entitlements and other private and governmental clearances.

 
 

REAL ESTATE LITIGATION

Primary Attorney Contacts: David A. Diepenbrock, Eileen M. Diepenbrock, Chris A. McCandlessJonathan R. Marz

Obtained favorable settlement on behalf of developer asserting vendor’s lien and equitable servitude claims against entity that purchased property through foreclosure sale from bankrupt lending institution that had acquired property from defaulting purchaser.

Represented property owner in action to quiet title action to confirm easement rights. Successfully obtained judgment in favor of owner.

Represented lender in action to confirm priority of deed of trust over previously recorded deed of trust for a home equity line of credit.

Represented title company in action filed against it for fraud and breach of duty with respect to sale of property.

Successfully defended lender in action by contractor to foreclose on mechanic’s lien where contractor claimed priority over lender’s construction loan deed of trust.

Represented credit union in bankruptcy adversary proceeding to establish the priority of its deed of trust over an earlier revolving equity line of credit and deed of trust that had not been properly closed and reconveyed.

Represented lender in action to quiet title where original deed of trust and original loan documents were missing and had not been properly recorded.

Successful pleading-stage defense of claims brought against real estate investors, and members of a limited liability company, sued for breach of contract, fraud, and breach of fiduciary duty.

Defended two limited liability companies (and their members) that developed a time-share resort in Napa Valley against fraud, breach of fiduciary duty, and breach of contract claims brought by project investor.  Case was settled to clients' satisfaction while their motion for summary judgment was pending. 

Represented developer in claims against seller in excess of $46 million related to purchase and sale contract with “put right.” Issues involved contract interpretation, sufficiency of wetlands permit delivered, and mitigation required for wetlands and endangered species, and an understanding of the processes and requirements of various agencies, including the U.S. Army Corps of Engineers and the U.S. Fish & Wildlife Service.

Defended seller of multi-family housing complex valued in excess of $10 million against breach of contract and fraud claims brought by buyer who failed to fully perform its contractual obligations by the close of escrow deadline. Successfully represented seller on appeal after winning three-week bench trial, and a full award of attorney fees.

Prosecuted fraud and False Claims Act claims arising from conveyance of deed of trust valued at approximately $13 million on behalf of large Bay Area municipality that resulted in highly favorable settlement following protracted discovery battles and complete trial preparation.

Represented owners of parcel located south of Vacaville in connection with proposed specific plan for development of Vanden Meadows and related Environmental Impact Report. .

Successfully defended seller against specific performance and breach of contract claims arising from failed transaction involving a proposed commercial development in Yolo County.  Obtained favorable judgment following a two-week arbitration, and an award of attorney's fees.

Represented developer of 600-acre freeway oriented office in successful litigation to recover damages for underground soil contamination by prior landowner.

Defend lender in actions brought by a county and a district attorney seeking injunctions, civil penalties, and damages, relating to alleged releases of hazardous waste and county code violations at a marina.  Following extensive negotiations, and after conducting substantial discovery and filing a cross-complaint, resolved case through a stipulation for consent decree in which client paid no money to either plaintiff.

Represented individual assessed over $11 million in civil penalties by the State Mining and Geology Board in multiple actions, including writ proceeding in state court, and action filed in federal court seeking monetary recovery from Board for violating client's civil rights.

Represented owners of historic mining property in appellate proceedings seeking to establish vested rights based upon mineral patents issued by the federal government, and mining conducted on property in subsequent decades, following unfavorable determination by State Mining and Geology Board.

Represented landowner in complex commercial leasing dispute with tenant farmer occupying substantial portion of 497.80-acre parcel under a long-term lease.  Matter submitted for decision by three-member arbitration panel following three-week arbitration.

Prosecuted fraud and False Claims Act claims arising from conveyance of deed of trust valued at approximately $13 million on behalf of large Bay Area municipality that resulted in highly favorable settlement following protracted discovery battles and complete trial preparation.

 
 

PUBLIC PRIVATE PARTNERSHIPS

Primary Attorney Contacts: Bradley J. Elkin, Eileen M. Diepenbrock

Assisted in creation of project to provide college student housing involving developer, construction contractor, Canadian lender, HVAC and service provider and others in partnership with a state college via a long term participating ground lease of college land.

Assisted the City of Sacramento and a group of landowners to create a public – private partnership for funding and early construction of the I-80/Truxel Interchange and for revision of the land use plan to accommodate same.

Assisted provider of recycling services in contracting with City for recycling and disposal of City collected waste so as to provide unified system for waste disposal.

Represented one of group of landowners to negotiate complex cost sharing agreements and development agreements with public entities for financing and construction of levee improvements and flood protection facilities.

 
 

SUBDIVISIONS

Primary Attorney Contacts: Bradley J. Elkin, Karen L. Diepenbrock, Danielle R. Stephens

Represented a large hospital in connection with complicated remapping of multiple downtown properties involving more than 10 separate owners to facilitate major $170M expansion and renovation.

 
 

ENVIRONMENTAL COUNSELING

Primary Attorney Contact: Bradley J. ElkinDanielle R. Stephens, Nicole R. Gleason

Represent trucking company in connection with environmental contamination issues related to purchased and operated trucking terminals.

Represent land purchaser in connection acquisition of commercial property in Monterey County which is the subject of ongoing environmental mitigation activities.

Represent landowner in connection with tenant contamination, remediation and monitoring of gasoline service station parcel.

Represent purchaser of contaminated industrial property in connection with obtaining indemnities and remediation obligations from seller.