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Finding Your Way Around The Letter Of Intent, The Letter Of Credit And The SNDA

OnDemand Webinar (88 minutes)

Learn how to protect your leases should the worst happen.

Negotiating a lease can be overwhelming. From the LOI, to the lease itself, to the letter of credit, and SNDA and estoppel, brokers, operations personnel, risk managers, lenders, landlords, tenants, and attorneys all weigh in with their often conflicting concerns regarding a lease. Receive a better understanding of the key terms that should be set forth in a letter of intent and enable you to craft a letter of intent that facilitates the negotiation of the lease. You will also walk away with a better understanding of how and when to use letters of credit, the benefits and pitfalls of doing so, and how to troubleshoot certain letter of credit problems. Understand what an SNDA is, tell you why a lender (whether current or prospective) may be concerned with the terms of a lease (including the relative priority of leases and loan documents), why a tenant is wise to negotiate an SNDA with care, and key concepts to keep in mind when representing either a lender or a tenant in the negotiation of an SNDA.

Authors

Penelope Campbell, Jenner & Block LLP Donald S. Horvath, Jenner & Block LLP Carter H. Klein, Jenner & Block LLP

Agenda

Letters of Intent (LOIs)

• Benefits of Using an LOI or Term Sheet

• Material Business Terms to Include in an LOI or Term Sheet

Letters of Credit

• Advantages and Disadvantages of Using a Letter of Credit in Lease Transactions

• Assessment of What Regime Should Govern the Letter of Credit

• Criteria for Approving a Creditworthy Issuer

• What Provisions the Tenant Lease Should Contain Dealing With Letters of Credit

• Presentation Letters of Credit and the Problem of Lost Originals

• Automatic Extension Clauses

• Impending Expiration Issues

• Issuer Credit Downgrade Issues

• Transferring All Your Tenants' Letters of Credit When You Sell Your Building

• Assessment of Whether Lenders to the Landlord Should Be a Transferee or Be Named as a Beneficiary on Letters of Credit Posted by Tenants

• Bankruptcy and Letters of Credit

Subordination, Non-Disturbance and Attornment Agreements (SNDAs)

• What Is an SNDA

• Importance of SNDSs

• Primary Concerns of Lender and Tenant When Negotiating an SNDA

• Negotiating an SNDA

• Failure to Address Priority in an SNDA

• Alternatives to an SNDA