Real Estate and Property Law
This course continues and builds upon the course of study offered in the fall semester, Advising Not-for-Profit Organizations in Real Estate and Business Transactional Settings (LAW 545-001). Please refer to the description of that course for the general framework for this sequence of courses. Students who have not completed LAW 545-001 are welcome in this course; for those students, the instructor will hold a one-session overview at a mutually-selected date and time to provide background useful for this class.
The course will explore the role of advising not-for-profit organizations in the business and transactional context through a combination of traditional lecture and discussion, case study simulations, guest speakers, and field visits to selected not-for-profit organizations in the Chicago area, as well as individual meetings with students on directed work. Each student will be invited to select and imagine a mock client organization with a not-for-profit mission suited to the student’s interests and will have the opportunity to identify and explore individual topics relevant to not-for-profit transactions, operations, or governance.
The course's emphasis on case studies and commercial transaction scenarios is also designed again to act as a capstone course that complements and draws upon the students' prior coursework in contracts, real estate and commercial transactions, ethics and government regulation. In these ways, the course emphasizes skills relevant in any transactional project, for-profit or otherwise.
This course is offered in the spring semester. We will meet most weeks at the scheduled class time either for in-class lectures, guest lectures, or simulations, or sometimes on-site at Chicago not-for-profit organizations and with the goal of allowing travel time to accommodate student schedule constraints. Students will be graded based on class participation, written assignments and exercises, and a paper and presentation resulting from research and study on their chosen mock client and individual study topics.
There are more than 1.5 million not-for-profit organizations in the United States alone, and more throughout the world. Not-for profit organizations contribute to society in many ways, through diverse missions from education and research, to social services, relief, and advocacy, to religion, to arts and culture. In addition to the impact made through their missions, not-for-profits as a group are significant as employers and for their contribution to the general economy as well.
Not-for-profit organizations exist to further their charitable purposes, do not distribute dividends or net revenues (having no private shareholders or owners), and often are formed and operated to qualify for Federal income tax exemption under Section 501(c)(3) or other provisions of the Internal Revenue Code. Nonetheless, they have many of the same operational needs and characteristics of any other business. They occupy space (whether owned, leased, or hosted by others). They purchase and consume goods and services from vendors and suppliers. They manage and cope with attendant risks.
Interestingly, commentators suggest that not-for-profits can be more complex to manage, and to advise, than a for-profit business. The organization may have funding constraints, staff constraints, and knowledge constraints, particularly when copying with transactions or situations that arise only occasionally or where the organization is governed or operated in whole or in part by volunteers. Not-for-profit facilities and operations can be uniquely complex (think for example about a museum, a zoo, a hospital, or a cathedral), and their diverse sources of governmental and private funding can come with extensive conditions, restrictions, and reporting requirements. They may even be offered (or accept) donated goods or services in kind, gifts that come with their own implications.
This course will explore the opportunities and challenges for lawyers involved with not-for-profit organizations, whether as paid or pro bono legal advisors, or as board members or volunteers. The course will be centered around a recurrent series of fictional clients, each a not-for-profit organization, engaged in a variety of operational and transactional situations. Each client organization will have a different mission, size, and resources, as well as mock client representatives who will have different business and style preferences, which the class will need to accommodate and will come to anticipate in fashioning and recommending solutions for each client. There will be a particular emphasis on transactions and involving ownership, leasing, use, and operation of real estate, which (just as with many for-profit businesses) is typically the largest single category of capital investment and the second largest category of repeat expense (after total personnel costs) for many not-for-profit organizations. The course will also consider issues of legal ethics and professional conduct, as well as governance and fiduciary duty of board members, in the not-for-profit context.
The course will use traditional lecture and discussion learning techniques and case study simulation, with a major focus on transactional goals, issue spotting, transaction structuring, documentation, and implementation. The course's emphasis on case studies and commercial transaction scenarios is also designed to act as a capstone course that complements and draws upon the students' prior coursework in contracts, real estate and commercial transactions, ethics and government regulation. In these ways, the course emphasizes skills relevant in any transactional project, for-profit or otherwise.
This course is offered in the fall semester. We will meet most weeks at the scheduled class time for lectures, simulation exercises, and discussion. Students will be graded based on class participation, written assignments and exercises, and a take home examination.
This course also provides the background and framework for Advising Not-for-Profit Organizations: Business Practicum LAW 482 which is offered in the spring semester.
This is an advanced seminar intended to give students a working familiarity with the anatomy of a commercial real estate lease document, using actual examples, and provide a real-world introduction, from a practitioner's perspective, to: (1) the substantive law that applies to commercial leasing (and financing commercial leases); (2) the business objectives of commercial landlords, tenants and mortgage lenders as they analyze and negotiate commercial leases; and (3) the ways transactional lawyers use specific lease terms to further their clients' objectives, while keeping the lease balanced enough to keep the deal intact. The course will focus on Illinois law, but the instructor will point out points on which state law may differ, and how that might affect the lease terms. The course focuses on a "vanilla" office lease for a multi-tenant building. The draft lease, itself, is, in effect, the central "text," and classes would be organized around the major lease sections. In addition to the lease itself, course reading materials will include excerpts from statutes, treatises, practitioners' guides, and, occasionally (but rarely), court cases. The goal of the proposed course is to provide as nearly as possible, given the constraints of a classroom setting, the quality and substance of the experience a first-year associate would ideally have in a law firm in reviewing, negotiating and drafting a lease under a supportive, mentoring partner (i.e., the instructor). Students will volunteer to be landlord's counsel, tenant's counsel or mortgage lender's counsel. For the duration of the course, students will review, analyze and participate in discussions from their chosen perspectives.
Prerequisites for the course are Contracts and Property. Students who have taken courses in Real Estate Law, Landlord-Tenant Law and/or Secured Transactions would be at an advantage. (Vranicar)
The course includes the study of public and private housing, with reference to federal and state constitutional and statutory law. In 1949, Congress declared the goal of “a decent home in a suitable living environment for every American family.” However, more than 60 years later, over 95 million Americans confront serious housing problems or have no housing at all. Students will gain an understanding of the history of housing law, the lack of adequate housing in the United States, the consequences of inadequate housing, as well as the programs and legal tools designed to meet housing needs. Students will examine various programs designed to facilitate access to decent and affordable housing and develop strategies for addressing the housing crisis. Each student will prepare a seminar paper (or series of papers) on an aspect of housing as well as present in class on that topic.
This course provides a study of the limitations imposed upon the use of privately owned land by the law of nuisance, by private co-tenants and easements, and by public action. The course examines the planning process, subdivision regulations and zoning. (Brankin, Burney, Furda, Hanley)
Advanced seminar that provides students with the opportunity to concentrate on issues of their choice related to historic or contemporary development patterns in urban America.
Prerequisite: Land Use 350 or comparable land use survey course is a prerequisite. Flexible scheduling available. (Furda)
This is an advanced seminar intended to give students a working familiarity with the anatomy of a commercial real estate sale, using a case study and typical documents, and provide a real-world introduction, from a practitioner's perspective, to: (1) the substantive law that applies to commercial real estate (and mortgage financing); (2) the business objectives of buyers and sellers as they analyze and negotiate purchase documents, conduct due diligence (survey, title and environmental, etc.) and negotiate mortgage loans; and (3) the mechanics of closing the deal. The course will focus on Illinois law, but the instructor will point out points on which state law may differ, and how that might affect the deal terms. The “text” for the course consists of a portfolio of legal documents (letter of intent, purchase agreement, brokers agreement, title report, survey, mortgage documents and all closing documents – deeds, assignments, affidavits, escrow instructions, etc.) In addition to the actual documents, course reading materials will include excerpts from statutes, treatises, practitioners' guides, and, occasionally (but rarely), court cases. The goal of the proposed course is to provide as nearly as possible, given the constraints of a classroom setting, the quality and substance of the experience a first-year associate would ideally have in a law firm in reviewing, negotiating and drafting a purchase agreement and closing documents, conducting due diligence (emphasis on title and survey) and quarterbacking the closing, all under a supportive, mentoring partner (i.e., the instructor). Students will volunteer to be seller’s counsel or buyer’s counsel. For the duration of the course, students will review, analyze and participate in discussions from their chosen perspectives. The culmination will be a mock closing, with a couple of last-minute surprise glitches to keep things interesting.
Prerequisites for the course are Contracts and Property. Students who have taken courses in Real Estate Law, and/or Secured Transactions would be at an advantage.
This course will examine the basics of retail leasing by studying a sample lease. Students will learn both the Landlord's and Tenant's perspective of a lease by negotiating and drafting lease provisions for both parties. Each week the students will participate in a mock negotiation of the provisions studied the previous week. The only text for this course will be a sample lease which will be provided by instructor. (Kelly)
A study of interests in land and personal property emphasizing the modern law of donative transfers, and estates and future interests, cotenancy, conveyancing, and land title assurance. Some coverage of landlord and tenant, and public and private control of land use may be included. (McCormack, Rose, Sag)
A study of problems involved in real estate transactions, including preparation of contracts and closing documents. The course will also include matters related to mortgages and title clearances. The course may also include some coverage of condominiums, co-operatives and Illinois land trusts. (McCormack)
The seminar will focus on recent Illinois zoning and other land use cases. Land use and zoning is the most important substantive law area applicable to real estate development. Each student will select a reported case concerning subject property in the Chicago area. The student will visit the site, perhaps taking photographs or videos. To the extent possible, the parties and their counsel will be interviewed. No library research should be necessary. However, all students will read the court's opinion, and the student reporting on the case will also read the briefs of the parties. Each student will be given one full class period to make an oral report to the seminar, beginning at the sixth week of classes. All members of the seminar will be required to attend these reports. After reporting and discussing the case with the seminar, each student will write a paper about the case not to exceed 15 double spaced pages (12 point type). After the case assignments have been finalized, I will give a number of lectures about basic land use and zoning. Students who have completed or who are concurrently enrolled in Land Use will not be required to attend these lectures. The students not thereby excused from attendance will also be required to read assignments in Wright, Land Use in a Nutshell (West, 4th ed., 2000). Enrollment is limited to 14, and the consent of the instructor to enroll is required. (McCormack)
This is a skills-based class covering foundational topics in commercial real estate transactions. Topics include: negotiation, drafting, and a one-class "survey school." Participation in an all-day Saturday skills workshop is required and the in-class final exam will be held prior to the traditional exam period, dates for both of these TBA in the first class meeting. Please note that this class does not address residential transactions. (Hanley)