Foreword
Introduction
Part One – The Determination of Value
1. The Economics of Value
2. Property Valuation
3. Risk Assessment
4. Land or Site Valuation
5. Leasehold Valuation
Part Two – The Art of Negotiation
6. The Art of Negotiation
7. Strategies
Part Three – The Art of Drafting
8. Preliminary Considerations
9. The Choice of Entity
10. Drafting an Agreement to Acquire or Sell Income-Producing Property
11. Drafting an Agreement to Acquire or Sell Developable Land
12. Drafting an Agreement to Acquire or Sell Leasehold Property
13. Cost Sharing Agreements
Part Four – Joint Venture Business Agreements
14. General Considerations
15. Negotiations
16. Understanding the Concept of Contribution
17. Distinguishing the Many Forms of Joint Venture
18. The Essential Terms
19. Liability and the Choice of Joint Venture
20. Taxation and the Choice of Joint Venture
21. Control of the Joint Venture
22. Remedies for Co-Ownership Default
23. Exit Strategies
24. Management and Administration
25. Distribution of Available Funds
26. Choosing Partnership over Co-Ownership
27. Legal Elements of the Limited Partnership Agreement
28. The Corporation as a Joint Venture Vehicle
29. The Unanimous Shareholders Agreement (the “USA”)
30. Essential Provisions of the Shareholders’ Agreement
31. Commentary on the Control of the Joint Venture
Part Five – Forms
Index to Forms
Index
About the Author