Real Estate

Areas of Concentration

Land use & zoning compliance
Real estate acquisitions, development & leasing
REITS
Historic conservation easements and tax credits
Condominium law
Riparian rights/shoreline
Military base revitalization

From financing, purchasing, environmental issues and taxes to permitting, development, zoning and leasing, we know real estate, and have helped noted developers, manufacturers, utilities, public entities and conservation organizations build, grow, profit and protect. We save them time and money with sophisticated, knowledgeable and responsive interdisciplinary counsel across a full range of matters, helping them smooth permitting and regulatory compliance, obtain funding, minimize taxes, locate buyers, close deals and resolve disputes.

AP&S Real Estate Group clients include buyers and sellers, landlords and tenants, lenders and builders who value our deep experience and know-how in complex issues on significant projects, including residential subdivisions and condominiums, industrial facilities and parks, multi-tenant office buildings, shopping centers, hotels, biotech manufacturing plants, energy generation facilities, and golf courses. We also represent purchasers of high-end residences.

We advise our blue-chip clients on all aspects of their projects, including selecting the best development vehicle; initially assembling the property; obtaining local, state and federal approvals for permits and zoning; constructing the project; and ultimately selling or leasing the development. At each step we help in obtaining and analyzing environmental site assessments and work with consultants, lenders and governmental authorities in related environmental matters. Our seasoned attorneys are active members in the American College of Real Estate Lawyers, the American College of Mortgage Attorneys, the Urban Land Institute and the International Council of Shopping Centers.

Representative Matters

For the Rhode Island Economic Development Corporation (EDC), AP&S provided a full range services in the development of Rhode Island’s largest industrial park, located on a former Navy base. In addition, we’ve worked with EDC on developing Rhode Island’s largest shopping mall, construction of campus-like office facilities for the financial services industry, development at the site of a former state mental-health institution, the rehabilitation of an historic structure in the Capital District and other highly significant Rhode Island projects.
We represented a pharmaceutical industry giant in the continued development of a major biotech manufacturing facility. We helped the owner secure significant support and incentives from state government, enhancing the overall project.
AP&S attorneys served as legal counsel to the developer/owner of Rhode Island’s newest and largest energy facility. We assisted in all phases of the legal and public process relating to the siting, construction and financing of the facility, located adjacent to the region’s largest landfill.
In representing Rhode Island's premier kidney-dialysis group in its purchase of properties in Tiverton, Pawtucket and Providence, Rhode Island, AP&S attorneys addressed land acquisition, zoning approval, construction and permit review, and financing issues. In addition, the Tiverton facility required sophisticated sewer easements through numerous properties to service the facility, and the Pawtucket facility required the negotiation of a Brownfield agreement due to the site’s prior use.
We represented the purchaser of substantial unimproved acreage and a private road system in Rhode Island in protracted negotiations. After the purchase, we represented that purchaser in the sale of improved portions of the property, the imposition of a conservation easement on the unimproved portion of the property, and the subsequent conveyance of that unimproved property and the private road system to a Fire District. As a result, substantial acreage will forever be maintained in a green status, and the community obtained substantial control over its road system. AP&S attorneys negotiated the sophisticated title insurance issues that were crucial to all aspects of the transactions.
We represented an investor in numerous substantial hotel transactions throughout the eastern seaboard, structuring the appropriate entities to affect the purchases, addressing issues pertaining to financing the purchases, and negotiating and drafting the operating and management agreements. A recent transaction involved a foreclosure sale and sophisticated planning of the bid presented at that sale.
In representing a Rhode Island shopping center developer, we negotiated and drafted numerous leases and lease modifications to assist our client in reconfiguring the center. Due to our efforts, the client, who had purchased the shopping center from the prior owner's lender, could further develop the center and position it for sale. Crucial to the client's successful development was our ability to address the client's concerns within a very short time frame.
We represented the developers of a high-end, private golf club in the South County area of Rhode Island. AP&S attorneys determined the organization structure; helped assemble the land from numerous parties and arranged financing of those purchases; obtained local, state and federal permitting to address a multitude of concerns including wetlands, historic and environmental concerns; drafted and negotiated contracts with the numerous professionals and consultants necessary to develop such a facility; and developed the membership plan structure, the documents to effect that structure and the Blue Sky registration related to it.
AP&S attorneys are representing a charitable conservation organization in coordinating a private dredging project of a salt water coastal pond. The project encompasses two towns and requires permits from the State of Rhode Island and the United States Army Corps of Engineers to improve water quality and flow and preserve a barrier breach.
We have represented various charitable conservation organizations in obtaining, through donation or purchase, conservation easements on properties to keep them in their natural state and preserve open space.
We represent a national banking association in its internal real estate matters, including leasing facilities throughout the New England area and the Mid-West.
AP&S Real Estate Group attorneys represented lenders in the Rhode Island element of a structured leasing of numerous gasoline stations and convenience stores throughout the East Coast.
Our Real Estate Group is well known for our successful resolution of numerous appeals of excessive real estate tax valuations.
We finalized development of a 200-year-old historic mill structure in North Smithfield, Rhode Island, for 220 residential units, involving federal and state historic tax credits and affordable housing units.
AP&S Real Estate Group lawyers helped develop residential waterfront units in Providence, Rhode Island, involving approval from Coastal Resources Management Council under a new regulatory scheme for development of waterfront property in urban areas, known as the Urban Coastal Greenways Regulations.
We successfully defended on appeal the development of a project that included dedication of a significant amount of conservation areas and creation of residential estate lots.
We successfully defended a municipality in a federal district court action seeking $24 million for damages under a lease of property by the municipality. The court held that plaintiff was not entitled to any type of consequential damages under the lease, and the plaintiff did not appeal the court’s ruling.
We represented the seller of a parking garage in an Internal Revenue Code §1031 exchange for a retail facility.
AP&S Real Estate Group attorneys negotiated the sale of air rights in Boston under the threat of eminent domain and subsequent Internal Revenue Code §1033 investment in yet unidentified properties. We also have extensive experience with a wide variety of IRC §1031 exchanges.
Represented Prudential Life Insurance Company in connection with $200,000,000.00 permanent financing of the Back Bay Hilton Hotel. Representation included drafting and negotiating loan documents, negotiating comfort letter with Hilton Hotels, drafting and negotiating subordination non-disturbance and attornment agreements with space tenants and performing property due diligence.
Represented Bank of America in connection with construction financing of Le Meridien Hotel at University Park in Cambridge, MA. Representation included drafting and negotiating construction loan documents, review and approval of development agreements, ground leases, franchise agreements, negotiation of comfort letter with hotel franchisee, drafting and negotiating of management subordination agreement and performing property due diligence.
Represented hotel owner in connection with the sale of the Lowell Sheraton Hotel in Lowell, MA. Representation included drafting and negotiating purchase and sale agreement, coordinating due diligence materials for buyer and negotiating assignment and assumption of franchise agreement with Sheraton Hotels.
Represented Massachusetts-based technology client in sale-leaseback transaction of office and warehouse space, allowing client to meet its objectives of realizing tax advantages, regaining use of capital, and maintaining possession and continued use of the property.

Litigation and Dispute Resolution

We complement our transactional work by also providing our real estate clients a full-range of litigation and dispute resolution services. Whether handling matters in state and federal courts, arbitration or informal dispute resolution settings, our attorneys regularly represent clients in contract and lease disputes, eviction matters, loan workouts, mechanic’s lien and bond claims, foreclosure actions, and condominium disputes.

Representative matters include:

We successfully defended the rights of a property owner in a breach of contract and lis pendens action by quickly obtaining favorable court orders dissolving the lis pendens and dismissing the claims against our client. After both rulings were upheld on appeal, we tried our client’s counterclaims to a favorable verdict and award of attorneys’ fees.
Represented developer of residential condominium project to obtain summary discharge of junior lien claims.
Obtained favorable settlement on behalf of international manufacturer and retailer in complex lease dispute over maintenance and repair obligations for building mechanical equipment for claims involving nuisance and public health issues.
We successfully represented The Glynn Hospitality Group and certain subsidiaries in connection with the acquisition of 955 Boylston Street, Boston, Massachusetts. The Glynn Hospitality Group retained Adler Pollock & Sheehan to represent its affiliate in connection with a dispute with the landlord with respect to a right of first refusal contained in the lease. We successfully obtained an ex parte lis pendens with respect to the property, which ultimately compelled the landlord to convey the property to our client upon the terms and conditions set forth in the complaint. We also represented the client in connection with the acquisition of the subject property and the completion of a 1031 Tax-Free Exchange, thereby providing the client with a full range of legal services and a seamless transition of this matter from its inception through litigation to its completion as a successful real estate acquisition.
Represented landlord of downtown Boston warehouse and mixed-use property in multiple actions to remedy multiple tenant defaults. Adler Pollock and Sheehan represented the landlord from notice of default through eviction and rent collection proceedings to enable the landlord to pursue its long-term goal of redevelopment and leasing of the property.

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