Interested in training for your team? Click here to learn more

Development Agreements: Contracting for Vested Rights from Public and Private Perspectives

Recording of a 90-minute CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Tuesday, December 12, 2023

Recorded event now available

or call 1-800-926-7926

This CLE webinar will offer recommendations structuring and drafting the most important and heavily negotiated terms in Development Agreements between land owners and developers, on the one hand, and local governments, on the other. The panel will cover contracting for vested rights, including key provisions such as term duration and “applicable law” definition, and how to tailor remedies and damages provisions to avoid and minimize the potential for litigation or dispute. The program will also identify common types of breaches, litigation prerequisites, common defenses, typical limited damages, and strategies to avoid litigation.

Description

A landowner or developer’s—or their lenders’-- worst nightmare is learning part-way through a multi-year or multi-decade project that the local jurisdiction has changed land use or other regulations that will impair the project. To prevent these kinds of surprises, the parties enter into development agreements that offer developers a measure of certainty, aka vested rights, in exchange for negotiated community and public benefits.

When creating development agreements, counsel must pay careful attention to the clarity of the terms, whether the obligations of either party are conditional, and if and how defaults and remedies have been specified in the agreement. Certain provisions may be required in those states which have statutes authorizing local governments to enter into development agreements, such as California and Hawaii.

Even the best drafting cannot avoid all disputes, so counsel must be prepared to deal with potential defaults by either party.

Listen as the speakers, who have negotiated multiple development agreements over 25 years on behalf of the private and public sectors, provide their perspectives and recommendations on negotiating, drafting, and enforcing development agreements.

READ MORE

Outline

  1. Introduction & Overview Development Agreements
    1. Development Agreement Statute & local ordinances
    2. Primary Purposes
    3. Mandatory Provisions
    4. Optional Provisions
    5. Approval and Amendment Process and Requirements
    6. Typical Developer Benefits
    7. Typical Public Agency Benefits
    8. Negotiating Key Provisions including Scope of Vested Rights, Length of Term (including extensions), Applicable Law Definition, Force Majeure
  2. Defaults and Remedies
    1. Standard or Typical Provisions
    2. Recommendations for Tailored Remedies for Defaults
    3. Recommendations for Drafting Terms to Avoid Ambiguity
    4. Process for Notices of Violation and Prerequisites to Legal Action
    5. Typical Claims and Defenses
    6. Review of Development Agreement Published Cases
  3. Case Studies & Q&A [time allowing]

Benefits

The panel will review these and other key issues:

  • Tips for drafting to avoid disputes and litigation
  • What is the role of force majeure?
  • How to balance developer’s desire to maximize scope of vesting protection with public agency’s desire to retain flexibility to address changing community needs and desires?
  • What types of changes in land use would not breach a typical development agreement?
  • What remedies are common?

Faculty

Plume, Tamsen
Tamsen Plume
Partner
Holland & Knight

Ms. Plume is the executive partner of Holland & Knight's San Francisco office, with more than 23 years of...  |  Read More

Ramiza, Gerald
Gerald J. Ramiza
Partner
Burke, Williams & Sorensen

Mr. Ramiza’s practice emphasizes real estate transactional, land use, and public/private partnership development...  |  Read More

Access Anytime, Anywhere

Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

CLE On-Demand Video