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Opinions of Counsel in Real Estate Finance Transactions

Assumptions, Qualifications, Limitations, and Factual Certificates That Reduce Risks for Opinion Givers

A live 90-minute premium CLE video webinar with interactive 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.

Friday, May 9, 2025

1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, April 11, 2025

or call 1-800-926-7926

This CLE course will prepare counsel to draft third-party opinions for real estate finance transactions. The panel will cover the opinions often provided--including authority, enforceability, and property-related opinions--and the assumptions, limitations, and qualifications that counsel should include to limit exposure.

Description

Commercial real estate loan transactions secured by real estate are often conditioned upon a third-party opinion letter which provides the opinion giver's professional judgment on a range of legal issues. Opinion letters can present potential liability for the provider, but certain assumptions and qualifications, as well as client certificates as to factual matters, can be employed to limit counsel's exposure.

The ABA/ACREL/ACMA Real Estate Finance Opinion Report and UCC Opinion Report (the ABA Reports) provide useful guidance in preparing opinions that reflect customary practices generally accepted nationwide.

Listen as our authoritative panel explains best practices when drafting third-party opinion letters for commercial real estate finance transactions. The panel will discuss strategies for counsel to reduce risk in providing opinion letters and the extent to which the ABA Reports can be used as a reference in opinion preparation.

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Outline

  1. Preparing commercial real estate finance opinions
    1. Range of opinions
    2. Assumptions
    3. Opinion language
    4. Limitations
    5. Use of the opinion letter: reliance
  2. ABA Reports

Benefits

The panel will review these and other key issues:

  • What are the general responsibilities of the opinion giver?
  • What guidance do the ABA Reports provide on opinion preparation?
  • What are due diligence steps critical for counsel preparing commercial real estate finance opinion letters to minimize risks and liabilities?
  • How to word the actual opinion
  • What assumptions, qualifications, and limitations should counsel consider to limit the scope of opinions?

Faculty

Dunn, William
William B. Dunn

Of Counsel
Clark Hill

Mr. Dunn is involved in a broad spectrum of real estate and commercial transactions for private and public entities....  |  Read More

Grodner, R. Marshall
R. Marshall Grodner

Member
McGlinchey Stafford

Mr. Grodner's practice focuses primarily on commercial transactions, secured transactions, commercial finance,...  |  Read More

Weise, Steven
Steven O. Weise

Partner
Proskauer Rose

Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those...  |  Read More

Attend on May 9

Early Discount (through 04/11/25)

Cannot Attend May 9?

Early Discount (through 04/11/25)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. 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