casemark/commercial-real-estate-loi
skills/legal/commercial-real-estate-loi/SKILL.md
Drafts a U.S. commercial real estate purchase letter of intent (LOI) framing core deal terms as non-binding while isolating binding provisions (confidentiality, exclusivity). Triggers on LOI/term-sheet requests for commercial property acquisition, PSA pre-wire, exclusivity, or due-diligence entry.
$ install --global
skillsauthnpx skillsauth add casemark/skills commercial-real-estate-loiInstall this skill globally with one command. Works with Claude Code, Cursor, and Windsurf.
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Last scanned: May 27, 2026, 3:32 AM127.1s1 file scanned
SKILL.md
- name:
- commercial-real-estate-loi
- language:
- en
- description:
- >-
Commercial Real Estate Purchase LOI
Proposes deal terms and a negotiation framework for commercial property acquisition while limiting binding effect to specified provisions only.
Gather Before Drafting
- Parties — legal names, entity types, authority, notice addresses.
- Property — street address, county/state, APN(s), included/excluded assets.
- Economics — price, consideration type, deposit amount and timing, financing posture.
- Timeline — due-diligence period, PSA target, closing target.
- Binding scope — confidentiality terms, exclusivity window, expense allocation, governing law.
Document Structure
Header & Intro
- Date, seller name/address, subject line: "Letter of Intent – [Property Address/Name]".
- Identify buyer, seller, property, and intended transaction.
- State non-binding nature except specified sections.
Core Terms
| Term | Instruction | Placeholder |
|---|---|---|
| Buyer | Full legal name; allow assignment to affiliate/SPE if intended | [Buyer Legal Name] |
| Seller | Full legal name; confirm record title holder(s) | [Seller Legal Name] |
| Property | Address, county, state, APN(s), improvements, fixtures | [Property Description] |
| Purchase Price | Fixed or adjustable; state adjustment method | [Price] |
| Consideration | Cash, debt assumption, seller financing, or mix | [Consideration] |
| Earnest Money | Amount, timing after PSA, escrow holder, refundability triggers | [Deposit Terms] |
| Due Diligence | Days from PSA; scope; buyer discretion; termination right | [DD Period/Scope] |
| Financing | Contingent or cash; proof of funds/commitment | [Financing Terms] |
| Closing | Target date or days after contingencies; extensions | [Closing Date] |
| Closing Costs | Allocation of title, escrow, taxes, surveys, fees | [Cost Allocation] |
Due-Diligence Scope Checklist
- Physical inspections and access rules
- Environmental review and reports
- Title commitment, exceptions, survey
- Leases, rent roll, tenant files, estoppels
- Operating statements and expense history
- Zoning, permitted use, compliance records
- Service contracts and vendor agreements
Binding Provisions Block
Create a discrete section titled "Binding Provisions" expressly stating these terms bind while all others do not.
| Item | Required Elements | |---|---| | Confidentiality | Scope, permitted disclosures, duration, exclusions, remedies | | Exclusivity | Start, duration, prohibited activities, breach consequences | | Expenses | Each side bears own costs (or seller reimburses on breach) | | Governing Law | State law and venue for binding provisions only |
Acceptance Block
- Acceptance deadline (date/time, delivery method).
- Buyer signature block (name/title/date).
- Seller block labeled "Agreed and Accepted" (name/title/date).
Optional Clauses (include only if provided)
| Clause | When | |---|---| | Tenant Estoppels / SNDA | Multi-tenant or credit-sensitive deals | | PSA Milestones | Staged diligence or deposit increases | | Risk Allocation | Casualty/condemnation between LOI and closing | | Broker Commission | Broker involved or allocation disputes anticipated |
Pitfalls & Checks
- Restate non-binding status both in the intro and immediately before signature blocks.
- Isolate binding sections; add a severability sentence for those sections only.
- Avoid "agreement to agree" language unless expressly intended.
- Do not include good-faith negotiation obligations unless the client accepts that exposure.
- Use specific dates and dollar amounts; bracket unknowns with
[placeholder]. - Verify compliance with local transfer-tax and escrow customs.
- If seller is not the record owner, require evidence of authority to sell.
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