Carla M. Moynihan has focused on the disposition, acquisition, permitting, development, financing, and construction of commercial real estate for over 15 years. Ms. Moynihan represents institutions, developers, retailers, individual investors, hospitals, medical professionals, hotels, public entities, and lenders in all aspects of commercial real estate transactions, including negotiating and drafting letters of intent, term sheets, purchase and sale agreements, land disposition agreements, development agreements, leases, easements, deeds, loan documents, and construction/design contracts.
A significant amount of her practice is also devoted to representing clients throughout the permitting and public approval process at the federal, state, and local levels on land use and zoning issues under the Massachusetts Environmental Protection Act, the Massachusetts Wetlands Act, Chapter 91, the Massachusetts Historical Commission, and numerous local boards including, the City of Boston Board of Appeal, the Boston Redevelopment Authority, and various architectural/landmark commissions.
Ms. Moynihan is a frequent author and lecturer on land use development and real estate transactional matters and is currently an adjunct faculty at both New England School of Law and Boston University School of Law, where she teaches contract drafting.
Professional Associations
- American Institute of Architects
- Boston Bar Association, Cochair of the Real Estate Section
- International Council of Shopping Centers
- Massachusetts Real Estate Bar Association
- NAIOP - Commercial Real Estate Development Association, Massachusetts Chapter
- Real Estate Finance Association
- The Boston Club
- Women's Transportation Seminar
- Massachusetts Interest on Lawyers Trust Accounts (IOLTA) Committee, 2012 to present
Community Involvement
- Boston University School of Law, President-Elect of Executive Committee
- United Way, Real Estate and Building Industry Leadership Committee
- Massachusetts Appleseed Center for Law and Justice, Past President of Board of Directors
- Town of Belmont, Planning Board and Belmont Housing Trust, 2007 to 2010
Honors and Award
s
- AV® Preeminent™ Peer Review Rated in Martindale-Hubbell™ in the areas of Real Estate, Land Use, Environmental Law, Government, and Transportation (Martindale-Hubbell Peer Review Ratings is a trademark. AV Preeminent is a certification mark of Reed Elsevier Properties, Inc.)
- Listed in Massachusetts Super Lawyers® in the area of Real Estate Law since 2009 (Super Lawyers is a registered trademark of Key Professional Media, Inc.)
- Boston University School of Law's Young Lawyer's Chair Award
Experience
- Represented hospital regarding its construction of a new oncology center in Fall River, Massachusetts, known as the Southcoast Center for Cancer Care at Charlton Memorial Hospital. The representation included drafting and negotiating a development/construction management agreement, the architectural design services contract, the construction contract based on the form AIA-A121 CMc and AIA-A201 general conditions, and a demolition contract. The oncology center opened to the public in 2009.
- Represented the property owner, borrower and guarantors in connection with the refinancing of approximately $5 million in debt with Massachusetts bank. The representation included (i) drafting and negotiating the term sheet, commitment letter, and complete set of loan documents, (ii) handling numerous due diligence matters including title, survey, corporate and financial documentation, and (iii) modifying certain loan documents post-closing.
- Represent an academic institution in connection with its relocation to a new 350-student campus to be built in conjunction with a private multifamily, 120-unit condominium. Representation included drafting and negotiation of the purchase and sale agreement with the property owner and the joint venture agreement with the private real estate developer. Handling all due diligence, design, permitting, construction, and financing-related aspects of the project on the school's behalf.
- Represent Southcoast Hospital Group concerning the $25 million construction of a new stand-alone radiation oncology center building in Fairhaven, Massachusetts, which will be known as the Southcoast Cancer Care Center at Fairhaven. Representation has included drafting and negotiating the design contract by amendment and restatement of a master architectural services agreement utilizing AIA-B141 Parts 1 and 2, the construction contract based on the forms AIA-A131 CMc and AIA-A201 general conditions, and the construction management agreement.
Acquisitions and Dispositions
- Represented the property owner in connection with the sale of a $6 million industrial property located in Charlestown, Massachusetts, and a $1.7 million commercial property located in Springfield, Massachusetts.
- Represented the real estate developer in connection with the acquisition of 14-story office tower building in downtown Boston by assumption of mortgage.
- Advised a New York real estate developer regarding the development of a former municipal building for residential purposes, including negotiating and drafting the letter of intent, the land development and disposition agreement, and the leaseback agreements with the Town of East Haven.
- Performed all real estate work in the $2.5 million sale of a multi-tenanted retail and office building in Massachusetts, including the establishment of a 1031 exchange.
- Represented a governmental authority in the $151 million and $75 million land sales of approximately 48 acres and 150 acres respectively, encumbered by rail lines and highway infrastructure located in Massachusetts, to a major educational institution.
- Handled all aspects of the acquisition and financing of a multi-tenanted office building in Massachusetts with a purchase price of approximately $2 million and an office building in New Hampshire with a purchase price of approximately $1.9 million.
- Represented a client in all aspects of the $6 million acquisition of an approximately 100,000-square-foot parcel containing industrial buildings with existing environmental contamination, to be redeveloped for residential use, located in Boston, Massachusetts.
- Represented various venture capital clients in connection with potential environmental liabilities associated with corporate acquisitions and dispositions of companies with facilities located in Arizona, Arkansas, California, Connecticut, Florida, Massachusetts, New Jersey, New York, North Carolina, Oregon, Tennessee, Texas, Mexico, Portugal, and the United Kingdom.
- Represented a property owner in the purchase and sale of residential properties located in Massachusetts, utilizing a reverse 1031 exchange mechanism.
- Handled all aspects of the $5.15 million acquisition and construction for an approximately 200,000-square-foot industrial property in Randolph, Massachusetts, by Stacy's Pita Chip Company (Stacy's), a local food manufacturer, to be used for light manufacturing and distribution and as a warehouse. The acquisition included site selection, due diligence (title, environmental, structural, permitting, and tax incentives analysis), and state and local permitting (utilities, highway access, zoning, and building permits). Also obtained state and local approvals of an Economic Opportunity Area and special tax assessment concerning acquisition and improvements for expansion and to bring existing building up to current building code requirements.
- Represented Stacy's Pita Chip Company (Stacy's) and its shareholders in connection with the sale to PepsiCo, Inc. of all of the stock of Stacy's and the real property of a related limited liability company. Handled all aspects of the sale relating to real property including (i) responding to due diligence requests; (ii) drafting and negotiating transactional documents; (iii) assigning land use/environmental permits; and (iv) closing the real estate portion of the deal.
- Representation of property owner, which produces aggregate-based construction materials in the United States and the United Kingdom, in drafting and negotiating purchase and sale agreement and all other sale documentation for 74,000 square feet of property in Worcester, Massachusetts, to CSX Transportation, Inc. Concurrently with that negotiation, handled client's defense and all responses to eminent domain proceedings initiated by CSX through Department of Public Utilities to ensure that property acquisitions for new depot facility in Worcester would occur in a timely manner. Also represented property owner with drafting and negotiating purchase and sale agreement and all other sale documentation for 50,000 square feet of land in Saugus, Massachusetts, to Melrose Storage Facility. In addition, handled defense of zoning enforcement action for temporary storage uses during pendency of sale.
- Representation of the Distinctive Hospitality Group concerning the $35 million acquisition of a Massachusetts hotel portfolio owned and operated by Peabody Hotel Group. The acquired properties consist of the Crown Plaza in Natick, Massachusetts, the Hampton Inn in Natick and the Holiday Inn in Somerville, Massachusetts. The acquisition included (i) drafting and negotiating the asset purchase agreement and handling all aspects of due diligence, (ii) negotiating consent and assumption agreements with two outstanding mortgagors, the Massachusetts Mutual Life Insurance Company and Woodmen of the World Life Insurance Society, (iii) obtaining from existing franchisors (IHG and Hilton) terminations of the existing franchise agreements and replacement of same with new franchise agreements, product improvement plans, and guarantees, (iv) negotiating acceptable forms of comfort letters from franchisors to existing lenders, and (v) transferring all permits and licenses, including liquor licenses, through local and state boards and commissions.
- Representing the developer of a motor sports park in Palmer, Massachusetts, in connection with transactional documents and various local/state permitting matters.
- Represented the property owner in connection with the $34 million sale of retail and office buildings located in Boston, Massachusetts.
- Drafted the Request for Proposals and Invitation for Bids on behalf of a governmental authority for the lease or sale of the South Bay Area Parcels along Kneeland Street in Boston, Massachusetts, and attended all planning meetings to draft and finalize design guidelines for the area.
- Counseled the Town of Plainfield regarding the sale of municipal property to private developer and drafted the letter of intent and land disposition agreement on behalf of the Board of Selectmen.
- Represented a developer in Connecticut in connection with a landlocked parcel to be developed with the use of a development agreement and easement from AMTRAK, and handled the draft and negotiation of such documentation.
Land Use and Zoning
- Represented the real estate developer in connection with drafting zoning text and design guidelines for proposed 40R district in Hudson, Massachusetts.
- Represented a local real estate developer in the Article 80 permitting process, which included obtaining conditional use permits and variances from the Board of Appeal for a two-phase, residential project of over 250 units on two separate lots with 20 percent of off-site affordable housing located in South Boston, Massachusetts.
- Represented the owner of a 24-hour service station/retail operation located in Dorchester, Massachusetts in connection with building, health, and zoning code violations.
Leasing
- Drafted the Requests for Proposals in connection with the long-term ground lease/air rights lease and development of numerous excess properties located in the Greater Boston area, participated in developer selection process, and handled due diligence review.
- Drafted the Request for Proposals in connection with the long-term ground lease of eleven food and fuel service areas located in Massachusetts, determined environmental compliance of fuel operations, and coordinated the turnover.
- Representation of a market and butcher shop in the opening of its fourth store in Portsmouth, New Hampshire. The store is 36,000 square feet in an approximately 150,000-square-foot shopping center. Representation involved lease negotiation, corporate formation of new entity, and construction financing through DanversBank and a Small Business Administration loan for tenant improvements and new equipment.
- Representation of a private developer concerning the negotiation and closing of a long-term ground lease with the Massachusetts Port Authority for a 40-acre commercial/industrial park in South Boston and the securement of approximately $49 million in new financing, including two construction loans.
- Represented a national company in connection with the relocation of its Massachusetts new and used Volkswagen dealership and repair shop. Handled all aspects of revising and negotiating assignment of existing leaseholds as well as drafting new leases.
- Represented major Massachusetts-based pet food manufacturer in connection with the relocation of its approximately 22,400-square-foot office headquarters with test kitchen in Massachusetts. Handled all lease revision and negotiations through broker and landlord counsel.
- Represented major data support firm in negotiations to relocate from the financial district to approximately 42,000 square feet of space in the Back Bay.
- Represented high-tech personnel evaluation software and service provider in relocation from South Shore to approximately 14,000 square feet of space in downtown Boston.
- Drafted the development agreement on behalf of a governmental authority for the future ground and air rights lease of certain parcels located along the Boston Extension. Also, handled all due diligence, including review of title, environmental matters, construction budgets, and development pro formas.
Financing
- Represented the lender in connection with the financing of a $16 million boathouse and field club facilities on Martha's Vineyard.
- Represented a prominent real estate developer in connection with the original $89 million in construction financing for 147 condominium units in South Boston, Massachusetts, and handled the $56 million refinancing of debt.
- Representation of Distinctive Hospitality Group to obtain $25.5 million in new financing from CIBC, Inc., an affiliate of CIBC World Markets Corp. The new loan facility will be secured by three hotels. In addition to handling due diligence for the loan underwriting and negotiation of all loan documentation, representation included obtaining acceptable forms of comfort letters from franchisors IHG and Hilton, creating corporate structure to address lender's special purpose entity requirements, and securing pledges of liquor licenses from local and state licensing boards.
- Represented the lender in connection with the $40 million refinancing of debt and collateral located throughout New England and other states along the eastern seaboard.
Construction
- Represented the owner/developer in connection with the two-phased redevelopment of a 10-story senior housing and services building and a 2-story, 58-bed health care facility in Bridgeport, Connecticut, which included drafting form contracts to be used in bid documents for direct service contracts, negotiating and drafting design contracts with two project architects (AIA B151), and negotiating and drafting construction management services contracts with two general contractors for preconstruction and construction phases (AIA A121CMc and A201 General Conditions).
- Represented a New York property owner of an office tower in the drafting and negotiation of construction contract for significant tenant fit-out.
Publications & Presentations
Articles
- "Implementing Form-Based Zoning in Your Municipality" (July/August 2006), published in Municipal Lawyer
- "Nail Negotiations through Due Diligence," coauthored with Nancy Cremins (9/2005), published in Women's Business
- "'Reverse' 1031 Exchange: A Problem Solver for Your Client" (Summer 2005), published in Real Estate Bar Association Newsletter, vol. 2, no. 3
Presentations
- "Commercial Real Estate Transactions: The New Economic Climate" (6/16/2011) presented at 2011 Rhode Island Bar Association Annual Meeting; Richard M. Fil moderated and also spoke in the panel discussion.
- "The New Climate: Green Leasing and Green Measures in Design/Construction Contracts" (10/26/2010) presented at Robinson & Cole webinar, The Times-They Are a-Changin': Selected Real Estate Topics Reflecting Current Economic and Green Climate Conditions, Providence, Rhode Island
- "Educational Initiative on 'Green' Zoning Requirements" (3/2009) presented at Massachusetts Institute of Technology
- "Form Based Code and Zoning" (3/2009) presented at Massachusetts Institute of Technology
- "Due Diligence in the Real Estate Process" (6/2008 and 12/2008), Lorman Educational Services Teleconference
- "Public and Private Development on Public Land" (2/2008) presented at Massachusetts Continuing Legal Education in Boston, Massachusetts
- "Due Diligence in the Real Estate Process" (June and December 2007) presented at Lorman Educational Services Teleconference
- "Real Estate Development from Beginning to End in Massachusetts" (6/2007) presented at Lorman Educational Services Seminar
- "Real Estate Development from Beginning to End in Massachusetts" (Fall 2006) presented at Lorman Educational Services Seminar
- "Title Insurance & Survey Issues" (8/15/2006) presented at Sterling Seminar on Real Estate Transactions in Connecticut
- "Streamlining the Permitting Process" and panel discussion on "Getting to Go Ahead" (8/4/2006) presented at Lorman Seminar on Advanced Zoning and Land Use in Worcester, Massachusetts
- "Boston: The Law, The Players, and The Process," "Protectionist Regulations," and "40B Comprehensive Permits: Anti-Snob Zoning" (7/12/2006) presented at Lorman Seminar on Land Use Zoning and Development in Boston, Massachusetts
- "The Truth about Property Rights" (Spring 2006) presented at American Planning Association's 2006 National Conference, San Antonio, Texas, Panel Moderator
- "The First Steps to Understanding Cambridge Zoning: The Ordinance, Maps, Districts, Policies, and Organizational Structure" (1/11/2006) presented at Cambridge Chamber of Commerce
- "Processing Boston Zoning Applications: Who or What's on First" (12/2/2005) presented at Lorman Seminar on Advanced Zoning and Land Use in Boston, Massachusetts
- "Site Selection and Due Diligence," (Fall 2005) presented at two Lorman Seminars on Real Estate Developmnet in Massachusetts
- "Comprehensive Regulatory Strategy: Expediting the Land Use Permitting Process" (8/16/2005) presented at Lorman Seminar on Advanced Zoning and Land Use in Massachusetts
- "Preparing Zoning Opinions" (1999) presented at MCLE Paralegal Conference '99
News
5.16.12, Real Estate Partner Carla Moynihan Appointed to Massachusetts IOLTA Committee
11.14.11, Robinson & Cole Client Breaks Ground on New Medical Facility in Boston
6.18.11, Robinson & Cole Attorneys Participate in Rhode Island Bar Association Annual Meeting
1.28.11, Carla Moynihan Joins New England School of Law as Adjunct Professor
10.05.10, Attorneys Help Launch Boston Bar Association Real Estate Section Season
8.24.10, Community Dedication Honored and Summer Associates Return to School
7.21.08, Robinson & Cole Real Estate Partner Led Due Diligence Teleconference