NEW YORK
Andrew Baraff
Andrew is a partner in the Firm’s transactional real estate practice specializing in sophisticated real estate and business transactions, including “special situations” – uncommon matters that demand especially creative thought and innovative solutions. He also represents clients in real estate disputes and, when necessary, litigation.
Real Estate: Andrew has more than 30 years of experience in every facet of commercial real estate, including purchases, sales, leases, financings, joint ventures and real estate litigation.
Financings: In addition to traditional commercial mortgage lending, some of the loans Andrew has been involved with were secured by less conventional assets, such as oil and gas reserves, co–generation power plants, a tugboat and marine transport business, the assets and equity of a professional sports team, and equipment that separates contaminated soil into clean fill, water and sludge for disposal.
Joint Ventures: Andrew structures and negotiates real estate joint venture and LLC operating agreements for both operating partners and limited partners, as well as for business partnerships and capital investments unrelated to real estate assets, and often analyzes these agreements to protect the rights of clients in troubled deals.
Family Offices: Andrew advises and assists family offices and closely held companies with their real estate investments, as well as restructuring management and ownership to protect their assets when the parties do not see eye-to-eye.
Special Situations: Given the breadth of his experience, Andrew is frequently asked to analyze the interplay of complicated issues of fact and law to develop creative negotiating positions and litigation strategies, often involving unique fact patterns and novel legal issues, such as the viability of a city’s exercise of its power of eminent domain to take over the ownership of a professional sports team, representing the owner of the Stolichnaya vodka brand to develop a “Stolichnaya” night club in New York City, the creation of a “qualified conservation contribution easement” to create both a 108–acre nature preserve and tax savings of several million dollars for the owner of the property, and protecting the owner of an option to buy a portion of a building that was never built.
Real Estate Litigation: With his litigation colleagues, Andrew has represented clients in litigations to protect the rights of members in an LLC, the owner of a property from a fraudulent attack on its ownership, a claim of a default under a purchase and sale agreement, and the rights of a tenant whose building suffered significant damage from construction by the owner of an adjacent property.
Commercial Matters: Andrew also advises clients about a wide variety of commercial matters for non-real estate businesses, such as representing a European television production company in its acquisition of U.S. programming and distribution rights from an international media company, and representing the owner of an airport in its negotiations with the municipal government and two national rental car companies to establish rental car concessions at the airport terminal.
Education: Andrew graduated with honors from Harvard Law School, concentrating on real estate, contracts and housing policy, and summa cum laude, phi beta kappa, from Columbia University with a degree in psychology and English literature. Andrew has more than 30 years of legal and business experience at some of the nation’s leading law firms, such as Wachtell, Lipton, Rosen & Katz, Covington & Burling and Sullivan & Cromwell. He was also a managing director of a real estate group at Emigrant Bank, a legal and real estate advisor to Promontory Financial Group and established his own successful boutique real estate and business law practice.
Andrew has consistently been recognized by “Super Lawyers” as one of the top 5% of real estate attorneys in New York. He is also rated “AV Preeminent” by Martindale-Hubbell’s Peer Review for demonstrating the highest level of professional excellence and ethics.
Representative transactions include:
Representative transactions include:
Purchases and Sales
- office buildings and mixed-use properties
- a research and manufacturing facility for an international pharmaceutical company
- 100 acres of vacant development land in Georgia
- a large mixed-use property as part of the resolution of a dispute among five family members who co-owned the property
Financings
- a term loan and drawdown facility secured by seven properties across five states
- a note purchase loan to a prominent restaurant chain emerging from bankruptcy
- a secured acquisition and construction loan made by a Canadian investment fund
- a secured borrowing facility for a brewery
Leases
- 75,000 square feet of industrial space in Dallas for a national e-commerce company
- 68,000 square feet of office space in lower Manhattan for an international law firm
- 50,000 square feet of office and retail space for a first amendment and media foundation
- 32,000 square feet of office space to double the size of Reitler’s New York office
Joint Ventures representing
- the non-U.S. “money partner” for the development of several mixed-use projects in the U.S.
- a Japanese investment bank for the acquisition of a defaulted mortgage loan
- an Australian investment bank developing luxury homes around a golf course designed by an international golf champion
- a limited partner in litigation to recover several million dollars of distributions diverted from them in a real estate joint venture
Outside General Counsel for
- a Japanese retail company and a German television production company in all of their U.S. activities
- a Canadian pension fund in all leasing and other legal matters for its 750,000 square foot Class-A office building in New York City
- a European manufacturer and retailer of luxury goods in its real estate and other commercial transactions and litigation in the U.S.
- a family trust with members in three different countries in its real estate activities and other related (and unrelated) matters
Special Situations
- representing the landlord in the restructuring of a triple–net lease of a hotel significantly impaired by the Covid-19 pandemic
- ending 12 years of litigation over the ownership of property based on the plaintiffs’ fraudulent claims about the chain of title
- extricating owners of time-shares in Mexican resort properties from attempted fraudulent transactions
- developing an innovative litigation strategy to prevent the construction of a modern high-rise tower in a traditional pre-war neighborhood, which was upheld by the Court of Appeals (New York State’s highest court) by a decision of 6 to 1
Andrew also writes articles “For Start-Ups (and Other Small Businesses)” about topics of interest to his and Reitler’s clients.
Education
- Harvard Law School (J.D., 1987) cum laude.
- Columbia University (B.A., 1984) summa cum laude, Phi Beta Kappa.
Professional
- American Bar Association
- New York State Bar Association
- New York City Bar Association
- Harvard Real Estate Alumni Organization
- Habitat for Humanity
Recognition
- Rated “AV® Preeminent™”
- Consistently selected as a "Super Lawyer" for Real Estate and Business Law
Admissions
- New York
- Federal Courts – Eastern District and Southern District of New York