The structure that takes title at closing is the structure that will hold the asset through the refinancing, the lease-up and the sale, and it cannot be corrected on the closing statement. So the holding entity, the joint-venture waterfall and the tax posture are settled before the letter of intent hardens, and the deal documents are then negotiated to read from one page.
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The title commitment is read against the ALTA survey, exception by exception, and zoning, entitlements and tenant estoppels are run down before the earnest money goes hard. The loan documents are read for what the lender may do on a bad day, with the guaranties, carve-outs and cure periods negotiated so that the sponsor's exposure is known before signature rather than after it.
We act on both sides of these documents, and having sat where the lender sits is a useful way to learn how a lender reads. The same team carries the deed and the mortgage to record and tracks the holdbacks and transfer-tax filings to release, because a closing is not finished when the wire lands.