WILLIAM S. SANDERSON

PARTNER

William S. (Bill) Sanderson has broad experience as a transactional lawyer in the areas of real estate, general corporate law, lending and employment agreements. Mr. Sanderson’s approach to transactions allows his clients to get the deal done on the best possible terms while maintaining cordial relationships between the parties.

Mr. Sanderson is an expert at commercial, retail and industrial real estate transactions. Mr. Sanderson also has extensive experience representing lenders and borrowers in secured and unsecured commercial lending transactions, including representation of lenders in loans secured by real estate and other corporate assets and securities, unsecured loans, multi-phase residential projects, representation of agent banks in project finance transactions and syndicated loans up to $2 billion. He represents borrowers in secured and unsecured term and revolving loans, as well as landlords, tenants, sellers and buyers in real estate transactions.

Mr. Sanderson also possesses experience in business litigation and arbitration cases. He has experience in complex law and motion matters, discovery, and trial preparation in contract, real estate and business litigation disputes.

Mr. Sanderson began his practice in New York City representing institutional lenders in financing transactions. In 1993, he moved to St. Louis, Missouri, where he represented banks and borrowers in loan transactions before returning to his native California in 1997.

Representative Transactional Matters

  • Represent the landowner in negotiating a potentially 95-year ground lease of property to be developed as a mixed use commercial Class A office building/hotel complex.
  • Represent the landlord in negotiating a 55-year ground lease of a nine acre parcel to be developed as a high-tech office park, including provisions to address ongoing monitoring of groundwater contamination.
  • Represent the lender in connection with syndicated term and revolving loans generally between $100 million and $400 million, but ranging up to $2 billion.
  • Represent the lender in connection with asset-based loans and agented loans ranging from $5 million to $200 million.
  • Represent the seller in the negotiation and documentation of the sale of a $2 million shopping center parcel to a home improvement warehouse company, including (i) a purchase and sale agreement, (ii) a development agreement detailing construction obligations of the parties and timetables for completion of various stages of construction and (iii) CC&Rs for the shopping center.
  • Represent the landlord in negotiating a ground lease for an outdoor amphitheatre facility. This was an amended and restated lease following successful litigation arising from a dispute over percentage rent.
  • Represent the landlord in negotiating a 55-year ground lease of vacant land to be developed as a 4-diamond quality hotel.
  • Represent landlords in the negotiation and documentation of build-to-suit leases for restaurants, sports clubs and other uses.
  • Represent the owner in preparation of Condominium CC&Rs, prepared in connection with condominiumizing three two-story office buildings, including creating a condominium association. Represent the owner in the sales of the condominium units.
  • Represent the landlord in negotiating and documenting a ground lease to a financial institution, including provisions to credit a portion of the rent to an existing lease between the tenant and a landlord-related entity which could not be terminated due to loan covenants with landlord’s lender.
  • Represent a major hotel company in connection with purchases of real property to be developed as hotels targeting the business traveler.
  • Represent a national developer in connection with purchases of real property to be developed as senior assisted living facilities.
  • Represent the lender in connection with multiple term and revolving loans ranging from $1.5 million to $6 million, secured by land to be developed into single family home residential developments in central California.
  • Represent the lender in connection with term loans ranging from $2 million to $9 million secured by real property improved with Walgreen’s drug stores.
  • Represent landlords and tenants in general office leasing transactions.
  • Represent buyers and sellers in real property purchase transactions.

Representative Litigation Matters

  • RE3W, Inc. v. First American Corp. (California Superior Court, Orange County): Member of trial team defending against claims of trade secret misappropriation, breach of oral joint venture agreement, and breach of fiduciary duty.
  • D.B. Zwirn v. Suncal (New York Supreme Court, New York): Prevailed on appeal and obtained dismissal of claim for $20 million on behalf of guarantor against claims of liability under real estate loan transactions.
  • Represented claimant in private arbitration regarding dispute related to the purchase of a payroll and tax processing company, resulting in arbitration award and attorneys’ fees in favor of client.

Practice Areas

Transactional Real Estate, General Business Transactions, and Business Litigation

Admissions

The State Bars of New York, Connecticut, Missouri and California
United States District Court, Southern District of New York

Professional Activities

Member of the Real Property Section of the Orange County Bar Association

Education

Mr. Sanderson received his JD in 1990 from the University of Southern California, where he was a member of the Major Tax Planning/Computer Law Journal. He received his BS in finance and business economics from the University of Southern California in 1986.