Mara E Cushwa

Practice Areas

Real Estate Law

Environmental Law

Construction Law

Public/Private Partnership Law

Career

Mara Cushwa is a Partner and Chair of Calfee’s Real Estate practice and has had responsibility for management and oversight of the practice for more than 10 years. Mara helps clients with their legal needs related to real estate transactions, development and finance.

Mara is experienced in representing businesses large and small, public and privately held, in real estate transactions, including real estate law aspects of mergers, acquisitions and divestitures. She works with corporations, nonprofits, government agencies, individuals and other entities as investors and landowners in connection with a broad range of development objectives.

Mara counsels clients through property acquisition and assembly, zoning and entitlements, enabling legislation, diligence, development and divestiture.

She represents lenders and borrowers in structuring, securing and documenting senior, mezzanine and construction loans.

Mara is experienced in commercial, office, retail, industrial and ground leasing.

She advises middle-market and smaller companies in creating entities for purposes of managing and investing in real estate. She has experience with private placements and investment syndications.

Mara counsels a diverse range of clients on issues involving real property and environmental diligence and compliance impacting real estate transactions, conservation easements, title insurance matters, construction and condominium law.

She has worked with hospital clients in connection with acquisitions, development, leasing, structured financings and medical condominiums.

Mara is experienced in representing hospitality industry and mining industry clients with sophisticated real estate and finance transactions.

She began her tenure with Calfee in 1990, and she was elected partner in 2000. Mara is a member of the firm’s Practice Planning and Growth Committee.

Professional Memberships

Urban Land Institute, Member

International Council of Shopping Centers, Member

American and Cleveland Metropolitan Bar Associations, Member

Case Western Reserve University Law Society of Benchers, Member

Recovery Resources, Member, Board of Directors and Strategic Space Planning Committee

LCLD Success in Law School, Cleveland, Mentor

College Now Greater Cleveland, Mentor

Private Scholarship Foundation, Adviser

Expert in these Jurisdictions

Ohio

Experience

Represented a health care/insurance industry client in connection with the purchase out of foreclosure of its 13 story, historic, central business district headquarters bearing its name. The Company was tenant in the building following a sale leaseback transaction until the national landlord company was foreclosed on by its lender. Our work included representing the Company before the Court of Common Pleas with jurisdiction over the foreclosure, and in negotiating with the building owner, the receiver, counsel to the bank trustee for the CMBS bondholders and with other debtholders pursuing interests in the office building. Assisted the client in performing diligence, advising its board, negotiating the purchase and sale agreement and winning Court approval of the sale.

Represent a hospitality and gaming client and its family of companies in connection with a host of real estate transactions including the refinancing of more than $1 billion in syndicated, secured financing, the acquisition of a trio of central business district buildings including a historic structure that will be rehabilitated with historic tax credits and private financing resources, retail leases for nationally franchised restaurants. Also assisting the client with tax increment financing for the development of the trio of buildings.

Represented REIT in its acquisition of a three (3) building, fully tenanted office building portfolio. Assisted the client with the negotiation and documentation of all deal documents from the access and confidentiality agreement, to the purchase and sale agreement, the assumption of tenant leases, a joint venture agreement and property management agreement with a national property management firm.

Assisted with all tenant, engineering, title and survey diligence.

Representing a development team with a project to repurpose a historical site for the development and financing of a mixed use apartment community in downtown Cleveland.

Representing a non-profit development corporation in connection with a joint venture project for the development of new, urban affordable housing project utilizing low income housing tax credits and governmental grant dollars.

Negotiated and documented all deal agreements including purchase and sale agreement, master lease, affiliate guaranty, lender consents, and operating company subleases for a recapitalization, sale-leaseback transaction involving a client’s sale of its R&D, manufacturing and office facility and the triple net leaseback of the site; work included title, survey and site diligence

Served as local counsel to a joint-venture hospitality client to solve zoning, entitlements and title issues, as well as ground lease and parking rights assumption issues associated with a Cleveland hotel acquisition; and a hospitality joint venture in connection with the acquisition and financing for the redevelopment of a downtown Cleveland hotel property. Counseled client on mortgages, and subordination and intercreditor agreements to address priority and security issues between public and private lenders and international investment fund investor.

Represented entrepreneurial client on the purchase, financing and redevelopment and, ultimately, the sale of a boutique hotel property.

Represented designer, manufacturer and marketer of swimwear on the negotiation and documentation of its lease for a 190,000 sq. ft. new chief assembly, distribution and office facility.

Represented industrial mining client in connection with the acquisition of a resin manufacturing facility and a multi-parcel industrial complex; negotiated and documented the real estate purchase covenants, and counseled client through complex title and survey diligence, road vacation and site security matters, and the negotiation of lease and side track agreements with railroad.

Represented a transportation authority in connection with its development of a multi-modal transportation facility, office building and retail complex. Negotiated and drafted cooperative development and financing agreement and a long-term parking structure lease with the local city. Crafted requests for proposals for client use in engaging property manager, drafted lease forms for the office and retail portions of the project and facilitated construction contracting process.

Represented non-profit client in connection with the subdivision of its campus and sale of developed and undeveloped parcels to medical industry users. Negotiated and documented declaration of easements, covenants and restrictions, shared parking, access and utilities easements and building restrictions.

Represented retirement system on its sale of a multi-tenant office tower including drafting purchase and sale agreement, assignments of leases, assignments of REAs, permits and licenses, contracts and management agreement; allocations of rents, security deposits and leasing costs; satisfaction of title concerns; and creation of construction escrows.

Represented owner of Frank Lloyd Wright property in creating a conservation and preservation easement with historical society.

Education