Business Acquisitions & Sales Attorney

Ronald Garfield

Practice Areas: Banking, Business Transactions, Commercial Lending, Contracts, Creditors Rights, Foreclosures, HOAs, Landlord/Tenant, Including Retail and Commercial Leasing, Opinion Letter Practice, and Real Estate

Office: Aspen

Position: Managing Shareholder

Experience

Ron (along with Andy Hecht) is a founding partner of the firm which first opened its doors in 1975. The firm recently celebrated its 40^th Anniversary. Ron is the managing shareholder of the firm which has five locations on the Western slope employing 22 attorneys. Ron keeps active in various practice areas representing individual and corporate clients (including a number of banks) in their various activities. Ron also oversees the firm’s opinion letter practice.

Ron has represented landlords and tenants alike in negotiating retail, office and residential leases. Ron has handled annexation of development lands into municipalities. Ron has authored covenants and declarations for all kinds of developments from duplexes to PUD’s including high-end subdivisions such as Wildcat Ranch.

Ron has represented banks and private lenders in their lending activities as well as the restructure of non-performing loans and where needed collection activity including foreclosures and UCC sales. Ron has represented purchasers and sellers of all manner of real estate including fractional, single family, duplexes, commercial properties, farm and ranch lands and parcels earmarked for development.

Ron has represented clients in the negotiation and drafting of shareholder and operating agreements. Ron has represented clients that are parties to shareholder or operating agreements where disputes have arisen and has successfully negotiated resolutions without resort to litigation. Ron has all represented Buyers and Sellers of businesses and companies including stock and asset sales with and without leverage.

Education

Bucknell University (B.S.B. A., 1966)
Brooklyn Law School (J.D., 1969)

Court Admissions

State of Colorado (1972)
State of New York (1969)

Bar Associations & Professional Societies

Pitkin County Bar Association
Colorado Bar Association
American Bar Association (Member, Sections on: Real Estate; Business Law; Law Office Management)

Community Involvement

Since 2002, under Ron’s guidance, the firm has contributed almost $175,000 to local charities, non-profits and other worthy organizations. Representative of the organizations that the firm has supported are: The Aspen Music Festival, Music in the Park, Habitat for Humanity, Lift Up, Aspen Junior Hockey, Hospice of the Valley, Vail Valley Charitable Fund, Eagle Valley Land Trust, MD Anderson, Anderson Ranch, Independence Pass Foundation, Response, Raising a Reader, Aspen Community Theater and English in Action.

The firm was an original sponsor of the Aspen Young Professional Association (AYPA) and continues it’s financial support. The firm makes annual presentations to the AYPA on timely legal topics of interest to young professionals.

Ron was elected to serve on Pitkin County’s Home Rule Charter Commission. Over the years Ron has served on the boards of various non-profits, homeowner associations and special districts.

E-mail Address

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Published Articles/Speaking Engagements

Phase I Environmental Site Assessments – Are they Enough, The Colorado Lawyer April 2018 (Vol. 47 No. 4). Transactional attorney and lenders often rely exclusively on a Phase I Environmental Site Assessment (ESA) as part of their due diligence. However, this reliance may be misguided, depending on the anticipated future use of the property and the lenders’, tenants’, or purchasers’ expectations. For this reason, it is imperative to ensure that clients understand the scope of the ESA so they can evaluate whether additional due diligence is necessary. Arguably, there is no such thing as foolproof environmental due diligence. Rather, these investigations are about risk management.
SK Peightal v. Mid Valley – Construction Defect Litigators and Bank Attorneys Take Notice, The Colorado Lawyer September 2016 (Vol. 45 No. 9). This article addresses, in part issues that transactional attorneys representing lenders may wish to consider in light of the Peightal case. Peightal received the attention of bankers because of a perceived adverse effect on the willingness of banks to make residential construction loans. Whether this perceived effect will become reality remains to be seen. In structuring transactions, attorneys should consider that, in light of Peightal that lenders may be unwilling to foreclose on security for defaulted loans or take possession of property through deeds-in-lieu of foreclosure because they could become liable for repair costs for defectively construction with no recourse from the construction professional or the original borrower.
When Homeowner Associations Borrow- What Attorneys and Lenders Should Know, The Colorado Lawyer December 2015 (Vol. 44 No. 12) . This article on homeowner association borrowing discusses, in light of recent legislation, what bank attorneys should know about collateral for these loans (typically a pledge of assessments) and what attorneys who represent homeowner associations should know about how these loans are structured.
Third Party Opinion Letters: Limiting Liability of Opinion Givers, The Colorado Lawyer November 2013 (Vol. 42 No. 11). The article discusses how attorneys may attempt to limit their liability for damages to non-client recipients of legal opinions in business transactions. In discussing limitations on attorney liability for opinion letters, this article examines (1) general ethical and other considerations in delivering opinion letters to third parties in commercial transactions; (2) arguments favoring limiting an opinion giver’s liability for damages; and (3) suggested provisions for liability limitations in opinion letters. This article regarding opinion letters addresses ethical and other considerations and drafting suggestions for attorneys interested in limitations on potential liability with respect to opinion letters provided to non-client third parties.
Public Trustee Foreclosures: Be Aware of What Remains, The Colorado Lawyer, September 2011 (Vol. 40 No. 9). This article evaluates the interests in real property that can and cannot be extinguished in a public trustee (PT or trustee) foreclosure. Statues, case law, contracts, and the sale process itself may affect the relative priorities among the foreclosed deed of trust and after-recorded or unrecorded liens and encumbrances. Because the marketability of title will impact the value of the property, an evaluation of recorded and unrecorded interests should be made by the foreclosing lender, potential third-party bidder, or redeemer of the property. The foreclosing party must observe a number of formalities to extinguish or preserve junior interests. Also, certain interests in real property may not be affected regardless of the foreclosing party’s actions. Ron is the primary author on this article but gave credit to two firm associates who did the research and produced the finished product.
Ron has made numerous in-house presentations to the firm’s bank clients on various topics of interest to lenders including reserve studies for homeowners associations, secured lending under the Colorado Uniform Commercial Code and lending to homeowner associations.
Ron has authored some helpful articles for clients and potential clients appearing on the firm’s website including Purchasing Mountain Property, Renting Mountain Property and Selling Mountain Property.