Commercial & Farm Lease Attorney, Salem & the Willamette Valley

A commercial and farm lease attorney drafts and negotiates the lease that will govern a property for years: the rent and what sits on top of it, who maintains and who replaces, what happens at renewal, and what it takes to get out. Michael Paluska does that work for landlords and tenants across Salem, Keizer, and the Willamette Valley, on office space, retail, shopping centers, stand-alone buildings, industrial property, ground leases, cell tower leases, and the farm leases and vineyard leases this region runs on. He has drafted and negotiated leases for more than thirty years, for national tenants, local tenants, and local landlords, and every lease is drafted for the specific property and the specific tenancy, never pulled from a pre-printed form.

Why the lease is the document that matters

Under Oregon law, a lease for a term longer than one year must be in writing and signed to be enforceable (ORS 93.020). Beyond that requirement, commercial leases are governed mostly by their own terms: what the lease says is, for nearly every question that will come up over the tenancy, the answer. That is why the drafting is the protection. A question the lease answers plainly never becomes a dispute; a question the lease is silent on becomes an expensive one.

Michael represents landlords on some leases and tenants on others, never both sides of the same lease. He is also an Oregon Principal Real Estate Broker (license #201219516), and through Paluska Real Estate he sees how space is actually marketed and leased in the Willamette Valley, so he reads a lease the way the market reads it. The two roles never mix on the same transaction.

Full service or triple net: the structure decides the real rent

The advertised rent is not the cost of the space; the structure is. In a full service lease, the landlord covers the building expenses inside the rent. In a triple net lease, the tenant pays taxes, insurance, and maintenance on top of rent, and those pass-through charges can move every year. Which structure fits, and how the operating expenses, common area charges, and escalations are defined, decides what the space actually costs over the term. Michael drafts both structures for landlords and negotiates both for tenants, in plain terms both sides can live with.

The terms that decide who pays

A handful of provisions carry most of a lease’s weight, and they deserve most of the negotiation.

• Maintenance, repair, and replacement. This runs through every commercial lease and every big ticket item on the property: the roof, the parking lot, the heating and air conditioning system. Many leases never address it at all, and many address only maintenance and repair while forgetting replacement, which is the expensive one. Deciding in writing who maintains, who repairs, and who replaces each of those items, before the lease is signed, is what prevents the conflict when one of them fails.
• Options to renew and rent escalations. The rent in year one is negotiated; the rent in year six is drafted. Renewal options, notice deadlines, and how the new rent is set decide whether you keep the location on terms you can live with.
• Improvements and alterations. Who builds the space out, who pays for it, who owns it at the end of the term, and what has to be restored when the tenant leaves.
• Assignment and subletting. Most leases require the landlord’s consent to assign the lease or sublet the space, and a sale of your business usually requires one or the other. The clause is negotiated at signing, years before any sale, and it can decide whether the sale happens.
• Default and cure. What counts as a default, how much notice comes first, and how much room there is to fix it before the consequences arrive.
• Personal guarantees. Whether the owner personally guarantees the performance of the lease, how long that guaranty runs, and whether the personal guaranty terminates over time as the tenant proves itself to the landlord.

Farm and vineyard leases are their own practice

Farm ground in the Willamette Valley often gets worked for years on a handshake, and a handshake for a multi-year tenancy carries no legal weight (ORS 93.020). A written farm lease protects both the landowner and the farmer, and it has to answer questions an office lease never faces: the term and what happens to the crop in the final year, whether the rent is cash or a share of the crop, who carries the water and irrigation responsibilities, what the ground zoned for exclusive farm use may be used for (ORS 215.203), and who maintains the drainage, the fences, and the roads.

Michael grew up farming and has drafted farm leases and vineyard leases for landowners and operators across Marion, Polk, Yamhill, Linn, and Benton Counties. Vineyard leases add their own layer, because the vines are a long-term improvement on someone else’s ground, and the lease has to say whose they are and what happens to them when the lease ends. For purchases and sales of the ground itself, see the Agricultural and Vineyard Real Estate page.

Ground leases and cell tower leases

In a ground lease, the tenant leases the land long term and builds on it, so the lease has to resolve who owns the improvements during the term and at its end, what the lender financing the building requires, and how the rent resets over decades. These are long documents because they answer long questions, and they reward careful drafting on both sides.

Cell tower leases usually arrive from the tower company’s side, drafted for the tower company. Michael reviews and negotiates them for the landowner: the rent and its escalations, the size of the leased area, access across the rest of the property, and what happens when the equipment, or the company, changes.

What happens when a lease is handled wrong

Lease problems rarely appear at signing. They appear later, during the term of the lease, when the question the lease never answered finally comes up.

• A pre-printed form lease signed as-is. A pre-printed lease form drafted for no particular property will not cover the unique characteristics of your property, and it may or may not cover what matters to you for your lease. It usually favors the side that supplied the form.
• The handshake tenancy. Farm ground worked for years with nothing in writing leaves both sides exposed the day the relationship, or the ownership, changes.
• The assignment clause that blocked a sale. An owner ready to sell the business discovers the lease requires consent the landlord can slow down or condition, with the buyer waiting.
• The renewal that lapsed. An option to renew with a notice deadline nobody calendared may result in your lease being terminated at the end of the current term, or a large increase in rent, at the landlord’s option.

Who this is built for

This work is for the landlords and tenants of commercial and agricultural property across the mid-Willamette Valley.

That includes local landlords with buildings in Salem and Keizer; tenants leasing a first space or renewing a tenth; national tenants entering the Salem market; farmers and vineyard owners leasing ground, on either side of the lease; and landowners approached with a cell tower lease. The practice runs across Marion, Polk, Yamhill, Linn, and Benton Counties, and referrals arrive from brokers, accountants, and bankers. The leasing practice is commercial and agricultural only: Michael no longer handles Oregon residential landlord and tenant matters, and he does not handle lease disputes or litigation.

What working with Paluska Law looks like

Every lease is different, but the sequence is consistent.

Pricing

Lease work is quoted as an estimated fee range after a short conversation, once the property and the tenancy are laid out.

The actual amount will depend on the lease, the negotiation, and the complexity of the terms. Michael will try to estimate the cost and expenses before he starts his work, so there are no surprises.