This Commercial Lease Agreement ("Lease") is made and [EFFECTIVE DATE] by and between [COMPANY], [COMPANY ADDRESS] ("Landlord"), and [TENANT NAME] ("Tenant").
BASIC LEASE PROVISIONS
Premises: [PREMISES DESCRIPTION]
Address: [RENTAL ADDRESS]
Total Building rentable area [AREA]
Rentable Area and Load Factor:
Rentable Area (approx.)
Load Factor (approx.) %
Tenant's Building Percentage: [PERCENT] (%)
Base Rent: [RENT AMOUNT] per rentable square foot per month full service (or [$] monthly).
Security Deposit: [DEPOSIT AMOUNT]
Base Year: [YEAR]
Adjustments to monthly Base Rent: [ADJUSTMENT]
Brokers: [NAME AND ADDRESS]
Address for Notices:
Landlord. [LANDLORD ADDRESS]
Tenant: [TENANT ADDRESS]
It is the intent of the parties that this Commercial Lease Agreement shall be construed as a [SINGLE NET/DOUBLE NET/TRIPLE NET] for purposes of determining their respective duties and obligations.
THEREFORE, in consideration of the mutual promises herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, each of the parties intending to be legally bound hereby, agrees as follows:
1. Grant of Lease. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises and the Building and improvements situated thereon, upon and subject to the terms, covenants and conditions contained in this Lease to be performed by each party.
2. Delivery of Possession. Tenant is already in possession of the Premises; Landlord confirms delivery of physical possession of the Premises to Tenant as of the Commencement Date.
3. Lease Term.
3.1. Term. The Term shall be the period [TERM PERIOD], commencing on the Commencement Date and ending at midnight on the last day of such period, unless the Term is extended or sooner terminated.
3.2. Commencement Date. Commencement Date shall be defined to mean the earliest to occur of the following:
(a) the date Tenant commences occupancy under this Lease of any portion of the Premises for the conduct of its business; or
(b) the Estimated Commencement Date
3.3. Termination. It is mutually agreed that either party may terminate this lease at the end of the then current term by giving the party prior written notice thereof at least [TERMINATION NOTICE PERIOD].
4.1. Monthly Rent. Tenant shall pay to Landlord during the initial term annual rental [DOLLARS] per square foot of building space, payable in monthly installment payment due in advance on the first day of each calendar month during the lease term.
4.2. Determination of Monthly Base Rent during Extension Term. The monthly Base Rent payable during the first year of the Extension Term shall be the then-prevailing fair market rental value, but in no event be less than the monthly Base Rent as provided herein. The Extension Term Initial Monthly Base Rent shall increase by [INCREASE PERCENT] on an annual basis.
5. Property Taxes. Tenant shall pay, prior to delinquency, all general real estate taxes and installments of special assessments coming due during the Lease term on the leased Property, and all personal property taxes with respect to Tenant's personal property on the leased Property.
6.1. Permitted Use. Tenant shall continue the permitted during the original term and any extension or renewal thereof and shall not be permitted to use the Property for any other purpose without the express written permission of Landlord.
6.2. Prohibited Use. In no event shall Tenant use the Leased Property for the purposes of storing, manufacturing or selling any explosives, flammables or other inherentlydangerous substance, chemical, thing or device other than chemicals properly stored and used for the permitted use.
7. Repairs and Maintenance
7.1. Tenant's Obligations. Tenant will, at Tenant's sole expense, keep and maintain the Premises in good, clean and sanitary condition and repair during the term of this Lease and any renewal.
7.2. Landlord's obligation. Landlord shall repair property of normal wear and tear and damage by accidental fire or other casualty not occurring through the negligence of the Tenant or those employed by or acting for the Tenant.
8. Alterations and Improvements.
8.1. Prior Consent. Tenant shall not make any alterations, additions or improvements to the demised Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld.
8.2. Manner of Construction. All alterations, additions or improvements by Tenant shall be performed in a good and workmanlike manner, in compliance with all government laws, ordinances, rules and regulations
8.3. Landlord's Property. All additions, alterations and improvements made to the Premises shall become the property of Landlord and be surrendered with the Premises upon the expiration of the Term.
9.1. Tenant Payment. Tenant shall pay all charges for water, sewer, gas, electricity, telephone and other services and utilities used by Tenant on the leased Property during the term of this Lease.
9.2. Landlord's Option to Pay. In the event that any utility or service provided to the leased Property is not paid by Tenant, for any reason whatsoever, Landlord shall have the right to pay the amount due and separately invoice Tenant for such charges.
9.3. Payment Period. Tenant shall pay such amounts to Landlord within fifteen (15) days of invoice date.
10. Building Rules. Landlord shall not impose any building rules which unreasonably interfere with the conduct of Tenant's business operations. Tenant will comply with the rules of the Building adopted and altered by Landlord and delivered to Tenant by Landlord from time to time and will cause all of its agents, employees, invitees and visitors to do so; all changes to such rules will be sent by Landlord to Tenant in writing.
11. Covenant and Conditions
11.1. Compliance with Laws. The Tenant shall at all times for the duration of the Lease Period observe and comply with all applicable laws, statuary, municipal, other by-laws and regulations.
11.2. Signs. All signs, decorations and advertising media shall be subject to the prior written approval of Landlord, which shall not be unreasonably withheld or delayed.
11.3. Parking. Tenant shall have the right to utilize the permitted allotment [APPENDIX] of the Building's parking facilities on a non-exclusive and unreserved basis with other tenants of the Building and upon such terms and conditions as may from time to time be established by Landlord.
(a) Lien Prohibited. Tenant shall pay the costs of any work done on the Premises and shall keep the Premises, Building and Project free and clear of liens of any kind.
(b) Tenant Liability. Tenant shall indemnify, defend against and keep Landlord free and harmless from all liability, loss, damage, costs, attorney fees and any other expense incurred on account of claims by any person performing work or furnishing materials or supplies for Tenant or any person claiming under Tenant.
11.5. Quiet Enjoyment. Landlord covenants and warrants that upon performance by Tenant of its obligations hereunder, Landlord will keep and maintain Tenant in exclusive, quiet, peaceable and undisturbed and uninterrupted possession of the leased Property during the term of this Lease.
11.6. Financial Statements.
(a) Within [TIME PERIOD] after the end of Tenant's fiscal year end, Tenant shall deliver to Landlord copies of Tenant's audited, summary financial statement for the fiscal year just ended to be kept confident.
(b) Tenant shall also, at such other times as Landlord may request, provide Landlord with updated, unaudited, summary financial statements within [TIME PERIOD] after receipt of Landlord's written request for same.
11.7. Environmental Matters. Tenant shall not keep on the Premises any item of a dangerous, flammable or explosive character that might unreasonably increase the danger of fire or explosion on the Premises or that might be considered hazardous or extra hazardous by any responsible insurance company.
11.8.Brokers. Landlord and Tenant each represents and warrants to the other that no finder, broker or other person is entitled to any commission, fee or other compensation in connection with any of the transactions contemplated by this Lease.
12. Entry. Landlord shall have the right to enter upon the leased Property at reasonable hours to inspect the same, provided Landlord shall not thereby unreasonably interfere with Tenant's business on the leased Property.
13.1. Tenant Insurance. Tenant shall maintain a policy or policies of comprehensive general liability insurance with respect to its activities on and in the Property with the premiums thereon fully paid on or before due date, issued by an insurance company approved by Landlord.
13.2. Landlord's Insurance. Landlord shall maintain fire and extended coverage insurance on the Building and the Leased Premises in such amounts as Landlord shall deem appropriate, excluding coverage of the Tenant Improvements and all Tenant's Personal Property located on or in the Premises.
14. Damage and Destruction.
14.1. Total Destruction. If at any time during the term hereof there is damage, whether or not an Insured Loss (including destruction required by any authorized public authority), this Lease shall automatically terminate as of the date of such damage.
14.2. Partial Destruction- Insured Loss - In the event of a Partial destruction that is insured loss the Landlord may elect within 30 days after such casualty to either.
(a) repair, reconstruct and restore the portion of the Building or the Premises damaged by such casualty, in which case this Lease will continue in full force and effect, subject to Tenant's termination right; or
(b) terminate this Lease effective as of the date which is thirty (30) days after Tenant's receipt of Landlord's election to so terminate.
14.3. Partial Destruction - Uninsured Loss. If a Premises Partial Damage that is not an Insured Loss occurs, unless caused by a negligent or willful act of Tenant (in which event Tenant shall make the repairs at Tenant's expense), Landlord may either:
(a) repair such damage as soon as reasonably possible at Landlord's expense, in which event this Lease shall continue in full force and effect, or
(b) terminate this Lease by giving written notice to Tenant within 30 days after receipt by Landlord of knowledge of the occurrence of such damage. Such termination shall be effective 60 days following the date of such notice.
14.4. Damage near End of Term.
(a) Landlord and Tenant shall each have the right to terminate this Lease if any damage to the Premises or the Building occurs during the last [NUMBER OF MONTHS]of the Term of this Lease where Landlord's contractor estimates in a writing delivered to Landlord and Tenant that the repair, reconstruction or restoration of such damage cannot be completed within sixty (60) days after the date of such casualty.
(b) If either party desires to terminate this Lease under this Subparagraph, it shall provide written notice to the other party of such election within ten (10) days after its receipt of Landlord's contractor's repair estimates.
14.5. Abatement of Rent. In the event of Premises Partial Damage or Premises Total Destruction or a Hazardous Substance Condition for which Tenant is not responsible under this Lease, the Rent payable by Tenant for the period required for the repair, remediation or restoration of such damage shall be abated in proportion to the degree to which Tenant's use of the Premises is impaired, but not to exceed the proceeds received from the Rental Value insurance.
15. Event of Default. It shall be an event of default under this lease if
15.1. Tenant's Default. A default under this Lease by Tenant shall exist if any of the following events shall occur (as applicable, a Default).
(a) Payment. If Tenant fails to pay Rent or any other sum required to be paid within five (5) days after the date of Tenant s receipt of written notice from Landlord that such amount was not received when due; or
(b) Performance. If Tenant fails to comply with any of the material provisions of this Agreement, other than the covenant to pay rent, or of any present rules and regulations or any that may be hereafter prescribed by Landlord, or
(c) Assignment. A general assignment by Tenant for the benefit of creditors;
(d) Bankruptcy. The filing of a voluntary petition by Tenant, or the filing of an involuntary petition by any of Tenant's creditors seeking the rehabilitation, liquidation or reorganization of Tenant under any law relating to bankruptcy, insolvency or other relief of debtors and not removed within ninety (90) days of filing.
(e) Receivership. The appointment of a receiver or other custodian to take possession of substantially all of Tenant's assets or of the Premises or any interest of Tenant therein;
(f) Insolvency or Dissolution. Tenant shall admit in writing that Tenant is insolvent or unable to pay its debts, or shall fail generally to pay its debts as they become due; or any court shall enter a decree or order directing the winding up or liquidation of Tenant or of substantially all of its assets; or Tenant shall take any action toward the dissolution or winding up of its affairs or the cessation or suspension of its use of the Premises; and,
(g) Attachment. Attachment, execution or other judicial seizure of substantially all of Tenant's assets or the Premises or any interest of Tenant under this Lease.
15.2. Landlord's Default.
(a) Landlord shall be in default if Landlord fails to perform any of its obligations and non-performance continues beyond [CURE PERIOD] after notice by Tenant.
(b) If such performance cannot be reasonably had within such [CURE PERIOD], Landlord does not in good faith commence performance within such [CURE PERIOD] and diligently proceed to completion.
(c) Landlord's Cure Period shall not exceed the period provided by Applicable Law.
16. Remedies. Upon the occurrence of an event of default, then in addition to any other remedy available to Landlord at law, in equity or otherwise under this lease, the following remedies shall also be available
16.1. Landlord's Remedies.
(a) Terminate this Lease and Tenant's right to possession of the Premises or
(b) Continue this Lease in effect, re-enter and occupy the Premises for the account of Tenant,
(c) Collect any unpaid Rent or other charges which have or thereafter become due and payable.
16.2. Remedies Cumulative. The remedies granted to Landlord shall not be exclusive but shall be cumulative and in addition to all remedies now or hereafter allowed by law or provided in this Lease.
16.3. Landlord's Right to Cure. Landlord may cure any default on behalf of Tenant and shall have a limited right of entry upon the Property where required, solely for this purpose, after ten (10) days from the date of written notice to Tenant advising the latter of the default and of Landlord's intent to remedy the same if Tenant fails to do so.
16.4.Limitation of Landlord Liability. The liability of Landlord and its shareholders, officers and directors to Tenant for any default by Landlord under the terms of this Lease shall be limited to the monetary interest of Landlord in the Building and the Land, and Tenant agrees to look solely to Landlord's and its shareholders, officers and directors interest in the Building and the Land for the recovery of any judgment from Landlord and its shareholders, officers and directors, it being intended that Landlord and its shareholders, officers and directors shall not be personally liable for any judgment or deficiency.
17. Assignment and Subletting.
17.1. Without Consent. Tenant may sublet or assign all or any portion of this lease at any time to any corporate affiliate or other entity controlled by Tenant without the permission of Landlord, so long as Tenant remains primarily liable to Landlord hereunder.
17.2. With Consent. Tenant may assign or sublet this lease to any other party with or without a complete assumption of Tenant's obligations, only with the prior written consent of Landlord.
18. Condemnation. If any legally constituted authority condemns the Building or such part which shall make the leased Property unsuitable for leasing then
18.1. this Lease shall cease when the public authority takes possession.
18.2. the Landlord and Tenant shall account for rental as of that date.
18.3. such termination shall be without prejudice to the rights of Landlord to recover compensation from the condemning authority for any loss or damage caused by the condemnation.
18.4. only Landlord shall have the right to pursue any claim against a condemning authority for damages to or taking of the Property.
19.1. Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien presently existing or hereafter arising upon the leased Property, or upon the Building and to any renewals, refinancing and extensions.
19.2. Tenant agrees that any such mortgagee shall have the right at any time to subordinate such mortgage, deed of trust or other lien to this Lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion.
20. Indemnity. Both parties shall protect, defend, indemnify and hold each other free and harmless from and against any and all Claims due to, but not limited to, bodily injury andproperty damage sustained by such person or persons which arises out of is occasioned by or in any way attributable to the gross negligence or willful misconduct of the other.
21. Surrender of Premises. Upon the expiration or other termination of the term of this Lease, Tenant shall quit and surrender the Demised Premises in good order and condition, and shall remove all its property therefrom, except as otherwise provided in this Lease. Tenant's obligation to observe or perform this covenant shall survive the expiration or other termination of the term of this Lease.
22. Holding Over. In the event Tenant holds over and continues in possession of the Leased Premises after expiration of the Lease Term, Tenant's continued occupancy of the Leased Premises shall be considered a month-to-month tenancy subject to all the terms and conditions of this Lease.
23.1. Option to Renew. Tenant may renew the Lease for extended terms of [EXTENDED TERM] each by giving written notice to Landlord not less than [EXTENTION NOTICE PERIOD] prior to the expiration of the then current term.
23.2. Option to Purchase Tangible Property. Tenant shall have the option to purchase all tangible personal property, fixtures and equipment listed in the attached Exhibit "A" within [BUY BACK PERIOD] of the commencement of the first renewal term of this lease and within [BUY BACK PERIOD] of the commencement of each subsequent renewal term, for a price of [BUY BACK PRICE] with a prior written notice.
23.3. Right of First Refusal. If at any time during the initial term of this Lease or any renewal term hereof, should Landlord desire to sell the Property to a third party, it shall first offer the Property to Tenant for purchase, upon the same terms and conditions and at the same price, as the bona fide offer from the third party purchaser. If the offer to sell the Property is not accepted in writing by Tenant within ten (10) days of receipt Landlord's notice of the offer, Landlord may sell the Property upon the terms and conditions and for the price agreed to with the third party purchaser. However, in no event, may Landlord sell the Property to such third party purchaser upon terms and conditions more favorable than those offered to Tenant pursuant to this right of first refusal.
24. General Provisions.
24.1. Notice. Any notice required or permitted under this Lease shall be deemed sufficiently given if served by hand delivery or by overnight courier service or other method of personal delivery or if sent by United States certified mail, return receipt requested, addressed as follows:
If to Landlord to: [ADDRESS]
If to Tenant: [ADDRESS]
24.2. Waiver. The waiver by either party of any breach of any term, covenant or condition of this Lease shall not be deemed to be a waiver of such provision or any subsequent breach of the same or any other term, covenant or condition of this Lease.
24.3. No Recording. The parties hereto agree that this Lease shall not be recorded or otherwise filed of record for any purpose whatsoever.
24.4. Headings. The headings used in this Lease are for convenience of the parties only and shall not be considered in interpreting the meaning of any provision of this Lease.
24.5. Successors. The provisions of this Lease shall extend to and be binding upon Landlord and Tenant and their respective legal representatives, successors and assigns.
24.6. Entire Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties.
24.7. Governing Law. This Agreement shall be governed, construed and interpreted by, through and under the laws of [GOVERNING LAW].
24.8. Severability. A determination by a court of competent jurisdiction that any provision of this Lease is invalid or unenforceable will not invalidate the remainder of that provision or any other provision of this Lease, which will remain in full force and effect.
24.9.Attorney's Fees. In case suit should be brought for recovery of the premises, or for any sum due hereunder, or because of any act which may arise out of the possession of the premises, by either party, the prevailing party shall be entitled to all costs incurred in connection with such action, including a reasonable attorney's fee.
24.10.Waiver of Jury Trial. The parties hereby waive their respective rights to trial by jury in any action or proceeding involving the property or arising out of this agreement.
24.11. Binding Effect. The terms, provisions and covenants and conditions contained in this Lease shall apply to, inure to the benefit of, and be binding upon, the parties hereto and upon their respective heirs, legal representatives, successors and permitted assigns.
24.12.Force Majeure. If performance by Landlord of any term, condition or covenant in this Lease is delayed or prevented by any Act of God, strike, lockout, shortage of material or labor, restriction by any governmental authority, civil riot, flood, or any other cause not within the control of Landlord, the period for performance of the term, condition or covenant will be extended for a period equal to the period Landlord is so delayed or prevented.
24.13.Amendments. This Lease may be modified only in writing, signed by the Parties in interest at the time of the modification.
24.14.Counterparts. This Lease may be executed in multiple counterparts, each of which shall constitute an original instrument, but all of which shall constitute one and the same agreement.
24.15. Time of the Essence. Time is of the essence in the performance of all the covenants, conditions and agreements contained in this Lease.
IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first above written.