replied 3 years ago.
Here is a style of a commercial lease. You will have to tailor it to what you need and it will need reformatted as the transfer to this narrative box will have changed the formatting:
L E A S E
A (hereinafter called “the Landlord”)
B (hereinafter called “the Tenant”)
In this Lease unless there is something in the subject or context inconsistent therewith:
words importing the masculine include the feminine and words importing the neuter include the masculine and feminine;
words importing the singular include the plural and vice versa;
words importing persons include corporations and vice versa;
any reference to an Act of Parliament includes any alterations made to it and any subsidiary legislation deriving from it;
where Landlord’s approval is required, it shall be obtained in writing and is not to be unreasonably withheld or delayed.
The following expressions shall have the following meanings:-
Building means (address) being the subjects shown hatched in red on the Plan.
Common Parts means None
Condition means a condition of the Lease;
Date of Entry means the date of commencement of the Lease as specified in Condition 3;
Date of Expiry means the date of expiry (as specified in Condition 3) or sooner termination of the Lease (however the same be determined);
Insured Risks means such normal commercial risks reasonably determined by the Landlord and to include such additional risks as the Tenant may reasonably require as are from time to time included in any policy of insurance effected under the Lease including (without prejudice to the foregoing generality) insurance against Property Owners’ Liability;
Insurers means such insurance office or underwriter of repute as is nominated by the Landlord and through such agency selected by the Landlord;
Landlord means the Landlord and all persons succeeding to the interest of the Landlord in the Premises;
Lease means this Lease;
Loss of Rent means such a sum of money as the Landlord may, acting reasonably, deem necessary to cover the loss of the rent payable in terms of the Lease for not more than three years in the event of partial or total destruction of the Premises having regard to the period required for planning and carrying out rebuilding or reinstatement;
Period of the Lease means the period from the Date of Entry to the Date of Expiry;
Permitted Use means any use authorised under Condition 6.5;
Plan means the plan annexed and subscribed as relative hereto;
Planning Acts means the Town and County Planning (Scotland) Acts 1972 to 1997, the Planning (Listed Buildings and Conservation Areas) (Scotland) Act l997, the Planning (Hazardous Substances) (Scotland) Act 1997 and the Planning (Consequential Provisions) (Scotland) Act 1997;
Premises means the subjects described in Condition 2.1 with all Landlord’s fixtures and fittings and any additions and alterations in terms of Condition 2.3;
Prescribed Rate means the rate of 4% over Bank of Scotland Base Rate (which failing its equivalent) from time to time;
Quarter Day means any of the dates on which rent is payable in terms of Condition 4;
Reinstatement Value means the cost which would be incurred (including fees and the cost of shoring up, demolition and site clearance) in reinstating the Premises in accordance with the requirements of the Lease as reasonably determined in the first instance by the Landlord or such greater amount as the Tenant may reasonably require;
Schedule of Condition means the photographic schedule of condition annexed and subscribed as relative hereto
Service Media means all wires, pipes, conductors, gutters, common cisterns, tanks, drains, sewers, down pipes and others with all relative equipment, by which the services of gas, electricity, water, telecommunications, sewage and drainage and other like services are supplied;
Tenant means the Tenant and in substitution therefor its permitted assignees or sub-tenants and in the case of an individual shall include his executors and representatives whomsoever;
Title Conditions means the conditions which are contained in the title deeds of the Premises and servitudes and over-riding interests affecting the Premises.
Lease of the Premises
The Landlord lets to the Tenant the Premises at (address) with all Landlord’s fittings and fixtures and comprising the subjects shown hatched in red and coloured pink and outlined in red on the Plan.
Included in the let are all rights belonging to the Landlord which go with the Premises except those which are excluded by the Lease.
All additions and alterations made after the Date of Entry shall, if required by the Landlord, form part of the Premises.
Excluded from the let are the rights and reservations set out in Condition 7.
Period of the Lease
The let will commence on (date) and will end on (date) unless ended earlier by virtue of the Conditions of the Lease. Tacit relocation will not operate under the Lease and the Lease will terminate on (date) there being no obligation upon the Landlord to serve notice of termination.
Rent and Rental Payment Arrangements
Rent shall be at the rate of (insert amount) THOUSAND POUNDS (£) STERLING per annum (exclusive of all Value Added Tax which may properly be payable thereon).
The rent shall be paid in advance, without written demand, by equal quarterly instalments on the Quarter Days being the Twenty eighth days of February, May, August and November in each year, by Bankers Standing Order if the Landlord so requires.
At the Date of Entry the Tenant shall pay the proportion of the rent due from then until the next Quarter Day.
Tenant’s Financial Obligations
To pay all rents promptly on the Quarter Days and not to exercise any right to withhold rent or any right to compensation or set off except if legally compelled to do so;
If the Premises are damaged by any of the Insured Risks so that they are unfit for use in material part, then except to the extent that the Loss of Rent insurance has been affected by the act or neglect of the Tenant or anyone acting with the Tenant’s authority, a fair proportion of the rent corresponding to the loss of use shall be suspended until the Premises are repaired or until the Loss of Rent insurance is exhausted, whichever shall first occur. If the parties cannot agree the proportion it shall be fixed by a Chartered Surveyor appointed, failing agreement, by the Chairman for the time being of the Scottish Branch of the Royal Institution of Chartered Surveyors on the application of either party, who shall act as an expert and not as an arbiter and whose decision shall be final and binding upon the parties;
To pay to the Landlord within fourteen days of written demand the amount of any premiums and other sums (including valuation fees, policy excesses and any insurance tax) due on the insurances covering the Premises (under exception of Bay No. 4 which will not be insured) and in respect of Loss of Rent insurance;
Rates and Other Charges
To pay when due all outgoings which are payable (whether by owners or occupiers) in respect of the Premises other than taxes or assessments payable by the Landlord arising out of any dealing by the Landlord with its interests in the Premises;
To pay to the Landlord within fourteen days of written demand the amount of any common charges due to be paid by the Landlord in respect of the Premises under the Title Conditions and any proper costs and expenses relative to maintenance of the Common Parts;
Costs Arising from Tenant’s Breach
To pay to the Landlord within fourteen days of written demand any costs incurred by the Landlord in carrying out any work on the Premises required because of the Tenant’s failure to observe the Conditions of the Lease;
Landlord’s Management Costs
To pay to the Landlord within fourteen days of written demand the amount of all proper and reasonable fees due by the Landlord to any agent appointed by the Landlord to look after the Landlord’s interests under the Lease;
To reimburse to the Landlord all proper expenses reasonably incurred by the Landlord:-
incidental to the preparation and service of all notices and schedules relating to failure to repair or requiring the Tenant to remedy any breach of any of its obligations under the Lease whether these are served before or after the Date of Expiry and any subsequent negotiations relative to such matters;
in procuring the remedy of any breach of an obligation or the payment of arrears of rent or other sums due by the Tenant under the Lease;
the dues of registering the Lease in the Books of Council and Session and obtaining two Extracts; and
in dealing with any application (including an application where consent is lawfully refused or an application is withdrawn) for any consent or approval which is required under the Lease including the preparation and approval of any documentation and all Surveyors’ fees and other professional charges properly and reasonably incurred by the Landlord in connection therewith.
Insurance Shortfall Caused by the Tenant
If the Premises are damaged by any of the Insured Risks and the insurance claim is wholly or partly unsuccessful by reason solely or in part of any act or default of the Tenant or the Tenant’s servants or agents, to pay on demand to the Landlord the amount of any shortfall attributable to such act or default;
To pay to the Landlord on demand interest at the Prescribed Rate on any money payable by the Tenant under the Lease, calculated from the due date for payment, until settlement.
Tenant’s Further Obligations
Repair and Maintenance
To carry out all work on the Premises necessary to ensure that at all times the Premises are in good and substantial order and repair, wind and watertight and in all respects suitable and fit for the Permitted Use, including such work arising from a hidden defect. But declaring that the Tenant shall not be bound to carry out any such works (save for any works required to make and maintain the Premises wind and watertight) so as to improve the condition of the Premises from their current condition as is evidenced by the Schedule of Condition. Excluded from this obligation is any work to be carried out by the Landlord under Condition 8.3;
To paint and decorate both the exterior and the interior of the Premises in a good and workmanlike manner in the first year;
Statutory Works and Compliance
To carry out at the Tenant’s expense all work which may be required by any local or public authority to be carried out to the Premises whether by the Landlords or the Tenants and to comply with any other legal requirements in respect of the Premises or their use;
To Keep Clean and Tidy
To keep the Premises in a clean and tidy condition and to clean the windows at least once a month;
Not to place, leave or store any materials, goods, packages or other articles nor allow any litter to accumulate on any outside areas included in or serving the Premises:
To use the Premises as a warehouse and for no other purpose without the consent in writing of the Landlord;
Planning and Other Consents
To obtain all permissions and consents which may be required for the Permitted Use, no warranty being given by the Landlord that the Premises are authorised or suitable for the Permitted Use;
Occupation of the Premises
To take possession of the Premises and fit them out as appropriate for the Permitted Use within two months from the Date of Entry and thereafter to continue to use and occupy them (and not let others use or occupy them save as provided in terms of the Lease) throughout the whole Period of the Lease;
Avoidance of Nuisance
To do nothing on the Premises which constitutes a nuisance or annoyance or disturbance to the Landlord or to the owners or occupiers of any adjoining or neighbouring properties;
To comply at all times with the requirements of the competent authority concerning the prevention of and means of escape in case of fire and not to allow on the Premises anything combustible or explosive except in suitable containers and strictly in accordance with all relevant regulations;
Not to allow the overloading of the floors or structure of the Premises so as to cause undue strain or damage and not to overload the electrical systems;
To make no alterations or additions to the Premises nor to remove, alter or renew any of the Landlord’s fixtures and fittings until plans and specifications have been approved by Landlords. Any alterations or additions to the Premises carried out by the Tenant (whether or not in pursuance of an obligation to the Landlord) shall, when effected, become and remain the property of the Landlord and the Tenant shall have no right to claim compensation on their removal or otherwise but, if the Landlord wishes, at the Date of Expiry the Premises will be restored by the Tenant at its own expense to their former condition;
Not to display so as to be visible from the exterior of the Premises any signs or notices other than as are normal and reasonable in relation to the Permitted Use;
Smoke, Smells and Vibration
To use the Premises in such a way that no smoke or smells are emitted and not to permit to be used any machinery, engines or equipment which cause excessive noise, vibration or dust;
To keep the Service Media for the Premises in good order and repair and to use the Service Media only in accordance with best practice;
To comply with the Title Conditions so far as applicable to the Premises;
Plate Glass Insurance
To keep insured at the Tenant’s expense all plate glass on the Premises against the Insured Risks for full reinstatement value, to submit evidence of the cover to the Landlord if requested and, in case of damage, to use all insurance moneys received towards making good the damage with all reasonable speed;
If at any time the Tenant is entitled to the benefit of any insurance on the Premises not effected in pursuance of the Landlord’s obligations in the Lease, to apply all moneys received by virtue of such insurance in making good the loss or damage in respect of which such moneys shall have been received;
To Inform Landlord of Events or Notices
As soon as the Tenant becomes aware of it, to provide to the Landlord full particulars of any event, notice, order, requisition or direction which may be capable of adversely affecting the Landlord’s interest in the Premises;
To Safeguard Landlord’s Property Rights
To do its best to prevent interference with servitudes and over-riding interests benefiting the Premises and not to do or permit anything by which servitudes and over-riding interests injurious to the Premises come into being.
Information on Defects
To inform the Landlord immediately upon becoming aware of any defect in the Premises which might give rise to a duty in favour of any person imposed on the Landlord by the Title Conditions, common law or statute;
Increased Insurance Premiums
To permit nothing to be done on the Premises whereby the policies of insurance covering the Premises may become void or voidable and if the rate of premium on such policies, or on any other policies in which the Landlord has an interest, is on account of a breach of this Condition, increased above the rate which would otherwise be payable, the Tenant shall pay to the Landlord on demand all sums paid by way of increased premiums and all expenses incurred by the Landlord in connection with any renewal of such policies rendered necessary by a breach of this Condition;
To comply in all respects with the Planning Acts;
Not to make any application for Planning Permission without the previous written consent of the Landlord and immediately after the grant or refusal of such application to supply to the Landlord (free of cost) a copy thereof for retention;
Not to implement any such Planning Permission until any conditions attached thereto have been submitted to and approved by the Landlord;
Unless the Landlord shall otherwise direct to carry out before the Date of Expiry any works which have been commenced, remain uncompleted or are stipulated to be carried out to the Premises by a date subsequent to the Date of Expiry as a condition of any such Planning Permission;
To produce to the Landlord without delay any notice or proposal for a notice or order or proposal for an order issued to the Tenant by any competent authority under the Planning Acts;
To make or join with the Landlord in making such representation in respect of any such proposal or notice or order as the Landlord shall deem expedient.
Obligations at the End of the Lease
Immediately prior to the Date of Expiry at the cost of the Tenant:-
To replace any of the Landlord’s fixtures and fittings which shall be missing or damaged with others of a similar character and quality;
To remove every sign or painting of the name or business of the Tenant or other occupiers from the Premises and to remove all the Tenant’s fixtures and fittings, furniture and effects from the Premises, making good to the reasonable satisfaction of the Landlord all damage caused by such removal;
If so requested by the Landlord, to remove all alterations or additions made to the Premises at any time during the Period of the Lease and well and substantially to reinstate the Premises in accordance with the Tenant’s obligations under the Lease and in such manner as the Landlord shall reasonably direct and to its reasonable satisfaction;
At the Date of Expiry to leave the Premises clear, leaving (except so far as otherwise requested by the Landlord) all fixtures and fittings and improvements and additions (other than the Tenant’s fixtures and fittings) in such good and substantial repair and condition as shall be in accordance with the obligations undertaken by the Tenant under the Lease. If the Tenant fails to do so, the Landlord shall be entitled to carry out such works at the expense of the Tenant without prejudice to any other claims against the Tenant for breach of the foregoing obligation (including any valid claim for loss of rent in respect of the period when such works are being carried out);
To keep the Landlords indemnified against all claims, demands, fines, penalties and expenses incurred by the Landlord arising out of any breach by the Tenant of the Conditions of the Lease.
There are reserved to the Landlord and those authorised by the Landlord:
Service Media and Shared Rights
A right of use of all Service Media and all other parts and fittings of the Premises which are common to the Premises and other property or exclusive to such other property, with right of access thereto at all necessary times and for all necessary purposes;
Rights of Access
The right, by prior appointment during reasonable hours with or without workmen or others to enter the Premises to view their state of repair and condition and to take and check inventories of the fixtures and fittings;
The right, by prior appointment (except in emergency) during reasonable hours with or without workmen or others to enter and remain upon the Premises (where there is no other alternative and economically viable means of doing so) with all necessary tools, appliances and materials for the purpose of repairing, altering or rebuilding any neighbouring property belonging to the Landlord and in order to cleanse, empty and repair any Service Media serving such other property (making good all damage occasioned thereby to the Premises and the Tenant’s trade fixtures and fittings therein) which right shall be exercised (in so far as reasonably practicable) so as to cause the least possible disturbance and interruption to the Tenant’s use of and trading from the Premises;
The right, by prior appointment (except in emergency) during reasonable hours with or without workmen or others to enter and remain upon the Premises with all necessary tools, appliances and materials for the purpose of carrying out repairs to the Premises which the Tenant has failed to carry out within the time-scale reasonably set by the Landlord in a written notice;
The right to fix and retain for a period not exceeding six months prior to the Date of Expiry in a conspicuous position on the Premises (but not so as to obscure the Tenant’s permitted signs or restrict or interfere unreasonably with the access of light and air to the Premises) a notice board for the re-letting of the Premises with right to all persons authorised by the Landlord to view the Premises at all reasonable hours upon prior appointment having been made;
Any reservations contained in the Title Conditions.
The Landlord hereby undertakes:
Subject to due implement by the Tenant of the whole obligations of the Tenant under the Lease, to give the Tenant peaceable and quiet possession of the Premises without any interruption by the Landlord or any person lawfully claiming through the Landlord;
To ensure that throughout the Period of the Lease are kept insured against the Insured Risks in the Reinstatement Value thereof at reasonable commercial rates with normal commercial excesses and subject to such exclusions of limitations as the Insurers may require and to insure for the Loss of Rent;
Whenever the Premises are damaged by an Insured Risk then, provided the Tenant fulfils the Tenant’s obligation under Condition 5.8 of the Lease, to take all reasonable steps to ensure that all necessary repairs are carried out. In the event that by one year after such damage the Premises have not been reinstated either party shall be entitled to terminate the Lease by notice to the other party to that effect but without prejudice to any claims by either party against the other in respect of any previous breach of the Conditions of the Lease.
To ensure that the Common Parts are kept in good and proper repair.
Assignations, Sub-lets and Securities
The Tenant is not permitted to grant assignations of the Lease, sub-lets, licences or securities in respect of part only of the Premises.
The Tenant is permitted, provided the Tenant first obtains the written consent of the Landlord, which consent shall not be unreasonably withheld or delayed and may be given subject to such conditions as the Landlord may reasonably impose:-
To assign the Lease to a respectable and responsible assignee of good financial standing demonstrably capable of fulfilling the whole obligations of the Tenant;
To sub-let the whole of the Premises but that at rents not less than the then open market rent and on the same Conditions mutatis mutandis as this Lease and subject to a provision that the sub-tenant shall not be permitted to grant any assignation or further tenancy without the consent of the Landlord;
To grant securities over the Tenant’s interest in the Lease.
Any permitted assignation or sub-letting shall be effected by a deed in a form approved by the Landlord’s Solicitors (acting reasonably) and an official Extract of such deed duly registered in the Books of Council and Session for preservation and execution shall be supplied to the Landlord within two months after the date of entry under the assignation or sub-lease.
Landlord’s Right to End the Lease
Subject to the provisions of the Law Reform (Miscellaneous Provisions) (Scotland) Act 1985, if any sums due by the Tenant are not paid within fourteen days after becoming payable, or there is any breach by the Tenant of any other Condition of the Lease, or the Tenant (i) (if an individual or firm) becomes apparently insolvent or is sequestrated or (ii) (if a company) enters into liquidation whether voluntary or compulsory (except for the purpose of amalgamation or reconstruction of a solvent Company) or has a Receiver appointed or has an Administration Order made in relation to it or (in either case) enters into an arrangement or composition for the benefit of its creditors, then and in any of these events the Landlord shall be entitled to terminate the Lease and treat the Lease and all subsequent transmissions as void and null and that without the necessity of any legal procedure and the Premises shall thereupon revert to the Landlord and it shall be lawful for the Landlord to act as if the Lease had never been granted without prejudice to any remedy of the Landlord in respect of the termination of Lease or of any previous breach by the Tenant, which right of termination is hereby declared to be by agreement and not penal and shall not be purgeable at the Bar; provided always that (i) in the case of a breach by the Tenant which is capable of being remedied the Landlord shall not terminate the Lease unless it shall first have given, under express threat of termination, written notice to the Tenant and any heritable creditor or floating charge holder whose interest has been notified in writing to the Landlord, specifying the breach, and requiring it to be remedied, and the Tenant or any such heritable creditor or floating charge holder shall have failed to remedy the same within such reasonable period as shall be provided in the notice, which in the case of non-payment of money shall be fourteen days only, and in the case of any other breach shall be such period as is reasonable in the light of the nature of such breach and the time necessary to take remedial action, and (ii) in the case of the Tenant going into liquidation (other than for reconstruction or amalgamation) or in the case of a Receiver or Administrator being appointed as aforesaid, the Landlord shall not terminate the Lease on such grounds without allowed the Liquidator, Receiver or Administrator (as the case may be) and any such heritable creditor or floating charge holder as aforesaid a period of one year or such shorter period as such Liquidator or otherwise shall request from the date of appointment of such Liquidator, Receiver, Administrator (as the case may be) or from the date of the said last mentioned notice to such heritable creditor or floating charge holder as aforesaid in which to dispose of the Tenant’s interest in the Lease but only then if the Liquidator, Receiver or Administrator (as the case may be) or any such heritable creditor or floating charge holder as aforesaid shall, by self-proving writing received by the Landlord within twenty one days of the date of appointment or the said last mentioned notice as the case may be, personally accept full responsibility for payment of rent (whether due in respect of a period occurring before or after the date of Liquidation, Receivership or Administration or in the case of such heritable creditor or floating charge holder the date of the said last mentioned notice to such heritable creditor or floating charge holder) and for performance of all the obligations on the part of the Tenant under the Lease for the maximum period of one year or such shorter period as aforesaid from the date of Liquidation, Receivership or Administration (as the case may be) or, in the case of such heritable creditor or floating charge holder, the date of the said last mentioned notice to such heritable creditor or floating charge holder to the expiry of the said period or, if earlier, the date of entry under the disposal, and shall, if reasonably requested by the Landlord, provide caution for such payment and performance in an amount acceptable to the Landlord. The Landlord shall reasonably consider and decide upon any request for consent to an assignation of this Lease by a Liquidator, Receiver, Administrator, heritable creditor or floating charge holder, as if such request came from the Tenant.
Disclaimer of Liability
The Landlord shall have no liability to the Tenant for any loss, damage or expense sustained by the Tenant through any defect or deficiency in the Service Media except where such loss, damage or expense results from any act or default of the Landlord or of those for whom the Landlord is legally responsible occurring after the Date of Entry.
Any notice, request, demand, consent or approval under the Lease shall be in writing. Any notice to the Tenant shall be sufficiently served if sent by recorded delivery post (if an incorporated body) to its Registered Office and (if a person) to his last known address in Great Britain or Northern Ireland or to the Premises and (in any other case) to the Tenant at the Premises. Any notice to the Landlord shall be sufficiently served if sent by recorded delivery post (if an incorporated body) to its Registered Office and (if a person) at his last known address in Great Britain or Northern Ireland. If, at the request of the Landlord, a notice has instead to be served on its agent it shall be deemed duly served if service complies with the relevant foregoing provisions. Any notice sent by recorded delivery post shall be deemed to have been duly served at the expiry of two days after the date of posting. In proving service it shall be sufficient to prove that the envelope containing the notice was duly addressed and posted in accordance with the provisions of this Condition.
Lease not to Terminate on Damage or Destruction
Save as herein specifically provided, the Lease shall not terminate as a result of damage to or destruction of the Premises.
Dispute with Adjoining Occupiers
If any dispute shall arise between the Tenant and the tenants or occupiers of adjoining or neighbouring property belonging to the Landlord as to any servitude, access, right or privilege in connection with the use of the Premises and/or the adjoining or neighbouring property or as to the walls or others separating the Premises from the adjoining property or as to the amount of any contribution towards any expenses or services used in common it shall be decided by a Chartered Surveyor (acting as an arbiter) appointed by the Landlord.
Except where any statutory provision now or hereafter in force prohibits the Tenant’s right to compensation being modified or excluded by agreement, the Tenant shall not be entitled to claim from the Landlord on quitting the Premises any compensation for improvements.
Save as hereinbefore specifically provided, all disputes and questions of any kind which may arise between the Landlord and the Tenant whether during the currency or after the termination of the Lease are hereby referred to the amicable decision of an Arbiter to be appointed by the parties or in the event of their being unable to agree on the nomination by the President of the Law Society of Scotland for the time being, Section 3 of the Administration of Justice (Scotland) Act 1972 and any statutory modification or re-enactment thereof being excluded.
Certification and Consent to Registration
The parties hereby consent to the registration hereof and of any decree or decrees arbitral interim and final to be pronounced under any arbitration provided for in terms of the Lease and all other proceedings thereunder for preservation and execution:
IN WITNESS WHEREOF these presents consisting of this and the preceding 16 pages are subscribed
by the Landlord/on behalf of the Landlord
in the presence of the following witness:-
Full Name……………………………… Signature…………………………………….
Address………………………………… Full Name
Full Name……………………………… Signature…………………………………….
Address………………………………… Full Name
Full Name……………………………… Signature…………………………………….
Address………………………………… Full Name
And they are subscribed by the Tenant/on behalf of the Tenant
in the presence of the following witness:-
Full Name……………………………… Full Name…………………………………….
JGM and other Scots Law Specialists are ready to help you