Commercial lease negotiation checklist

Match the proposed business to the permitted-use wording and required approvals.

Gather: Draft use clause, zoning information and approval list.

Professional review: Ask local counsel or the relevant authority if use or occupancy permission is unclear.

Separate usable space from the area used to calculate rent and shared charges.

Gather: Floor plan, measurement method and rentable-area schedule.

Check whether power, ventilation, plumbing, access and major systems fit your operation.

Gather: Inspection notes, system records and delivery specification.

Read the lease with every exhibit, work letter, rule and guarantee.

Gather: Full draft, floor plan, exhibits and building rules.

Identify the landlord, tenant entity, signers and who each broker represents.

Gather: Entity names, signing authority and broker agreement.

Record essential terms, cash reserves and spaces you could choose instead.

Gather: Occupancy budget, alternative proposals and priority list.

Separate possession, lease commencement and rent commencement; record concessions and increases.

Gather: Rent schedule, commencement clause and concession terms.

Include base rent, operating charges, taxes, insurance, utilities, parking and one-time fees.

Gather: Cost schedule and estimates from the relevant providers.

Identify shared costs, allocation methods, management fees and any cap exclusions.

Gather: Expense definitions, prior reconciliations and proposed cap.

Record how adjustments are billed and when a charge can be questioned.

Gather: Sample reconciliation, supporting records and audit clause.

Record cash or letter-of-credit requirements, replenishment triggers and return conditions.

Gather: Deposit clause, security form and refund conditions.

Check required limits, additional insured parties, deductibles and business interruption needs.

Gather: Insurance exhibit and an insurer or broker quote.

Professional review: Use a licensed insurance professional if the required coverage or risk allocation is unclear.

Clarify landlord work, tenant work, permits, approvals and the improvement allowance.

Gather: Plans, work letter, contractor scope and allowance terms.

Distinguish construction, approval and handover milestones from rent start.

Gather: Milestone schedule, delivery conditions and delay provisions.

Separate routine service from replacement of HVAC, roof, structure and other systems.

Gather: Repair clause, system condition records and service contracts.

Check parking, loading, hours, signage, accessibility work and any use restrictions.

Gather: Operating rules, access plan and signage approval terms.

Check any exclusivity, relocation, redevelopment or competing-use provisions relevant to the business.

Gather: Use protections and landlord relocation or redevelopment clauses.

Identify who guarantees the obligations, the scope and any reduction or release conditions.

Gather: Guarantee form and proposed limits.

Professional review: Have counsel review personal guarantees, indemnities and entity exposure before accepting them.

Identify responsibility for claims and how a lender or ownership change affects occupancy.

Gather: Indemnity provisions and any subordination, nondisturbance or estoppel forms.

Record default events, cure opportunities, charges and enforcement rights.

Gather: Default, notice, remedy and fee provisions.

Understand consent requirements, costs and continuing liability after a transfer.

Gather: Assignment, sublet and change-of-control provisions.

Record notice windows, eligibility conditions and the pricing mechanism.

Gather: Renewal clause and notice calendar.

Check termination rights, casualty, condemnation and any rent relief provisions.

Gather: Termination and interruption clauses.

Identify removal, repair, surrender and holdover obligations.

Gather: Restoration clause, fixture schedule and holdover rate.

Compare the clean lease and exhibits to every agreed business term.

Gather: Agreed term list, redlines and final complete documents.

Give counsel the complete papers and the issues you still want addressed.

Gather: Review notes, remaining questions and final revisions.

Confirm signed copies, condition, utilities, insurance and remaining approvals.

Gather: Executed lease, handover checklist and approval calendar.