Commercial Lease Agreement Template Michigan

COMMERCIAL LEASE AGREEMENT TEMPLATE MICHIGAN

1. Document Preamble & Recitals

THIS COMMERCIAL LEASE AGREEMENT (the "Agreement") is entered into and made effective as of this [Day] day of [Month], [Year] (the "Effective Date"), by and between [Landlord Entity Name], a [State of Incorporation/Organization] [Corporation/LLC/Limited Partnership] ("Landlord"), and [Tenant Entity Name], a [State of Incorporation/Organization] [Corporation/LLC/Limited Partnership] ("Tenant").

Recitals

WHEREAS, Landlord is the fee simple owner of certain real property located within the State of Michigan, commonly known as [Street Address, City, Michigan, Zip Code], including the building and improvements situated thereon (the "Building"); and

WHEREAS, Landlord desires to lease to Tenant, and Tenant desires to lease from Landlord, the Premises (as defined herein) upon the terms and conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual covenants, promises, and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, the Parties agree as follows:

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2. Operational Definitions

For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires, the following terms shall have the meanings assigned below:

1. "Additional Rent" means all sums, charges, and amounts other than Base Rent that Tenant is obligated to pay to Landlord under this Agreement, including, without limitation, Tenant’s Pro Rata Share of Operating Expenses, utilities, taxes, and late fees.
2. "Base Rent" means the fixed monthly or annual monetary compensation paid by Tenant to Landlord for the right to occupy and use the Premises, exclusive of any Additional Rent.
3. "Commencement Date" means [Commencement Date, e.g., November 1, 2024], subject to adjustment pursuant to Section 3.2.
4. "Common Areas" means all areas, facilities, and improvements provided, maintained, and designated by Landlord from time to time for the general use and convenience of Tenant and other tenants of the Building, including lobbies, hallways, parking lots, sidewalks, and landscaped grounds.
5. "Default" means any failure by Tenant or Landlord to observe, perform, or comply with any covenant, condition, agreement, or obligation under this Agreement after the expiration of any applicable notice and cure period.
6. "Expiration Date" means [Expiration Date, e.g., October 31, 2029], unless this Agreement is sooner terminated in accordance with its terms.
7. "Gross Leasable Area" or "GLA" means the total square footage of floor space within the Building or the Premises, calculated in accordance with standard BOMA (Building Owners and Managers Association) measurement methods.
8. "Hazardous Materials" means any substance, material, waste, pollutant, or contaminant listed, defined, or regulated as hazardous, toxic, radioactive, or dangerous under any applicable federal, state, or local environmental statute, law, ordinance, rule, or regulation, including Michigan’s Natural Resources and Environmental Protection Act (NREPA), MCL 324.101 et seq.
9. "Operating Expenses" means all reasonable and necessary costs and expenses incurred by Landlord in the operation, maintenance, management, repair, insurance, and security of the Building and Common Areas, calculated pursuant to Section 3.6.
10. "Premises" means that specific portion of the Building designated for Tenant's exclusive occupancy, consisting of approximately [Number] square feet of GLA, and commonly known as Suite [Suite Number], as outlined on the floor plan attached hereto as Exhibit A.
11. "Pro Rata Share" means the percentage derived by dividing the rentable square footage of the Premises ([Number] sq. ft.) by the total rentable square footage of the Building ([Number] sq. ft.), which is agreed to be [Percentage, e.g., 15.5%].
12. "Security Deposit" means the sum of [Dollar Amount ($0.00)] deposited by Tenant with Landlord to secure the faithful performance of Tenant's obligations hereunder.
13. "Term" means the initial term commencing on the Commencement Date and expiring on the Expiration Date, together with any properly exercised Renewal Terms.

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3. Substantive Terms & Obligations

3.1 Grant of Lease

Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the Premises, together with the non-exclusive right to use the Common Areas, subject to the terms, covenants, and conditions of this Agreement.

3.2 Term & Possession

The Term of this Agreement shall commence on the Commencement Date and shall end on the Expiration Date, unless terminated earlier in accordance with the provisions hereof. If Landlord is unable to deliver possession of the Premises to Tenant on the Commencement Date due to construction delays or holding over by a prior tenant, this Agreement shall not be void or voidable, nor shall Landlord be liable to Tenant for any resulting damages; provided, however, that the Commencement Date and the obligation to pay Base Rent shall be abated until possession of the Premises is delivered to Tenant.

3.3 Rent

A. Base Rent: Tenant shall pay to Landlord Base Rent in the annual amount of [Dollar Amount ($0.00)], payable in equal monthly installments of [Dollar Amount ($0.00)], in advance, on the first (1st) day of each calendar month throughout the Term, without demand, deduction, or setoff. B. Additional Rent: Tenant shall pay all Additional Rent as and when due under this Agreement. Base Rent and Additional Rent shall collectively be referred to as "Rent." All payments shall be delivered to Landlord at the address specified in Section 5 or via electronic wire transfer pursuant to instructions provided by Landlord.

3.4 Security Deposit

Upon execution of this Agreement, Tenant shall deposit with Landlord the Security Deposit. Landlord may hold the Security Deposit without liability for interest and may apply all or part of it to cure any Default by Tenant under this Agreement. If Landlord applies any portion of the Security Deposit, Tenant shall, within ten (10) business days after written demand, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its original balance. The Security Deposit, or the balance thereof, shall be returned to Tenant within thirty (30) days following the expiration of the Term and surrender of the Premises, less any lawful deductions permitted under Michigan law.

3.5 Use of Premises

The Premises shall be used and occupied exclusively for [Permitted Commercial Use, e.g., general professional office operations and related business activities] and for no other purpose. Tenant shall not use, or permit the Premises to be used, in any manner that violates any applicable federal, state, or local laws, ordinances, or regulations, including any zoning ordinances of the municipality in which the Building is located, or that constitutes a public or private nuisance or waste.

3.6 Operating Expenses & Common Area Maintenance (CAM)

A. Payment of Operating Expenses: Tenant shall pay to Landlord, as Additional Rent, Tenant's Pro Rata Share of the annual Operating Expenses incurred by Landlord in connection with the ownership, maintenance, and operation of the Building and Common Areas. B. Estimate and Reconciliation: Landlord shall provide Tenant with an annual good-faith estimate of Operating Expenses prior to the commencement of each calendar year. Tenant shall pay one-twelfth (1/12th) of such estimated amount monthly, concurrently with the payment of Base Rent. Within one hundred twenty (120) days following the end of each calendar year, Landlord shall furnish Tenant a detailed reconciliation statement. If Tenant's estimated payments exceed its actual Pro Rata Share, Landlord shall credit the overpayment against future Rent installments or refund the balance. If actual costs exceed estimated payments, Tenant shall pay the deficiency within thirty (30) days of receipt of the statement.

3.7 Utilities

Tenant shall independently contract for and pay all charges for gas, electricity, water, telecommunications, and other utilities consumed upon or furnished to the Premises during the Term. If any utility is not separately metered to the Premises, Landlord shall measure or reasonably estimate Tenant's consumption and invoice Tenant for such amount as Additional Rent.

3.8 Maintenance, Repairs, and Alterations

A. Landlord’s Obligations: Landlord shall maintain, repair, and keep in good condition the structural elements of the Building, including the foundation, exterior walls, load-bearing columns, roof, and common utility lines, as well as the Common Areas. B. Tenant’s Obligations: Tenant shall, at its sole cost and expense, maintain, repair, and keep the interior of the Premises (including non-load-bearing walls, interior glass, doors, and flooring) in a clean, safe, and sanitary condition, ordinary wear and tear excepted. C. Alterations: Tenant shall not make any structural alterations, additions, or improvements to the Premises without obtaining Landlord's prior written consent, which consent shall not be unreasonably withheld, delayed, or conditioned. All non-trade fixtures and alterations permanently affixed to the Premises shall, upon installation, become the property of Landlord unless Landlord requires their removal upon the expiration of the Term.

3.9 Compliance with Laws

Tenant shall, at its sole cost and expense, promptly comply with all federal, state, and local laws, statutes, ordinances, codes, rules, regulations, and orders (including the Americans with Disabilities Act, 42 U.S.C. § 12101 et seq., and Michigan environmental statutes) applicable to the Premises and Tenant’s specific manner of use thereof.

3.10 Insurance & Indemnification

A. Tenant's Insurance: Tenant shall, at its sole cost and expense, maintain during the entire Term: (i) Commercial General Liability insurance naming Landlord as an additional insured, with minimum limits of [$1,000,000] per occurrence and [$2,000,000] in the aggregate; (ii) property insurance covering all of Tenant’s trade fixtures, equipment, and personal property located within the Premises; and (iii) statutory workers' compensation insurance. B. Waiver of Subrogation: Landlord and Tenant mutually release each other from any liability for loss or damage to their respective property caused by fire or any other casualty covered by standard property insurance policies, to the extent such loss is covered by insurance, and waive any rights of subrogation. C. Indemnification: Tenant agrees to defend, indemnify, and hold harmless Landlord, its officers, directors, employees, agents, and managing partners from and against any and all claims, liabilities, losses, damages, costs, or expenses (including reasonable attorneys' fees) arising out of or resulting from: (i) Tenant's use and occupancy of the Premises; (ii) any breach or default by Tenant under this Agreement; or (iii) any negligent act or omission or willful misconduct of Tenant, its agents, employees, or invitees.

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4. Default, Termination, and Remedies

4.1 Events of Default

The occurrence of any one or more of the following events shall constitute an "Event of Default" by Tenant under this Agreement:

1. Failure by Tenant to pay any installment of Base Rent, Additional Rent, or any other monetary obligation when due, where such failure continues for a period of ten (10) business days following written notice from Landlord;
2. Failure by Tenant to observe, perform, or comply with any other non-monetary covenant, condition, or agreement in this Agreement, where such failure continues for a period of thirty (30) business days following written notice from Landlord specifying the default (provided that if the default cannot reasonably be cured within thirty (30) business days, Tenant shall not be in Default if it commences curative action within such period and diligently prosecutes the same to completion);
3. The filing of a petition by or against Tenant under the federal Bankruptcy Code or any similar state insolvency law; the appointment of a receiver, trustee, or custodian for all or a substantial part of Tenant's assets; or the making of a general assignment for the benefit of creditors;
4. The abandonment or vacation of the Premises by Tenant for a consecutive period exceeding thirty (30) days without prior written notice to Landlord; or
5. The attachment, execution, or other judicial seizure of substantially all of Tenant's assets located at the Premises or Tenant's interest in this Agreement, where such seizure is not discharged within thirty (30) days.

4.2 Landlord's Remedies

Upon the occurrence of any Event of Default, Landlord shall have the cumulative right to pursue any one or more of the following remedies, without further notice or demand:

1. Termination of Agreement: Terminate this Agreement and Tenant's right to possession of the Premises, whereupon Tenant shall immediately surrender the Premises to Landlord. Landlord may recover from Tenant all damages incurred by reason of such default, including the worth at the time of award of the unpaid Rent that would have been payable under the balance of the Term.
2. Termination of Possession Only: Terminate Tenant's right to possession of the Premises without terminating this Agreement, and re-enter and re-let the Premises or any part thereof for the account of Tenant. Tenant shall remain liable for any deficiency between the Rent reserved hereunder and the net proceeds of any re-letting.
3. Cure on Behalf of Tenant: Perform or satisfy any obligation defaulted upon by Tenant, and charge Tenant the reasonable costs and expenses incurred in connection therewith, plus interest at the maximum rate permitted by Michigan law, which amount shall be payable as Additional Rent.
4. Statutory Remedies: Pursue any and all other rights and remedies available at law or in equity under the laws of the State of Michigan, including summary proceedings for recovery of possession pursuant to Chapter 57 of the Michigan Revised Judicature Act (MCL 600.5701 et seq.).

4.3 Late Charges and Interest

If Tenant fails to pay any installment of Base Rent or Additional Rent within five (5) days after the date when due, Tenant shall pay to Landlord a late charge equal to five percent (5%) of the overdue amount to cover administrative costs. In addition, any past-due Rent shall bear interest from the due date until paid at the lesser of eighteen percent (18%) per annum or the maximum rate permitted by Michigan usury laws.

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5. Boilerplate Legal Provisions

5.1 Severability

If any provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable under applicable law, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each provision of this Agreement shall be valid and enforced to the fullest extent permitted by law.

5.2 Entire Agreement

This Agreement, together with any Exhibits and Addenda attached hereto, constitutes the entire agreement between Landlord and Tenant with respect to the subject matter hereof, and supersedes all prior and contemporaneous discussions, negotiations, proposals, letters of intent, and agreements, whether oral or written. No amendment, modification, or waiver of any provision of this Agreement shall be binding unless executed in writing by both Parties.

5.3 Force Majeure

Whenever a period of time is herein prescribed for action to be taken by Landlord or Tenant, neither Party shall be liable or responsible for, and there shall be excluded from the computation for any such period of time, any delays due to strikes, riots, acts of God, shortages of labor or materials, war, terrorist acts, governmental laws, regulations, or restrictions, pandemics, or any other causes of any kind whatsoever beyond the reasonable control of the Party failing to perform (excluding, however, financial inability or economic hardship).

5.4 Governing Law and Forum Selection

This Agreement shall be construed, interpreted, and governed by, and enforced in accordance with, the internal laws of the State of Michigan, without regard to its conflict of laws principles. Any legal action, proceeding, or arbitration arising out of or relating to this Agreement shall be instituted exclusively in the state circuit court located in [County Name] County, Michigan, or the United States District Court for the [Eastern/Western] District of Michigan. Each Party irrevocably submits to the personal jurisdiction of such courts and waives any objection based on forum non conveniens.

5.5 Notices

Any notice, demand, request, consent, or approval required or permitted under this Agreement shall be in writing and shall be deemed duly given: (i) upon personal delivery; (ii) on the next business day following dispatch if sent by a nationally recognized overnight courier service providing proof of delivery; or (iii) upon confirmation of receipt if sent by certified mail, return receipt requested, postage prepaid, addressed to the respective Parties at the addresses set forth below:

To Landlord: [Landlord Entity Name] Attn: [Contact Name / Title] [Street Address] [City, State, Zip] Email: [Email Address]

To Tenant: [Tenant Entity Name] Attn: [Contact Name / Title] [Street Address] [City, State, Zip] Email: [Email Address]

5.6 Waiver of Jury Trial

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LANDLORD AND TENANT HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PREMISES, OR THE RELATIONSHIP OF THE PARTIES HERETO.

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6. Formal Execution Block

IN WITNESS WHEREOF, the Parties hereto have caused this Commercial Lease Agreement to be duly executed by their respective authorized officers or representatives as of the Effective Date first written above.

LANDLORD:

[Landlord Entity Name], a [State of Incorporation/Organization] [Corporation/LLC]

By: [Signature]
Name: [Signatory Name]
Title: [Signatory Title]
Date: [Date]

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TENANT:

[Tenant Entity Name], a [State of Incorporation/Organization] [Corporation/LLC]

By: [Signature]
Name: [Signatory Name]
Title: [Signatory Title]
Date: [Date]