Commercial Lease Agreement Template Ontario

COMMERCIAL LEASE AGREEMENT TEMPLATE ONTARIO

1. DOCUMENT PREAMBLE & RECITALS

THIS COMMERCIAL LEASE AGREEMENT (the "Lease") is made and entered into as of this [Day] day of [Month], [Year] (the "Effective Date"), by and between:

LANDLORD: [Landlord Legal Name], a corporation incorporated under the laws of the Province of Ontario, having its principal place of business at [Landlord Address] (hereinafter referred to as the "Landlord"),

-and-

TENANT: [Tenant Legal Name], a corporation incorporated under the laws of the Province of [Jurisdiction], having its principal place of business at [Tenant Address] (hereinafter referred to as the "Tenant").

RECITALS:

WHEREAS the Landlord is the registered owner of the real property and premises situated in the Province of Ontario, municipally known as [Street Address, City, Ontario, Postal Code] (the "Building");

WHEREAS the Landlord desires to lease to the Tenant, and the Tenant desires to lease from the Landlord, the premises located within the Building, subject to the terms, covenants, and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual covenants, obligations, and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, the Parties covenant and agree as follows:

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2. OPERATIONAL DEFINITIONS

For the purposes of this Lease, except as otherwise expressly provided or unless the context otherwise requires, the following terms shall have the respective meanings set forth below:

1. "Additional Rent" means all sums of money, other than Base Rent, payable by the Tenant to the Landlord pursuant to this Lease, including, without limitation, the Tenant's Proportionate Share of Operating Costs, Realty Taxes, utilities, and any other charges or impositions specified herein.
2. "Base Rent" means the annual fixed rent payable by the Tenant to the Landlord as set forth in Section 3.2, exclusive of applicable taxes.
3. "Commencement Date" means [Commencement Date, e.g., November 1, 2023], subject to adjustment pursuant to Section 3.1.
4. "Common Areas" means all areas, facilities, and improvements within the Building and the land upon which it is situated provided by the Landlord for the common use and enjoyment of the tenants of the Building and their respective employees, agents, customers, and invitees, including lobbies, hallways, elevators, parking areas, and sidewalks.
5. "Default" means any breach, failure, or omission by either Party to observe, perform, or comply with any covenant, term, or condition of this Lease.
6. "Interest Rate" means the prime commercial lending rate of the Landlord’s primary financial institution plus [Number, e.g., four (4)] percent per annum, calculated daily and compounded monthly.
7. "Leased Premises" means that portion of the Building outlined on the floor plan attached hereto as Schedule "A", comprising approximately [Number] square feet of rentable area.
8. "Operating Costs" means the total reasonable costs and expenses incurred or borne by the Landlord in operating, maintaining, managing, repairing, and policing the Building and Common Areas in accordance with standard commercial real estate practices in Ontario.
9. "Realty Taxes" means all taxes, rates, duties, levies, and assessments (including local improvement rates) of every kind and nature whatsoever assessed, rated, charged, or imposed upon or in respect of the Building and the lands upon which it is situated by any lawful taxing authority.
10. "Security Deposit" means the sum of [Dollar Amount ($0.00)] deposited by the Tenant with the Landlord pursuant to Section 3.4 as security for the full and faithful performance of the Tenant's obligations under this Lease.
11. "Term" means the period commencing on the Commencement Date and expiring on [Expiry Date, e.g., October 31, 2028], unless sooner terminated in accordance with the provisions of this Lease.

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3. SUBSTANTIVE TERMS & OBLIGATIONS

3.1 Grant and Term

The Landlord hereby leases the Leased Premises to the Tenant, and the Tenant hereby takes and leases the Leased Premises from the Landlord, for and during the Term, to be used and occupied solely for the Permitted Use set forth in Section 3.3, subject to and upon the terms and conditions contained herein. The Term shall commence on the Commencement Date and shall end on the Expiry Date.

3.2 Rent and Payment Mechanics

1. Base Rent: The Tenant shall pay to the Landlord Base Rent during the Term in equal monthly installments of [Dollar Amount ($0.00)], payable in advance on the first (1st) day of each and every calendar month, without any prior demand, deduction, set-off, or abatement whatsoever.
2. Additional Rent: The Tenant shall pay as Additional Rent the Tenant's Proportionate Share ([Percentage, e.g., 15.5%]) of all Operating Costs and Realty Taxes. Additional Rent shall be estimated annually by the Landlord and paid in equal monthly installments concurrently with the Base Rent. Within one hundred twenty (120) days following the end of each calendar year, the Landlord shall provide a reconciliation statement; any overpayment shall be credited against future installments of Additional Rent, and any underpayment shall be paid by the Tenant within thirty (30) days of receipt of the statement.
3. Applicable Taxes: The Tenant shall pay and be liable for all Harmonized Sales Tax (HST), Goods and Services Tax (GST), and any other sales, use, or municipal taxes levied upon or in respect of the Base Rent, Additional Rent, and other sums payable hereunder.
4. Late Payment: Any rent or other sum not paid when due shall bear interest at the Interest Rate from the date due until paid in full, without prejudice to any other remedies of the Landlord.

3.3 Permitted Use and Restrictions

1. Permitted Use: The Leased Premises shall be used and occupied strictly and solely for [Specify Permitted Use, e.g., general corporate administrative offices and professional services] and for no other purpose whatsoever.
2. Compliance with Laws: The Tenant shall, at its sole cost and expense, promptly comply with all applicable federal, provincial (including Ontario municipal bylaws and the Occupational Health and Safety Act), and municipal laws, ordinances, regulations, and codes relating to the Leased Premises and the Tenant's specific business operations.
3. Nuisance and Waste: The Tenant shall not commit, suffer, or permit any waste, nuisance, or hazardous activity upon the Leased Premises or the Common Areas, nor interfere with the quiet enjoyment of other tenants in the Building.

3.4 Security Deposit

Upon the execution of this Lease, the Tenant shall deposit with the Landlord the Security Deposit as security for the faithful performance of all terms, covenants, and conditions of this Lease. The Landlord may apply all or part of the Security Deposit to cure any Default by the Tenant. If the Landlord applies any portion thereof, the Tenant shall restore the Security Deposit to its original amount within ten (10) business days of written demand. The Security Deposit, less any lawful deductions, shall be returned to the Tenant without interest within thirty (30) days following the expiration of the Term and the delivery of vacant possession of the Leased Premises to the Landlord.

3.5 Maintenance, Repairs, and Alterations

1. Landlord's Obligations: The Landlord shall maintain, repair, and replace the structural elements of the Building, the foundation, exterior walls, roof, and the mechanical, electrical, plumbing, and HVAC systems serving the Building in a good and workmanlike condition, except to the extent that such maintenance or repair is required due to the negligence or willful misconduct of the Tenant.
2. Tenant's Obligations: The Tenant shall, at its sole cost and expense, maintain the interior of the Leased Premises in a clean, safe, sanitary, and good condition, performing all minor interior repairs necessary to maintain the Leased Premises in the state they were in as of the Commencement Date, reasonable wear and tear excepted.
3. Alterations: The Tenant shall not make any structural alterations, additions, or improvements to the Leased Premises without the prior written consent of the Landlord, which consent shall not be unreasonably withheld. All non-structural alterations shall comply with all applicable building codes and require prior written notice to the Landlord.

3.6 Insurance and Indemnification

1. Tenant's Insurance: The Tenant shall, at its sole expense, take out and maintain throughout the Term:
   • Commercial General Liability (CGL) insurance with a limit of not less than [Dollar Amount, e.g., $5,000,000] per occurrence, naming the Landlord as an additional insured.
   • All-risk property insurance covering all of the Tenant's trade fixtures, furniture, equipment, and leasehold improvements located within the Leased Premises for full replacement cost.
2. Indemnification: The Tenant shall indemnify and save harmless the Landlord from and against any and all claims, actions, damages, liabilities, and expenses (including legal fees on a solicitor-and-client basis) arising from injury to persons or damage to property occurring within the Leased Premises or resulting from any act, neglect, or default of the Tenant, its employees, agents, 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" under this Lease:

1. Failure to Pay Rent: The Tenant fails to pay any installment of Base Rent, Additional Rent, or any other monetary obligation within five (5) business days after the same becomes due.
2. Covenant Breach: The Tenant fails to observe, perform, or comply with any other term, covenant, or condition of this Lease, and such failure continues for a period of thirty (30) business days after written notice thereof has been given by the Landlord to the Tenant (provided that if the nature of the default is such that it cannot reasonably be cured within thirty (30) business days, the Tenant shall not be in Default if it commences to cure within such period and diligently prosecutes the same to completion).
3. Bankruptcy/Insolvency: The Tenant makes an assignment for the benefit of creditors, files a petition in bankruptcy, is adjudicated bankrupt or insolvent, seeks relief under the Companies' Creditors Arrangement Act (CCAA) or the Bankruptcy and Insolvency Act (BIA), or if a receiver or trustee is appointed for all or substantially all of the Tenant's assets.
4. Abandonment: The Tenant vacates or abandons the Leased Premises for a consecutive period exceeding thirty (30) days without the prior written consent of the Landlord.

4.2 Landlord's Remedies

Upon the occurrence of an Event of Default, the Landlord may, at its option and without prejudice to any other rights or remedies available at law or in equity, exercise any or all of the following remedies:

1. Termination: Terminate this Lease upon written notice to the Tenant, whereupon the Term shall immediately cease and determine, and the Tenant shall immediately yield up vacant possession of the Leased Premises to the Landlord.
2. Re-entry: Re-enter the Leased Premises and expel the Tenant and any persons claiming under the Tenant, and remove all property therefrom, without being deemed guilty of any manner of trespass or conversion.
3. Re-letting: Re-let the Leased Premises or any part thereof for such rent and upon such terms as the Landlord may reasonably determine, applying the proceeds first toward the costs of re-entry and re-letting, then to the payment of rent and other sums due hereunder, with the Tenant remaining liable for any deficiency.
4. Cure by Landlord: Perform any obligation the Tenant has failed to perform, and charge the reasonable costs thereof, together with administrative overhead and interest at the Interest Rate, to the Tenant as Additional Rent, payable on demand.

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5. BOILERPLATE LEGAL PROVISIONS

5.1 Severability

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

5.2 Entire Agreement

This Lease, including all schedules and exhibits attached hereto, constitutes the entire agreement between the Landlord and the Tenant relating to the subject matter hereof. There are no collateral agreements, representations, warranties, or understandings, whether oral or written, express or implied, existing between the Parties that are not fully expressed herein. This Lease may only be amended, modified, or supplemented by a written instrument executed by both Parties.

5.3 Force Majeure

Neither Party shall be liable for any failure or delay in the performance of its obligations under this Lease (excluding monetary obligations) if and to the extent such failure or delay is caused by acts of God, war, terrorism, civil unrest, strikes, lockouts, labor disputes, fire, flood, utility failures, government restrictions, or any other cause beyond the reasonable control of the affected Party (a "Force Majeure Event"), provided that the affected Party gives prompt written notice to the other Party and uses commercially reasonable efforts to mitigate the effects of the Force Majeure Event.

5.4 Governing Law and Attornment

This Lease shall be governed by, interpreted, and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. The Parties hereby irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Ontario sitting in the judicial district of [City/Region, e.g., Toronto] for the resolution of any dispute arising out of or relating to this Lease.

5.5 Dispute Resolution

In the event of any dispute, controversy, or claim arising out of or relating to this Lease, the Parties shall first attempt in good faith to resolve the matter through senior management negotiations. If the dispute is not resolved within fifteen (15) business days of written notice of the dispute by either Party, the Parties agree to submit the matter to non-binding mediation administered by a mutually agreed mediator in Ontario. If mediation fails to resolve the dispute within thirty (30) days of the appointment of the mediator, either Party may commence legal proceedings in the courts of Ontario.

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6. FORMAL EXECUTION BLOCK

IN WITNESS WHEREOF, the Parties hereto have executed this Commercial Lease Agreement under seal by their duly authorized officers as of the Effective Date first written above.

LANDLORD:

[Landlord Legal Name]

Per: _____________________________________
Name: [Signatory Name]
Title: [Signatory Title, e.g., President]
Date: [Date]
(I/We have the authority to bind the Corporation)

TENANT:

[Tenant Legal Name]

Per: _____________________________________
Name: [Signatory Name]
Title: [Signatory Title, e.g., Chief Executive Officer]
Date: [Date]
(I/We have the authority to bind the Corporation)