Commercial Lease Agreement

COMMERCIAL LEASE AGREEMENT

(CONNECTICUT)

CONNECTICUT DRAFTING AND FILING NOTES

1. Commercial security deposit. Connecticut Chapter 831 is directed to residential security deposits; its official chapter annotation states that Chapters 830 and 831 do not apply to commercial leases. Section 3.6 therefore requires the parties to state their negotiated commercial deposit terms rather than importing the residential escrow, interest, amount, or return rules of Conn. Gen. Stat. § 47a-21.
2. Possession after default. Conn. Gen. Stat. § 47a-23 expressly covers nonpayment when due for commercial property, requires at least three days' notice to quit, and prescribes service by a proper officer. If the occupant remains after the notice period, § 47a-23a provides for a summary-process complaint in Superior Court. This Lease does not authorize a lockout, utility shutoff, property removal, or other self-help recovery of possession.
3. Writing and third-party effect. Conn. Gen. Stat. § 52-550 generally requires a signed writing for an interest in real property and for an agreement not performable within one year, subject to the limited short-lease exception in subsection (b). Under § 47-19, a lease exceeding one year—or containing a renewal right or purchase option—is not effective against persons other than the parties and specified successors unless the lease or a qualifying notice of lease is executed, attested, acknowledged, and recorded in the same manner as a deed.
4. Electronic execution. Conn. Gen. Stat. §§ 1-268, 1-270 and 1-272 recognize electronic records and signatures for covered transactions, but only when the parties agree to transact electronically and subject to other applicable substantive and recording law.
5. Bankruptcy. The insolvency and bankruptcy filing default previously included in this form has been removed. Federal law generally prevents termination or modification of an unexpired lease solely because of an insolvency, bankruptcy-filing, or trustee/custodian clause, subject to the exceptions in 11 U.S.C. § 365.

TABLE OF CONTENTS

1. I. Document Header
2. II. Definitions
3. III. Operative Provisions
4. IV. Representations & Warranties
5. V. Covenants & Restrictions
6. VI. Default & Remedies
7. VII. Risk Allocation
8. VIII. Dispute Resolution
9. IX. General Provisions
10. X. Execution Block

I. DOCUMENT HEADER

1.1 Parties

This Commercial Lease Agreement (this “Lease”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

(a) [LANDLORD LEGAL NAME], a [STATE OF ORGANIZATION] [ENTITY TYPE], having an address at [LANDLORD ADDRESS] (“Landlord”); and
(b) [TENANT LEGAL NAME], a [STATE OF ORGANIZATION] [ENTITY TYPE], having an address at [TENANT ADDRESS] (“Tenant”).

1.2 Premises & Property

Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the following described premises (the “Premises”):
• Street Address: [PROPERTY STREET ADDRESS]
• Suite/Unit: [SUITE]
• City/County/Zip: [CITY/COUNTY/ZIP], Connecticut
• Approximate Rentable Area: [SQUARE FEET] sq. ft., together with a proportionate share of the Common Areas (collectively, the “Property”).

1.3 Term

(a) Commencement Date: [COMMENCEMENT DATE]
(b) Expiration Date: [EXPIRATION DATE]
(c) Initial Term: [NUMBER] months/years.

1.4 Consideration

In consideration of the mutual covenants contained herein and other good and valuable consideration (the receipt and sufficiency of which are acknowledged), the parties agree as follows:

II. DEFINITIONS

For ease of reference, capitalized terms are defined alphabetically below. Any term not expressly defined herein shall be interpreted in accordance with generally accepted commercial real estate usage in the State of Connecticut.

1. “Additional Rent” – All sums (other than Base Rent) payable by Tenant under this Lease, including Operating Expenses, Taxes, Late Charges, and any other reimbursable amounts.
2. “Applicable Law” – All federal, state, and local statutes, laws, ordinances, codes, regulations, and orders, including, without limitation, Connecticut environmental, building, fire-safety, health, and commercial eviction statutes, as each may be amended from time to time.
3. “Base Rent” – The fixed monthly rental payment set forth in Section 3.3.
4. “Business Days” – Any day other than Saturday, Sunday, or a Connecticut legal holiday.
5. “Common Areas” – All areas and facilities outside the Premises that are provided and designated by Landlord for the common use of Landlord, Tenant, and other occupants, including parking, sidewalks, loading areas, lobbies, and restrooms.
6. “Environmental Laws” – All Applicable Laws relating to pollution, the protection of human health or the environment, or the use, storage, handling, or disposal of Hazardous Materials.
7. “Event of Default” – Any of the events described in Section 6.1.
8. “Force Majeure” – Any cause beyond the reasonable control of the affected party, as more fully described in Section 7.6.
9. “Hazardous Materials” – Any substance, material, or waste that is regulated under Environmental Laws, including petroleum products, asbestos, PCBs, and lead-based paint.
10. “Indemnified Parties” – Collectively, Landlord and its affiliates, partners, officers, directors, members, managers, agents, and employees.
11. “Operating Expenses” – All costs and expenses incurred by Landlord in connection with the ownership, operation, management, maintenance, and repair of the Property, as further defined in Section 3.4.
12. “Security Deposit” – The amount specified in Section 3.6.

III. OPERATIVE PROVISIONS

3.1 Lease Grant

Subject to the terms of this Lease, Landlord leases the Premises to Tenant, together with the right to use, in common with others, the Common Areas, for the Term set forth in Section 1.3.

3.2 Permitted Use

Tenant shall use the Premises solely for [PERMITTED BUSINESS USE] and for no other purpose without Landlord’s prior written consent, which consent [may / shall not unreasonably] be withheld, conditioned, or delayed.

3.3 Rent

(a) Base Rent Schedule
• Lease Months 1-[NUMBER]: $[AMOUNT] per month
• Escalations: [ANNUAL ESCALATION PERCENTAGE OR FORMULA]

(b) Payment
Base Rent shall be payable, in advance, on or before the first (1st) day of each calendar month, without notice, set-off, or deduction, to [PAYEE NAME AND ADDRESS / ACH DETAILS].

(c) Late Charge & Interest
If any installment of Rent remains unpaid five (5) Business Days after its due date, Tenant shall pay a late charge equal to the lesser of five percent (5%) of the overdue amount or the maximum lawful rate, plus interest at [INTEREST RATE]% per annum from the due date until paid.

3.4 Additional Rent – Operating Expenses & Taxes

Tenant shall pay, as Additional Rent, Tenant’s Proportionate Share ([PERCENTAGE]%) of Operating Expenses and real estate Taxes, payable in monthly estimated installments subject to annual reconciliation.

3.5 Utilities

Tenant shall contract for and pay directly all utilities serving the Premises, including electricity, gas, water, sewer, telecommunications, and trash removal.

3.6 Security Deposit

Concurrent with Tenant’s execution of this Lease, Tenant shall deposit with Landlord the sum of $[SECURITY DEPOSIT AMOUNT] (the “Security Deposit”) as security for Tenant’s faithful performance. The parties select and state the negotiated commercial deposit terms below:

• Account treatment: [COMMINGLED WITH LANDLORD FUNDS / SEGREGATED ACCOUNT / OTHER: ______]
• Interest: [NONE / RATE OR INDEX: ______]
• Permitted deductions: [UNPAID RENT, REPAIR COSTS BEYOND ORDINARY WEAR, AND OTHER ACTUAL LEASE DAMAGES / OTHER: ______]
• Return and itemization deadline after surrender and final accounting: [NUMBER] days

No provision of this Section imports residential security-deposit requirements into this commercial Lease. Counsel shall revise these terms if the Premises include any residential use or another law, lender requirement, or cash-management arrangement applies.

3.7 Condition & Delivery of Premises

(a) AS-IS Delivery. Tenant accepts the Premises in its then-“AS IS” condition, subject to all Applicable Laws.
(b) Landlord Work (if any): [DESCRIBE / “None”].
(c) Tenant Improvements: Tenant may construct improvements in accordance with plans approved by Landlord in writing and all Applicable Laws.

3.8 Conditions Precedent

Landlord’s obligations are expressly conditioned on: (i) delivery of the Security Deposit, (ii) issuance of any required governmental permits to Tenant, and (iii) delivery of insurance certificates as required under Section 7.4.

IV. REPRESENTATIONS & WARRANTIES

4.1 Mutual Representations

Each party represents and warrants that:
(a) it is duly organized, validly existing, and in good standing under the laws of its state of organization;
(b) it has full power and authority to enter into and perform this Lease;
(c) this Lease has been duly authorized, executed, and delivered and constitutes a valid and binding obligation enforceable in accordance with its terms; and
(d) its execution and performance of this Lease will not violate any charter documents, judgment, or contractual restriction binding on it.

4.2 Landlord Representations

Landlord further represents that it holds good and marketable fee title (or leasehold title, as applicable) to the Property and has the right to lease the Premises to Tenant, free of any encumbrances that would materially interfere with Tenant’s use and enjoyment.

4.3 Tenant Representations

Tenant further represents that:
(a) it shall operate the Premises in compliance with all Applicable Laws and Environmental Laws;
(b) the financial and organizational information that Tenant has delivered in response to Landlord’s written requests is accurate in all material respects as of the date delivered, subject to any written updates; and
(c) Tenant has disclosed to Landlord all Hazardous Materials historically used, stored, or generated at the Premises by Tenant or its affiliates.

V. COVENANTS & RESTRICTIONS

5.1 Affirmative Covenants

Tenant shall:
(a) Maintain the Premises in first-class condition, reasonable wear and tear excepted;
(b) Keep the Premises in a clean, sanitary, and safe condition;
(c) Obtain, maintain, and comply with all permits, licenses, and approvals required for Tenant’s use;
(d) Promptly comply with all Applicable Laws, including Connecticut building, fire, accessibility, and Environmental Laws;
(e) Allow Landlord and its representatives reasonable access to the Premises upon twenty-four (24) hours’ notice (except in emergencies) for inspection, maintenance, or to exhibit the Premises to prospective purchasers, lenders, or tenants.

5.2 Negative Covenants

Tenant shall not:
(a) Use or permit the Premises to be used for any unlawful or disreputable purpose;
(b) Create any nuisance or unreasonable interference with other occupants;
(c) Allow any lien to attach to the Property arising from Tenant’s acts or omissions;
(d) Permit the release of any Hazardous Materials, except in strict compliance with Environmental Laws;
(e) Assign this Lease or sublet all or any portion of the Premises except in strict accordance with Section 9.2.

5.3 Environmental Compliance

(a) Tenant Obligations. Tenant shall (i) comply with all Environmental Laws, (ii) keep the Premises free of Hazardous Materials except as customary for the Permitted Use and in compliance with Environmental Laws, and (iii) at Tenant’s sole cost, promptly remediate any environmental condition caused or aggravated by Tenant.
(b) Landlord Inspection Rights. Landlord may, upon reasonable notice, conduct environmental inspections or audits. Tenant shall reimburse Landlord for any inspection costs reasonably incurred due to Tenant’s breach.
(c) Survival. Tenant’s obligations under this Section 5.3 shall survive the expiration or earlier termination of this Lease.

VI. DEFAULT & REMEDIES

6.1 Events of Default

The occurrence of any of the following shall constitute an “Event of Default”:

1. Tenant’s failure to pay any Rent when due, which failure continues for five (5) Business Days after written notice from Landlord;
2. Tenant’s failure to observe or perform any non-monetary covenant within thirty (30) days after written notice (or such longer period as is reasonably necessary so long as Tenant commences cure within such 30-day period and diligently pursues completion);
3. Tenant’s abandonment or vacation of the Premises;
4. Any material misrepresentation by Tenant in this Lease or in any document delivered pursuant hereto.

No insolvency, financial-condition, bankruptcy-filing, or trustee/custodian event is an automatic Event of Default under this Lease. The parties’ rights in any bankruptcy or insolvency proceeding are governed by applicable federal and state law, including 11 U.S.C. § 365.

6.2 Landlord Remedies

Upon an Event of Default, Landlord may exercise the following remedies only in the sequence and manner permitted by Applicable Law:
(a) Lease and Statutory Notices: Deliver any contractual default or termination notice required by this Lease and, when possession is sought, cause a proper officer to serve the notice to quit required by Conn. Gen. Stat. § 47a-23 using the statutory ground and service method applicable at that time;
(b) Summary Process: After the statutory notice period expires, initiate a summary-process action under Conn. Gen. Stat. § 47a-23a and seek possession and any other relief the court may lawfully award. Landlord may recover actual possession only through lawful court process;
(c) Contract Damages: Seek unpaid Rent and other proven damages under this Lease. Any claim for future Rent is subject to the Lease language a court finds enforceable, present-value adjustment, any applicable mitigation duty, required offsets and credits, and other Applicable Law; this Section does not create an automatic or self-executing acceleration;
(d) Cure and Performance Costs: Perform a Tenant obligation other than surrendering possession, at Tenant’s reasonable expense, and charge the recoverable cost as Additional Rent. This remedy does not authorize a lockout, utility shutoff, removal or detention of Tenant’s property, or any other self-help recovery of possession;
(e) Interest & Late Charges: Continue to accrue under Section 3.3(c);
(f) Attorney Fees & Costs: Recover all reasonable attorney fees, expert fees, and court costs;
(g) Other Remedies: Exercise any and all other rights available at law or in equity.

6.3 Tenant Remedies

Provided Tenant is not in default, Tenant may pursue any rights and remedies available at law or equity, subject to the limitations of this Lease, after providing Landlord with written notice and a minimum thirty-(30-)day cure period for any Landlord default.

VII. RISK ALLOCATION

7.1 Indemnification (Tenant Use Indemnity)

Tenant shall indemnify, defend, and hold harmless the Indemnified Parties from and against any and all claims, damages, liabilities, losses, fines, penalties, costs, and expenses (including reasonable attorney fees) arising out of or relating to: (a) Tenant’s use, occupancy, or maintenance of the Premises; (b) any act or omission of Tenant, its employees, contractors, invitees, or agents; or (c) any breach of this Lease by Tenant, except to the extent caused by the gross negligence or willful misconduct of Landlord.

7.2 Limitation of Liability

Landlord’s cumulative liability to Tenant for any and all claims arising under this Lease shall not exceed [CAP AMOUNT OR “NO CAP”], excluding claims arising from Landlord’s gross negligence or willful misconduct or amounts recoverable under Landlord’s insurance. Under no circumstances shall either party be liable for special, consequential, or punitive damages except as expressly provided herein.

7.3 Waiver of Subrogation

Each party waives, and shall cause its insurers to waive, all rights of subrogation against the other to the extent such loss or damage is covered by insurance required under this Lease.

7.4 Insurance

(a) Tenant Insurance: Tenant shall maintain throughout the Term:

1. Commercial General Liability – at least $[MINIMUM COVERAGE] per occurrence and $[AGGREGATE] aggregate;
2. Property Insurance – “all-risk” coverage on Tenant’s property and improvements at full replacement cost;
3. Workers’ Compensation – statutory limits; and
4. Pollution Legal Liability (if applicable).
   (b) Landlord Insurance: Landlord shall maintain property and liability coverage consistent with Connecticut industry standards for comparable properties.
   (c) Certificates: Each party shall deliver insurance certificates evidencing required coverage, naming the other party and any Mortgagee as additional insureds where applicable.

7.5 Casualty & Condemnation

Provisions governing reconstruction, rent abatement, and termination rights upon casualty or taking shall be as set forth in [ATTACHMENT “C” / INSERT SECTIONS].

7.6 Force Majeure

Neither party shall be deemed in default for failure or delay in performing its obligations (except for Tenant’s monetary obligations) due to acts of God, governmental actions, terrorism, labor disputes, shortages, or any cause beyond its reasonable control; provided, however, that the affected party shall promptly notify the other in writing and use diligent efforts to resume performance.

VIII. DISPUTE RESOLUTION

8.1 Governing Law

This Lease shall be governed by and construed in accordance with the internal laws of the State of Connecticut, without regard to conflict-of-laws rules.

8.2 Forum Selection

Except for statutory possession proceedings, each party irrevocably submits to the exclusive jurisdiction of the state courts located in [JUDICIAL DISTRICT OR GEOGRAPHICAL AREA], Connecticut (and, when federal subject-matter jurisdiction exists, the federal courts located in the District of Connecticut) for any action arising out of or relating to this Lease. A summary-process action shall be brought in the Connecticut Superior Court venue prescribed by Conn. Gen. Stat. § 47a-23a(b), and no forum-selection or arbitration provision in this Lease changes that statutory procedure.

8.3 Optional Arbitration

If the parties elect arbitration by initialing below, any dispute (other than a notice-to-quit, summary-process or other possession proceeding, or a request for provisional equitable relief) shall be resolved through binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association, conducted in [CITY], Connecticut. Judgment on the award may be entered in any court of competent jurisdiction.

Landlord Initials: ______ Tenant Initials: ______

8.4 Jury Waiver (Optional)

IF AND ONLY IF INITIALLED BELOW, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THIS LEASE.

Landlord Initials: ______ Tenant Initials: ______

8.5 Injunctive Relief

Either party may request provisional or permanent equitable relief otherwise available under Applicable Law for a non-possession matter. Nothing in this Section authorizes ejectment, summary possession, or recovery of the Premises outside the notice-to-quit, summary-process, judgment, and execution procedures required by Applicable Law.

IX. GENERAL PROVISIONS

9.1 Amendments & Waivers

No amendment or waiver of any provision of this Lease shall be effective unless in a writing signed by both parties. One party’s waiver of a breach shall not be deemed a waiver of any subsequent breach.

9.2 Assignment & Subletting

Tenant shall not, without Landlord’s prior written consent, assign, mortgage, pledge, or otherwise transfer this Lease or sublet all or any part of the Premises, whether voluntarily, involuntarily, or by operation of law. Landlord’s consent shall [may / shall not unreasonably] be withheld, conditioned, or delayed. Any change of control of Tenant shall constitute a prohibited assignment unless otherwise consented to by Landlord.

9.3 Successors & Assigns

Subject to Section 9.2, this Lease shall inure to the benefit of, and be binding upon, the parties and their respective heirs, legal representatives, successors, and permitted assigns.

9.4 Severability

If any provision of this Lease is determined to be invalid or unenforceable under Applicable Law, the remaining provisions shall remain in full force and effect, and the invalid provision shall be deemed modified to the minimum extent necessary to render it enforceable.

9.5 Entire Agreement

This Lease (including all exhibits, schedules, and addenda) constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, or agreements, whether written or oral.

9.6 Counterparts & Electronic Signatures

This Lease may be executed in multiple counterparts, all of which together shall constitute one instrument. If each party agrees to conduct this transaction electronically, electronic records and signatures may be used to the extent permitted by Conn. Gen. Stat. §§ 1-268, 1-270 and 1-272 and other Applicable Law. Electronic execution does not dispense with any attestation, acknowledgment, original-document, or recording formality that otherwise applies.

9.7 Notices

Contractual notices under this Lease shall be in writing and delivered (i) by hand with signed receipt, (ii) by nationally recognized overnight courier, or (iii) by certified mail, return receipt requested, postage prepaid, to the parties at their addresses set forth in Section 1.1 (or such other address designated by notice). A contractual notice shall be deemed given on the earlier of actual receipt or the date delivery is first attempted. This Section does not govern a notice to quit, summons, complaint, execution, or other notice or process for which Applicable Law prescribes a form, timing, service officer, or service method; those legal requirements control.

9.8 Writing; Notice of Lease; Recording

The parties intend this signed Lease to constitute their written agreement. If the Term exceeds one year, this Lease provides a renewal right, or this Lease includes an option to purchase, the parties shall select one of the following after review by Connecticut real-estate counsel and any title insurer or lender:

• ☐ Record the full Lease.
• ☐ Prepare and record a notice of lease containing every item required by Conn. Gen. Stat. § 47-19.
• ☐ Do not record, after receiving advice concerning the Lease’s effect against third parties.

Any Lease or notice of lease submitted for recording must be executed, attested by two witnesses, acknowledged, and otherwise prepared for recording in the manner required by Conn. Gen. Stat. §§ 47-5 and 47-19 and applicable town-clerk requirements.

X. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties have caused this Lease to be executed as of the Effective Date.

RECORDING EXECUTION ADDENDUM

Complete this addendum for each party whose execution must be attested and acknowledged for recording. Use the acknowledgment form appropriate to the signer’s individual or representative capacity.

Landlord acknowledgment: [ATTACH CONNECTICUT-COMPLIANT NOTARIAL ACKNOWLEDGMENT]

Tenant acknowledgment: [ATTACH CONNECTICUT-COMPLIANT NOTARIAL ACKNOWLEDGMENT]

OFFICIAL SOURCES VERIFIED

• Connecticut General Assembly — 2026 Supplement, Chapter 832 (§ 47a-23)
• Connecticut General Assembly — Chapter 832 (§ 47a-23a)
• Connecticut General Assembly — Chapter 833 (§ 47a-43)
• Connecticut General Assembly — Chapter 831 (§ 47a-21 and commercial-lease annotations)
• Connecticut General Assembly — Chapter 821 (§§ 47-5 and 47-19)
• Connecticut General Assembly — Chapter 923 (§ 52-550)
• Connecticut General Assembly — Chapter 15 (§§ 1-268, 1-270 and 1-272)
• Office of the Law Revision Counsel — 11 U.S.C. § 365