COMMERCIAL LEASE AGREEMENT

(State of Kansas)

[// GUIDANCE: This template is designed for Kansas commercial properties. Confirm local zoning ordinances, building codes, and any county-specific recording requirements before execution.]

TABLE OF CONTENTS

1. Document Header.........................................................2
2. Definitions.............................................................3
3. Lease Grant & Premises..................................................5
4. Term; Possession; Holding Over..........................................6
5. Rent; Additional Rent; Security Deposit.................................7
6. Use; Compliance; Environmental Matters..................................9
7. Repairs, Maintenance & Alterations.....................................11
8. Insurance; Waiver of Subrogation.......................................13
9. Indemnification; Liability Allocation..................................14
10. Assignment & Subletting...............................................15
11. Defaults; Remedies....................................................17
12. Condemnation; Casualty................................................20
13. Dispute Resolution; Governing Law.....................................22
14. Miscellaneous General Provisions......................................24
15. Execution Block.......................................................27

Page numbers assume final formatting.

1. DOCUMENT HEADER

Commercial Lease Agreement (“Agreement”) made effective as of [EFFECTIVE DATE] (“Effective Date”), by and between:

1. [LANDLORD LEGAL NAME], a [STATE] [ENTITY TYPE], having a principal address at [ADDRESS] (“Landlord”); and
2. [TENANT LEGAL NAME], a [STATE] [ENTITY TYPE], having a principal address at [ADDRESS] (“Tenant”).

RECITALS

A. Landlord owns the real property and improvements located at [PROPERTY ADDRESS] and more particularly described in Exhibit A (the “Property”).
B. Tenant desires to lease from Landlord, and Landlord desires to lease to Tenant, a portion of the Property identified herein upon the terms and conditions set forth below, for good and valuable consideration, the receipt and sufficiency of which are acknowledged.

NOW, THEREFORE, in consideration of the mutual covenants herein, the parties agree as follows:

2. DEFINITIONS

The following capitalized terms have the meanings indicated. Defined terms apply singular/plural and gender-neutral as the context requires.

“Additional Rent” – All monetary obligations of Tenant other than Base Rent, including but not limited to Taxes, Operating Expenses, late charges, and attorney fees payable under this Agreement.

“Applicable Law” – All present and future federal, state (including the Kansas Statutes Annotated), county, municipal and other governmental statutes, ordinances, rules, regulations, orders, and judicial decisions applicable to the Premises, including without limitation those relating to zoning, building code, accessibility, health, safety, and environmental protection.

“Base Rent” – The fixed rent payable pursuant to Section 5.1.

“Business Days” – Any day other than Saturday, Sunday, or official federal/state holidays in Kansas.

“Commencement Date” – The date identified in Section 4.1 on which the Term begins.

“Environmental Laws” – All Applicable Law relating to pollution, protection of human health or the environment, including without limitation the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. §§ 9601 et seq., the Resource Conservation and Recovery Act, 42 U.S.C. §§ 6901 et seq., and corresponding Kansas statutes and regulations.

“Event of Default” – Any occurrence described in Section 11.1.

“Hazardous Materials” – Any substance, material, or waste defined, regulated, or designated as hazardous, toxic, radioactive, or dangerous, under Environmental Laws, including petroleum products and by-products.

“Premises” – Approximately [SQUARE FOOTAGE] sq ft of rentable area known as [SUITE/UNIT NUMBER] within the Property, outlined on the floorplan attached hereto as Exhibit B.

“Rent” – Collectively, Base Rent and Additional Rent.

“Term” – The fixed term of the Lease as defined in Section 4.1, plus any exercised extension options.

3. LEASE GRANT & PREMISES

3.1 Lease Grant. Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord, together with the right to use in common with others all appurtenant areas designated by Landlord (e.g., parking areas, corridors, restrooms, loading docks), subject to the terms herein.

3.2 Quiet Enjoyment. Provided Tenant is not in default, Tenant shall peaceably and quietly have, hold, and enjoy the Premises during the Term, subject to Applicable Law and superior encumbrances existing as of the Effective Date.

3.3 Delivery “AS-IS”. Tenant accepts the Premises in its current “AS-IS” condition, without representations or warranties except as expressly stated in this Agreement. Tenant confirms it has had full opportunity to inspect the Premises. [// GUIDANCE: Add Landlord build-out obligations here if any.]

4. TERM; POSSESSION; HOLDING OVER

4.1 Term. The Term shall commence on [COMMENCEMENT DATE] and expire on [EXPIRATION DATE], unless sooner terminated pursuant to this Agreement.

4.2 Delay in Possession. If Landlord, despite commercially reasonable efforts, cannot deliver possession of the Premises on the Commencement Date, this Agreement shall remain in force; Base Rent shall abate until the date possession is delivered. Such delay shall not render Landlord liable for damages, except if caused by Landlord’s gross negligence or willful misconduct.

4.3 Holding Over. Any possession by Tenant after expiration or earlier termination shall constitute a tenancy at sufferance subject to all terms hereof except Base Rent shall equal [150–200] % of the last monthly Base Rent, plus Additional Rent. Acceptance of Rent during holdover shall not extend the Term.

5. RENT; ADDITIONAL RENT; SECURITY DEPOSIT

5.1 Base Rent. Tenant shall pay to Landlord, without set-off or deduction, Base Rent in the amount of $[AMOUNT] per month, payable in advance on or before the first (1st) day of each calendar month during the Term. [// GUIDANCE: For percentage rent structures insert additional language.]

5.2 Rent Adjustment. Commencing on the first anniversary of the Commencement Date, and on each successive anniversary, Base Rent shall increase by [CPI OR FIXED %].

5.3 Additional Rent. Tenant shall pay within thirty (30) days after demand its proportionate share (calculated by dividing the rentable square footage of the Premises by the rentable square footage of the Property) of: (a) real property taxes and assessments; (b) insurance premiums; and (c) operating, maintenance, and repair costs for common areas (collectively, “Operating Expenses”). “Operating Expenses” exclude capital expenditures except those that reduce operating costs or are required by new Applicable Law, which shall be amortized over their useful life.

5.4 Late Payment. If any Rent remains unpaid five (5) Business Days after written notice, Tenant shall pay a late fee of the greater of [5]% of the delinquent amount or $[AMOUNT], plus interest at [THE LESSER OF 12% PER ANNUM OR THE MAXIMUM LEGAL RATE] from the due date until paid.

5.5 Security Deposit. Concurrently with execution, Tenant shall deposit $[AMOUNT] with Landlord as security for Tenant’s obligations (“Security Deposit”). Landlord may (but need not) apply the Security Deposit to cure any Tenant default; Tenant shall restore the Security Deposit to its original amount within ten (10) Business Days after demand.

5.6 Application of Payments. Payments received shall be applied in the following order: (a) interest, (b) late fees, (c) Additional Rent, and (d) Base Rent.

6. USE; COMPLIANCE; ENVIRONMENTAL MATTERS

6.1 Permitted Use. The Premises shall be used solely for [SPECIFIC PERMITTED USE] and for no other purpose without Landlord’s prior written consent, which may be withheld in Landlord’s reasonable discretion.

6.2 Legal Compliance. Tenant shall, at its sole cost, comply with all Applicable Law relating to (a) Tenant’s use and occupancy, (b) the conduct of Tenant’s business, and (c) the Premises’ condition attributable to Tenant.

6.3 Environmental Compliance.
(a) Tenant shall not cause or permit any Hazardous Materials to be generated, used, treated, stored, released, or disposed of on or about the Property, except customary quantities incidental to its Permitted Use and in compliance with Environmental Laws.
(b) Tenant shall promptly notify Landlord of any actual or suspected release of Hazardous Materials or any notice of violation from a governmental authority.
(c) Tenant shall remediate, at its expense, any contamination caused by Tenant, its agents, or invitees, to Landlord’s reasonable satisfaction and in accordance with Environmental Laws.
(d) Landlord may conduct, at reasonable times and upon reasonable notice, environmental inspections of the Premises.

6.4 Kansas Brownfields or UST Disclosure. Tenant confirms it has reviewed the Kansas Department of Health and Environment databases and shall not operate underground storage tanks without prior Landlord consent and compliance with K.A.R. 28-44-16 et seq. (Underground Storage Tank regulations). [// GUIDANCE: Delete if inapplicable.]

6.5 Signage. Tenant shall not install exterior or interior signs visible from outside the Premises without Landlord’s prior written approval and compliance with all sign ordinances.

7. REPAIRS, MAINTENANCE & ALTERATIONS

7.1 Tenant Obligations. Tenant, at its expense, shall maintain the Premises (including HVAC exclusively serving the Premises), in good order and repair, ordinary wear excepted.

7.2 Landlord Obligations. Landlord shall maintain structural components (foundation, roof, exterior walls) and common areas; costs shall be included in Operating Expenses except for those attributable to casualty or condemnation.

7.3 Alterations.
(a) Tenant shall not make any alterations or improvements (“Alterations”) without Landlord’s prior written consent, which shall not be unreasonably withheld for non-structural Alterations.
(b) All Alterations shall comply with Applicable Law and be performed by licensed contractors under Landlord-approved plans.
(c) All Alterations become Landlord’s property upon installation unless Landlord requires removal and restoration at Tenant’s expense.

7.4 Liens. Tenant shall keep the Property free from mechanics’ and materialmen’s liens arising out of Alterations. Within ten (10) days after notice of a lien, Tenant shall discharge the lien or post a bond sufficient to release Landlord’s title therefrom.

8. INSURANCE; WAIVER OF SUBROGATION

8.1 Tenant Insurance. Tenant shall maintain, at its expense:
(a) Commercial General Liability insurance on an occurrence form with limits of not less than $[1,000,000] per occurrence and $[2,000,000] aggregate;
(b) Property insurance covering Tenant’s personal property and trade fixtures on an “all-risk” basis;
(c) Workers’ compensation insurance as required by Kansas law; and
(d) Business interruption insurance for at least six (6) months of Rent.

8.2 Landlord Insurance. Landlord shall maintain property insurance on the building and liability insurance for common areas; premiums are Operating Expenses.

8.3 Form; Certificates. Insurance shall name Landlord, its property manager, and mortgagee as additional insureds (except workers’ compensation), be primary and non-contributory, and be issued by insurers rated A-VIII or better by A.M. Best. Certificates evidencing coverage shall be delivered prior to occupancy and upon renewals.

8.4 Waiver of Subrogation. Each party waives, and shall cause its insurers to waive, all rights of recovery against the other for covered losses, except to the extent of deductibles.

9. INDEMNIFICATION; LIABILITY ALLOCATION

9.1 Tenant’s Indemnity. To the fullest extent permitted by law, Tenant shall indemnify, defend, and hold harmless Landlord, its affiliates, and their respective directors, officers, managers, employees, and agents (“Indemnified Parties”) from and against any and all claims, liabilities, damages, losses, costs, or expenses (including attorney fees) arising out of (a) Tenant’s use or occupancy of the Premises, (b) any act or omission of Tenant or its agents, contractors, employees, or invitees, (c) any breach of this Agreement by Tenant, or (d) any Hazardous Materials introduced to the Property by Tenant. This indemnity survives termination.

9.2 Landlord’s Indemnity. Landlord shall indemnify Tenant for damages arising from Landlord’s gross negligence or willful misconduct.

9.3 Limitation of Liability. EXCEPT FOR (a) FRAUD, (b) WILLFUL MISCONDUCT, (c) TENANT’S INDEMNITY OBLIGATIONS, OR (d) UNPAID RENT, EACH PARTY’S LIABILITY TO THE OTHER SHALL NOT EXCEED $[NEGOTIABLE CAP] IN THE AGGREGATE. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, PUNITIVE, OR SPECIAL DAMAGES. [// GUIDANCE: Delete or modify cap pursuant to negotiations.]

10. ASSIGNMENT & SUBLETTING

10.1 Consent Required. Tenant shall not assign this Agreement or sublet all or any portion of the Premises (each, a “Transfer”) without Landlord’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed. Any assignment or sublease without consent is void and constitutes an Event of Default.

10.2 Landlord Recapture. If Tenant requests to Transfer more than fifty percent (50%) of the Premises for the remainder of the Term, Landlord may elect to recapture the affected space by written notice within thirty (30) days after receiving Tenant’s request.

10.3 Conditions. Landlord may condition consent upon: (a) receipt of a fully executed Transfer instrument; (b) the proposed transferee’s net worth and business reputation being reasonably satisfactory; (c) reimbursement of Landlord’s reasonable attorneys’ fees; and (d) Tenant remaining primarily liable.

10.4 Excess Rent. Tenant shall pay Landlord fifty percent (50%) of any excess rent or other consideration received in connection with a Transfer after deducting reasonable, documented Transfer costs.

10.5 Permitted Transfers. Notwithstanding the foregoing, Tenant may assign to (a) a parent, subsidiary, or affiliate controlling, controlled by, or under common control with Tenant, or (b) a successor by merger or asset purchase of substantially all of Tenant’s assets, provided Tenant gives Landlord ten (10) Business Days’ prior written notice and the transferee assumes all obligations hereunder.

11. DEFAULTS; REMEDIES

11.1 Events of Default. The following constitute Events of Default:
(a) Failure to pay any Rent within five (5) Business Days after written notice;
(b) Failure to perform any non-monetary obligation within thirty (30) days after written notice (or such longer period as reasonably necessary if performance cannot be completed within thirty (30) days, provided Tenant commences cure within such period and diligently pursues completion);
(c) Abandonment or vacation of the Premises;
(d) Any representation or warranty herein proving materially false;
(e) Insolvency, assignment for the benefit of creditors, or commencement of bankruptcy or receivership proceedings not dismissed within sixty (60) days; or
(f) Unpermitted Transfer.

11.2 Landlord Remedies. Upon an Event of Default, Landlord may, subject to Kansas forcible detainer statutes (K.S.A. 61-3801 et seq.):
(a) Terminate this Agreement on written notice, repossess the Premises, and recover damages, including the present value of unpaid Rent for the balance of the Term, less mitigation;
(b) Re-enter and re-let the Premises for Tenant’s account, holding Tenant liable for any deficiency;
(c) Collect unpaid Rent without terminating;
(d) Pursue summary eviction proceedings, injunctive relief, and any other legal or equitable remedies; and
(e) Recover attorney fees and costs.

11.3 Tenant’s Remedies. If Landlord fails to perform any covenant and such failure continues for thirty (30) days after Tenant’s written notice, Tenant may (a) perform the covenant on Landlord’s behalf and offset reasonable, documented costs against Rent (not to exceed two months’ Base Rent in any 12-month period) or (b) seek specific performance or damages, but not consequential damages.

11.4 Mitigation. Landlord shall use commercially reasonable efforts to mitigate damages following Tenant’s default as required by Kansas law.

12. CONDEMNATION; CASUALTY

12.1 Condemnation. If more than [25]% of the Premises or access thereto is permanently taken by eminent domain, either party may terminate effective on the transfer of possession. Rent abates proportionately as of the taking. Awards belong to Landlord, except Tenant may claim relocation expenses and loss of personal property.

12.2 Casualty. If the Premises are damaged by casualty:
(a) Landlord shall, at its expense, restore the Premises to substantially the condition prior to casualty within [180] days, subject to force majeure;
(b) Rent abates from the casualty date until restoration is substantially complete in proportion to the unusable portion;
(c) If restoration is not substantially complete within said period, Tenant may terminate on thirty (30) days’ notice;
(d) Landlord may terminate if insurance proceeds are insufficient or if more than fifty percent (50%) of the building is damaged.

13. DISPUTE RESOLUTION; GOVERNING LAW

13.1 Governing Law. This Agreement is governed by and construed in accordance with the laws of the State of Kansas, without regard to conflicts of laws principles.

13.2 Forum Selection. The parties irrevocably submit to exclusive jurisdiction in the state courts located in [COUNTY], Kansas, for any suit, action, or proceeding arising out of or relating to this Agreement.

13.3 Arbitration (Optional). At either party’s election by written notice served within ten (10) Business Days after service of a complaint, disputes shall be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration shall be conducted in [CITY], Kansas before a single arbitrator experienced in commercial real estate law. Judgment upon the award may be entered in any court of competent jurisdiction.

13.4 Jury Trial Waiver (Optional). TO THE EXTENT PERMITTED BY LAW, EACH PARTY HEREBY VOLUNTARILY, KNOWINGLY, AND IRREVOCABLY WAIVES TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING UNDER OR RELATING TO THIS AGREEMENT.

13.5 Injunctive Relief. Notwithstanding arbitration or any other provision, either party may seek injunctive relief (including eviction, unlawful detainer, or forcible detainer under K.S.A. 61-3801 et seq.) from a court of competent jurisdiction to protect its interests pending final resolution.

14. MISCELLANEOUS GENERAL PROVISIONS

14.1 Notices. All notices must be in writing and delivered by (a) personal delivery, (b) certified U.S. Mail (return receipt requested), (c) nationally recognized overnight courier, or (d) email with confirmed receipt, addressed to the party at its notice address set forth below (or such other address designated by notice). Notice is effective on the earlier of receipt or first refusal.

14.2 Force Majeure. Neither party is liable for delays or failures to perform (excluding monetary obligations) due to acts of God, governmental actions, fire, flood, epidemic, war, terrorist acts, labor shortages, or other events beyond reasonable control (“Force Majeure”), provided the affected party notifies the other within ten (10) days and resumes performance promptly after cessation.

14.3 Amendment; Waiver. No amendment or waiver binds unless in writing signed by the party to be charged. One waiver is not a continuing waiver.

14.4 Successors & Assigns. This Agreement binds and inures to the benefit of the parties and their permitted successors and assigns.

14.5 Severability. If any provision is unenforceable, it is severed and the remainder enforced; the parties shall negotiate a valid replacement provision that most nearly reflects the original intent.

14.6 Entire Agreement. This Agreement, together with exhibits and addenda, constitutes the complete understanding and supersedes all prior discussions.

14.7 Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each deemed an original; signatures transmitted by PDF or electronic signature (e.g., DocuSign) are binding.

14.8 Memorandum of Lease. At either party’s request, the parties shall execute and record a short-form memorandum of lease containing no economic terms.

14.9 Authority. Each individual signing represents that he or she has full authority to bind the respective party.

14.10 Estoppel Certificates. Within ten (10) Business Days after request, Tenant shall execute an estoppel certificate confirming material terms and the absence of Landlord defaults, or specifying any defaults in detail.

14.11 Broker. Each party represents it has dealt with no broker except [BROKER NAMES OR “NONE”]. Each party indemnifies the other for any breach of this representation.

15. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties hereto have executed this Commercial Lease Agreement as of the Effective Date.

LANDLORD:
[LANDLORD LEGAL NAME]
By: ____
Name: ____
Title: ____
Date: ________

TENANT:
[TENANT LEGAL NAME]
By: ____
Name: ____
Title: ____
Date: ________

[OPTIONAL NOTARY ACKNOWLEDGMENTS]
[// GUIDANCE: Kansas does not require notarization for enforceability; however, acknowledgment may be advisable if the Lease or a Memorandum will be recorded.]

EXHIBIT A

Legal Description of Property

EXHIBIT B

Floorplan Depicting Premises

EXHIBIT C

Rules and Regulations

EXHIBIT D (Optional)

Guaranty Form

[// GUIDANCE: Customize exhibits and confirm that rules and regulations align with local ordinances and tenant mix.]