COMMERCIAL LEASE AGREEMENT

(Nevada)

[// GUIDANCE: This template is drafted for commercial (non-residential) property located in the State of Nevada. It is intentionally comprehensive and uses defensive-drafting techniques. Bracketed items identify variables counsel should customize. All section cross-references are designed to update automatically in modern word-processing programs when numbered-paragraph fields are used.]

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Operative Provisions
    3.1 Grant of Lease & Premises
    3.2 Term; Commencement & Expiration
    3.3 Rent & Additional Rent
    3.4 Security Deposit
    3.5 Use; Compliance With Laws
    3.6 Maintenance, Repairs & Alterations
4. Representations & Warranties
5. Covenants & Restrictions
6. Default & Remedies
7. Risk Allocation
    7.1 Indemnification
    7.2 Limitation of Liability
    7.3 Insurance
    7.4 Force Majeure
8. Dispute Resolution
9. General Provisions
10. Execution Block

1. DOCUMENT HEADER

Commercial Lease Agreement (this “Agreement”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between [LANDLORD LEGAL NAME], a [STATE] [ENTITY TYPE] (“Landlord”) and [TENANT LEGAL NAME], a [STATE] [ENTITY TYPE] (“Tenant”).

1.1 Recitals

A. Landlord is the fee owner of certain real property commonly known as [PREMISES ADDRESS], more particularly described in Exhibit A (the “Premises”), located in the State of Nevada.
B. Tenant desires to lease the Premises from Landlord, and Landlord is willing to lease the Premises to Tenant, upon the terms and conditions herein.
C. For good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows.

2. DEFINITIONS

The following terms are defined alphabetically and shall have the meanings set forth below. Defined terms appear in initial-capital letters throughout this Agreement.

“Additional Rent” – Any monetary obligations of Tenant other than Base Rent, including without limitation Taxes, Operating Expenses, late charges, and reimbursements.
“Base Rent” – The fixed rent payable pursuant to Section 3.3(a).
“Business Day” – Any day other than Saturday, Sunday, or a Nevada state or federal holiday.
“Environmental Laws” – All applicable federal, state, or local statutes, regulations, ordinances, and common-law duties relating to protection of health, safety, or the environment, including, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. § 9601 et seq., and any successor statutes.
“Event of Default” – Any of the occurrences listed in Section 6.1.
“Force Majeure” – Any cause beyond the reasonable control of a party, as further described in Section 7.4.
“Hazardous Substance” – Any substance regulated under Environmental Laws, including petroleum products.
“Nevada Commercial Tenancy Law” – Nevada Revised Statutes, chapter 118C (2023).
“Operating Expenses” – All commercially reasonable expenses incurred by Landlord in owning, operating, maintaining, and repairing the Project, as more fully defined in Section 3.3(c).
“Project” – The building(s) and related common areas of which the Premises form a part, as identified on Exhibit A.
“Taxes” – All real property taxes, assessments, and similar governmental charges imposed on, or allocable to, the Project.

[// GUIDANCE: Add or delete definitions as necessary for the specific transaction.]

3. OPERATIVE PROVISIONS

3.1 Grant of Lease & Premises

Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the Premises, together with the non-exclusive right to use all appurtenant common areas, subject to the terms of this Agreement.

3.2 Term; Commencement & Expiration

(a) “Term” – [NUMBER] years (plus any partial month), commencing on [COMMENCEMENT DATE] (“Commencement Date”) and expiring on [EXPIRATION DATE] (“Expiration Date”), unless sooner terminated.
(b) Renewal Options – [YES/NO]. If yes, see Rider 1.
(c) Early Access – [YES/NO], on the conditions set forth in Rider 2.

3.3 Rent & Additional Rent

(a) Base Rent. Tenant shall pay Landlord Base Rent in the following amounts, due in advance on or before the first day of each calendar month:

[// GUIDANCE: Expand table for multi-year escalations.]

(b) Payment Mechanics. All Rent shall be paid in legal U.S. funds to [PAYEE NAME & ADDRESS] or as otherwise directed in writing by Landlord, without set-off or deduction, via [ACH/WIRE/CHECK].
(c) Additional Rent: Taxes & Operating Expenses. Commencing on the Commencement Date, Tenant shall pay its Pro Rata Share ([PERCENTAGE]%) of Taxes and Operating Expenses within 30 days after Landlord’s statement.
(d) Late Charges & Interest. Any Rent not paid within five (5) days after its due date shall bear interest at the lesser of (i) 10% per annum or (ii) the maximum rate permitted by applicable law, and be subject to a late charge of 5% of the overdue amount.
(e) Net Lease. This is intended to be a [GROSS/TRIPLE-NET/MODIFIED NET] lease, and except as expressly provided herein, Landlord shall have no obligation to bear any cost relating to the Premises or Tenant’s use thereof.

3.4 Security Deposit

Upon execution hereof, Tenant shall deposit [AMOUNT] (“Security Deposit”) with Landlord as security for Tenant’s performance. Landlord may, without prejudice to other remedies, apply all or any portion of the Security Deposit to cure an Event of Default. Any unapplied balance shall be returned within 30 days after Tenant vacates the Premises in accordance with this Agreement.

3.5 Use; Compliance With Laws

(a) Permitted Use. The Premises shall be used solely for [PERMITTED USE DESCRIPTION] and for no other purpose without Landlord’s prior written consent, which may be withheld in Landlord’s reasonable discretion.
(b) Legal Compliance. Tenant shall, at its sole cost, comply with all applicable Laws (including the Nevada Commercial Tenancy Law) and all covenants, conditions, and restrictions of record, and shall obtain and maintain all licenses and permits required for its operations.
(c) Prohibited Activities. Tenant shall not (i) create a nuisance or commit waste; (ii) use the Premises for any unlawful or unsafe purpose; or (iii) store or dispose of Hazardous Substances except in de minimis quantities customarily used in similar operations and in compliance with Environmental Laws.

3.6 Maintenance, Repairs & Alterations

(a) Tenant Obligations. Tenant, at its sole expense, shall keep and maintain the interior, non-structural portions of the Premises in first-class condition, including but not limited to HVAC servicing, interior lighting, and plumbing.
(b) Landlord Obligations. Landlord shall maintain the roof, structural elements, foundation, and common areas, the cost of which shall be included in Operating Expenses unless expressly excluded.
(c) Alterations. Tenant shall not make any Alterations without Landlord’s prior written consent except for non-structural Alterations costing less than [THRESHOLD] in any 12-month period. All Alterations shall be performed in a good and workmanlike manner and shall become Landlord’s property upon installation unless otherwise agreed in writing.
(d) Mechanics’ Liens. Tenant shall keep the Premises free from liens and shall bond or discharge any lien within ten (10) Business Days after written notice.

4. REPRESENTATIONS & WARRANTIES

4.1 Mutual

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 execute and deliver this Agreement and perform its obligations;
(c) The execution and performance of this Agreement do not violate any agreement binding on such party; and
(d) This Agreement constitutes the valid and binding obligation of such party enforceable in accordance with its terms.

4.2 Landlord Specific

Landlord further represents that, to Landlord’s knowledge as of the Effective Date:
(a) Landlord holds good and marketable fee title to the Premises, free of monetary liens other than those of record;
(b) There is no pending condemnation or zoning action materially affecting the Premises; and
(c) The Premises is zoned to permit the Permitted Use.

4.3 Tenant Specific

Tenant further represents that:
(a) Tenant is not the subject of any voluntary or involuntary bankruptcy; and
(b) Tenant’s financial statements delivered to Landlord are true, correct, and complete in all material respects.

All representations and warranties shall survive the delivery of this Agreement for a period of one (1) year.

5. COVENANTS & RESTRICTIONS

5.1 Affirmative Covenants

Tenant shall:
(a) Pay when due all Rent and other sums;
(b) Maintain insurance as required under Section 7.3;
(c) Provide access to the Premises to Landlord upon 24-hours’ prior notice (except in emergencies) for inspection, repair, and showing to prospective purchasers or lenders; and
(d) Deliver estoppel certificates within ten (10) Business Days after request.

5.2 Negative Covenants

Tenant shall not:
(a) Assign or sublet except in accordance with Section 5.3;
(b) Intentionally overload the structural integrity or utility capacity of the Premises; or
(c) Permit any mechanic’s or materialman’s lien to remain unsatisfied beyond the cure period in Section 3.6(d).

5.3 Assignment & Subletting

(a) Consent Requirement. Tenant shall not voluntarily, involuntarily, or by operation of law assign this Agreement or sublet all or any part of the Premises without Landlord’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed.
(b) Change of Control. Any transfer of an ownership interest in Tenant that results in a change of control shall be deemed an assignment subject to this Section.
(c) Landlord’s Recapture Right. Landlord may, within 15 days after receiving a request to assign or sublet all or substantially all of the Premises, elect to recapture the affected space.
(d) Excess Rent. Tenant shall pay Landlord [PERCENTAGE]% of any consideration received from an assignment or sublease that exceeds the Rent payable hereunder, after deducting reasonable, documented transaction costs.
(e) No Release. Consent by Landlord shall not release Tenant from primary liability unless expressly stated.

[// GUIDANCE: Section 5.3 reflects prevailing Nevada practice; adjust recapture and excess-rent percentages to client expectations.]

6. DEFAULT & REMEDIES

6.1 Events of Default

Each of the following shall constitute an “Event of Default”:
(a) Monetary Default – Tenant fails to pay any Rent within five (5) days after written notice (provided, however, no more than two (2) such notices are required in any 12-month period);
(b) Non-Monetary Default – Tenant breaches any non-monetary obligation and fails to cure within 15 days after written notice (or such longer period as is reasonably necessary if cure cannot be completed within 15 days, provided Tenant promptly commences cure and diligently pursues the same);
(c) Abandonment – Tenant vacates the Premises for more than ten (10) consecutive Business Days without paying Rent;
(d) Bankruptcy – The filing of a petition by or against Tenant under the U.S. Bankruptcy Code that is not dismissed within 60 days; or
(e) Misrepresentation – Any material representation made by Tenant proves false or misleading.

6.2 Remedies

Upon an Event of Default, Landlord shall have all remedies available at law or in equity, including, without limitation:
(a) Termination and Re-Entry – The right to terminate this Agreement and repossess the Premises pursuant to the Nevada Commercial Tenancy Law, including summary eviction procedures after delivery of the statutory 5-day notice to quit (or such other notice as then required by law).
(b) Damages – The right to recover all Rent accrued through the date of possession, the present value of future Rent (discounted at 5% per annum), and all reletting expenses.
(c) Mitigation – Landlord shall make commercially reasonable efforts to mitigate damages by reletting.
(d) Injunctive Relief – The right to obtain immediate injunctive or declaratory relief, including a writ of restitution or possessory order, without the requirement of posting bond to the extent permitted by law.
(e) Attorneys’ Fees – The prevailing party in any action or proceeding shall be entitled to recover reasonable attorneys’ fees, costs, and expenses.

6.3 Landlord Default; Tenant Remedies

If Landlord fails to perform any obligation within 30 days after written notice, Tenant may, but is not obligated to, perform such obligation and offset the reasonable cost thereof against the next due Rent upon delivering a detailed statement and, if the cost exceeds [OFFSET CAP PERCENTAGE]% of monthly Base Rent, obtaining Landlord’s prior written consent (not to be unreasonably withheld).

7. RISK ALLOCATION

7.1 Indemnification

(a) Tenant Indemnity. Tenant shall indemnify, defend, and hold harmless Landlord and its officers, directors, members, managers, partners, employees, and agents (collectively, “Landlord Indemnitees”) from and against all claims, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees) arising from (i) Tenant’s use, occupancy, or operations in the Premises, (ii) any act, omission, or negligence of Tenant or Tenant’s Agents, or (iii) any breach of this Agreement by Tenant.
(b) Landlord Indemnity. Landlord shall indemnify Tenant and Tenant’s agents against claims arising from Landlord’s gross negligence or willful misconduct.
(c) Procedure. The indemnified party shall promptly notify the indemnifying party of any claim and shall reasonably cooperate in the defense thereof.

7.2 Limitation of Liability

Neither party shall be liable to the other for any consequential, special, or punitive damages, except for (i) claims arising from Tenant’s holdover, (ii) damages resulting from fraud or willful misconduct, or (iii) amounts recoverable under Section 7.1. Landlord’s aggregate liability shall not exceed [LIABILITY CAP DOLLAR AMOUNT OR “NONE”].

[// GUIDANCE: Liability caps are “negotiable” per metadata; set an appropriate amount or delete cap if not agreed.]

7.3 Insurance

(a) Tenant Insurance. Throughout the Term, Tenant shall maintain:
 (i) Commercial General Liability insurance with limits not less than $[1,000,000] per occurrence and $[2,000,000] aggregate;
 (ii) All-risk property insurance on Tenant’s personal property and leasehold improvements at full replacement cost;
 (iii) Workers’ compensation as required by Nevada law; and
 (iv) Business auto liability if vehicles will be used on the Premises.
Policies shall (A) name Landlord and any property manager or mortgagee as additional insureds (GL) or loss payees (property), (B) be primary and non-contributory, and (C) waive subrogation.
(b) Landlord Insurance. Landlord shall maintain property insurance on the Project and liability insurance covering common areas, the cost of which shall be an Operating Expense.

7.4 Force Majeure

Neither party shall be liable for delays or failures to perform caused by Force Majeure, except monetary obligations. The affected party shall promptly notify the other in writing, and the time for performance shall be extended for the period of delay.

8. DISPUTE RESOLUTION

8.1 Governing Law

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

8.2 Forum Selection

Subject to Section 8.3, each party irrevocably submits to the exclusive jurisdiction of the state courts located in [COUNTY NAME] County, Nevada for any action arising out of or relating to this Agreement.

8.3 Arbitration (Optional)

[OPTION A – Include]
Any dispute not resolved within 30 days after written notice may, at the election of either party, be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall occur in [CITY, NV], before a single arbitrator who is a licensed Nevada attorney with at least ten (10) years of commercial real-estate experience. Judgment on the award may be entered in any court of competent jurisdiction.
[OPTION B – Delete]
[// GUIDANCE: Select either Option A or Option B to reflect the parties’ preference.]

8.4 Jury Trial Waiver (Optional)

TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF THIS AGREEMENT.

8.5 Equitable Relief

Notwithstanding Section 8.3, either party may seek preliminary or permanent injunctive relief in the designated state court to protect or enforce its rights in or to the Premises, including eviction or unlawful detainer remedies.

9. GENERAL PROVISIONS

9.1 Amendments & Waivers

No modification or waiver shall be binding unless in writing signed by the party against whom enforcement is sought. One party’s waiver of a breach shall not be deemed a waiver of any subsequent breach.

9.2 Successors & Assigns

This Agreement shall bind and benefit the parties and their respective successors and permitted assigns.

9.3 Severability

If any provision is determined invalid or unenforceable, the remainder shall be interpreted to effect the original intent as nearly as possible.

9.4 Entire Agreement

This Agreement (including exhibits, riders, and any addenda) constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior or contemporaneous agreements or understandings.

9.5 No Recording

Tenant shall not record this Agreement or any memorandum hereof without Landlord’s prior written consent. If consent is granted, Tenant shall bear all recording costs and taxes.

9.6 Notices

All notices shall be in writing and delivered (i) personally, (ii) by certified U.S. mail, return receipt requested, (iii) by nationally recognized overnight courier, or (iv) by electronic mail with confirmation of receipt, addressed to the parties at the addresses set forth below (or such other address as either party may designate). Notices shall be deemed given upon receipt or refusal of delivery.

Landlord: [NOTICE ADDRESS]
Tenant: [NOTICE ADDRESS]

9.7 Counterparts; Electronic Signatures

This Agreement may be executed in multiple counterparts, each of which shall be deemed an original. Signatures delivered via facsimile or electronic means (e.g., PDF or DocuSign) shall be deemed original and binding.

9.8 Time of Essence

Time is of the essence with respect to all dates and time periods herein.

9.9 Interpretation

Section headings are for convenience and shall not affect interpretation. Both parties have participated in drafting; therefore, no presumption shall arise against either party.

10. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties 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: _________

[// GUIDANCE: Verify corporate authority (e.g., board resolutions, member consents) before execution. Notarization is generally not required for enforceability of Nevada commercial leases but may be advisable if a memorandum of lease will be recorded. Add witness lines if customarily used in the relevant county.]

EXHIBIT A

Legal Description of Premises and Site Plan

[Insert metes-and-bounds or recorded lot information]

RIDER 1 – Renewal Options

[// GUIDANCE: Detail option notice window, rent for option term (e.g., FMV or scheduled increase), and any conditions precedent.]

RIDER 2 – Early Access

[// GUIDANCE: Address license-only status before Commencement Date, liability, and insurance requirements.]

© [YEAR] [LAW FIRM OR AUTHOR NAME]. All rights reserved.