COMMERCIAL LEASE AGREEMENT

(State of Wyoming)

[// GUIDANCE: This template is drafted for use with commercial (non-residential) property located in Wyoming. Practitioners should customize all bracketed items, confirm statutory citations, and harmonize this Lease with any lender, title, zoning, or environmental requirements specific to the transaction.]

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Operative Provisions
   3.1 Lease Grant & Term
   3.2 Possession & Delivery
   3.3 Use of Premises
   3.4 Rent; Late Charges; Security Deposit
   3.5 Operating Expenses & Taxes
   3.6 Utilities & Services
   3.7 Maintenance & Repairs
   3.8 Alterations & Improvements
   3.9 Compliance With Laws; Environmental
   3.10 Insurance
   3.11 Damage or Destruction
   3.12 Condemnation
4. Representations & Warranties
5. Covenants & Restrictions
6. Default & Remedies
7. Risk Allocation
8. Dispute Resolution
9. General Provisions
10. Execution Block

1. DOCUMENT HEADER

THIS COMMERCIAL LEASE AGREEMENT (this “Lease”) is 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”).

RECITALS

A. Landlord is the fee simple owner of the real property commonly known as [PROPERTY ADDRESS], more particularly described in Exhibit A (the “Land”).
B. Tenant desires to lease from Landlord, and Landlord desires to lease to Tenant, a portion of the Land together with the improvements thereon, on the terms and conditions stated herein.
NOW, THEREFORE, in consideration of the mutual covenants herein and other good and valuable consideration, the parties agree as follows:

2. DEFINITIONS

The following terms shall have the meanings set forth below and apply throughout this Lease. Any term not defined herein, but defined elsewhere, shall have the meaning so ascribed.

“Additional Rent” – All amounts other than Base Rent payable by Tenant under this Lease, including Operating Expenses, Taxes, utility charges, and any other reimbursable sums.

“Applicable Law(s)” – All present and future federal, state, county, and municipal statutes, ordinances, regulations, and judicial decisions applicable to the Premises, including without limitation Wyoming’s forcible entry and detainer statutes, Wyo. Stat. Ann. § 1-21-1001 et seq.

“Base Rent” – The fixed monthly rental amount set forth in Section 3.4(a).

“Building” – The structure(s) located on the Land containing the Premises and any Common Areas.

“Business Day” – Any day other than Saturday, Sunday, or a federal or Wyoming legal holiday.

“Commencement Date” – The date specified in Section 3.1(b) on which the Lease Term begins.

“Common Areas” – All areas and facilities outside the Premises provided for the general use of tenants of the Building.

“Environmental Laws” – All Applicable Laws relating to pollution, environmental protection, hazardous materials, or occupational safety, including but not limited to the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. § 9601 et seq., and the Wyoming Environmental Quality Act.

“Event of Default” – Any event described in Section 6.1.

“Force Majeure” – As defined in Section 7.4.

“Hazardous Materials” – Any substance defined, listed, or otherwise classified as hazardous, toxic, or a pollutant under Environmental Laws.

“Lease Term” – The period commencing on the Commencement Date and ending on the Expiration Date (Section 3.1).

“Operating Expenses” – As defined in Section 3.5(b).

“Premises” – Approximately [SQUARE FEET] rentable square feet located at [SUITE/UNIT DESIGNATION] within the Building, outlined on the floor plan attached as Exhibit B.

“Taxes” – Real property taxes and other impositions described in Section 3.5(c).

3. OPERATIVE PROVISIONS

3.1 Lease Grant & Term

(a) Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord, upon the terms herein.
(b) The “Commencement Date” shall be the earlier of (i) [DATE CERTAIN], or (ii) the date Tenant first conducts business in the Premises. The Lease Term shall continue for [NUMBER] ([__]) months (“Expiration Date”), unless earlier terminated pursuant hereto.
[// GUIDANCE: Insert any renewal options or expansion rights in an attached Rider.]

3.2 Possession & Delivery

Landlord shall tender exclusive possession of the Premises to Tenant in broom-clean condition on the Commencement Date. Acceptance of possession shall be deemed conclusive evidence that the Premises are in the condition required, except for any punch-list items noted in writing within ten (10) Business Days after delivery.

3.3 Use of Premises

(a) Permitted Use. Tenant shall use the Premises solely for [DESCRIBE PERMITTED COMMERCIAL USE] and for no other purpose without Landlord’s prior written consent.
(b) Prohibited Activities. Tenant shall not: (i) generate excessive noise or noxious odors; (ii) conduct any auction, fire, or bankruptcy sale; (iii) store Hazardous Materials except customary office/retail cleaning supplies in small quantities compliant with Environmental Laws.

3.4 Rent; Late Charges; Security Deposit

(a) Base Rent. Beginning on the Commencement Date, Tenant shall pay Base Rent in advance on or before the first (1st) day of each calendar month in the amount of $[AMOUNT].
(b) Late Charge. If any installment of Rent is not paid within five (5) days after the due date, Tenant shall pay a late fee equal to the greater of (i) [5]% of the unpaid amount or (ii) $[___].
(c) Interest. Past-due Rent shall bear interest at the lesser of [12]% per annum or the maximum rate permitted by Wyoming law.
(d) Security Deposit. Upon execution, Tenant shall deposit $[AMOUNT] as security for the performance of its obligations, to be held, applied, and refunded per Wyo. Stat. Ann. § 1-21-1207 et seq. (to the extent applicable).

3.5 Operating Expenses & Taxes

(a) Net Lease. This Lease is intended to be triple-net; Tenant shall pay, as Additional Rent, 100% of Operating Expenses and Taxes allocable to the Premises.
(b) Operating Expenses include, without limitation: insurance premiums, utilities for Common Areas, maintenance, repairs, management fees (not exceeding [3]% of gross rentals), and capital expenditures amortized over their useful life (to the extent reducing Operating Costs).
(c) Taxes. Tenant shall pay its proportionate share of all real estate taxes, assessments, and governmental charges imposed on or against the Building or Land.
[// GUIDANCE: Confirm whether the parties desire tax contest rights, and if the landlord is a tax-exempt entity.]

3.6 Utilities & Services

Tenant shall contract for and pay directly all utilities serving the Premises. If separately metered utility service is unavailable, Tenant shall pay its pro rata share based on floor area percentages.

3.7 Maintenance & Repairs

(a) Tenant’s Duties. Tenant, at its sole cost, shall maintain and repair the Premises, including interior systems serving only the Premises.
(b) Landlord’s Duties. Landlord shall maintain the Building structure, roof, and Common Areas in good working order, the costs of which shall be included in Operating Expenses (except for latent structural defects, which Landlord shall bear).

3.8 Alterations & Improvements

Tenant shall not make Alterations without Landlord’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed. All Alterations shall comply with Applicable Laws, be performed by licensed contractors, and become Landlord’s property upon installation unless otherwise agreed.

3.9 Compliance With Laws; Environmental

(a) Tenant shall comply with all Applicable Laws, including Wyoming’s commercial building codes, fire codes, and disability access requirements.
(b) Environmental. Tenant shall not cause or permit the release of Hazardous Materials on the Premises. Tenant shall promptly remediate any contamination caused by Tenant, at Tenant’s expense, in accordance with Environmental Laws.
(c) Landlord represents, to its knowledge, that no Hazardous Materials are present on the Premises in violation of Environmental Laws as of the Effective Date. This representation shall survive for one (1) year.

3.10 Insurance

(a) Tenant shall maintain throughout the Term: (i) Commercial General Liability insurance with limits not less than $[1,000,000] per occurrence and $[2,000,000] aggregate, naming Landlord and its mortgagee as additional insureds; (ii) All-Risk property insurance covering Tenant’s personal property and leasehold improvements at 100% replacement cost; (iii) Workers’ Compensation as required by law.
(b) Certificates evidencing such coverage shall be delivered to Landlord prior to occupancy and upon renewals. Policies shall be written on an occurrence basis by carriers rated A- or better by A.M. Best.

3.11 Damage or Destruction

If the Premises are rendered untenantable by casualty, Landlord shall, within sixty (60) days, elect either to (i) repair the damage within a commercially reasonable time, or (ii) terminate this Lease by written notice. Tenant’s Rent shall abate proportionately during any period of untenantability. Tenant may terminate if repairs are not substantially completed within [180] days.

3.12 Condemnation

If a material portion of the Premises is taken by eminent domain, either party may terminate as of the taking date upon thirty (30) days’ prior written notice. Condemnation awards shall belong to Landlord except Tenant may claim relocation expenses and trade-fixture value allowed by law.

4. REPRESENTATIONS & WARRANTIES

4.1 Mutual Authority. Each party represents it is duly organized, validly existing, and has full power to enter into and perform this Lease.

4.2 Landlord’s Title. Landlord warrants it is the lawful owner of the Premises and has obtained all requisite consents to lease the Premises.

4.3 Tenant’s Solvency. Tenant represents it is solvent and not subject to any pending bankruptcy proceeding.

4.4 Survival. All representations and warranties shall survive the execution and delivery of this Lease for twelve (12) months.

5. COVENANTS & RESTRICTIONS

5.1 Affirmative Covenants of Tenant
(a) Pay Rent and all monetary obligations when due.
(b) Maintain insurance per Section 3.10.
(c) Keep the Premises in neat, safe condition.
(d) Provide Landlord with access for inspection upon forty-eight (48) hours’ notice, except in emergencies.

5.2 Negative Covenants of Tenant
(a) No assignment, subletting, or transfer of this Lease (collectively “Transfer”) without Landlord’s prior written consent, provided that Landlord shall not unreasonably withhold consent to a Transfer to an entity that (i) possesses a net worth equal to or greater than Tenant’s at the Effective Date, and (ii) agrees in writing to assume all Lease obligations. Consented-to Transferees shall remain jointly and severally liable.
(b) No liens shall attach to the Premises by reason of Tenant’s activities; Tenant shall promptly discharge any such liens.

6. DEFAULT & REMEDIES

6.1 Events of Default

(a) Monetary Default. Failure to pay Rent within three (3) days after Landlord provides written notice of delinquency, consistent with Wyo. Stat. Ann. § 1-21-1003.
(b) Non-Monetary Default. Failure to perform any non-monetary covenant within fifteen (15) days after notice, or, if incapable of cure within such period, failure to commence and diligently pursue cure to completion within thirty (30) days.
(c) Insolvency. Tenant’s voluntary or involuntary bankruptcy, appointment of a receiver, or general assignment for creditors.

6.2 Remedies

Upon an Event of Default, Landlord may, without limitation:
(i) Terminate this Lease and repossess the Premises;
(ii) Maintain this Lease in effect and sue for Rent as it becomes due;
(iii) Pursue summary eviction under Wyo. Stat. Ann. § 1-21-1001 et seq.;
(iv) Accelerate all Rent due through the Expiration Date, discounted at [5]% per annum;
(v) Perform Tenant’s obligations on Tenant’s behalf, at Tenant’s cost plus [10]% administrative fee;
(vi) Recover reasonable attorneys’ fees and court costs.

Remedies are cumulative, and the exercise of one shall not preclude any other.

7. RISK ALLOCATION

7.1 Indemnification

(a) Tenant shall indemnify, defend, and hold harmless Landlord, its agents, and mortgagees from and against all claims, liabilities, and expenses arising out of (i) Tenant’s use or occupancy of the Premises, (ii) the conduct of Tenant’s business, (iii) any act or omission of Tenant or its invitees, or (iv) any breach by Tenant of this Lease.
(b) Landlord shall indemnify Tenant from claims arising from Landlord’s gross negligence or willful misconduct.

7.2 Limitation of Liability

Landlord’s total liability under this Lease shall not exceed [NEGOTIABLE: INSERT CAP—E.G., ONE (1) YEAR’S BASE RENT], except for claims arising from Landlord’s gross negligence or willful misconduct.

7.3 Waiver of Subrogation

Each party waives claims against the other to the extent covered by insurance maintained (or required to be maintained) under this Lease.

7.4 Force Majeure

Neither party shall be liable for failure to perform obligations (other than monetary) due to events beyond its reasonable control, including acts of God, war, labor disputes, or governmental actions (“Force Majeure”). Performance shall be excused for the duration of the Force Majeure event plus a reasonable period for resumption.

8. DISPUTE RESOLUTION

8.1 Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict-of-laws principles.

8.2 Forum Selection. The parties submit to the exclusive jurisdiction of the state courts located in [COUNTY] County, Wyoming.

8.3 Arbitration (Optional). At either party’s election, any dispute (except eviction or injunctive relief) shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Judgment on the award may be entered in any court of competent jurisdiction.
[// GUIDANCE: Delete Section 8.3 if arbitration is not desired.]

8.4 Jury Waiver (Optional). EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING FROM OR RELATED TO THIS LEASE.

8.5 Injunctive Relief. Nothing herein shall impair Landlord’s right to seek injunctive or equitable relief, including eviction or specific performance.

9. GENERAL PROVISIONS

9.1 Amendments & Waivers. No modification shall be effective unless in writing signed by both parties. Any waiver must be in writing and shall not constitute a waiver of any subsequent breach.

9.2 Assignment & Subletting. See Section 5.2. Any assignment contrary to this Lease shall be voidable at Landlord’s option.

9.3 Successors & Assigns. This Lease binds and benefits the parties and their permitted successors and assigns.

9.4 Severability. If any provision is unenforceable, the remainder shall remain in effect, and the invalid provision shall be reformed to the minimum extent necessary to make it enforceable.

9.5 Entire Agreement. This Lease, together with exhibits and riders, constitutes the entire agreement and supersedes all prior negotiations.

9.6 Counterparts; Electronic Signatures. This Lease may be executed in counterparts, each deemed an original. Signatures transmitted electronically (e.g., PDF, DocuSign) shall be enforceable as originals.

9.7 Notices. All notices must be in writing and delivered (i) personally, (ii) by certified mail, return receipt requested, or (iii) by nationally recognized overnight courier to the addresses below (or as updated by notice). Notice is effective upon receipt or refusal.

Landlord: [LANDLORD NOTICE ADDRESS]
Tenant: [TENANT NOTICE ADDRESS]

9.8 Quiet Enjoyment. So long as Tenant is not in default, Tenant shall peaceably enjoy the Premises without interference by Landlord or any person claiming through Landlord.

10. EXECUTION BLOCK

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

CORPORATE AUTHORITY CERTIFICATION

Each signatory certifies that he/she is duly authorized to execute this Lease on behalf of the respective party.

[OPTIONAL NOTARY ACKNOWLEDGMENT BLOCKS PER WYOMING FORM]

EXHIBIT A – LEGAL DESCRIPTION

[INSERT METES AND BOUNDS OR LOT & BLOCK DESCRIPTION]

EXHIBIT B – FLOOR PLAN

[INSERT SCALE DRAWING DEPICTING PREMISES BOUNDARIES]

[// GUIDANCE: Additional riders (e.g., renewal options, right of first refusal, guaranty) may be appended as required.]