Form and content of the commercial offer to lease (promise to lease)

Form

In commercial leasing brokerage, the leasing offer may be referred to as a preliminary contract, a promise to lease or a letter of intent.

It is not uncommon for this document to be drafted by the lessor or his legal counsel, and then submitted to the lessee for review and approval.

Content

In such cases, it is common for the offer to lease submitted to the lessee to describe all the terms of the lease in detail, as would a lease binding the parties. However, jurisprudence has shown that an offer to lease is not a lease.

• To avoid disputes, the offer to lease submitted should include one of these options:
• The offer provides that the lessee must sign the lease attached to the offer to lease within a certain period of time, failing which the lessor may either withdraw the offer or deem the lease to be in effect;
• The offer provides that the lessee must, within a certain period of time, sign the lease prepared by the lessor, which shall include additional provisions to those contained in the offer, failing which the lessor may either withdraw the offer or deem the lease to be in effect. In this case, a copy of the lease is not attached to the offer to lease;
• The offer provides for a certain period of time in which to sign the lease, failing which the offer to lease will operate as a lease until the lease is signed.

It is important to remember that the lease to be signed cannot contain non-negotiated additions that would increase the obligations of the lessee. If the commercial lease “is the law between the parties,” the latter must agree to it with full knowledge of the facts. Make sure that the conditions have been properly negotiated to avoid disputes.

Finally, the offer to lease is not subject to publication in the Land Register, and a new buyer of the immovable under negotiation could terminate it.