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PLAYBOOK TEMPLATES

Real Estate Purchase Agreement

A Real Estate Purchase Agreement governs the sale and transfer of property ownership between buyer and seller. This playbook covers due diligence, contingencies, and closing mechanics.

Assignment and Subletting

Why This Matters: Overly restrictive transfer clauses limit business agility, while lax controls risk unsuitable occupants. Balanced provisions support operational needs and protect property integrity.

Negotiation strategy

If you're the Buyer:

Negotiate for flexibility in assignment and subletting to accommodate business changes. Ensure consent is not unreasonably withheld and includes a clear response timeframe.

If you're the Seller:

Maintain control over the property by setting reasonable conditions for consent. Require evidence of financial stability and compliance with use restrictions.

Essential elements

1

Consent Requirement

Landlord's prior written consent needed.
2

Response Timeframe

Landlord must respond within 10 days.
3

Reasonable Grounds

Consent based on fair criteria.

Action framework

ACCEPT

Propose edits if consent conditions are too restrictive or lack clarity.

EDIT

Reject if the clause unreasonably limits tenant's business operations.

ADD

Add language to specify consent procedures and criteria.

PRO TIP

Ensure the clause includes a deemed consent provision if the landlord fails to respond timely.

Example clauses

FAVORABLE

Preferred Assignment and Subletting Clause

"The Tenant shall have the right to assign this Lease or sublet the Premises, in whole or in part, subject to the prior written consent of the Landlord, which consent shall not be unreasonably withheld, conditioned, or delayed. The Landlord shall respond to any request for consent within ten (10) business days of receipt of the Tenant's written request. If the Landlord fails to respond within such period, consent shall be deemed granted."
NEUTRAL

Fallback Assignment and Subletting Clause

"The Tenant shall have the right to assign this Lease or sublet the Premises, subject to the prior written consent of the Landlord, which consent shall not be unreasonably withheld. The Landlord shall respond to any request for consent within fifteen (15) business days."
UNFAVORABLE

Restrictive Assignment Clause

"The Tenant may not assign or sublet the Premises without the Landlord's absolute discretion consent."

Fallbacks

High-Risk Projects

In high-risk projects, landlords may require more stringent financial checks and use restrictions to mitigate potential risks associated with new occupants.

Short-Term Leases

For short-term leases, tenants may negotiate for more lenient subletting terms to quickly adapt to changing business needs.

Multi-Tenant Buildings

In multi-tenant buildings, landlords might impose stricter use restrictions to ensure compatibility with existing tenants and maintain property standards.
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