CaseMark Commercial Sublease Agreement
Drafts an execution-ready sublease subordinating the subtenancy to the master lease while protecting all three parties (sublessor, sublessee, landlord).
Quick Start
Collect before drafting:
- Master lease — executed copy with amendments; extract term, rent, consent requirements, subletting provisions, use restrictions, maintenance obligations
- Parties — legal names, addresses, entity status for sublessor and sublessee
- Premises — address, unit/suite, square footage, exclusive vs. shared areas
- Deal terms — sublease term, monthly rent, security deposit, utility allocation
- Landlord consent status — obtained, pending, or waived by master lease
Core Workflow
Step 1: Review Master Lease
Extract and flag before drafting:
| Item | Look For |
|---|---|
| Subletting clause | Consent required? Conditions? Profit-sharing? |
| Notice provisions | Required method/timing for subletting notice |
| Use restrictions | Permitted use, prohibited activities |
| Assignment/transfer | Restrictions flowing to subtenants |
| Insurance | Minimum coverage, additional insured requirements |
| Default provisions | Whether subtenant breach triggers master default |
| Term remaining | Sublease must not exceed master lease term |
| Rent restrictions | Caps on sublease rent markup |
Flag gaps or conflicts for user resolution before proceeding.
Step 2: Draft Document
SUBLEASE AGREEMENT
1. Preamble & Recitals
2. Defined Terms
3. Premises Description
4. Term
5. Rent & Financial Terms
6. Security Deposit
7. Utilities & Maintenance
8. Master Lease Incorporation
9. Use Restrictions & Occupancy
10. Insurance & Indemnification
11. Default & Remedies
12. Termination & Surrender
13. Notices
14. Dispute Resolution
15. General Provisions
16. Execution & Acknowledgment
Exhibit A — Master Lease (copy)
Exhibit B — Premises Diagram (if partial sublease)
Exhibit C — Personal Property Inventory (if applicable)
Exhibit D — Move-In Condition Report
Step 3: Apply Section Requirements
Preamble — Identify all three parties; reference master lease by date/parties/property; state landlord consent status and sublessor's good standing.
Premises — Full address, unit, square footage. Partial subleases: delineate exclusive, shared, and retained areas precisely. Itemize included fixtures/personal property.
Term — Exact start/end dates; must terminate before master lease expiration with buffer. Include auto-termination on master lease termination, holdover consequences, and early termination rights (conditions, 30–90 day notice, fees, restoration).
Rent & Financial Terms — Amount (numerical + written), due date, payment method. Address rent escalation pass-through from master lease. Late fee with 3–5 day grace period (comply with statutory maximums). NSF fees and certified funds requirement.
Security Deposit — Comply with jurisdictional caps. Separate account (interest-bearing if required). Permitted deductions: unpaid rent, damages beyond ordinary wear, cleaning. Return per jurisdiction (typically 14–30 days) with itemized accounting.
Utilities & Maintenance — For each utility: included in rent, sublessee pays direct, or reimbursed. Specify shared utility allocation method. Minor maintenance (sublessee): cleaning, filters, sublessee-caused damage. Major maintenance (sublessor): structural, HVAC, plumbing, electrical. Sublessee must promptly report defects.
Master Lease Incorporation — All master lease terms bind sublessee as if original tenant. Sublessee rights cannot exceed sublessor's rights. Master lease violation = material sublease breach. Attach master lease as Exhibit A; include sublessee acknowledgment of receipt/review.
Use Restrictions — Permitted use matching or narrowing master lease. No alterations without written consent; restoration obligations. No further subletting/assignment without sublessor and landlord consent. Occupancy limits per code.
Insurance & Indemnification — Sublessee liability insurance: $100K–$300K minimum. Sublessor as additional interested party; proof before possession. Mutual indemnification with attorney's fees. Force majeure (rent continues unless premises uninhabitable).
Default & Remedies — Monetary default: 3–5 day cure after written notice. Non-monetary curable: 10–15 day cure. Incurable (illegal activity, material misrepresentation): no cure. Remedies: termination, eviction, deposit retention, damages, attorney's fees. Surrender: clean condition, property removed, keys returned within 24–48 hours.
Notices — Written required via personal delivery, certified mail, overnight courier, or email with confirmation. Effective: immediately (personal), 3 business days (mail), 1 day (courier), upon confirmation (email). Designated addresses; change-of-address procedure.
Dispute Resolution — Governing law: state of property. Venue: county of property. Mandatory mediation before litigation (costs split). Optional binding arbitration (e.g., AAA). Prevailing party attorney's fees.
General Provisions — Severability, entire agreement, written amendments only, non-waiver, assignment by sublessor with landlord consent.
Execution — Signature blocks for both parties (printed name, signature, date). Entity signatories: name/title, authority representation. Sublessee acknowledgment of master lease receipt and subordination. Landlord consent block if required (signature, scope, whether direct obligations created). Notary blocks if jurisdictionally required.
Pitfalls
- Term overflow — sublease must never extend beyond master lease expiration; include buffer for sublessor restoration obligations
- Absolute prohibition — do not draft if master lease prohibits subletting without evidence of landlord consent or waiver
- Conditional consent — if landlord consent is a condition precedent, make sublease effectiveness contingent on obtaining it
- Jurisdiction-specific rules — verify security deposit caps, required disclosures, rent control/markup restrictions, habitability standards
- Statutory citations — mark uncertain references with [VERIFY] for the specific jurisdiction
- Master lease conflicts — flag any provisions conflicting with proposed sublease terms for user resolution
- Plain language — avoid archaic legalese while maintaining enforceability