Updated October 2026.

Short Answer

Commercial lease terms control permitted uses, repairs, renewal, payments, transfers and what happens when the property is sold. Major repairs, rent increases and releases from liability should be resolved in the agreement, not assumed. Miami attorney Aaron Resnick of Law Offices of Aaron Resnick represents business tenants, landlords and real estate investors.

What Uses, Exclusive Rights and Repairs Should the Lease Cover?

The lease should describe the permitted business, any protection from competing uses and responsibility for maintenance, repairs and improvements. A tenant should negotiate those points before signing rather than rely on conversations about the space. Aaron Resnick compares the proposed language with the business's planned use and operating needs.

Permitted use. Describe the activities the business needs now and may add later. A clothing store, restaurant and office need different language; a narrow use clause can frustrate expansion. Negotiate wording broad enough for the plan, then check that the lease and any required approvals fit that use.

For premises within the City of Miami, the city's business opening guide recommends checking zoning before signing a lease. A landlord's permission in the lease is not a substitute for the city's approval of a proposed use.

Maintenance and repairs. Assign routine upkeep, equipment servicing, small repairs, structural work and replacements separately. Do not assume the landlord will pay for every major repair; ask for a written allocation, response procedure and completion standard. Identify who handles improvements needed before opening and later changes to the premises.

Exclusive use. A jewelry store can ask the landlord to restrict competing jewelry sales in other space the landlord controls. Define the protected activity, covered premises, existing tenant exceptions and remedy for a breach. Do not assume the restriction reaches neighboring property or that an exclusivity promise eliminates all competition.

Unusable premises. The repair remedy in chapter 83, Florida Statutes, has conditions. Where the lease expressly assigns repairs to the landlord but is silent on the related procedure and rent, and the failure makes the premises wholly untenantable, the statute requires written notice allowing at least 20 days for the specified work; the lease may allow longer.

That notice must state the intended rent withholding and follow the required delivery method. Once the repairs are made, the withheld rent comes due under that provision. Aaron Resnick reviews the lease, condition and notice before a tenant treats withholding as an available response.

How Should You Negotiate Renewal Options?

A renewal option should identify how it is exercised, the next term, the rent and the conditions that carry forward. The original lease term should fit the business's investment and flexibility needs, not an assumed ideal length. Aaron Resnick checks the notice provisions before the tenant relies on another lease period.

Length and continuing terms. Compare the commitment needed to recover opening expenses with the ability to move or expand. State the number and length of renewal periods and whether maintenance, use restrictions, guarantees and other obligations continue or change. A provision that leaves those points for later agreement invites another negotiation.

Renewal rent. Specify an amount or a workable method for calculating it, including any index, valuation process or dispute procedure. Do not rely on a supposed standard percentage increase. Test the formula with examples before signing, especially when the clause refers to market rent without explaining how it will be set.

Notice. Distinguish an automatic extension that requires notice to stop it from an option the tenant must affirmatively exercise. Record the deadline, recipient, address, permitted delivery method and whether sending or receipt controls. Check default conditions and any limits on renewal after an assignment.

Updates and renovation. Negotiate who will repaint, replace worn equipment or renovate during a renewed term. Describe the work, schedule, approval process and payment responsibility. Do not assume the landlord owes a refurbishment after a particular number of years unless the agreement or another applicable duty supplies that obligation.

Which Charges Beyond Rent Need Clear Terms?

Utilities, property taxes, common area maintenance, insurance and other charges can change the cost of occupying a commercial space. The lease should identify each charge, its calculation and the records supporting it. Aaron Resnick reviews those provisions together with the procedures for questioning a bill and responding to an alleged default.

Define the charge. Spell out which expenses count as common area maintenance, often called CAM, and how the tenant's share is calculated. Identify exclusions, administrative additions, budget estimates and year end adjustments. Negotiate any cap or limit expressly rather than assuming the quoted base rent covers the full obligation.

Require supporting records. Ask for tax bills, utility bills and an itemized statement of shared expenses. Put the right to inspect records, the time to object and the method for correcting an error in the lease. A general request for transparency is less useful than a defined document and review process.

Disputed payments. Negotiate a process for contested charges, including what remains payable while the disagreement is reviewed. Do not assume a missed payment is harmless or automatically suspend all payments because one amount is disputed. Chapter 83, Florida Statutes, addresses possession claims based on nonpayment and other breaches.

Court papers. In a possession action, chapter 83, Florida Statutes, generally requires rent deposits with the court, subject to its payment defense and procedures for disputed amounts. A damages counterclaim does not excuse the deposit obligation. Missing a court ordered deposit can result in default for possession, so send the papers for review promptly.

What Happens if You Assign the Lease or Sublet?

A proposed assignment or sublease needs review of the lease's transfer clause, the landlord's consent requirements and the outgoing tenant's continuing obligations. A tenant seeking flexibility should negotiate those terms before committing to the space. Aaron Resnick reviews the proposed transfer and any release rather than assuming permission also ends liability.

Define the permitted transfer. Address an assignment of the lease and a sublease of all or part of the premises separately. Describe any conditions on the new occupant, permitted use and duration. Business owners planning a sale should also check whether a change in company ownership triggers the transfer clause.

Set a consent process. Negotiate a stated standard for consent, the information the landlord needs and a response period. Identify any charges, conditions or exclusions. Avoid a plan that depends on quick approval when the lease contains no response timetable or gives the landlord wider discretion than the tenant expects.

Address remaining liability. Request an express release where the outgoing tenant or guarantor expects to leave without further obligations. Identify responsibility for existing arrears, later defaults, damage and deposit credit. Read the lease, consent, transfer agreement and guarantee together rather than treating a new occupant's signature as the complete arrangement.

What Happens if the Landlord Sells the Property?

A property sale requires attention to continued occupancy, the successor landlord's obligations and any documents the tenant must sign. The lease should address deposits, unresolved repairs and notices as well as payment instructions. Aaron Resnick reviews the sale provisions before a tenant accepts a release or certifies the landlord's performance.

Landlord releases. Review exactly which obligations a proposed release covers, when it operates and what the buyer assumes. Identify unpaid credits, promised improvements and earlier breaches before agreeing that the seller has no remaining responsibility. A clause described as routine still needs to fit the tenant's actual position.

Subordination and attornment. Subordination concerns the lease's priority relative to a mortgage; attornment concerns recognition of a successor as landlord. A nondisturbance agreement addresses continued occupancy on its stated conditions. The federal government's model lease clause illustrates these separate promises; it is not a rule governing every private Florida lease.

Ask which lenders must sign, what defaults affect protection and whether the successor accepts the landlord's obligations. Do not treat a promise to recognize a new owner as a complete answer to what happens after foreclosure. The lease, mortgage position and any nondisturbance agreement need to be read together.

Estoppel certificates. These statements confirm specified lease facts for a buyer or lender. Check dates, rent paid, deposits, amendments and any statement about defaults against the records; list necessary exceptions rather than signing an inaccurate no default statement. Negotiate a reasonable response period and review the effect of each certification.

Deposit transfer. Ask the outgoing and incoming owners to document the amount transferred, any deductions and the credit recognized for the tenant. The lease should address who must account for and return the deposit. Avoid agreeing to a second deposit without resolving what happened to the first one.

Right of first refusal. A negotiated clause can give the tenant an opportunity to match a qualifying purchase offer before a sale. Define the triggering offer, notice, response deadline, matching terms and excluded transfers. Do not confuse that conditional opportunity with an unrestricted right to buy whenever the tenant chooses.

Recording and notice. Chapter 695, Florida Statutes, addresses recording of leases lasting one year or longer and their effect against creditors and later purchasers for value without notice. Review the lease's recording provisions and the property's records before assuming a sale cannot affect the tenancy.

What Should a Commercial Tenant Have Ready?

Bring the proposed or signed lease, amendments, guarantees, notices, payment history and correspondence about the dispute or transaction. Include plans for the use of the space, repair records and any proposed transfer or sale documents. Aaron Resnick starts with those records and the next signing, renewal, response or court date.

Review comes before signing an extension, transfer consent, estoppel certificate or release. Identify the notice recipient and delivery rule, preserve proof of delivery and resolve open terms in the written documents. The firm's commercial real estate practice represents businesses, landlords and investors in lease transactions and disputes.

Commercial possession cases are generally brought in county court, although chapter 34, Florida Statutes, also recognizes circuit court jurisdiction in specified cases. A pending court deadline needs immediate attention; a contract review does not extend it.

Frequently Asked Questions

Must a Commercial Landlord Pay for Every Major Repair?

No, a tenant should not assume that every major repair belongs to the commercial landlord. Read the lease's allocation and any applicable duties before deciding who must act or pay. Aaron Resnick reviews the repair clause, the condition and the notice requirements before advising on the next step.

Does a Renewal Option Automatically Extend the Lease?

Not every renewal provision works automatically: some require the tenant to exercise an option, while others extend the term unless notice is given. Read the actual clause for timing, delivery and other conditions. Aaron Resnick checks those requirements before the business relies on remaining in the space.

Does Landlord Consent to a Transfer Release the Original Tenant?

Do not treat consent to an assignment or sublease as an express release of the original tenant or guarantor. Check whether the documents separately address continuing obligations, existing defaults and future liability. Aaron Resnick reviews the lease, consent and release language together before the outgoing party relies on the transfer.

Sending an inquiry does not create representation.

Send the parties, the problem and the next date; the firm reviews every inquiry and tells you whether it can help.

We Don't Make Promises. We Have Results to Prove It.

Aaron Resnick has handled business disputes in Miami since 1998 and is a fourth generation Miami attorney. He works hands-on on every case; the client gets Aaron on every major litigation issue, not a junior partner. The Law Offices of Aaron Resnick represents large corporations, Miami businesses and their owners, professional athletes and entertainers in Miami Dade, Broward and Palm Beach counties and across Florida in business litigation and business counsel. Call 305-672-7495 or request a consultation.

This page provides general information and is not legal advice. Prior results do not guarantee or predict a similar outcome.

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