Form 9-2: Supermarket Tenant Build-to-Suit Lease Letter of Intent
Form 9-2: Supermarket Tenant Build-to-Suit Lease Letter of Intent; Tenant Builds Tenant’s Building; Landlord Constructs On- and Off-Site Improvements and Purchases Building after Tenant’s Completion
- Lease term (and options).
- The tenant's parcel and leased premises.
- Area of major tenant's parcel and adjustments thereto.
- Parcelization (recommended but optional).
- Landlord's construction of on- and off-site work.
- Specific items included within "Site Work or "Site Costs".
- Tenant's construction of Building.
- Specific items included within the cost of the building (building design/construction, building studies, permits, financing expense and any other direct costs for the building. Note: in this form governmental impact fees or assessments are not included in the Building Cost but are included in Site Costs.)
- Specific items not included within the "Building Cost" (shopping center grading plan, center processing fees such as for site plan review and on- and off-site costs).
- Landlord's purchase of completed building.
- Annual rent (after Building Transfer Date) as the sum of Building Cost Rent, Site Costs Rent and Land Rent.
- Increase (or decrease) in Building Rent based upon unexpected increase (or decrease) in Building Cost.
- Increase (or decrease) in Site Costs Rent based upon unexpected increase (or decrease) in Site Costs.
- Mutual lease cancellation right if Site Costs exceed an Agreed Maximum.
- Increases to annual rent based upon Increases in Consumer Price Index.
- Percentage Rent.
- Rent Commencement: various landlord or tenant oriented alternatives.
- Preliminary Rent: Pre Building Transfer Rent, Rent if Landlord Fails to Purchase Building from Tenant, Post Building Transfer Rent.
- Building repair and maintenance.
- Real estate taxes and assessments.
- Common area maintenance.
- Assignment and subletting.
- Developer oriented: Obligation of tenant to open fully stocked with short-term operating covenant.
- Developer oriented "go dark" termination/re-purchase right.
- Major tenant oriented co-tenancy clause.
- Major tenant oriented optional "Concurrent Shops Construction" clause
- Example: Food and Drug Restrictions.
- Major tenant oriented "Use Restrictions".
- Conditions which must be approved by tenant's real estate committee (final site plan, access, investigations and documentation).
- Financing contingency (developer oriented).
- Non-binding letter.
- Landlord oriented optional "Landlord Limited Exclusive Right": For a fixed period following execution of this letter tenant promises to (i) make a good faith effort to obtain real estate committee approval for the proposed transaction and (ii) not negotiate with other land owners within an agreed radius of the site.
- Exhibit: Sample "Building Specifications" used to describe the construction items to be included in the cost of tenant's building.
- Exhibit to provide for major shopping center pylon or monument signs.