Sell Lease Agreement for the United States

Sell Lease Agreement Template for United States

A Sale-Leaseback Agreement is a complex legal document governed by United States federal and state laws, where an owner sells their property to a buyer and simultaneously enters into a lease agreement to continue occupying and using the property as a tenant. This arrangement allows the original owner to unlock capital while maintaining operational control of the property. The agreement must comply with both federal regulations, including IRS requirements and UCC provisions, as well as state-specific property and tax laws.

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What is a Sell Lease Agreement?

The Sale Lease Agreement is utilized when a property owner seeks to monetize their real estate assets while maintaining operational control. This document structure is particularly relevant in the United States market, where it must conform to both federal and state-specific requirements. The agreement encompasses both the sale transaction and the subsequent lease arrangement, typically including detailed terms for purchase price, lease duration, rent payments, maintenance responsibilities, and potential buyback options. This type of agreement is commonly used for commercial real estate transactions and requires careful consideration of tax implications, accounting standards, and regulatory compliance.

What sections should be included in a Sell Lease Agreement?

1. Parties: Identification and details of seller-lessee and buyer-lessor

2. Background: Context of the transaction and property description

3. Definitions: Key terms used throughout the agreement

4. Sale Terms: Purchase price, payment terms, and closing conditions

5. Lease Terms: Rent, duration, renewal options, and use restrictions

6. Representations and Warranties: Statements of fact by both parties regarding the property and transaction

7. Maintenance and Operations: Responsibilities for property maintenance and operational costs

8. Insurance and Liability: Required insurance coverage and allocation of risks

9. Default and Remedies: Events of default and available remedies

What sections are optional to include in a Sell Lease Agreement?

1. Environmental Provisions: Environmental compliance requirements and liability allocation - include when property has potential environmental concerns

2. Purchase Option: Terms for lessee to repurchase property - include when parties want to include buyback rights

3. Sublease Rights: Terms governing sublease arrangements - include when subletting might be desired

What schedules should be included in a Sell Lease Agreement?

1. Property Description Schedule: Detailed legal description of the property

2. Rent Schedule: Payment amounts and dates throughout lease term

3. Permitted Use Schedule: Specific allowed uses of the property

4. Insurance Requirements Schedule: Detailed insurance specifications

5. Environmental Reports: Environmental assessment results if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Document Type

Contract to Sell

Cost

Free to use
Relevant legal definitions
Clauses
Industries

Internal Revenue Code (IRC): Federal tax regulations governing sale-leaseback transactions, including true lease treatment requirements, depreciation rules, and capital gains implications

Uniform Commercial Code (UCC): Framework for commercial transactions, specifically Article 2 (Sales) and Article 2A (Leases), covering security interests and lease provisions

Federal Securities Laws: Regulations that may apply if the sale-leaseback transaction could be characterized as a security

Federal Bankruptcy Code: Rules governing treatment of leases in bankruptcy and distinctions between true leases versus secured financing

State Property Laws: State-specific requirements for real property transfers, recording requirements, and lease regulations

State Tax Laws: State-specific tax treatment of sale-leaseback transactions and property tax implications

State Consumer Protection Laws: State regulations protecting consumer interests in commercial transactions

Environmental Regulations: Federal and state environmental compliance requirements and liability considerations for property transactions

Zoning Laws: Local property use restrictions and ordinances affecting property utilization

FASB Accounting Standards: Financial accounting requirements including ASC 842 for lease accounting and financial reporting obligations

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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