Drafting and negotiating guarantor provisions in commercial leases: scope, indemnities, caps, duration, AGAs, new lease obligations, insolvency, variations and pitfalls (England and Wales)
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Negotiation Guide
This Negotiation Guide forms part of the Practical lease negotiation collection. See also Practice Note: New starter guide—entering into new commercial leases. It provides guidance on negotiating the terms of a guarantee where a third party proposes to act as guarantor of a tenant’s obligations to a landlord under a lease of commercial premises. A guarantor’s obligations may be set out either in a clause within the lease, in a separate schedule to it, or in an entirely separate document (although the last of these is relatively uncommon). For the purposes of this guide, the relevant provisions in any such clause, schedule or separate document are referred to simply as ‘a/the guarantee’. In the context of commercial leases, the guarantor will typically be:
- a parent company of the tenant, or
- a company in the same corporate group as the tenant, or
- a director of and/or shareholder in the tenant
For example guarantee provisions in the Lexis+ ® UK precedent commercial leases (all of which are included as schedules), see Precedents:
- Lease of part (office)
- Lease of part (retail unit in a shopping centre)...
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Web page updated on 21/05/2026
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Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...
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