Lease Contract: Note For Businesses

The office lease contract is an important legal document because it is the basis for stipulating the rights and obligations of the parties, the issues related to the payment of expenses, and the agreement between the two parties. Ensure the rental and rental process takes place according to the contract. So what issues should be noted about the office lease contract for business?

Identify the person authorized of lease contract to rent the office

• Attention should be paid to the identification of the person authorized to sign the office contract. This is extremely important because it ensures more transparency and peace of mind for the lessor.
• According to regulations, office leasing belongs to the daily business activities of the enterprise, so in principle, the person authorized to sign the lease contract is the Director/General Director (who runs the day-to-day operations of the company). enterprise)
• In addition, the Director/General Director may authorize the deputy, or other individuals to sign. In this case, the lessee should check the authorization document

Base: Civil Code 2015, Enterprise Law 2020

Some terms to note in the office lease contract

Office space for rent

It should be noted exactly what is the exact area of ​​the rented office? Most Grade A, B, and C office buildings only calculate the actual area used by the customer, but the important thing is what method will that area be measured? There are three commonly used methods of measuring area:

• Measure the center of the wall and the wall around the office.
• Measure the clearance, in the heart of the office area.
• Measure along the perimeter of the office and the outer edge of the wall.

Office rental period and office lease extension

According to Clause 1, Article 474 of the Civil Code 2015, the office rental period will be agreed upon by the two parties depending on the needs of each party. Regarding the rental period, businesses need to carefully consider the following timelines:

• The effective date of the contract;
• Charge start date of rental. Does the rental start date include the waiting period for construction, repair, and interior decoration?
• How to renew the contract and how long before renewal notice must be made and what is the renewal price?

Office rental price and payment method

• The two parties themselves agree on the rental price and payment method (Clause 1, Article 473 of the 2015 Civil Code).

It should be noted that the rental price includes 10% VAT or related taxes that may arise from the office lease contract or service fees, other costs (electricity, …) or Not yet? Is the rental price stable during the rental period?

• If the parties pay in foreign currencies, it should be noted that they are converted into Vietnamese Dong at the selling rate of the Bank at the time of payment.
• In case the enterprise pays late compared to the stipulated time, the enterprise must pay the additional cost by how many percent for each day of late payment on the total amount of late payment and if the late payment exceeds a certain amount, the lessor has the right to unilaterally terminate the contract.

Responsibilities of the lessee and the lessor

The responsibilities of the lessee and the lessor in the office lease contract also comply with the obligations of the parties in the property lease contract specified in the Civil Code 2015.

With the lessor, the responsibility will usually be:

• Assign office and equipment attached to the office (if any) to the enterprise to rent in accordance with the contract;
• Disseminate regulations on management and use of offices for leased enterprises;
• To ensure stable use of the office for the leasing enterprise during the lease term;
• Maintenance and repair of the office periodically or as agreed; if the lessor fails to maintain or repair the house, causing damage to the tenant enterprise, it must compensate;
• Creating favorable conditions for tenants to conveniently use the rented area;
• Pay taxes related to the office being rented in accordance with the law (if any)

With a lessee, the responsibility will usually be:

• Use the office for the agreed purpose, keep the house, and be responsible for repairing the damage caused by them;
• Pay the deposit in full, rent the office on time as agreed;
• Pay electricity, water, telephone, cleaning, and other costs incurred during the rental period and before the contract is liquidated;
• Return the house to the lessor according to the agreement.
• Fully comply with regulations on office management and use;
• The office lease contract may not be transferred or sub-let to another person unless otherwise agreed in writing by the lessor;
• Comply with regulations on environmental sanitation and security and order in the residence area;
• Return the office to the lessor in the cases of contract termination specified in this contract.
• Responsible for any/all loss of office equipment, furniture, and personal property.

Terms of contract termination

The parties agree on the cases of contract termination. It could be:

• This contract automatically terminates: On the expiry date of the contract; Force majeure events such as natural disasters, storms, floods, wars, fires, etc.; The leasing enterprise cannot continue according to the regulations of the competent authority; In accordance with other provisions of law.
• Early termination of the contract by agreement: If either party wishes to terminate the contract before the term, the other party must be notified in writing at least how many months in advance and the lease term must be reached at least how many months.

Other Terms

Other terms that may be included in an office lease:

• Terms of repair and maintenance of equipment and buildings;
• Terms on contract dispute settlement;
• Terms of joint commitment;
• Terms of validity of the contract.

You can read the previous article here: Open Business in Vietnam: Legal business

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