Posted on 23 September 2022
Hi and welcome back! Today is all about Lease Heads of Terms. In the two previous installments What are HOT’s? | An “A to B” Series (HOT’s) – McLean Legal and Lease Heads of Terms | An “A to B” Series (HOT’s) – McLean Legal I looked in overview at Heads of Terms in general, and gave an overview of Lease Heads of Terms. Today, I’m going to look a bit deeper at one element of Lease Heads of Terms – what I would call the “Basics”. If you can get the Basics right, you will find that time won’t be wasted on expensive legal fees going backwards and forwards for clarification. The points I mention are so simple, yet I see them going wrong day after day, and week after week. So, they’re worth sharing with you.
You will find this “A to B” Series useful if you are a tenant or landlord. If you are an agent negotiating terms for a client, you may also find it useful to read the Series, as it will give you an insight into the legal implications of the terms you are agreeing for your clients.
What is an “A to B” Series?
This is an “A to B” Series – a series of blog posts exploring a commercial property topic in detail. In this Series I am exploring Heads of Terms – what they are, what they should contain, and what they mean. My post last time gave an overview to Lease HOT’s in general. In later posts, I will look at the important different elements of Heads of Terms. I will explore each in more detail. Today it is the turn of the “Basics”. If you want to find other articles in the Series, please check out my Blog where you will find all current and previous blog posts.
My aim in all property work is to help you to get from “A to B” as simply, and cost-effectively, as possible. If you like what you see here, take a look at my “A to B” Guides – there is currently one available for Selling a Commercial Property, and others are in the pipeline. If you have any queries at any time, do get in touch on for a no-obligation, free, quotation via enquiries@mcleanlegal.co.uk or on 01384 872069 or via my Free Enquiry Form. I carry out all work through Nexa Law Limited. Nexa is authorised and regulated by the SRA.
Lease Heads of Terms – the Basics
To remind ourselves, here are some of basic terms included in Lease Heads of Terms:
- Full name and contact details (address, email, and telephone) of the Landlord and the Tenant.
- Name, address and post code of the Property.
- Details (name, address, email, and telephone) of the Landlord’s and the Tenant’s Solicitor.
- Target timescale.
Lease Heads of Terms – Contact Details
Some of these points are very obvious. However, I’ve seen enough HOT’s where there are errors or inconsistencies here, that it is worth covering. Essentially, the clearer you make your HOT’s, the easier it will be for your solicitor (or your client’s solicitor, if you are an agent) to get cracking. My tips are:
- Check you are dealing with the right corporate entity (and recording it in the HOT’s) by checking at Companies House . This is my biggest tip. It is very obvious, but I’ve had:
- HOT’s through for companies that don’t exist;
- HOT’s for companies that have been liquidated;
- HOT’s with half the company name, where there are several companies at Companies House with that starting name; and
- HOT’s in the name of an individual, when actually the company is taking the lease, and vice versa.
If you can just check and get this one thing right, you will save a lot of wasted time with clarificatory questions/investigiations by your solicitor.
- Check that you have the right company. If there is a group of companies – which one will actually be entering into the Lease? Much easier if the solicitor knows from the start who is taking the Lease.
- Check the party’s address – again, the registered office is available at Companies House, so easy to check.
Lease Heads of Terms – Property Details
Be as comprehensive as you can with details of the Property. Things to consider:
- Include a full address, including post-code.
- Consider including a plan of the Property, showing the extent to be leased edged red. Getting a plan early on helps the tenant’s solicitor to issue searches (where required) swiftly. It will help the landlord’s solicitor to identify and obtain the correct title to the Property.
- Consider including some photographs of the Property. Photos are always useful for context/visualisation. They can help identify where entrances/exits are, and help to confirm the solicitor has correct title details.
Lease Heads of Terms – Solicitor Details
Again, basic stuff, but worth saying:
- Include a full address, including post-code. Knowing which office the opposing solicitor is at is really useful.
- Include a named contact. There should be a solicitor who is responsible for the transaction – include their name.
- Include that named contact’s contact details. In this day and age, this should usually include a direct telephone number and a direct email address. If they won’t give you this, and wish to hide behind a general number, or don’t use email, consider whether they are going to give the personal, pro-active service you would want to get the deal done.
Lease Heads of Terms – Target Timescale
It is useful to have a target timescale in Heads of Terms. Be realistic though. People often ask how long a transaction will take. A “standard” property transaction takes around 4-6 weeks. This allows time for searches to be done, enquiries to be made and negotiations to be completed. As with anything, deals can be done quicker, or can take longer. If you are putting a target in place that is 2 weeks or less, then you need to accept that due diligence and negotiation is going to be limited. Risks will be inevitably higher. The sooner in advance you can get HOT’s to the solicitors, the smoother the deal will be.
Why does this Matter?
In essence, the more accurate you make the Heads of Terms, the faster and cheaper you make the Lease. If your solicitor has to spend the first week or more establishing that one of the parties is down incorrectly, or can only email a generic email address at the other side’s solicitor, then time will be lost (and fees will likely grow). If the “Basics” are present and consistent, it means they can make contact with their opposite number straight away, and can get down to drafting sooner. None of the above is rocket science, but sometimes its the simple things that can really get a transaction off to a good start.
Next Time
In my next “A to B” Series blog, I will start to deep dive into some of the more specific items within Lease Heads of Terms, and consider what they mean for you legally.
Contact Me
As always, if you have any queries, then do get in touch for a no-obligation, free, quotation via enquiries@mcleanlegal.co.uk or on 01384 872069 or via my Free Enquiry Form. I carry out all work through Nexa Law Limited, which is authorised and regulated by the SRA.
Check out my LinkedIn profile and Facebook page too.
Thanks for reading my above article, and I look forward to seeing you on the next blog post!
Finally, the above article is for general information purposes only. I am not providing legal advice in the above and it may or may not be appropriate for your specific circumstances. If you require legal advice, please do get in touch and I will be delighted to assist.
Thanks
John
