Commercial Lease Disputes

Common Commercial Lease Disputes

Commercial lease disputes tend to follow recurring patterns across office, retail, industrial, and special-use properties. The issues look different across industries, but the pressure points are consistent.

• Commercial lease termination and default disputes. These cases often turn on notice requirements, cure periods, and timing compliance. A landlord may believe a breach is obvious and material. A tenant may believe the landlord failed to comply with the lease’s default notice provisions or didn’t provide adequate opportunity to cure. In Massachusetts, possession actions for commercial premises generally proceed through summary process under M.G.L. c. 239. Depending on the nature of the tenancy and the alleged breach, statutory notice rules apply in common situations, including 14-day demand for rent under a written lease (M.G.L. c. 186, § 11) and termination of a tenancy at will (M.G.L. c. 186, § 12).
• Ambiguous lease terms that create litigation. Many commercial lease disputes trace back to imprecise drafting that seemed fine when the deal closed but becomes contested when business conditions change. Rent escalation language that doesn’t match invoicing practice. Percentage rent calculations with disputed sales reporting. Use clauses that conflict with the tenant’s actual operations or expansion plans. Assignment and sublease provisions that become critical when a tenant needs to restructure, sell the business, or relocate before lease expiration.
• Rent, additional rent, and CAM disputes. Conflicts over base rent, additional rent, common area maintenance charges, CAM reconciliation procedures, audit rights, capital expense pass-throughs, insurance allocation, property tax increases, and management fees often drive commercial lease litigation, especially in retail centers, mixed-use developments, and office buildings. These disputes are document-intensive, and outcomes often depend on lease language interpretation and the quality of accounting records and reconciliation statements.
• Failure to maintain the building. A landlord’s failure to maintain roofing, HVAC systems, life safety equipment, plumbing, elevators, parking areas, or building envelope conditions can trigger rent abatement claims, constructive eviction arguments, breach of quiet enjoyment allegations, and damages claims for business interruption and lost revenue. Tenants face the same disputes in reverse when the lease places repair and maintenance duties on the tenant and the landlord claims deterioration, code violations, or property damage caused by tenant neglect.
• Tenant improvement and buildout disputes. Conflicts over tenant improvement allowances, landlord work obligations, delivery conditions and substantial completion, punch list items, construction delays, and whether the premises were delivered in the condition required by the lease. A tenant may claim it couldn’t open on time due to landlord delays. A landlord may claim it delivered the space as required and the tenant’s buildout contractor caused the delay. These disputes sit at the intersection of commercial leasing and construction law, often involving substantial damages exposure.
• Guaranty enforcement and guarantor defense. Many commercial leases are underwritten by personal guaranties or affiliated entity guaranties. Disputes over guaranty scope and limitations, notice requirements to guarantors, whether lease modifications released the guaranty, defenses based on landlord conduct, and enforcement strategies often drive settlement dynamics for both landlords seeking payment and guarantors trying to limit exposure.
• Holdover tenancy and unlawful possession. Situations where a tenant remains in possession after lease expiration, either paying month-to-month rent or refusing to vacate. Landlords pursue holdover rent at premium rates and possession through summary process. Tenants claim the landlord accepted rent and created a new tenancy or waived termination rights.
• Security deposit and last month’s rent disputes. Conflicts over proper application of security deposits, interest obligations under M.G.L. c. 186, § 15B (residential) versus commercial lease terms, withholding for damages versus ordinary wear and tear, and whether landlords complied with notice and accounting requirements.
• Misrepresentations in leasing and marketing. Misstatements about the condition of the premises, the scope of landlord work, the existence of exclusivity rights or protected use provisions, co-tenancy conditions, parking availability, zoning approvals, or operating cost projections can shift a lease dispute into a fraud or Chapter 93A case. In business-to-business commercial leasing, M.G.L. c. 93A, § 11 can provide meaningful remedies when the conduct is unfair or deceptive in a commercial context.
• Assignment, sublease, and consent disputes. Disagreements over whether landlord consent to assignment or sublease is required, whether consent was unreasonably withheld or delayed, whether the proposed assignee or subtenant is suitable under lease standards, and allocation of sublease profits or premium rents.
• Special-use leasing disputes. Solar ground leases and option agreements generating disputes over access rights, site control, development timelines, termination rights, assignment provisions, and schedule obligations. Cannabis premises disputes involving use restrictions, landlord approval requirements, regulatory compliance obligations, buildout timing, default provisions, and conflicts between business licensing timelines and lease performance deadlines. These disputes are contract-driven and time-sensitive, often complicated by regulatory frameworks.
• Co-tenancy, exclusivity, and operating covenant disputes. Retail lease disputes where anchor tenant departures trigger co-tenancy remedies, exclusivity violations create competitive conflicts, or continuous operation requirements become contested during business downturns or operational restructuring.

In many cases, both sides believe they’re right until the lease language, the notice history, the payment records, and the documentary trail tell a different story. The work is controlling that record before positions harden.

Our Services 

We handle commercial lease disputes as commercial litigation with an early focus on the lease documents, the notice trail, the accounting records, and the remedies that will actually change the other side’s incentives and drive resolution.

Early case assessment and strategy

We review the commercial lease, amendments, landlord work letters, guaranties, default notices, payment history, correspondence, and the factual record, then identify viable claims, defenses, and leverage points that will decide the case or settlement negotiation.

Notice and default strategy

We help landlords draft default notices and termination notices that comply with lease requirements and applicable Massachusetts statutes (M.G.L. c. 186, §§ 11, 12), and we help tenants respond to defective or overreaching notices before the dispute escalates into avoidable litigation or unlawful summary process proceedings.

Lease interpretation and declaratory judgment actions

Many disputes require a clear judicial ruling on what the lease means before performance obligations can be resolved. Where appropriate, we use declaratory judgment practice under M.G.L. c. 231A to resolve critical interpretation issues that drive the business outcome, including use restrictions, assignment rights, maintenance obligations, and termination conditions.

Summary process and possession litigation

When possession is at issue, we prosecute and defend summary process matters under M.G.L. c. 239 in Massachusetts Housing Court or District Court, while also addressing parallel claims for unpaid rent, additional rent, damages, and attorneys’ fees as the lease and record support.

Rent, CAM, and operating expense disputes

We pursue and defend claims tied to base rent, additional rent, CAM reconciliation and audits, operating expense pass-throughs, and accounting disputes. We build these cases around lease language interpretation and underlying documentation (invoices, reconciliation statements, vendor contracts), not conclusory allegations.

Maintenance, repair, and building condition litigation

We pursue and defend claims tied to repair and maintenance obligations, building system failures, code compliance issues, and operational impacts, including disputes over rent abatement entitlement, damage offsets, and causation of business losses.

Guaranty enforcement and guarantor defense

We enforce personal guaranties and corporate guaranties through demand, negotiation, and litigation when necessary. We also defend guarantors against enforcement actions by challenging guaranty scope, notice compliance, release arguments, and landlord conduct that may limit guaranty exposure.

Misrepresentation and Chapter 93A claims

When leasing conduct crosses into unfair or deceptive commercial behavior, we pursue or defend Chapter 93A, § 11 claims under M.G.L. c. 93A, § 11 with a record-focused approach tied to provable misstatements, reliance, and damages.

Negotiated lease resolutions and settlement documentation

Many lease disputes resolve through negotiated termination, structured cure plans, payment agreements, lease amendments, or orderly transition arrangements. We negotiate and document resolutions that reduce repeat risk and address practical issues like surrender condition, releases, payment security, ongoing rent obligations, and tenant improvement ownership.

Lease review and dispute prevention

Before disputes arise, we review commercial leases for landlords and tenants to identify ambiguous provisions, unfavorable default terms, problematic notice requirements, and provisions that create unnecessary litigation risk.

Who We Serve

We represent Massachusetts clients in commercial lease disputes, with emphasis on business properties and disputes that materially affect revenue, operations, property value, or project timelines. We do not handle routine residential evictions.

Our clients commonly include:

• Commercial landlords and property owners seeking to enforce lease terms, collect unpaid rent and additional rent, resolve tenant defaults and termination disputes, pursue guaranty claims, and protect asset value and income streams.
• Commercial tenants and business operators facing default allegations, termination threats, disputed CAM charges, buildout disputes, assignment consent delays, or building condition issues that affect business operations and compliance obligations.
• Developers and investors dealing with lease disputes that impact financing, closing timelines, tenant mix requirements, property valuations, or project performance metrics.
• Retail, office, and industrial tenants with business-critical leases where possession, operating costs, exclusivity rights, or co-tenancy provisions drive profitability and operations.
• Special-use operators with industry-specific lease issues, including solar development companies, cannabis businesses, healthcare facilities, and other regulated or specialized uses where lease terms and business timelines create concentrated risk.
• Guarantors defending against guaranty enforcement actions and seeking to limit personal or corporate exposure under commercial lease guaranties.

If you’re searching for a commercial lease attorney in Massachusetts, a landlord-tenant lawyer in Boston, or counsel for a lease termination dispute or CAM dispute, the critical factors are the same: understanding the lease language, Massachusetts summary process and landlord-tenant law, and acting before leverage shifts permanently to the other side.

The CLP Approach

We start by defining the objective in practical business terms. Some clients need possession quickly to re-tenant or sell the property. Some need to keep operations running while resolving a dispute. Some need to force an accounting and stop inflated CAM narratives. Some need a clean lease termination that avoids cascading exposure under a guaranty or prevents damage to business reputation and credit.

Then we secure the documentary record that will decide the dispute. Commercial lease cases turn on documents: the lease and all amendments, the notice trail, payment records and ledgers, correspondence, CAM reconciliation statements, invoices and vendor contracts, and maintenance records. We focus early on the issues that drive judicial outcomes: contractual clarity, compliance with notice provisions, documentation quality, credibility, and whether the requested remedy is proportional and grounded in the lease.

From there, we pursue the fastest path to a defensible outcome. That can mean early negotiation backed by a clean default record and strong legal position. It can mean targeted litigation through summary process under M.G.L. c. 239 to resolve possession issues efficiently. It can mean declaratory relief under M.G.L. c. 231A to resolve interpretation disputes that are preventing performance or settlement. The constant is controlling the record, controlling the timeline, and resolving the dispute on terms that match business reality and protect the client’s position.

Representative Experience 

CLP attorneys regularly represent commercial landlords and commercial tenants in Massachusetts lease disputes involving default and termination claims, rent and CAM disputes, guaranty enforcement and defense, and conflicts over maintenance obligations, buildout delays, and lease interpretation. Our approach in these matters is document-driven and remedy-focused, with early attention to notice compliance, proof of damages, and the practical leverage points that drive resolution or position cases for favorable litigation outcomes.

Talk With A Massachusetts Commercial Lease Disputes Lawyer

If you’re facing a commercial lease dispute, a lease termination fight, a default notice, or a disagreement over rent, CAM charges, buildout obligations, or building maintenance, delay usually costs leverage. Unpaid rent accumulates. Possession issues harden. Guaranty exposure grows. Property value suffers.

A focused review of the commercial lease, amendments, notice history, payment records, and accounting documentation can clarify legal position, identify defenses or claims, and establish the fastest path to resolution through negotiation or litigation.

Contact Cole Law Partners, P.C. to discuss a commercial lease dispute in Massachusetts and develop a practical strategy for enforcement, defense, or negotiated resolution.