How to Fill Out a Commercial Lease Guaranty Agreement Template

To fill out a commercial lease guaranty agreement, start by gathering the exact legal names and identifying details for the landlord, tenant, and guarantor; enter the lease’s execution date and property description so they match the underlying lease word for word; choose the type of guaranty the landlord is offering (payment or collection, absolute or limited, Good Guy, or burndown); review the standard clauses — joint and several liability, continuing guaranty, waiver of notice, waiver of subrogation, attorney fees — to confirm they say what you intend; and then sign, usually before a notary, and deliver the original to the landlord. The parts of the template that look like simple blanks are where most enforceability problems start, so work through them before you focus on the type-of-guaranty decision underneath.

Information to Gather Before You Start

Pull the identifying information for all three parties before you open the template. Every name on the form must match what appears on state formation documents or government filings. If the tenant is “Greenfield Logistics LLC” on its articles of organization, writing “Greenfield Logistics” without the “LLC” creates an opening for the guarantor to challenge enforcement later. The same precision applies to the landlord’s entity name and the guarantor’s full legal name.

The template will ask for:

The execution date of the underlying lease — the specific date the commercial lease was signed, which anchors the guaranty’s timeline.
A property description — either the street address of the leased premises or its formal legal description (lot, block, and subdivision), matching the lease itself.
The guarantor’s contact address, meaning the current mailing address where the guarantor can receive legal notices and demands for payment.
The guarantor’s relationship to the tenant, such as company principal, parent entity, or other related party.

If the guarantor is an individual rather than a business entity, the landlord may request a Social Security number to run credit checks and support future collection efforts. Personal financial statements, tax returns, or proof of assets are also commonly requested so the landlord can confirm the guaranty is backed by real resources. A guaranty signed by someone with no meaningful assets is worth nothing in practice, which is why landlords screen guarantors almost as carefully as tenants.

Choose the Type of Guaranty

The single most consequential decision on the template is what kind of guaranty it creates. The choice determines how much the guarantor owes, when the landlord can demand payment, and whether the landlord must pursue the tenant first. Most templates are drafted as one specific type; if the landlord’s draft doesn’t match what you discussed, raise it before signing rather than after.

Guaranty of Payment or Guaranty of Collection

A guaranty of payment, the far more common version in commercial leasing, lets the landlord go directly to the guarantor the moment the tenant defaults. The landlord doesn’t need to sue the tenant first, chase the tenant’s assets, or prove that collection from the tenant would be futile.

A guaranty of collection works the opposite way: the landlord must first exhaust remedies against the tenant before turning to the guarantor. That usually means suing the tenant, obtaining a judgment, and demonstrating that the tenant cannot pay. It is far more protective of the guarantor, and for that reason landlords rarely agree to it.

Absolute or Limited

An absolute and unconditional guaranty makes the guarantor responsible for everything the tenant owes under the lease: rent, common area maintenance charges, property taxes, repair obligations, and any other amount the lease requires. Exposure is uncapped and runs for the full lease term. One SEC-filed guaranty states that the guarantor “absolutely, unconditionally and irrevocably guarantees to Landlord the full, faithful and prompt performance of all obligations imposed on Tenant by the terms of the Lease.”¹

A limited guaranty caps the guarantor’s exposure. The cap can take several forms: a fixed dollar amount (for example, $75,000), a set number of months’ rent, or a combination. Limited guaranties appear more often when the tenant has moderate creditworthiness and the landlord accepts partial coverage rather than lose the deal.

Good Guy Guaranty

Popular in New York City and other dense urban markets, a Good Guy guaranty ties the guarantor’s liability to the period the tenant actually occupies the space. If the tenant decides to leave early, provides the required advance notice (commonly 90 days), pays all rent through the surrender date, and returns the premises in the condition the lease requires, the guarantor is released from further obligations.² The landlord’s incentive is simple: a clean vacancy is worth more than a tenant squatting without paying while eviction drags through the courts.

Burndown Guaranty

A burndown (or burn-off) guaranty starts at a set dollar amount and decreases over time, rewarding the tenant for consistent performance. A typical structure might cap liability at $100,000 initially, then reduce it by $20,000 each lease year in which the tenant doesn’t default. The guaranty can either burn down to zero by a target date or level off at a fixed floor amount for the remainder of the lease. This structure is common in retail leasing, where landlords want strong protection during the riskiest early years.

Standard Clauses to Read Before You Sign

Beyond the type of guaranty, several standard clauses shape how the agreement works. Make sure these provisions say what you intend, or negotiate changes before signing.

Joint and several liability allows the landlord to pursue the full debt from the guarantor alone, the tenant alone, or both at once. The landlord can bypass a bankrupt tenant entirely and sue the guarantor for the entire balance.¹
A continuing guaranty keeps the obligation alive through lease renewals, extensions, and modifications. Without this language, a guarantor could argue their responsibility ended when the original term expired.¹
A waiver of notice removes the requirement for the landlord to notify the guarantor about every lease change, extension, or tenant default. The guarantor’s liability stays intact even without being told the tenant stopped paying.¹
A waiver of subrogation prevents the guarantor from suing the tenant for reimbursement until the landlord has been fully paid. It stops the guarantor from competing with the landlord over the tenant’s limited assets.
An attorney fees clause requires the losing party, usually the guarantor in practice, to pay the landlord’s legal costs if enforcement goes to court.

The waiver of notice clause deserves extra attention. Signing it means you could learn about a tenant’s default only when a demand letter arrives, months after the rent stopped flowing. Asking the landlord to provide a copy of any default notice sent to the tenant is a reasonable modification that most landlords will accept because it costs them nothing.

What a Guarantor Can Negotiate

Guarantors who sign without negotiating are accepting the landlord’s best-case scenario. Every element of the template is negotiable before execution, and landlords expect some pushback from sophisticated guarantors with leverage. The protections most worth asking for include:

A dollar cap converting an unlimited guaranty into a limited one.
A time limit restricting the guaranty to the initial lease term, so renewals and extensions require a fresh agreement.
A burndown schedule reducing the cap annually if the tenant performs.
A release upon assignment, terminating the guaranty if the tenant assigns the lease to a creditworthy replacement, possibly with a substitute guarantor.
A notice requirement giving the guarantor a set number of days to learn of a tenant default and cure it.

Landlords are most flexible when the market favors tenants: high vacancy rates, long listing times, or a competitive deal. In tight markets they bend less. Either way, anything agreed to has to appear in the signed template. Verbal assurances from a landlord or broker carry no legal weight.

Signing, Notarization, and Delivery

A lease guaranty is a promise to answer for someone else’s debt, the classic category of agreement that must be in writing under the statute of frauds to be enforceable. A verbal guarantee of a commercial lease is worthless regardless of how clearly the parties remember the conversation.

The guarantor signs the document, and most commercial landlords also require notarization. Notarization isn’t legally required for enforceability in most states, but it serves two practical purposes: it proves the guarantor’s identity was verified, and it makes the agreement harder to challenge in court by claiming forgery or coercion. Maximum notary fees for an acknowledgment range from $2 in states like Georgia and New York to $25 in Rhode Island, with most states setting the cap between $5 and $15.³ The notary will check the guarantor’s photo ID, witness the signature, and record the transaction in their journal.

After notarization, deliver the original signed document to the landlord or the landlord’s attorney and keep a fully executed copy for your own records. The guaranty becomes enforceable once all parties have signed and the document has been delivered. There is no separate activation step.

Electronic Signatures

Under the federal ESIGN Act, a contract or signature cannot be denied legal effect solely because it is in electronic form, and this applies to commercial lease guaranties conducted in interstate commerce.⁴ Platforms like DocuSign and Adobe Sign are widely used for commercial lease documents. Some landlords, particularly institutional owners and REITs, still insist on wet-ink signatures and in-person notarization for their guaranty files. If the landlord’s template specifies original signatures, don’t assume an e-signature will be accepted.

Two Things to Know Before You Sign

Two features of a standard guaranty catch people out after signing, and both can be addressed on the template itself.

The first is assignment. If the tenant assigns the lease to a new party, the guarantor’s obligations typically survive. Most templates include language keeping the guaranty in effect through any assignment or transfer, meaning the guarantor is now backing a tenant they may not know and didn’t choose. The SEC-filed guaranty noted earlier illustrates this: the guaranty “shall not be released, discharged or in any way impaired by any amendment or modification of, or supplement to, or extension or renewal of the Lease… or any assignment or transfer thereof.”¹ A company principal who guarantees a lease, then sells the business and assigns the lease to the buyer, can remain on the hook for the buyer’s defaults unless the guaranty explicitly provides for release on assignment. If assignment is even a remote possibility, negotiate a release clause or, at minimum, require the landlord to accept a substitute guarantor from the new tenant.

The second is revocation. A continuing guaranty without a termination date stays in force indefinitely. A guarantor who later leaves the company or resigns from a board can still face liability for lease obligations that arise years afterward. Ending future exposure requires delivering a formal written revocation to the landlord that references the original guaranty, states the effective date clearly, and is sent in a way that creates a paper trail, such as certified mail or personal service. Even a valid revocation only cuts off liability for obligations that arise after the revocation date; amounts already owed remain the guarantor’s responsibility. And many templates include anti-revocation language that makes the guaranty irrevocable for the full lease term, in which case a unilateral revocation letter has no legal effect. Read the template on this point before signing, because the time to change it is now.

1
U.S. Securities and Exchange Commission. SEC EDGAR – Exhibit 10.39 Lease Guaranty
2
Practical Law. Good Guy Guaranty
3
National Notary Association. 2026 Notary Fees By State
4
Office of the Law Revision Counsel. 15 USC 7001 – General Rule of Validity