contracts
Fit Out Agreement Template and Key Clauses (2026)
What is a fit-out agreement, and when do you need one? A fit-out agreement is a contract that governs the works a tenant carries out to turn a leased space into a usable workplace, shop or facility: partitions, flooring, lighting, data cabling, kitchens, branding and the rest. It sets the scope and standard of the works, the programme, who pays, how the tenant accesses the space to do them, and what happens to the works at the end of the lease. In many deals the landlord's permission for the works is given through a document called a licence to alter, and the fit-out agreement or the lease sets out how the works are carried out. You need one whenever a tenant will alter a leased space: a company fitting out new offices, a retailer fitting out a unit, a restaurant building a kitchen, or a landlord delivering a base building that the tenant then completes. The agreement matters because fit-out works touch the landlord's building, can trigger reinstatement costs years later, and often involve a landlord contribution that both sides want recorded clearly. This article is general guidance, not legal advice. Property and construction law vary by jurisdiction, so have a qualified professional review one before you rely on it. ## Fit-out agreement template Copy the block below and fill the bracketed fields. This is drafted as a tenant fit-out agreement sitting alongside a lease. ```
FIT-OUT AGREEMENT This Agreement is made on [DATE] BETWEEN: [LANDLORD NAME], [address] ("Landlord") AND [TENANT NAME], [address] ("Tenant") relating to [premises] let under the lease dated [DATE] ("Lease"). 1. CONSENT TO WORKS The Landlord consents to the Tenant carrying out the fit-out works described in Schedule 1 (the "Works"), in accordance with the approved drawings and specifications, subject to this Agreement. This consent does not relieve the Tenant of any obligation under the Lease. 2. APPROVALS AND PERMITS The Tenant will obtain all permits, approvals and consents required by law and by the building rules before starting the Works, and provide copies to the Landlord. 3. STANDARD OF WORKS The Tenant will carry out the Works in a good and workmanlike manner, with sound materials, in compliance with law, building regulations and the Landlord's fit-out guide in Schedule 2. 4. PROGRAMME AND ACCESS The Works will be carried out during [the fit-out period / agreed hours]. The Landlord will give the Tenant access as in Schedule 3. The Tenant will not disturb other occupiers or the building's operation. 5. CONTRACTORS AND INSURANCE The Tenant will use suitably qualified contractors, and will maintain, and procure that contractors maintain, the insurances in Schedule 4, including public liability and contractors all-risks cover. 6. COST AND CONTRIBUTION The Tenant pays for the Works, except that the Landlord will pay a fit-out contribution of [AMOUNT], payable [on practical completion / against invoices] as in Schedule 5. [State treatment of any rent-free period.] 7. CATEGORY OF WORKS AND OWNERSHIP Schedule 1 marks which Works are landlord's fixtures and which are the Tenant's tenant's fixtures. Ownership and removal rights follow that classification. 8. SUPERVISION AND SNAGGING The Landlord [or its surveyor] may inspect the Works. The Tenant will remedy defects notified within [N] days and complete snagging by [date]. 9. REINSTATEMENT At the end of the term, the Tenant will, if the Landlord so requires by notice given [N] months before expiry, remove the Works marked for removal in Schedule 1 and reinstate the premises, making good any damage. 10. INDEMNITY The Tenant indemnifies the Landlord against loss, damage and claims arising from the Works. 11. GOVERNING LAW Governed by the laws of [jurisdiction]; disputes to [courts]. Signed for the Landlord: __________ Signed for the Tenant: __________
- **Standard and approvals (clauses 2 and 3).** Require all permits and a clear standard of work with the landlord's fit-out guide. This protects the building and other occupiers.
- **Cost and contribution (clause 6).** Record who pays, and the exact mechanics of any landlord contribution or rent-free period. Vague contribution terms cause disputes at practical completion.
- **Category and ownership (clause 7).** Classify the works. Landlord's fixtures usually stay; tenant's fixtures can be removed. This classification drives the reinstatement obligation.
- **Reinstatement (clause 9).** For a tenant this is the clause that can cost the most at the end. Negotiate exactly what must be removed, what can stay, and how much notice the landlord must give. ## Common mistakes to avoid - Starting works before the landlord's written consent or licence to alter is in place, which can breach the lease.
- A vague scope with no approved drawings, so the parties argue over what was permitted.
- Not recording the landlord contribution mechanics, so payment stalls at practical completion.
- Ignoring reinstatement, which leaves a tenant facing a large and unexpected removal bill at lease end.
- Weak insurance and contractor terms, so the landlord carries risk from the tenant's works. ## A note on jurisdiction Fit-out and alteration rules sit inside the wider law of leases, which varies by jurisdiction. - **India.** A lease is governed by the Transfer of Property Act, 1882, which deals with a lessee's rights over fixtures and the position at the end of a lease. Many commercial leases restrict alterations without the lessor's consent, and stamp duty and registration rules for the lease and any licence differ by state.
- **England and Wales.** Alterations are usually controlled by the lease, often requiring landlord consent not to be unreasonably withheld, documented through a licence to alter. Reinstatement obligations and the treatment of tenant's fixtures are well developed in case law.
- **Other jurisdictions.** Singapore, Australia and others control alterations through the lease and local building and planning law. Always check building regulations and fire and safety approvals. Across all of them, get written consent before starting, fix the scope with drawings, and settle reinstatement in writing. Last verified October 2026. ## Where one contract workspace helps A template gets you a sound fit-out agreement. The ongoing work is keeping the moving parts aligned: linking the fit-out agreement to the lease and the licence to alter, checking a landlord's draft for a wide reinstatement obligation before you sign, tracking the contribution payment milestones and the reinstatement notice window, and keeping versions straight as drawings and schedules change. One AI workspace tuned to how your company takes or grants space can keep the moving parts aligned: drafting a fit-out agreement, reviewing a landlord's draft for a wide reinstatement duty, and keeping the fit-out agreement linked to the lease and the licence to alter with contribution milestones and the reinstatement notice window in view. [Adira](https://adiralaw.com) is one AI workspace built to keep space documents together like this. This template is enough to put a fair fit-out agreement in place; a workspace just makes drafting, review and tracking one connected job.
Frequently asked questions
- What is the difference between a fit-out agreement and a licence to alter?
- They overlap. A licence to alter is the landlord's permission for a tenant to carry out alterations to a leased property, and it sits alongside the lease. A fit-out agreement is the broader contract that governs the fit-out works themselves: scope, standards, programme, access, and who pays and reinstates. In many deals the landlord's consent to the works is given through a licence to alter, and the fit-out agreement or the works clauses in the lease set out how the works are done.
- Who pays for a tenant fit-out?
- It depends on what the parties agree. Often the tenant pays for and carries out its own fit-out, sometimes helped by a landlord contribution called a fit-out contribution or rent-free period. Category A works (base finishes) are often the landlord's; Category B works (the tenant's specific layout and branding) are usually the tenant's. The agreement should state clearly who funds, carries out and owns each part of the works, and how any landlord contribution is paid.
- Does a tenant have to reinstate a fit-out at the end of the lease?
- Usually yes, if the lease or licence to alter requires it. Reinstatement means removing the tenant's alterations and returning the space to its earlier condition, often triggered by a landlord's notice near lease end. Reinstatement can be expensive, so a tenant should negotiate exactly what must be removed and what can stay, and record the agreed position in the licence to alter. General guidance, not legal advice.
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