PROJECT LEASING MANDATE AGREEMENT
A developer or owner's mandate to a broker to market and let space across a whole commercial project — exclusive or not, with or without a retainer, with or without a leasing target
Executed at __________ on __________.
Parties
1. The Developer — __________, __________, of __________, mobile __________, email __________ ("the Developer").
2. The Broker — __________, of __________, mobile __________, email __________ ("the Broker").
Background
A. The Developer is the owner and developer of __________, __________, situated at __________: __________ ("the Project").
B. The Developer wishes to appoint the Broker to market the Project and let out its available space, across the Project as a whole and not only a single Unit or a single deal, on the terms of this Agreement.
C. This Agreement is in __________. It governs the mandate given to the Broker and the commission — and retainer, if any — payable on it. It is not itself a lease, an agreement to lease, or any other instrument transferring an interest in property.
1. The mandate
1.1 "Transaction" means a lease of any office, retail or other commercial unit, floor or space forming part of the Project ("a Unit"), entered into between the Developer, as landlord, and a tenant the Broker introduced, identified or negotiated with under this Agreement.
1.2 This mandate covers every Unit in the Project that is vacant, or becomes vacant, during the Mandate Period defined in clause 9 — it is not limited to a single Unit or a single Transaction. The Developer may withhold a specific Unit from this mandate by naming it in writing to the Broker, whether before this Agreement is signed or at any time after, until the Developer withdraws that reservation in writing.
1.3 __________
1.4 The Broker will not delegate this mandate to another broker or sub-agent without the Developer's prior written consent, and remains responsible for everything done under this Agreement whether or not it delegates.
2. Exclusivity
2.1 __________
3. What the Broker will do
3.1 Market the Project, and each available Unit, to prospective tenants at the rent and on the terms the Developer approves, arrange viewings at times agreed with the Developer, and keep a dated record of every prospective tenant shown a Unit.
3.2 Pass every offer, term sheet or counter-offer to the Developer promptly and in writing, whatever its terms, and never hold one back because the Broker thinks it unsuitable — except where clause 1.3 gives the Broker authority to agree it directly.
3.3 Tell the Developer in writing, before proceeding further, if the Broker, a relative or an associate has any interest in a prospective tenant, and not act in that Transaction without the Developer's written consent.
3.4 Where dealing in a Unit forming part of a project registered with a Real Estate Regulatory Authority, not do so unless the Broker is itself registered as a real estate agent under the applicable rules made under the Real Estate (Regulation and Development) Act, 2016, and keep the books of account and records that registration requires.
3.5 Quote and negotiate only within the rent, escalation, security deposit, lock-in and other parameters the Developer gives the Broker in writing under clause 4.2, and refer a prospective tenant's request to depart from them to the Developer rather than agreeing to it.
4. What the Developer will do
4.1 Give the Broker accurate information about the Project, its title, and any charge, existing tenancy or dispute affecting it or any Unit, and tell the Broker promptly if any of that changes.
4.2 Give the Broker a written schedule of the rent, escalation, security deposit, lock-in and other commercial terms on which each type of Unit is to be offered, and keep it updated as those terms change.
4.3 Tell the Broker if a person the Broker introduced later approaches, or is approached by, the Developer directly.
5. Marketing
5.1 __________
7. Commission
7.1 __________
7.3 The Broker's commission on each Transaction is __________.
7.4 Commission on a Transaction is earned __________, and is payable within 7 days after it is earned. Once earned under this clause, it remains payable whatever happens to that Transaction afterwards, including a later cancellation, rescission or failure to complete that is not the Broker's fault.
7.5 __________
7.6 Where the law requires the Developer to deduct income tax at source from a payment under this clause or clause 7.2 — under section 194H of the Income-tax Act, 1961 for a payment made on or before 31 March 2026, or under the corresponding provision of the Income-tax Act, 2025 for a payment made after that date — the Developer will deduct it, pay it to the Government within the time allowed, file the return, and give the Broker the certificate for it. The amount deducted counts as paid to the Broker.
7.7 Only one commission is payable by the Developer on a Transaction, and the Developer is not liable for a fee any broker engaged by the tenant charges that tenant.
8. Commission on introductions after this Agreement ends
8.1 If, within 180 days after this Agreement ends, the Developer enters into a Transaction with a tenant the Broker introduced during its term, commission is payable under clause 7 as if the Transaction had been made during the term.
8.2 Within 7 days after this Agreement ends, the Broker will give the Developer a written list of the introductions it made, with the date of each and the Unit concerned. Only one on that list counts for clause 8.1.
9. Term, renewal and termination
9.1 This Agreement runs from __________ to __________ ("the Mandate Period"), unless ended earlier under this clause.
9.2 This mandate is not renewed or extended merely because the parties keep dealing with each other after the Mandate Period ends. It is renewed only if the Developer and the Broker agree a new end date in writing before the Mandate Period expires.
9.3 Either party may end this Agreement before the Mandate Period ends by giving 30 days' notice in writing.
9.4 Ending this Agreement does not take away commission or retainer already earned under clause 7, or the protection in clause 8 for introductions already made.
9.5 Within 7 days after this Agreement ends, the Broker will withdraw every advertisement and signboard for the Project, and return any keys and documents the Developer gave it.
10. General
10.1 This Agreement is governed by the law in force in __________, and only the courts having jurisdiction at __________ may decide a dispute about it.
10.2 Nothing in this Agreement transfers or creates any interest in the Project or in any Unit, and it is not itself the lease or agreement to lease that a Transaction requires.
10.3 A notice under this Agreement is given in writing, by hand or by email, to the address given for the other party above.
Personal data
This notice is given under the Digital Personal Data Protection Act, 2023.
The names, addresses, telephone numbers and email addresses in this document are collected for one purpose: the Broker's mandate over the Project, the introductions it makes, and the commission and retainer that follow. The Developer and the Broker each keep a copy of this record. It may be shown only to the parties, a tenant the Broker introduces, and the advocate or bank involved in a resulting Transaction, and it will not be used for marketing.
If this mandate does not lead to any Transaction, the personal data in this document is kept for 90 days after this Agreement ends and then erased. If it does, this record is kept for the Mandate Period plus 12 months and then erased, unless a law requires a particular record to be kept longer.
Consent to the use of personal data in this document may be withdrawn at any time by writing to __________. A request to correct inaccurate data, to erase data once its purpose has ended, or to complain about how it has been handled may be sent to the same address, and will be answered within 30 days.
This document does not collect any Aadhaar number, PAN, bank-account detail or copy of an identity document; anything of that kind a resulting Transaction needs is collected in the document that requires it.
Signatures
The Developer
Signature: ________________________
Name: __________
The Broker
Signature: ________________________
Name: __________
Witnesses
Witness 1
Signature: ________________________
Name: ________________________
Address: ________________________
Witness 2
Signature: ________________________
Name: ________________________
Address: ________________________