Legal Representation for Dental Practice Lease Assignments

A lease assignment occurs when an outgoing dentist (the assignor) transfers their rights and obligations under an existing lease to the incoming dentist (the assignee). With the landlord’s consent, the new practice owner can step directly into the established lease terms without starting from scratch.

For dental professionals, this process is often preferable to negotiating a brand-new lease, as it allows the buyer to benefit from favorable rental rates or terms secured years earlier. However, because dental offices require specialized buildouts, equipment, and long-term stability, landlords often scrutinize lease transfers carefully. Having knowledgeable legal counsel ensures that your interests remain fully protected throughout the process.

When a dental practice is sold, the office lease is often one of its most valuable assets. The location drives patient traffic, influences goodwill, and represents a significant ongoing expense. Without a properly executed lease assignment:

• The sale could fall through. Buyers rarely move forward without clear rights to the office space.
• Liabilities may remain with the seller. Poorly drafted assignment agreements can leave outgoing dentists responsible for defaults by the new tenant.
• Landlords may impose costly conditions. Without negotiation, landlords may demand rent increases, additional deposits, or personal guarantees.

A well-structured lease assignment preserves continuity for patients, protects both parties financially, and keeps the transaction on track.

Even experienced dentists and practice brokers can underestimate the complexity of a lease transfer. Common challenges include:

• Landlord Consent Delays: Landlords often take weeks—or even months—to review and approve assignments. Without planning, this can stall a closing.
• Hidden Assignment Clauses: Some leases include restrictions, additional fees, or even outright prohibitions against assignment.
• Continuing Liability: Many landlords require the selling dentist to remain personally liable (on a “continuing guaranty”) even after the sale.
• Unclear Terms: Ambiguous language regarding rent escalations, options to renew, or maintenance obligations can create disputes between buyer, seller, and landlord.

At Polished Legal, we carefully review lease agreements, identify hidden risks, and negotiate with landlords to avoid costly surprises.

Our role in lease assignments is to streamline the process and protect your interests. We assist with:

• Lease Review & Risk Analysis: Identifying unfavorable provisions before negotiations begin.
• Assignment Negotiations: Working with landlords to secure consent and minimize added costs or personal liability.
• Documentation & Compliance: Drafting and reviewing assignment agreements, guaranties, and estoppel certificates to ensure enforceability.
• Closing Coordination: Aligning lease transfer timelines with the practice sale closing so that ownership transitions seamlessly.

By taking a proactive and strategic approach, we help Los Angeles dentists avoid pitfalls and focus on successfully growing or exiting their practices.