The work letter: who builds what, and who pays.

The most expensive exhibit in the lease

The work letter (or workletter, or 'Exhibit C — Landlord's Work') defines the split between what the landlord delivers and what you build at your cost. Tenants read the rent page carefully and skim the work letter — which is backwards, because on a buildout-heavy deal the work letter often moves more money than a year of rent.

Delivery-condition terms, decoded

• "As-is" — you take the space exactly as it stands, hidden problems included; walk it with a contractor before signing, no exceptions
• "White-box" / "vanilla shell" — usually finished walls, ceiling, lighting, HVAC and a restroom — but there is no legal standard; the lease must itemize what it includes
• "Warm shell" vs "cold/dark shell" — whether HVAC and electrical service exist in the space or merely near it; the difference is enormous
• "Landlord's work" — the specific improvements the landlord performs; anything not listed is, by definition, yours

The questions to ask before signing

• Is the delivery condition itemized — or described with an adjective? Adjectives are where budgets go to die
• Who upgrades the systems — if the HVAC is at end-of-life or the panel is full, whose problem is that?
• Who carries code compliance — ADA, fire and life-safety upgrades triggered by your buildout: landlord's work, or your allowance?
• What are the approval mechanics — landlord review of plans and contractors can add weeks; the work letter sets those clocks
• When does rent start — and does the buildout period account for realistic permitting and construction time?

Have a builder read it

Your attorney reads the work letter for legal risk. Your broker reads it for deal terms. Someone should read it for construction reality — whether the described delivery condition matches the space, whether the allowance can actually build your plan, and whether the timeline survives contact with a permit office.

We do that review free, in plain language, alongside a walkthrough of the actual space. It routinely changes what our clients negotiate for.