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Kagaznama

Office Leave and Licence Agreement

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Also called

  • Leave and Licence Agreement
  • L&L Agreement
  • Office Licence Agreement
  • Licence to Occupy Office Premises
  • Coworking Space Agreement
  • Managed Office Agreement
  • Serviced Office Licence
  • Business Centre Agreement

When you need it

Let a business occupy office or coworking space on permission rather than tenancy — seats, access hours, CAM, fit-out and relocation covered. For a business taking office space — cabin, suite, coworking, part of a floor — where the owner grants occupancy permission rather than an interest.

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A s.52 Easements Act licence leaving possession with the licensor. Substance decides it: a lockable, entry-controlled space the licensor never enters reads as a lease however titled. Drafted as a genuine licence: named area, unrestricted access, no exclusive possession. Not for residential premises; retail/showroom space; warehousing/industrial units; a long secured term or mortgageable space; occupiers needing genuine exclusive possession (need a registered lease); or virtual-office arrangements with no space licensed.

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You can fill this one in on this site, and read the whole draft on screen before you decide anything about it. It is a carefully drafted template; it is not advice about your own facts.

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See stamp duty, registration and witnesses

What follows is the position for this kind of document. The amount is set by the state the property is in and it changes, so the figure for your own state is worth confirming at the sub-registrar’s office before you pay anything.

Stamp duty

Ad valorem and formula-driven where the instrument is a licence. Punjab and Chandigarh have no separate leave-and-licence stamp article that we have verified, so the Sub-Registrar may charge duty as on a lease, on the rent, term and any premium; a deposit that reads as a premium moves duty sharply. Confirm the current article and rate with the Sub-Registrar or the e-stamping portal before you buy the stamp.

Registration

A true licence transfers no interest, so section 17(1)(d) of the Registration Act, 1908 does not catch it by itself. The risk is recharacterisation: a court finding exclusive possession and a lease over a year makes an unregistered document inadmissible (section 49). Lease or licence in Punjab and Chandigarh: the label does not decide it. A lease (section 105, Transfer of Property Act, 1882) passes an interest in the premises; a licence (section 52, Indian Easements Act, 1882) is bare permission to use and passes none. Courts look at the substance, mainly exclusive possession and what the parties really intended. If the arrangement is in substance a lease, calling it a licence does not keep it outside the rent Acts (the East Punjab Urban Rent Restriction Act, 1949 in Chandigarh and for Punjab lettings made before 30 November 2013, or the Punjab Rent Act, 1995 for Punjab lettings made on or after that date), and a lease of more than a year must be registered. Leave and licence is a Maharashtra statutory term with no special standing in Punjab or Chandigarh. Lodge for registration within four months (section 23), four more with penalty (section 25).

Notarisation

Not required and not a substitute: it authenticates signatures only and cures neither stamp duty nor a registration failure. Notarise only if the document is not being registered, as an evidentiary step.

Witnesses

Two adult witnesses, not parties, full name/address/ID. For registration, both executants (or an attorney under a registered POA) appear with photographs/thumb impressions/PAN/Aadhaar. Companies carry board resolution, incorporation certificate, signatory ID.

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Sample preview — placeholder answers, not your data

OFFICE LEAVE AND LICENCE AGREEMENT

This Leave and Licence Agreement ("Agreement") is made at Chandigarh on 1 April 2026.

BETWEEN

Ashwin Realty Holdings Private Limited, an individual, having its address at X, PAN AABCA1234E, GSTIN X, acting through X, duly authorised (the "Licensor", which expression includes its successors and permitted assigns);

AND

Northline Analytics Private Limited, an individual, having its address at X, PAN AAECN5678K, GSTIN X, acting through X, duly authorised (the "Licensee", which expression includes its successors and permitted assigns).

The Licensor and the Licensee are each a "Party" and together the "Parties".

RECITALS

A. The Licensor is the absolute owner of, and in lawful possession of, the office premises described in the Schedule (the "Premises").

B. The Licensee has requested permission to use a designated part of the Premises for its office use, on a non-exclusive basis and without any transfer of interest in the Premises.

C. The Licensor is willing to grant that permission by way of leave and licence within the meaning of section 52 of the Indian Easements Act, 1882, on the terms set out below.

D. The Parties intend this Agreement to operate as a licence and not as a lease. No interest in immovable property is transferred, and legal possession of the Premises remains with the Licensor throughout.

NOW IT IS AGREED:

  1. 1. GRANT OF LICENCE

1.1 The Licensor grants the Licensee a bare, non-exclusive and non-transferable licence, revocable only in accordance with clause 5, to enter upon and use the space described in the Schedule (the "Licensed Space") for the Permitted Use during the Term, together with the right to use the common areas, facilities and services of the Premises in common with the Licensor and its other licensees.

1.2 This licence is personal to the Licensee. It confers no tenancy, sub-tenancy, right of exclusive possession, easement or any other right, title or interest in the Premises or the Licensed Space, and nothing in this Agreement shall be construed as a demise or as a transfer of an interest under the Transfer of Property Act, 1882.

1.3 Legal possession and control of the whole of the Premises, including the Licensed Space, remain with the Licensor at all times. The Licensee has permission to use the Licensed Space only, and the grant of that permission is not a delivery of possession.

1.4 The Licensee shall not claim, and shall not permit any person claiming through it to claim, the benefit of any rent control or tenancy protection law in respect of the Licensed Space.

  1. 2. PERMITTED USE AND ACCESS

2.1 The Licensee shall use the Licensed Space only for the following purpose: back-office software development and administrative work, with no client-facing retail activity (the "Permitted Use"), and for no other purpose.

What this document is for

A business taking office space — a private cabin, a serviced suite, a few seats on a shared floor, or an independent unit — uses this when the owner, or an operator running the building, is willing to grant only a personal permission to use the space rather than a lease. Legal possession of the office stays with the licensor throughout; the licensee gets the right to occupy and work there, not an interest in the property itself.

It fixes the licence fee and how it rises, the security deposit, which services and common-area charges are included, the access hours, whether the licensee may fit the space out, and — because a licence can be ended more easily than a lease — the notice period, any lock-in, and what the licensor can do if the licensee overstays.

Before you use this — a licence only works if it really is one

Calling this document a licence does not by itself make it one. If, in practice, the licensee gets a space with its own lock the licensor never enters, keeps out everyone else, and is not genuinely subject to being relocated, a court can hold that a lease was created regardless of what the paperwork says — under section 105 of the Transfer of Property Act, 1882 rather than the licence provision, section 52 of the Indian Easements Act, 1882, this document is written under. That changes the stamp duty, can make registration compulsory, and can bring a state rent-control law into play. Use this document only where the arrangement will genuinely be run as a licence, with the licensor keeping real access and the right to relocate — not merely labelled one to save duty or avoid registration.

A genuine licence need not be registered in Punjab or Chandigarh, but registration is what keeps the document usable as evidence if the arrangement is later read as a lease. In Punjab and Chandigarh the label does not decide whether this is a licence or a lease. A lease (section 105, Transfer of Property Act, 1882) gives the occupant an interest in the premises; a licence (section 52, Indian Easements Act, 1882) is only permission to use and gives none. A court looks at the substance, mainly whether the occupant has exclusive possession and what the parties really intended. If it is in substance a lease, calling it a licence does not keep it outside the rent Acts (the East Punjab Urban Rent Restriction Act, 1949 in Chandigarh and for Punjab lettings made before 30 November 2013, or the Punjab Rent Act, 1995 for later Punjab lettings), and a lease of more than a year must be registered. Leave and licence is a Maharashtra statutory concept with no special standing in Punjab or Chandigarh.

Stamp paper and registration

Stamp paper needed

Yes

Typical stamp duty — Punjab

Ask us — Punjab and Chandigarh have no separate leave-and-licence stamp article that we have verified, so the Sub-Registrar may charge the instrument as a lease, on rent, term and any premium. Confirm the current article and rate at the Sub-Registrar or on the e-stamping portal before the deposit is fixed.

Typical stamp duty — Chandigarh

Ask us — Same reason as Punjab: this template has not been localised to Chandigarh, and a deposit that behaves like a premium can be taxed differently, so the figure needs confirming locally.

Registration at the Sub-Registrar

Depends — Not compulsory for a genuine licence, because it transfers no interest. Registering is what keeps the document usable as evidence if the arrangement is later argued to be a lease of more than a year. Both parties, or an authorised signatory, attend the Sub-Registrar with photo ID.

Notary or witnesses

No notary required: it authenticates signatures but cures neither a stamp shortfall nor a missed registration. Two adult witnesses who are not parties sign; for registration, the Licensor and Licensee, or an authorised signatory, attend with photo ID and are photographed.

What you will need before you start

  • Confirmation of which state the office is in, since it decides the stamp article, the rate and the registration position
  • The licensor's basis for granting the licence — owner, a lessee whose own lease allows sub-licensing, or an operator under a management agreement
  • Both parties' PAN, and GSTIN where either is registered for GST
  • A precise description of the space — floor, cabin or seat numbers, approximate carpet area, and what furniture is provided
  • Whether the licensee wants to use the address for its registered office or a GST registration, since the licensor has to agree to that separately
  • Both witnesses' details

Common mistakes

  • Treating "licence" as a label that avoids registration and a higher duty on its own — if the licensee in fact gets exclusive, lockable possession the licensor never disturbs, a court can still read it as a lease.
  • Assuming that calling an arrangement a licence keeps it outside the rent Acts and the registration rule for leases. In Punjab and Chandigarh a court looks at exclusive possession and intention, and if the arrangement is in substance a lease the label does not protect it.
  • Letting the licensee stay on and keep paying after the licence has expired without addressing it in writing — accepting rent-like payments after expiry is exactly the conduct that invites an argument a fresh tenancy was created.

Questions people ask before using this document

What actually makes this a licence rather than a lease?

Substance, not the heading on the document. A licence works only where the licensor genuinely keeps access to and control of the space — including the right to relocate the licensee — and the licensee does not get exclusive possession it can shut the licensor out of. A private, lockable cabin the licensor never actually enters, held for a long period on a large deposit, is exactly the fact pattern a court is most likely to read as a lease however this document is titled.

Is this a licence or a lease in Punjab and Chandigarh, and does it have to be registered?

It depends on the substance, not the title. In Punjab and Chandigarh the label does not decide whether this is a licence or a lease. A lease (section 105, Transfer of Property Act, 1882) gives the occupant an interest in the premises; a licence (section 52, Indian Easements Act, 1882) is only permission to use and gives none. A court looks at the substance, mainly whether the occupant has exclusive possession and what the parties really intended. If it is in substance a lease, calling it a licence does not keep it outside the rent Acts (the East Punjab Urban Rent Restriction Act, 1949 in Chandigarh and for Punjab lettings made before 30 November 2013, or the Punjab Rent Act, 1995 for later Punjab lettings), and a lease of more than a year must be registered. Leave and licence is a Maharashtra statutory concept with no special standing in Punjab or Chandigarh. A true licence is not caught by section 17(1)(d) of the Registration Act, 1908, but it is safer to register it.

Can the licensor move the licensee to a different cabin or desk during the term?

Only on the basis this agreement sets — typically prior written notice, comparable space, the same fee, and the licensor bearing the reasonable cost of the move. This right is also a strong indicator that the arrangement really is a licence rather than a lease, and it is usually the clause a licensee with real fit-out spend resists hardest.

Can the licensee use this office address to register for GST or as its registered office?

Only if the licensor agrees to it in this agreement. Where consent is given, the licensor is expected to furnish the no-objection certificate and a copy of a utility bill the Registrar or the GST office will ask for; where it is refused, the licensee cannot use the address for that purpose at all. Check which position this agreement actually records before relying on the address for a filing.

What happens if the licensee stays on after the licence ends?

The agreement fixes compensation as a multiple of the last licence fee for each month or part of a month of continued use. Be careful how any continued payment is handled once the term has ended: section 116 of the Transfer of Property Act, 1882, which deals with holding over, applies to leases and not to licences, but a licensor who simply keeps accepting rent-like payments after expiry invites the argument that a fresh tenancy was created despite what this document says.

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