Before you sign, the landlord work letter should define the delivery condition item by item, split landlord's work from tenant's work, and say how the TI allowance is paid. For a restaurant it also needs measured capacities: electrical amps, gas load, water and sewer sizes, grease interceptor, hood exhaust path, roof structure, HVAC tonnage and makeup air.
- Shell, vanilla box and warm shell mean different things to different landlords. List what exists on delivery day instead.
- Every requirement in your engineer's site report should become a work-letter line with a number, an owner and a cost.
- Restaurant gaps hide in gas meters, grease interceptors, hood exhaust paths, roof structure and makeup air.
- How the TI allowance is paid out matters as much as the amount.
- This guide covers the construction side. Have your attorney review the lease language.
The landlord work letter decides whether your kitchen fits the building. Most drafts are written for a generic retail tenant: a panel, a water stub, a roof. A restaurant needs more of almost everything, and every capacity the letter leaves out becomes your cost the day you sign. This guide covers the construction side. It is not legal advice, so have your attorney review the lease language.
What is a landlord work letter?
A work letter is the lease exhibit that says what the landlord builds or delivers, what you build, who pays for each part and how the tenant improvement (TI) allowance is paid out. It is usually attached to the lease as a separate exhibit 1. The rent terms say what the space costs. The work letter says what you are getting.
It is also the last cheap moment to fix the building. Before signing, a gas meter upgrade is a negotiation. After signing, it is a change order. That is why the work letter sits at the very start of the restaurant opening timeline, long before drawings and permits.
What do "cold dark shell" and "vanilla shell" actually include?
Less than you think, and it changes by landlord. A cold dark shell usually has no HVAC (heating, ventilation and air conditioning) and no lighting, and may not even have electrical or plumbing connections. A warm vanilla shell is generally a box that adds HVAC plus electrical and plumbing connections 2. Those are tendencies, not definitions.
One restaurant law firm describes typical landlord's work as concrete floors, demising walls, basic HVAC, an electrical panel, plumbing stubs and a fire suppression system to code 1. Lenders and shopping center owners each define vanilla box their own way, so in practice every landlord is different 2.
So never sign on the label. Replace the word "shell" with a list of what exists on delivery day, each item with a size and a location.
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Where should landlord's work end and tenant's work begin?
Draw the line at the premises. The landlord brings each utility into your space at the capacity your engineer specified, and you distribute it inside. Tenant's work typically covers the kitchen buildout, hood and fire-suppression systems, grease traps, finishes, fixtures and signage 1. Trouble starts when the letter says a utility is "available to the building" instead of "delivered to the premises."
Anything on the roof, under the parking lot or touching shared structure sits right on that line. Give each one a named owner, because that is where restaurant requirements live.
How does the TI allowance actually get paid?
Usually after you have spent the money. Most allowances are reimbursements: you pay for the work, submit invoices and lien waivers, and the landlord pays once the work is completed and inspected, which can take 30 to 90 days after submission 1. The structure of the allowance matters as much as the amount.
For scale, the same firm puts New York City restaurant TI allowances at $50 to $150 per square foot 1. Your market will differ. Negotiate these terms:
- Draws, not one check. Milestone payments, such as 25% each at demolition, rough-in, inspection and certificate of occupancy (CO) 1.
- Direct pay. Some landlords will pay the general contractor (GC) directly, which cuts your cash exposure 1.
- Eligible costs. Whether design fees, permit fees, kitchen equipment and utility upgrades count.
- Deadline and leftovers. When the allowance expires and what happens to an unused balance.
- Rent start. Rent commencement tied to the later of a fixed date or completion of the landlord's work plus a build-out period 1. Permits eat into that window; see why restaurant permits run late.
Which restaurant requirements get left out?
The ones a retail tenant never needs: a stated electrical service size, gas meter capacity, water and sanitary line sizes, a grease interceptor, a hood exhaust path with roof structure to match, HVAC tonnage with makeup air, and an accessible storefront. Each one needs a number, an owner and a cost.
Electrical service
State the service size in amps, the voltage and phase, and where the panel sits. The law firm above advises writing electrical capacity in amps, not general terms 1. If your engineer's load calculation exceeds what the building has, name who pays for the service upgrade and any new transformer, and by when.
Gas service and meter
The utility sizes your meter from your load. One Indianapolis utility has customers list every existing and new gas appliance with its BTU (British thermal unit) load, then says whether the service and meter are large enough 3. It quotes up to six weeks to install a gas line or meter setting after a complete application 3.
Write in the delivery pressure, meter size and location, and who applies for and pays for an upgrade.
Water and sanitary lines
Get the domestic water line size and static pressure, plus the sanitary line size, location and depth. Plumbing stub locations belong in writing too 1. Ask whether you may saw-cut the slab for floor sinks and trench drains. Post-tensioned slabs often restrict cutting, and someone has to own the patching cost.
Grease interceptor
Your sewer authority sets the size, not your landlord. One California sewer district requires every food service establishment to have a grease interceptor or trap, sizes it from the restaurant type and menu, and requires an outside interceptor of at least 1,500 gallons for grease-intensive kitchens 4. An outdoor interceptor sits on the landlord's ground, so name its location, owner, maintenance and who pays.
If one already exists, get its size and condition in writing.
Hood exhaust path and roof structure
A Type I (grease) hood needs a duct route from the cookline to an exhaust fan, usually on the roof. Confirm the route exists: a clear path up through any floors above and no structure in the way. Venting approvals that need landlord cooperation should be written in explicitly 1.
Then confirm the roof can carry the exhaust fan, the makeup air unit and any new rooftop units (RTUs). Name who cuts and flashes the penetrations, whether the landlord's roofer must do it to keep the warranty, who provides a structural engineer's letter, and who pays for reinforcement.
HVAC tonnage and makeup air
Every cubic foot the hood pulls out has to come back in. The Lafayette, Indiana fire department notes that makeup air must roughly equal the kitchen air exhausted, and that appliance choice drives hood size, fan size and the makeup air requirement 5. Ask for the tonnage, age and condition of each unit serving the space, and who replaces one that fails early.
Storefront and accessibility
Under the Americans with Disabilities Act (ADA) rules, both the landlord and the tenant of a public accommodation are responsible, and the lease may allocate who does what 6. When you alter a primary function area such as a dining area, the path of travel to it must also be made accessible, with costs over 20% of the alteration treated as disproportionate 6.
Assign the entry door, walk slope, accessible parking, restrooms, storefront glazing, door hardware and sign blocking by name.
Why should every engineer requirement become a line item?
Because "adequate for restaurant use" cannot be priced or enforced, and a number can. Take each requirement in your MEP (mechanical, electrical and plumbing) engineer's site report and give it four fields: the requirement with its number, who provides it, who pays, and the date it must be in place. Anything the landlord will not provide gets priced and negotiated as TI.
Each gap then gets one of two answers: the landlord builds it or funds it. That is the workflow behind the landlord work letter in Brand Builder: it turns the engineer's PDF into requirements cited back to the page they came from, then shares a landlord copy that prices every unmet item as TI.
What belongs on the work letter checklist?
Use this against the landlord's draft of your restaurant work letter. Every line should end in a number or a name, and every line the landlord will not meet should end in a price.
- Delivery condition listed item by item, with a delivery date and a late-delivery remedy
- Electrical service: amps, voltage, phase and panel location
- Gas: pressure, meter size and location, and route to the cookline
- Who applies for and pays for electrical and gas upgrades
- Water line size and pressure; sanitary line size, location and depth
- Permission to saw-cut the slab, and who patches it
- Grease interceptor size, location, ownership and maintenance
- Hood exhaust route and exhaust fan location
- Roof penetrations, and how the roof warranty stays valid
- Structural engineer's letter for the exhaust fan, makeup air unit and RTUs
- HVAC tonnage, age and condition, plus makeup air capacity
- Sprinkler riser location and who relocates heads
- Accessible entry, parking, path of travel, restrooms and storefront, assigned by name
- TI allowance: amount, draws, eligible costs, deadline and unused balance
- Rent commencement tied to the later of a fixed date or delivery plus build-out
What should you do before you sign?
Get the facts before the lease, not after. Run the site through a free site check to surface landlord questions early, then have your engineer survey the building with a restaurant site survey checklist. Turn the findings into work-letter lines and send them to the landlord. Have your attorney review the final lease language.
Utility, grease and accessibility rules vary by jurisdiction, so confirm them with the local utility, the sewer authority and your plan reviewer.
Questions people ask
What is a landlord work letter?
It is the lease exhibit that says what the landlord builds or delivers before you take the space, what you build, who pays for each part and how the tenant improvement (TI) allowance is paid out. The rent terms say what the space costs. The work letter says what you are actually getting.
What is the difference between a cold dark shell and a vanilla shell?
A cold dark shell usually has no HVAC or lighting and may lack electrical and plumbing connections. A warm vanilla shell generally adds HVAC plus electrical and plumbing connections. Definitions vary by landlord, so list every delivered item, with sizes and locations, instead of relying on the label.
Who pays for the grease interceptor in a restaurant lease?
Whoever the work letter names. It is often tenant's work, but an outdoor interceptor sits on the landlord's ground and needs their approval. Write in the size your sewer authority requires, the location, who owns and maintains it, and whether the cost comes out of the TI allowance.
When should the engineer look at the site?
Before the lease is signed, ideally while the letter of intent is still open. The engineer's utility findings are what you negotiate with. Once the lease is signed, a missing capacity is no longer a request to the landlord. It is a change order or a tenant cost.
Sources
- Build-Out Provisions in NYC Restaurant Leases, Davidoff Hutcher & Citron LLP. Accessed Oct 5, 2026.
- Warm Vanilla or Cold Dark? Commercial Lease Terms, Eveland Law. Accessed Oct 5, 2026.
- Increase Natural Gas Pressure or Add Equipment, Citizens Energy Group. Accessed Oct 5, 2026.
- FOG FAQ, Union Sanitary District. Accessed Oct 5, 2026.
- Commercial Kitchen Operations, Lafayette Fire Department, City of Lafayette, Indiana. Accessed Oct 5, 2026.
- Americans with Disabilities Act Title III Regulations, U.S. Department of Justice, ADA.gov. Accessed Oct 5, 2026.