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Corporate

What is an exclusivity clause in an Ontario commercial lease and why would a tenant want one?

TSL Written by the Treadstone Law team· Updated August 2026

An exclusivity clause is a promise from the landlord that it won't lease other space in the same building or plaza to a business that directly competes with the tenant, protecting the tenant from the landlord bringing in a rival next door or down the hall selling essentially the same products or services. For a retail or restaurant tenant whose business depends on being the only option of its kind in a particular plaza or shopping centre, this kind of protection can matter as much as the rent itself.

Exclusivity clauses are negotiated, not automatic, and landlords generally have more appetite to grant them to anchor tenants or businesses bringing significant foot traffic than to a small, first-time tenant with limited leverage, though it's still worth asking for even without that leverage. A well-drafted clause needs to define "competing business" clearly, since a vague definition can lead to disputes over whether a new tenant genuinely competes or offers something different enough to fall outside the restriction.

Because a landlord's future leasing decisions are otherwise entirely its own business, a tenant that needs this kind of protection should raise it during lease negotiations, not assume it's implied or standard, and should push for a clear, specific definition of what's actually being excluded.

Key takeaways

  • An exclusivity clause stops the landlord from leasing other space nearby to a directly competing business.
  • It matters most to retail and restaurant tenants that depend on being the only option in a location.
  • These clauses must be negotiated; they aren't automatic or implied.
  • A vague definition of "competing business" is a common source of later disputes.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone corporate lawyer can help.
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