Lease contract is one of the most used contracts and if this contract is related to commercial places, it will have a greater effect on the economy of the society. Goodwill and the right to acquire are among the rights that the lessee can have in relation to the commercial property, and identifying the conditions for creating these rights, in addition to helping to clarify the rights and duties of the lessor and the lessee, leads to the settlement of lawsuits in this regard. becomes special Various analyzes such as the commercial position of the property and the wishes of the parties regarding the cause of creating goodwill, the good reputation of the merchant and the legal ruling regarding the cause of creating the right of acquisition have been proposed. In this article, with a descriptive and interpretive method, an attempt has been made to analyze the reasons for the existence of such rights in the countries of England and France, while examining the opinions that are raised about the creation of goodwill and the right to acquire in Iran, and to present an opinion that According to it, the reason for the creation of goodwill and the right to acquire is different in the laws of Iran, England and France; In Iranian law, the will of the parties and the ruling of the law respectively lead to the creation of goodwill and the right to acquire, but the good reputation of the businessman in English law, the contract and the ruling of the law in French law can lead to the creation of similar institutions.