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Exhibit 10.13
DATED _____________________________________ 1998
X X XXXXXXX ESQ, X X XXXXXXX ESQ
AND X X XXXXXXXX ESQ
(TRUSTEES OF THE REYNARD RACING CARS LTD
DIRECTORS' PENSION SCHEME)
- and -
REYNARD MOTORSPORT LIMITED
- and -
R.T.C. MANAGEMENT COMPANY LIMITED
L E A S E
re
Xxxx 0X
Xxxxxxx Xxxx
Xxxxxxxx
Xxxxxxxxxxxxxxxx
XXXXXX X XXXXXXXX
Solicitor
Old Rectory Offices
Park House
Over Xxxxxx
Xxxxxxxx Xxxxxx
Xxxxxxxxxxx XX0 0XX
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THIS LEASE is made the day of
One Thousand Nine Hundred and Ninety-eight
BETWEEN
(1) XXXXXX XXXX XXXXXXX of Xxxxxxx Centre Telford Road Bicester
Oxfordshire and XXXXXXX XXXX XXXXXXX of Xxxxxxxxx Xxxxx 00 Xxxxx
Xxxxxx Xxxxxxxx aforesaid and XXXXXX XXXXX XXXXXXXX of Park House Over
Xxxxxx Chipping Norton Oxfordshire (hereinafter called "the Landlord")
and
(2) REYNARD MOTORSPORT LIMITED whose registered office is at Reynard
Centre Telford Road Bicester Oxfordshire (hereinafter called "the
Tenant") and
(3) R.T.C. MANAGEMENT COMPANY LIMITED whose registered office is at 0-0
Xxxxxx Xxxx Xxxxxxxx Xxxxxxxxxxx having Company Registration Number
3444931 (hereinafter called "the Company")
WITNESSES as follows:
INTERPRETATION
1 IN THIS LEASE
1.1 the following expressions shall have the
following meanings:
"Landlord" includes where the context admits the estate
owner for the time being of the reversion
immediately expectant on the termination of
the Term
"Tenant" includes where the context admits the
successors in title of the Tenant
"Term" means the term hereby granted and includes
where appropriate any extension thereof by
agreement or pursuant to any Act
"Premises" means the property described in the First
Schedule together with all additions and
improvements thereto and all additions and
fittings therein or thereon
"Act" means any Act of Parliament now or hereafter
to be passed
"Parking Area" means the area designated for parking tinted
red on the Plan comprising 34 spaces
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"Planning Acts" means the Act or Acts for the time being in
force relating to town and country planning
"Rents" means the rents reserved in Clause 2
"Principal Rent" means the rent first reserved in Clause 2
"Landlord's Surveyor" means the surveyor for the time being of the
Landlord
"Insured Risks" means insurance against loss or damage by
fire storm tempest flood lightning explosion
aircraft articles dropped therefrom riot or
civil commotion malicious damage impact
bursting and overflowing of pipes heave
landslip subsidence terrorism and such other
risks as the Landlord shall from time to
time during the Term properly determine
"termination of the Term" means the determination of the Term whether
by effluxion of time re-entry notice
surrender (whether by operation of law or
otherwise) or by any other means whatsoever
"the last year of the Term" means the year of the Term ending on the
termination of the Term
"notice" means notice in writing
"Part with possession" includes an agreement to part with
possession
"underlet" includes an agreement to underlet
"underlease" and "sub-underlease" include an agreement for underlease or
sub-underlease
"Consent of the Landlord" means a consent in writing signed by the
Landlord not to be unreasonably withheld or
delayed
"approved" and "authorised" means as the case may be approved or
authorised in writing by the Landlord
"Amenity Area" means those areas of the Estate tinted green
on the Plan and available for use by the
Tenant and which are not exclusively owned
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by or leased to any person or body (other
than R.T.C. Management Company Limited)) and
everything upon that area and the boundary
walls of the Estate together with all
conduits within the Amenity Area
"Estate" means the land shown for identification
purposes only edged blue on the Plan and the
buildings constructed on that land known
together as Reynard Park
"Estate Expenses" means the costs and expenses referred to in
the Fourth Schedule
"Inherent Defect" any defect in the design of or materials
used in the structure or any part of the
Premises or in the construction of the
Premises or any works carried out to the
Premises whether by the Landlord or any
predecessor in title to the Landlord and
whether before or after the date of this
Lease or any unfitness for purpose of any
materials used in any such works or as a
result of such materials not being of
merchantable quality or attributable to
workmanship not carried out in a good and
workmanlike manner in accordance with good
building practice and all relevant British
Standards and Codes of Practice and any
"snagging items" as listed in any "snagging
list" annexed to a Certificate of Practical
Completion relating to any works carried out
by or on behalf of the landlord or any
predecessor in title
"Percentage Proportion" means 13.5 per centum
"Perpetuity Period" means the period commencing today and
expiring EIGHTY (80) years after today
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"Plan" means the annexed plan showing for
identification purposes only the Premises
the Parking Area and the Estate
"Services" means all or any facilities services or
matter passing through any conduit
"Interest" means interest at the rate of 4% above
National Westminster Bank plc base rate from
time to time and payable upon any rents
payable under this Lease and which are more
than 14 days in arrears such interest to
accrue from the date upon which the relevant
sum is due until the date of actual payment
"The Machinery" all present and future machinery boilers air
conditioning plant extractor fans and units
radiators hoists lifts pumps and other
apparatus of a like nature on the Premises
1.2 where the context requires:
1.2.1 words importing the singular include the
plural and vice versa
1.2.2 words importing the masculine include the
feminine and neuter
1.2.3 where a party consists of more than one
person covenants and obligations of that
party shall take effect as joint and several
covenants and obligations
1.3 references to any Act include references to any statutory
modification or re-enactment thereof for the time being in
force and any order instrument regulation or by-law made or
issued thereunder
1.4 the side notes shall not in any way affect the construction of
this Lease
DEMISE
2 THE LANDLORD hereby demises the Premises to the Tenant
TOGETHER WITH the rights granted in Part I of the Second Schedule RESERVING to
the Landlord and the Company the rights set out in Part II of the Second
Schedule and SUBJECT TO all rights and easements (if any) enjoyed by any
adjoining or neighbouring property over or in respect of the Premises TO HOLD
for the term of twelve years from the 11th day of May 1998 Paying during the
term
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RENTS UNTIL 1st October 1998 no rent and thereafter yearly rent of
TWO HUNDRED AND THIRTY EIGHT THOUSAND SEVEN HUNDRED AND FIFTY
FOUR POUNDS ((pound)238,754.00) or such sum as shall be
determined pursuant to the rent review provisions contained in
the Sixth Schedule such rent to be paid without any deduction
(except as required by any Act) by four equal quarterly
payments in advance on the 1st March, 1st June, 1st September
and 1st December in each year the first payment or the
appropriate proportion thereof to be paid upon the date hereof
and Secondly a yearly rent equal to the reasonable and proper
sum or sums properly paid by the Landlord in performance of
the Landlord's covenant for insurance in Clause 5.2 such
yearly rent to be paid on demand and Thirdly on demand from
time to time by the Company or its duly appointed agent the
Percentage Proportion of the Estate Expenses and in the event
that any such sum thirdly payable hereunder remains unpaid
fourteen (14) days after becoming due and payable the Tenant
will pay Interest thereon
TENANT'S COVENANTS
3 THE TENANT covenants with the Landlord and separately (in
respect of sub-clauses 3.7 and 3.17 and 3.22.4 - 3.22.8 inclusive and 3.29
only) with the Company:-
RENT
3.1 To pay the Rents together with any Value Added Tax thereon
(but only following delivery of a valid Value Added Tax
invoice addressed to the Tenant) at the times and in manner
aforesaid without any deduction (except as aforesaid) and if
so required by bankers standing order
3.2 3.2.1 To defray (or in the absence of direct
assessment on the Premises to pay to the
Landlord a fair proportion of) all existing
and future community charges rates taxes
assessments charges and outgoings payable in
respect of the Premises or any part thereof
by any estate owner landlord tenant or
occupier thereof (save only for any such
occasioned by any disposition of or dealing
with or the ownership of any estate or
interest expectant in reversion on the
termination of the Term)
OUTGOINGS 3.2.2 If before the termination of the Term the
Tenant or any undertenant or occupier of the
Premises or any part thereof shall cease to
occupy the same or to use the same for the
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purpose for which the same were constructed
or have been adapted and if after the
termination of the Term the Landlord shall
pursuant to section 17 or 17A of the General
Rates Xxx 0000 pay any rates or surcharge
additional to rates to pay to the Landlord a
sum equal to the amount of such payments
attributable to such cessation of occupation
or use and in addition to any such payments
that the Landlord would have had to make if
such cessation had not taken place
CHARGES FOR SERVICES
3.3 3.3.1 To pay the suppliers thereof all charges for
gas water electricity and other services
(including meter rents) consumed in the
Premises during the Term
3.3.2 To comply with the requirements and
regulations of the supply authority with
regard to the electrical wiring
installations and equipment and (if any) the
gas pipes installations and equipment in the
Premises PROVIDED THAT the Tenant will
within 28 days of the Landlord's request
supply such details of any alterations or
additions carried out by or on behalf of the
Tenant as the Landlord may reasonably
require and PROVIDED FURTHER that the Tenant
will at the request of the Landlord upon the
termination of the term remove any such
alterations or additions and reinstate the
installations and make good any damage
caused to the reasonable satisfaction of the
Landlord
REPAIR
3.4 3.4.1 At all times during the said term to keep
the Premises and every part thereof and all
additions thereto and the Landlord's
fixtures and fittings thereon (including all
windows window frames doors door frames
plate glass and fibreglass and the pipes and
sanitary and water apparatus thereof) in
good and substantial repair and condition
(damage by an Insured Risk or resulting from
an Inherent Defect excepted)
3.4.2 Without prejudice to the generality of the
preceding paragraph 3.4.1 of this sub-clause
at all times to keep the Machinery in or
about the Premises in proper repair and in
good working order
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and condition keeping the same free from
rust and clean and oiled and from time to
time to replace renew and reinstate any
parts of the machinery which may become
broken lost worn out or unfit for use
3.4.3 to maintain in working order and to power
the lights affixed to the exterior of the
Premises for the purposes of providing light
to those parts of the Estate adjacent to the
Premises
PERMISSION FOR REINSTATEMENT
3.5 If the Premises shall be destroyed or damaged by any of the
Insured Risks if so required to join with the Landlord but at
the Landlord's cost in making application for any planning or
other permission necessary for rebuilding or reinstating the
Premises
MAINTENANCE OF MACHINERY
3.6 To enter into agreements with the manufacturers or with the
approved maintenance contractors for the regular inspection
and servicing of the machinery serving any lifts or lift
shafts or heating or air-conditioning system in the Premises
EXTERNAL PAINTING
3.7 In the third year of the Term and in the last year of the Term
(provided that the Tenant shall be under no obligation to
carry out such works twice in any period of twelve months) in
a proper and workmanlike manner to clean all the outside
surfaces of the Premises and thereafter prepare and paint all
outside surfaces usually painted with three coats of good
quality paint of an approved colour
INTERNAL PAINTING
3.8 3.8.1 In every fifth year of the Term and the last
three months of the last year of the Term in
a proper and workmanlike manner to prepare
and paint all inside surfaces of the
Premises usually painted with two coats of
good quality paint and to strip and repaper
all inside surfaces usually papered and to
restore all other inside surfaces to their
proper condition and appearance
3.8.2 In complying with this covenant in the last
three months of the last year of the Term to
use only material of an approved colour
quality and finish
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LANDLORD'S RIGHT OF INSPECTION
3.9 To permit the Landlord and any authorised person at all
reasonable and mutually convenient times upon previous notice
to enter and inspect the Premises
COMPLIANCE WITH NOTICES TO REMEDY
3.10 3.10.1 To comply with any notice given by the
Landlord requiring the Tenant to remedy any
breach of the Tenant's covenants found upon
any such inspection
3.10.2 If the Tenant shall not within a reasonable
time (in the context of the relevant breach)
comply with any such notice to permit the
Landlord and any authorised person to enter
the Premises to remedy any such breach
3.10.3 To pay to the Landlord on demand all the
reasonable costs and expenses properly
incurred by the Landlord under the
provisions of sub-clause 3.10.2.
WINDOW CLEANING
3.11 To clean the windows in the Premises as often as shall be
reasonably necessary
YIELD UP
3.12 At the termination of the Term
3.12.1 to yield up the Premises (tenant's or trade
fixtures only excepted) fully in accordance
with the foregoing Tenant's covenants as to
repair
3.12.2 to make good any damage caused to the
Premises by the removal of the Tenant's
fixtures fittings furniture and effects and
by the reinstatement of the Premises
pursuant to any covenant with the landlord
REIMBURSEMENT OF EXPENDITURE
3.13 To reimburse to the Landlord all reasonable expenditure
properly incurred by the Landlord forthwith after the
termination of the Term in repairing painting and decorating
the Premises so as to put them into the condition required by
the foregoing Tenant's covenants
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MAINTENANCE OF PARTY WALLS
3.14 To pay a fair proportion (to be determined by the Landlord's
Surveyor acting reasonably) of the reasonable expenses
properly incurred in respect of any repairing and cleansing of
any party walls fences sewers drains channels sanitary
apparatus pipes wires passageways stairways entrance ways
roads pavements and other things the use of which is common to
the Premises and to other property
WORK ON ADJOINING PROPERTY
3.15 To permit the Landlord and any authorised person at all
reasonable and mutually convenient times upon reasonable prior
notice (save in cases of emergency) to enter the Premises to
repair renew cleanse or alter any adjoining or neighbouring
property including the Amenity Area PROVIDED that such rights
shall only be exercised where it is otherwise not reasonably
possible to carry out such works and the Landlord shall use
all endeavours to cause the minimum possible inconvenience or
disruption to the Tenant and shall make good forthwith all
damage to the Premises caused by such works
ALTERATIONS AND WASTE
3.16 Not without the consent of the Landlord to erect or permit or
suffer to be erected any other building structure pipe wire
mast or post upon the Premises nor to make or permit or suffer
to be made any alteration therein or addition thereto
(PROVIDED THAT this provision shall not apply to internal
demountable partitioning which the Tenant may install or
remove without the need for any consent) nor alter the
external appearance of the Premises nor to commit or permit or
suffer any waste spoil or destruction in or upon the Premises
nor (save for the purpose of affixing fixtures and fittings
partitioning or similar items) to cut injure or remove or
suffer to be cut injured or removed any of the roofs
structural walls (whether outside or inside) floors joists
timbers wires pipes drains appurtenances or fixtures thereof
SIGNAGE
3.17 Not to affix or display or permit or suffer to be affixed or
displayed upon any part of the exterior of the Premises or to
or through any window thereof any placard poster notice
advertisement name or sign whatsoever except
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3.17.1 ones that shall previously have received the
Consent of the Landlord or
3.17.2 as may be permitted pursuant to paragraph 5
of Part I of the Second Schedule hereto
NOTICES RECEIVED
3.18 Within seven days of the receipt by the Tenant of any notice
order requisition direction or plan given made or issued to or
by a competent authority affecting the Premises or the
occupation or user thereof to supply a copy thereof to the
Landlord and to make or join in making such objections or
representations against or in respect thereof as the Landlord
may reasonably require but at the Landlord's cost
REQUIREMENTS OF ANY ACT OR COMPETENT AUTHORITY
3.19 To comply in every respect with the provisions of any Act or
the requirements of any competent authority in respect of the
Premises or any part thereof or in respect of the occupation
or user thereof and to indemnify the Landlord against all
claims demands expenses and liability in respect of any breach
thereof by the Tenant and to pay all reasonable costs charges
and expenses properly incurred by the Landlord as a result of
any such breach by the Tenant
PLANNING ACTS
3.20 Without prejudice to the generality of the last preceding
sub-clause not without the Consent of the Landlord in relation
to the Planning Acts
3.20.1 to make any application for planning
permission in respect of the Premises or any
part thereof whether in respect of the
carrying out of any operations works act or
things or the user of the Premises or any
part thereof
3.20.2 to carry out any operations works acts or
things in the Premises or any part thereof
or make any change of use of the same for
which planning permission needs to be
obtained
USE
3.21 To use and occupy the Premises only for general
industrial/high technology purposes within B1 and B2 of the
Town and Country Planning (Use Classes) Order 1987 with any
proper ancillary use (and the reference to that Order is to be
construed so as to include any modification or re-enactment of
that Order)
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PROHIBITED MATERIAL
3.22 3.22.1 Save for any such materials or liquid needed
by the Tenant in its business (provided
prior approval of the Landlord's insurers
where necessary has been obtained and that
any such liquids or materials are handled
and stored in a safe and proper manner and
excessive quantities are not kept on the
Premises) not to store or bring upon the
Premises any materials or liquid of a
specially combustible inflammable dangerous
or offensive nature
3.22.2 Not to do any act or thing whereby any
insurance effected on the Premises or any
adjoining property may be rendered void or
voidable or the rate of premium thereon may
be increased and to comply with all
requirements of the insurers as to fire
precautions relating to the Premises
3.22.3 Not to use the Premises or any part thereof
for any illegal or immoral purpose
3.22.4 To comply with all reasonable regulations
made from time to time by the Company in
respect of the Amenity Area and the Parking
Area and their use including (without
limitation) reasonable directions from time
to time given by the Company for the
regulation and control of vehicle movement
within the Amenity Area and the Parking Area
but not so as to interfere with the rights
granted in Part I of the Second Schedule
3.22.5 Not to interfere with or disturb the
existing layout of the Amenity Area and not
to place or permit or suffer to be placed
any obstruction (including without
limitation skips and packing cases)
whatsoever on the Amenity Area or in any way
hinder or block the roads on the Amenity
Area so as to restrict or hamper access to
the remainder of the Estate or neighbouring
land or Property and to use the Parking Area
only for the parking of private motor
vehicles
3.22.6 Not to cause or permit or suffer any rubbish
litter or packing materials to be left or
strewn on the Amenity Area or the Parking
Area
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3.22.7 Not to cause or permit or suffer the Amenity
Area to be used in any manner as will or may
cause damage to it or any nuisance annoyance
or inconvenience to the Landlord or the
Company or to the owners or occupiers of any
building on the Estate or to any other
person entitled to use the Amenity Area or
to any neighbouring owners or occupiers
subject only to the lawful and proper
exercise by the Tenant of rights expressly
granted to it under this Lease
3.22.8 Not to obstruct or pollute or cause damage
to any of the conduits on the Estate
3.22.9 Not to bring into or upon the Premises or do
anything which might throw on the Premises
any load or weight in excess of that which
the Premises are designed or constructed to
bear with due margin for safety nor to cause
any undue vibration to the Premises by
machinery or otherwise
3.22.10 Not to hold in the Premises any sale by
auction public exhibition or political
meeting
PROVIDED THAT it shall only be a breach by the Tenant of the
sub-paragraphs of this sub-clause 3.22 for the Tenant itself
to commit or for the Tenant to permit or suffer by those under
the control of the Tenant to commit any act expressly
prohibited in this sub-clause
ALIENATION
3.23 3.23.1 Alienation prohibited
Not to hold the Premises on trust for
another and not to part with the possession
of the Premises or any part of them or
permit another to occupy them or any part of
them except pursuant to a transaction
permitted by and effected in accordance with
the provisions of this Lease
3.23.2 Assignment, subletting and charging of part
Not to assign, sublet or charge part only of
the Premises
3.23.3 Assignment of the whole
Subject to clauses 3.23.4 Circumstances and
3.23.5 Conditions, not to assign the whole
of the Premises without the consent of the
Landlord (which shall not be unreasonably
withheld or delayed)
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3.23.4 Circumstances
If any of the following circumstances -
which are specified for the purposes of the
Landlord and Xxxxxx Xxx 0000 section 19(1A)
- applies either at the date when
application for consent to assign is made to
the Landlord, or after that date but before
the Landlord's consent is given, the
Landlord may withhold his consent and if,
after the Landlord's consent has been given
but before the assignment has taken place,
any such circumstances apply, the Landlord
may revoke his consent, whether his consent
is expressly subject to a condition as
referred to in subclause 3.23.5.4 of clause
3.23.5 Conditions or not. The circumstances
are:-
3.23.4.1 that any sum lawfully due
from the Tenant under this
Lease remains unpaid in
circumstances where the
Landlord has given express
notice of the same to the
Tenant
3.23.4.2 that in the Landlord's
reasonable opinion the
assignee is not a person
who is likely to be able
to comply with the
tenant's covenants in this
Lease and to continue to
be able to comply with
them following the
assignment,
3.23.4.3 that the assignee or any
guarantor for the assignee
(other than any guarantor
under an authorised
guarantee agreement,) is a
corporation registered or
otherwise resident in a
jurisdiction in which the
order of a court obtained
in England and Wales will
not necessarily be
enforced against the
assignee or guarantor
without any consideration
of the merits of the case.
3.23.5 Conditions
The Landlord may impose any or all of the
following conditions ( which are specified
for the purposes of the Landlord and Xxxxxx
Xxx 0000 section 19(1A) ) on giving any
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consent for an assignment by the Tenant, and
any such consent is to be treated as being
subject to each of the following:-
3.23.5.1 a condition that upon or before any
assignment and before giving occupation to
the assignee, the Tenant requesting consent
to assign must enter into an authorised
guarantee agreement in favour of the
Landlord substantially in the terms set out
in the Fifth Schedule (The Authorised
Guarantee Agreement)
3.23.5.2 a condition that if reasonably so required
by the Landlord on an assignment to a
limited company, the assignee must ensure
that some other guarantor or guarantors
acceptable to the Landlord, enter into
direct covenants with the Landlord that the
assignee will throughout the residue of the
term of this Lease observe and perform the
covenants on the part of the Tenant
contained in this Lease
3.23.5.3 a condition that upon or before any
assignment, the Tenant making the request
for consent to assign must give to the
Landlord a copy of the health and safety
file required to be maintained under the
Construction (Design and Management)
Regulations 1994 containing full details of
all works undertaken to the Premises by that
Tenant, and
3.23.5.4 a condition that if, at any time before
completion of the assignment, the
circumstances specified in clause 3.23.4
Circumstances, or any of them apply, the
Landlord may revoke the consent by written
notice to the Tenant
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3.23.6 Subletting
Not to sublet the whole of the Premises
without the consent of the Landlord (which
shall not be unreasonably withheld or
delayed)
3.23.7 Terms of a permitted sublease
Every permitted sublease must be granted,
without a fine or premium at a rent not less
than whichever is the greater of the then
open market rent payable in respect of the
Premises or the rent payable under this
Lease and the rent payable under the
sublease payable in advance on the days on
which the Rent is payable under this Lease.
Every permitted sublease must contain
provisions:-
3.23.7.1 prohibiting the subtenant
from doing or allowing
anything in relation to
the Premises inconsistent
with or in breach of the
provisions of this Lease,
3.23.7.2 for re-entry by the
sub-landlord on breach of
any covenants by the
subtenant,
3.23.7.3 imposing an absolute
prohibition against any
further subletting of the
whole or any part of the
Premises,
3.23.7.4 prohibiting assignment of
the whole of the Premises
without the consent of the
Landlord under this Lease
(which consent shall not
be unreasonably withheld
or delayed)
3.23.7.5 requiring the assignee on
any assignment of the
sublease to enter into
direct covenants with the
Landlord to the same
effect as those contained
in clause 3.23.8
Sub-Tenant's Direct
Covenants,
3.23.7.6 prohibiting the sub-tenant
from holding on trust for
another or permitting
another to share or occupy
the whole or any part of
the Premises save with a
group company of the
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sub-tenant on the same
basis as in clause 3.23.11
of this Lease
3.23.7.7 imposing in relation to
any permitted assignment
or charge the same
obligations for
registration with the
Landlord as are contained
in this Lease in relation
to dispositions by the
Tenant
3.23.8 Subtenant's direct covenants
Before any permitted subletting, to ensure
that the subtenant enters into a direct
covenant with the Landlord that while he is
bound by the tenant's covenants in the
sublease the subtenant will observe and
perform the tenant's covenants contained in
this Lease (except the covenant to pay the
rent reserved by this Lease ) and in that
sublease.
3.23.9 Sublease rent review
3.23.9.1 the Tenant must ensure
that the rent is reviewed
in accordance with the
terms of the sublease,
3.23.9.2 the Tenant must not agree
the reviewed rent with the
subtenant without the
approval of the Landlord
3.23.9.3 where the sublease
provides such an option
the Tenant must not
without the approval of
the Landlord agree whether
the third party
determining the revised
rent in default of
agreement should act as an
arbitrator or as an expert
3.23.9.4 the Tenant must not,
without the approval of
the Landlord agree any
appointment of a person to
act as a third party
determining the revised
rent
3.23.9.5 the Tenant must
incorporate as part of his
representations to that
third party
representations required
by the Landlord, and
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3.23.9.6 the Tenant must give
notice to the Landlord of
the details of the
determination of every
rent review within seven
days
3.23.10 Registration of permitted dealings
Within 28 days of any assignment, charge or
sublease or any transmission or other
devolution relating to the Premises, to
produce a certified copy of any relevant
document for registration with the
Landlord's Solicitor, and to pay the
Landlord's Solicitor's reasonable charges
for registration of at least (pound)25.00.
3.23.11 Sharing with a group company
Notwithstanding clause 3.23.1 Alienation
Prohibited the Tenant may share occupation
of the whole or any part of the Premises
with a company that is a member of the same
group as the Tenant within the meaning of
the Landlord and Xxxxxx Xxx 0000 section 42,
for so long as both companies remain members
of that group and otherwise than in a manner
that transfers or creates a legal estate
NOTICE OF DAMAGE
3.24 In the event of the Premises being destroyed or damaged to
give notice thereof immediately upon becoming aware of the
same to the Landlord stating (if possible) the cause of such
destruction or damage
SALE OR RE-LETTING NOTICES
3.25 To permit the Landlord during the Term to affix and
retain without interference upon any suitable and conspicuous
part of the Premises (but not so as materially to affect the
access of light and air to the Premises) a notice for
reletting the same (if the termination of the Term is a
prospective possibility) or selling the Landlord's interest in
the Premises and to permit persons with written authority of
the Landlord or the Landlord's agent at reasonable and
mutually convenient times of the day to view the Premises
accompanied by the Landlord or its agent
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COSTS
3.26 To pay to the Landlord on demand all reasonable and proper
costs charges and expenses (including reasonable and proper
legal and surveyors' fees and costs and value added tax
thereon) of and incidental to:-
3.26.1 every application made by the Tenant for the
consent of the Landlord where the same be
granted or lawfully refused or proffered
subject to any lawful qualification or
condition or where the application be
withdrawn
3.26.2 the preparation and service of a notice
under Section 146 of the Law of Property Xxx
0000 notwithstanding that forfeiture is
avoided otherwise than by relief granted by
the Court
3.26.3 any schedule relating to wants of repair to
the Premises whether served during or within
three months after the termination of the
Term
3.26.4 the preparation and completion of this Lease
and Stamp Duty payable on the Counterpart
INTEREST
3.27 To pay to the Landlord Interest on any sum due pursuant to the
provisions of this Lease and the aggregate amount for the time
being so payable shall at the option of the Landlord be
recoverable by action or as rent in arrear
VALUE ADDED TAX
3.28 Whenever any sum is payable by the Tenant on which Value Added
Tax or any other tax is properly payable on presentation of a
proper VAT invoice to pay to the Landlord in addition to such
sum the amount of the Value Added Tax or other tax thereon at
the rate applicable to that payment
OBSTRUCTIONS AND EASEMENTS
3.29 Not permanently to obstruct or permit or suffer to be
obstructed any of the windows lights or ventilators belonging
to the Premises nor to permit or suffer any new window light
ventilator passage drainage or other encroachment or easement
to be made into against or over the Premises or any part
thereof AND in case any encroachment or easement whatsoever
shall be attempted to be made or acquired by any person
whomsoever to give notice thereof to the Landlord immediately
the same shall come to the knowledge of the Tenant and at the
cost of the Tenant do all such things as
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may be proper for preventing any new encroachment or easement
being made or acquired
LANDLORDS TITLE
3.30 Not to breach the covenants and provisions affecting the title
of the Landlord specified in the Third Schedule
COVENANTS BY THE COMPANY
4 THE COMPANY covenants with the Tenant and (separately) with
the Landlord as follows :-
4.1 To keep the Amenity Area and the Parking Area (including plant
and equipment and service systems but excluding any conduit
exclusively serving any individual building within the Estate)
in good and substantial repair and condition and properly
cleansed lighted landscaped and made up as necessary
4.2 To insure the Amenity Area and the Parking Area with a
reputable insurance company or with Lloyd's Underwriters in no
less than the full reinstatement value of the Amenity Area
(including in that expression without limitation architects'
and surveyors' and other professional fees allowance for
inflation in building costs demolition and site clearance
expenses Value Added Tax and all other incidental expenses)
against loss or damage by fire explosion storm tempest
(including lightning) flood burst pipes and impact and (in
peacetime) aircraft and articles dropped therefrom riot civil
commotion and malicious damage and such other risks as would
normally from time to time be insured against in a
comprehensive policy and the insurance policy for the Amenity
Area and the Parking Area will contain no unusual excesses
limitations or conditions
4.3 To insure the Amenity Area and the Parking Area with a
reputable insurance company or with Lloyds's Underwriters
against public liability of the Company (and the landlord
while the Landlord has any interest in the Amenity Area)
arising out of or in connection with any matter involving or
relating to the Amenity Area
4.4 At the reasonable request of the Tenant to deliver to the
Tenant a copy of the insurance policies effected under clauses
4.2 and 4.3 and all endorsements to date and sufficient
evidence of the payment of the last premium
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4.5 To observe and perform such covenants stipulations conditions
and restrictions as are contained or referred to in the
Property and Charges Register of Land Registry Title Number
NN163570 insofar as they affect the Amenity Area and will
indemnify the Tenant and (separately) the Landlord against all
costs claims demands and proceedings as may arise in respect
of any breach of any of such covenants stipulations conditions
and restrictions
4.6 To remunerate on a reasonable and proper basis any surveyor
accountant or other professional adviser or any other agent or
other person as the Company in any case may reasonably in its
discretion from time to time decide are needed in connection
with or ancillary to the performance and observance of the
obligations undertaken by the Company under this Lease and the
general management of the Amenity Area and the Parking Area
4.7 To pay the proper cost of all charges assessments and
outgoings including general rates water rates electricity and
gas charges relating to the Amenity Area including without
limitation the cost (if applicable) of lighting the Amenity
Area and the Parking Area
4.8 To procure that the affairs of the Company are administered in
a proper and efficient manner
4.9 To make provisions for the establishment of a sinking fund in
such sum as the Company may at its reasonable discretion from
time to time decide
COVENANTS BY THE LANDLORD
5 THE LANDLORD covenants with the Tenant:
QUIET ENJOYMENT
5.1 That the Tenant paying the Rents and performing and observing
the covenants and stipulations on the part of the Tenant
herein shall peaceably hold and enjoy the Premises during the
Term without any interruption by the Landlord or any person
rightfully claiming under or in trust for the Landlord
INSURANCE
5.2 5.2.1 Office, underwriters and agency
To effect and maintain insurance in respect
of the Premises and the Estate in such
substantial and reputable insurance office,
or with such underwriters and through such
agency of similar
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substance and repute as the Landlord from
time to time reasonably decides
5.2.2 To effect and maintain such insurance for
the following amounts:
5.2.2.1 the sum that the Landlord
is from time to time
properly advised by the
Surveyor is the full cost
of rebuilding and
reinstating the Premises,
including VAT,
architects', surveyors',
engineers', solicitors'
and all other professional
persons' fees, the fees
payable on any
applications for planning
permission or other
permits or consents that
may be required in
relation to rebuilding or
reinstating the Premises,
the cost of preparation of
the site including
shoring-up, debris
removal, demolition, site
clearance and any works
that may be required by
statute, and incidental
expenses, and
5.2.2.2 loss of the Rent for three
years.
5.2.3 Risks insured To effect and maintain such
insurance against damage or destruction by
any of the Insured Risks to the extent that
such insurance may ordinarily be arranged
with a substantial and reputable insurer for
properties such as the Premises subject to
such proper excesses exclusions or
limitations as the insurer reasonably and
properly requires
5.2.4. In the event of damage or destruction by any
of the Insured Risks to rebuild or reinstate
the Premises forthwith and to obtain all
necessary consents in relation thereto
5.2.5 To procure that there be given a copy of any
relevant policy of insurance to the Tenant
on all reasonable occasions that he the
Tenant shall so request together with
evidence of the current Premium and that it
has been paid
5.2.6 To procure that the insurers under the
relevant policy or policies of insurance
waive their rights of subrogation against
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the Tenant and any lawful occupier of the
Premises and further to procure that the
relevant policy or policies contain a
non-invalidation clause in respect of any
acts or defaults of the Tenant or other
lawful occupier of the Premises
TRANSFER OF SHARES
5.3 Not to transfer its shares in the Company to anyone who is not
the freeholder of or does not hold some other legal interest
in the Premises
5.4. To procure a covenant by the Transferee of any shares in the
Company that it will not part with its interest in the
Premises without contemporaneously transferring its shares to
a person or company having a legal interest in the Premises
5.5 During such periods as any part of the Estate is not let on a
tenancy containing similar tenant's covenants in relation to
the maintenance use and payment of the Estate Expenses to
those herein set out or until such time as the freehold of
such unit is sold subject to such covenants at its own cost to
use all reasonable endeavours to procure the observance and
performance of such covenants in relation to any such part of
the Estate
LANDLORD TO ENFORCE COVENANTS
5.6 At the expense of the Tenant to observe and perform or (where
the relevant part of the Estate is owned or tenanted by a
third party) to enforce against the owner or occupier for the
time being of any other part of the Estate covenants of the
nature of those on the part of the Tenant contained in this
Lease :
5.7 To carry out any repairs maintenance reinstatement replacement
rebuilding or other works to the Premises arising from any
Inherent Defects
PROVISOS
6 IF:-
6.1 the Rents or any part thereof shall be in
arrear for 21 days after becoming payable
(whether formally demanded or not) or
6.2 there shall be any breach non-performance
or non-observance of any of the Tenant's
covenants or
6.3 the Tenant (being an individual) shall
become bankrupt or (being a company) shall
enter into liquidation whether
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compulsory or voluntary (save for the
purpose of amalgamation or reconstruction of
a solvent company) or
6.4 the Tenant shall enter into any arrangement
or composition for the benefit of the
Tenant's creditors
it shall be lawful for the Landlord at any time thereafter to
re-enter the Premises or any part thereof in the name of the
whole and thereupon the Term shall absolutely determine but
without prejudice to any rights of action of the Landlord or
the Tenant in respect of any antecedent breach by the other of
any of the covenants or conditions herein
SUSPENSION OF RENT
7 IF the Premises or the Parking Area or the means of access
thereto from the public highway shall at any time during the Term be so damaged
or destroyed by any of the Insured Risks so as to render the Premises unfit for
occupation and use or incapable of being occupied by virtue of inaccessibility
then (unless the insurance money shall be wholly or partly irrecoverable by
reason solely or in part of any act or default of the Tenant) the Rents or a
fair proportion thereof according to the nature and extent of the damage
sustained shall be suspended until the date when the Premises shall again be
rendered fit for occupation and use or until the date three years from the date
of such damage or destruction whichever date shall be the earlier and any
dispute with reference to this proviso shall be referred to arbitration in
accordance with the Arbitration Xxx 0000
TERMINATION AND RECONSTRUCTION
8 IF within three years of the Premises the Parking Area or the
means of access thereto from the public highway being destroyed or so damaged by
any of the Insured Risks so as to render the Premises unfit for occupation and
use or incapable of being occupied by virtue of inaccessibility and the Premises
or any material part of them still being unfit for use or occupation or
inaccessible
8.1 either party may by not less than three
months' notice expiring at any time
determine the Term and upon the expiry of
such notice the Term shall determine without
prejudice to any remedy of either party
against the other in respect of any
antecedent breach of covenant or condition
herein
8.2 if the Term is determined under sub-clause
8.1 the insurance monies (other than monies
received for loss of rent) received
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by the Landlord shall be apportioned between the Landlord and
the Tenant in proportion to the values of their respective
interests in the Premises
NO WARRANTY AS TO USE
9 Nothing herein shall be deemed to constitute any warranty by
the Landlord that the Premises or any part thereof are under the Planning Acts
authorised for use for any specific purpose
SERVICE OF NOTICES
10 Section 196 of the Law of Property Xxx 0000 as amended by the
Recorded Delivery Services Xxx 0000 shall apply to the service of any notice
required to be served under this Lease
LIABILITY LIMITED
11 The liability of Xxxxxxx Xxxx Xxxxxxx and Xxxxxx Xxxxx
Xxxxxxxx in relation to the covenants contained in this Lease shall be limited
to the assets of the Reynard Racing Cars Limited Directors' Pension Scheme
STAMP DUTY CERTIFICATE
12 It is hereby certified that for the purposes of Section
240(2)(a) Finance Xxx 0000 there is no agreement to which this Lease gives
effect
IN WITNESS whereof the parties hereto have executed this instrument as a Deed
and have delivered it upon dating it.
FIRST SCHEDULE
The Premises
------------
All those premises known as Xxxx 0X Xxxxxxx Xxxx Xxxxxxxx Xxxxxxxxxxxxxxxx as
the same are shown for identification purposes only tinted blue on the Plan
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SECOND SCHEDULE
Part I
Rights granted
--------------
1 The right at all times for the purposes of going to and from
the Premises to pass and xxxxxx with or without vehicles over
the roadways within the Amenity Area (but excluding the right
to pass and xxxxxx over any car parking spaces other than
those in the Parking Area) and on foot only over the footpaths
within the Amenity Area
2 The right to free passage of Services through any conduits now
laid or to be laid within the Perpetuity Period in or under
the Amenity Area or the Parking Area or any other building on
the Estate for the benefit in any case of the Premises
(whether or not also for the benefit of the other buildings
within the Estate) together with the right on reasonable prior
written notice to the Company and any owner or occupier for
the time being of any building on the Estate affected by such
entry (except in case of emergency) to enter the Amenity Area
or the Parking Area for the purpose of repairing maintaining
and (where necessary) renewing any conduit that exclusively
serves the Premises and a similar right on similar terms for
similar purposes (but only insofar as any such repair or
maintenance or renewal cannot practicably be carried out
without such entry) to enter any other building on the Estate
the person exercising such right doing as little damage as
possible and making good all damage caused by such entry
3 The right on reasonable prior written notice to the Company
and any owner or occupier for the time being of any building
on the Estate affected by such entry (except in case of
emergency) to enter the Amenity Area and the Parking Area and
any building within the Estate adjoining the Premises for the
purpose of carrying out repairs or maintenance to any part of
the Premises which cannot be practicably carried out without
such entry the person exercising such right doing as little
damage as possible and making good all damage caused by such
entry
4 The right of support and protection from any building
adjoining the Premises from time to time
5 The right to exhibit the name of the Tenant on the signboard
at the entrance to the Estate and in the style on the
signboard to be approved by the Company (such approval not to
be unreasonably withheld or delayed)
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6 The exclusive right for the Tenant and those authorised by the
Tenant to park private motor vehicles in the spaces provided
in the Parking Area
Part II
Rights reserved
---------------
1 The right of free passage and running of water and soil in
and through the sewers drains and channels made or to be
made upon through or under the Premises and the free and
uninterrupted use of all gas electric telephone and other
pipes wires cables and flues upon through or under the same
2 All rights of light air and other easements and rights (but
without prejudice to those expressly hereinbefore granted
to the Tenant) now or hereafter belonging to or enjoyed by
the premises from or over any adjoining or neighbouring
land or building
3 The right to build or rebuild or alter any adjoining or
neighbouring land or building in any manner whatsoever and
to let the same for any purpose or otherwise deal therewith
notwithstanding that the light or air to the Premises is in
any such case thereby diminished
4 The right to support and shelter and all other easements
and rights now or hereafter belonging to or enjoyed by all
adjoining or neighbouring land or buildings in respect of
which an interest in possession or reversion is at any time
during the Term vested in the Landlord
THIRD SCHEDULE
Covenants and provisions affecting the Landlord's title
-------------------------------------------------------
The matters referred to in the Charges Register of the freehold title number
NN163570
FOURTH SCHEDULE
(Details of Estate Expenses)
----------------------------
1 The reasonable costs and expenses properly incurred by the
Company from time to time in performing its obligations under
Clause 4
2 Any reasonable costs and expenses properly incurred by 2the
Company in providing necessary caretaking and/or security
services to the Estate
3 Any costs and expenses properly incurred by the Company in
providing any additional services or facilities from time to
time as the Company reasonably considers desirable for the
benefit of the Estate as a whole acting in the best interests
of all the occupants of the Estate
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FIFTH SCHEDULE
THE AUTHORISED GUARANTEE AGREEMENT
THIS GUARANTEE is made the ......... day of................... 19 BETWEEN
(1) XXXXXX XXXX XXXXXXX of Xxxxxxx Centre Telford Road Bicester
Oxfordshire and XXXXXXX XXXX XXXXXXX of Xxxxxxxxx Xxxxx 00
Xxxxx Xxxxxx Xxxxxxxx aforesaid and XXXXXX XXXXX XXXXXXXX
of Park House Over Xxxxxx Chipping Norton Oxfordshire ("the
Landlord") and
(2) _______________________________ the registered office
of which is
("the Tenant")
NOW THIS DEED WITNESSES as follows:
1 DEFINITIONS AND INTERPRETATION
For all purposes of this guarantee the terms defined in this clause have the
meanings specified.
1.1 "THE ASSIGNEE"
"The Assignee" means .....
1.2 "THE LEASE"
"The Lease" means the lease dated............ 19 and made
between (1) Xxxxxx Xxxx Xxxxxxx and Xxxxxxx Xxxx Xxxxxxx and
Xxxxxx Xxxxx Xxxxxxxx ("the Landlord") and (2) Reynard
Motorsport Limited ("the Tenant") and (3) R.T.C. Management
Company Limited for a term of twelve years commencing on and
including 11th May 1998
1.3 "THE PREMISES"
"THE PREMISES" means the premises demised by the Lease.
1.4 "THE LIABILITY PERIOD"
"The Liability Period" means the period during which the
Assignee is bound by the tenant covenants of the Lease which
shall not exceed the unexpired residue of the contractual term
of the Lease
1.5 TERMS FROM THE LANDLORD AND TENANT
(COVENANTS) XXX 0000
The expressions "authorised guarantee agreement" and "tenant
covenants" have the same meaning in this guarantee as in the
Landlord and Tenant (Covenants) Xxx 0000 section 28(1).
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1.6 REFERENCES TO CLAUSES
Any references in this deed to a clause without further
designation is to be construed as a reference to the clause of
this deed so numbered
2 RECITALS
2.1 CONSENT REQUIRED
The Landlord's consent to an assignment of the Lease is
required.
2.2 AGREEMENT TO CONSENT
The Landlord has agreed to give consent to the assignment to
the Assignee on condition that the Tenant enters into this
guarantee.
2.3 EFFECTIVE TIME
This guarantee takes effect only when the Lease is assigned to
the Assignee
3 TENANT'S COVENANTS
In consideration of the Landlord's consent to the assignment the Tenant
covenants with the Landlord and without the need for any express assignment with
all his successors in title as set out in this clause 3.
3.1 PAYMENT AND PERFORMANCE
The Assignee shall punctually pay the rents reserved by the
Lease and observe and perform the covenants and other terms of
it throughout the Liability Period, and if at any time during
the Liability Period the Assignee defaults in paying the rents
or in observing or performing any of the covenants or other
terms of the Lease, the Tenant shall pay the rents and observe
and perform the covenants or terms in respect of which the
Assignee is in default and make good to the Landlord on demand
and indemnify the Landlord against all losses damages costs
and expenses resulting from such non-payment, non-performance
or non-observance notwithstanding:-
3.1.1 any time or indulgence granted by the
Landlord to the Assignee or any neglect or
forbearance of the Landlord in enforcing the
payment of the rents or the observance or
performance of the covenants or other terms
of the Lease, or any refusal by the Landlord
to accept rents tendered by or on behalf of
the Assignee at a time when the Landlord is
entitled, or will after the service of a
notice
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under the Law of Property
Xxx 0000 section 146 be
entitled, to re-enter the
Premises
3.1.2 that the Assignee has
surrendered part of the
Premises in which event
the liability of the
Tenant under the Lease is
to continue in respect of
the part of the Premises
not surrendered after
making any necessary
apportionments under the
Law of Property Xxx 0000
section 140, and
3.1.3 anything else by which,
but for this clause 3.1,
the Tenant would have been
released.
3.2 NEW LEASE FOLLOWING DISCLAIMER
If, during the Liability Period any trustee in bankruptcy or
liquidator of the Assignee disclaims the Lease, the Tenant
shall , if required by notice served by the Landlord within
sixty days of the Landlord becoming aware of the disclaimer
take from the Landlord forthwith a lease of the Premises for
the residue of the contractual term of the Lease as at the
date of the disclaimer, at the rent then being paid under the
Lease and subject to the same covenants and terms as in the
Lease (except that the Tenant need not ensure that any other
person is made a party to that lease as guarantor) the new
lease to commence on the date of the disclaimer and the Tenant
shall pay the reasonable and proper costs of the new lease and
execute and deliver to the Landlord a counterpart of it.
4 SEVERANCE
4.1 SEVERANCE OF VOID PROVISIONS
Any provision of this deed rendered void by virtue of the
Landlord and Tenant (Covenants) Xxx 0000 section 25 is to be
severed from all remaining provisions and the remaining
provisions are to be preserved.
4.2 LIMITATIONS OF PROVISIONS
If any provision of this deed extends beyond the limits
permitted by the Landlord and Tenant (Covenants) Xxx 0000
section 25, that provision is to be varied so as not to extend
beyond those limits.
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SIXTH SCHEDULE
RENT REVIEWS
1 THE REVIEW DATES
The yearly rent payable under this Lease is to be reviewed on the expiry of the
fifth year and the tenth year of the Term (referred to in this Schedule as "the
review date(s)" (and "the relevant review date" is to be construed accordingly)
and with effect on and from each review date the reviewed rent (as agreed or
determined in accordance with this Schedule) is to become payable as the yearly
rent reserved by this Lease.
2 UPWARD ONLY RENT REVIEWS
The reviewed rent is to be the greater of:
2.1 the yearly rent reserved under this Lease
immediately preceding the relevant review
date; and
2.2 the market rent of the Premises at the
relevant review date
3 THE MARKET RENT
For the purposes of this Lease, the expression "market rent" means the best
yearly rent at which the Premises might reasonably be expected to be let in the
open market by a willing landlord to a willing tenant:
3.1 with vacant possession
3.2 for a term for the unexpired residue of the
Term from the relevant review date having
rent reviews in the same terms as this Lease
3.3 without the payment of a premium by the
willing tenant
3.4 subject to the provisions of this Lease,
other than the length of the term and the
amount of rent, but including these
provisions for rent review; but on the
assumption, if not the fact, that at the
relevant review date:
3.5 the Premises have a net internal area of
30,807 square feet;
3.6 the Premises have been fitted out ready for
occupation and immediate use for the willing
tenant's business so that the willing tenant
would not require a rent or other allowance
at the relevant review date for that purpose
(but this assumption does not affect the
operation of paragraph 4.3);
3.7 in case the Premises or the Parking Area or
the means of access thereto have been
destroyed or damaged or unfit for use and
occupation they have been fully reinstated
or rendered fit for use and occupation;
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3.8 the Premises are in a state of full repair
and the covenants of the Tenant and the
Landlord and the Company have been fully
observed and performed;
3.9 there is not in operation any statute order
or instrument regulation or direction which
has the effect of regulating or restricting
the amount of rent of the Premises which
might otherwise be payable;
3.10 the Premises may be lawfully used throughout
the Term for the permitted use
3.11 the Tenant and anyone who may become the
Tenant is a taxable person who makes only
taxable supplies and no exempt supplies
(words and expressions used in this
paragraph 3.12 having the meanings assigned
to them respectively in the Value Added Tax
Xxx 0000 and the regulations made under that
Act) and that demand for the Premises on the
open market would not be reduced by reason
of the Landlord having elected to waive
exemption from value added tax in respect of
them.
4 MATTERS TO BE DISREGARDED
In agreeing or determining the market rent the effect upon it of the following
matters are to be disregarded:
4.1 the occupation of the Premises by the Tenant
4.2 any goodwill attached to the Premises by
reason of the carrying on at the Premises of
the business of the Tenant;
4.3 any improvements to the Premises made by the
Tenant with the consent of the Landlord
other than those:
4.3.1 made in pursuance of an
obligation to the
Landlord; or
4.3.2 for which the Landlord has
made a financial
contribution; or
4.3.3 any works carried out by
the tenant which has
diminished the market rent
and in this paragraph 4 reference to "the
Tenant" include predecessors in title to the
Tenant, and sub-tenants of the Tenant or of
the predecessors in title of the Tenant
5 PROCEDURE FOR DETERMINATION OF MARKET RENT
5.1 The Landlord and the Tenant are to endeavour
to agree the market rent at any time not
being earlier than twelve months before the
relevant review
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date, but if they have not agreed the market
rent three months before the relevant review
date the amount of the market rent is to be
determined by reference to the arbitration
of an arbitrator
5.2 The arbitrator is to be nominated by the
Landlord and the Tenant jointly, but, if
they cannot or do not do so, then he is to
be nominated by the resident for the time
being of the Royal Institution of Chartered
Surveyors on the application either of the
Landlord or of the Tenant
5.3 The reference to and award of the arbitrator
is to be governed by the Arbitration Xxx
0000
5.4 The arbitrator nominated must be a chartered
surveyor having not less than ten years'
experience of leasehold valuation of
property being put to the same or similar
use as the Premises and of property in the
same region in which the Premises are
situated
5.5 If the arbitrator refuses to act, becomes
incapable of acting or dies, the Landlord or
the Tenant may require the appointment of
another arbitrator as provided in paragraph
5.1
6 TIME LIMITS
Time is not of the essence in agreeing or determining the reviewed rent or of
appointing an arbitrator
7 RENTAL ADJUSTMENTS
7.1 If the market rent has not been agreed or
determined in accordance with the provisions
of this Schedule before the relevant review
date, then, until the market rent has been
so agreed or determined, the Tenant will
continue to pay on account rent at the rate
of yearly rent payable immediately before
the relevant review date.
7.2 The Tenant will pay to the Landlord within
seven days after the time that the market
rent has been agreed or determined all
arrears of the reviewed rent which have
accrued in the meantime, with Interest on
each of the instalments of the arrears from
the time that it would have become due if
the market rent had then been agreed or
determined until payment becomes due from
the Tenant to the Landlord under this
paragraph 7.2
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8 REVIEWED RENT RESERVED IN PHASES
The Landlord and the Tenant may, at any time before the market rent is
determined by an arbitrator settle the reviewed rent in more than one amount and
agree to reserve the amounts increasing in phases until the next review date or,
if none, the expiry of the Term.
9 MEMORANDUM OF RENT REVIEW
The parties will cause a memorandum of the reviewed rent duly signed by the
Landlord and the Tenant to be endorsed on or securely annexed to this Lease and
the Counterpart of this Lease.
SIGNED as a deed by )
REYNARD MOTORSPORT LIMITED )
-------------------------- )
acting by )
and by )
Director
Secretary/Director
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SIGNED as a deed by )
XXXXXX XXXX XXXXXXX ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
------------------- )
in the presence of: )
)
Signature of witness ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Print name ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Address ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
) - - - - - - - - - - - - - - - - - - -
)
) - - - - - - - - - - - - - - - - - - -
)
Occupation ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
SIGNED as a deed by )
XXXXXXX XXXX XXXXXXX ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
-------------------- )
in the presence of: )
)
Signature of witness ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Print name ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Address ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
) - - - - - - - - - - - - - - - - - - -
)
) - - - - - - - - - - - - - - - - - - -
)
Occupation ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
SIGNED as a deed by )
XXXXXX XXXXX XXXXXXXX ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
--------------------- )
in the presence of: )
)
Signature of witness ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Print name ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
Address ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
)
) - - - - - - - - - - - - - - - - - - -
)
) - - - - - - - - - - - - - - - - - - -
)
Occupation ) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
34
36
THE COMMON SEAL of )
R.T.C. MANAGEMENT COMPANY LIMITED )
--------------------------------- )
was hereunto affixed )
in the presence of : )
Director
Secretary
35
