EXHIBIT 10.9
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VL 1 Ver 1
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(For Official use only)
THE LAND TITLES ACT
VARIATION OF LEASE
DESCRIPTION OF LAND
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CT Property Address
Whole or part lot (If part lot,
MK TS Lot No to state appd new lot/strata
lot or to annex plan and give
details)
Vol Fol
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458 196 23 - 4406 Whole.
(New 00 Xxx Xxxxxx 0
xxxxxx Xxxxxxxxx 000000
Lot
4406A)
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REGISTERED LEASE NO: 1/125L
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LESSOR
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Name: HOUSING & DEVELOPMENT BOARD
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Address: HDB Centre, 0000 Xxxxx Xxxxx Xxxxx,
(xxxxxx Xxxxxxxxx Xxxxxxxxx 000000
for service of Notice)
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AND
LESSEE
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ID/Co reg no: 198903169H
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Name: MODUS MEDIA INTERNATIONAL PTE LTD
(formerly known as STREAM INTERNATIONAL PTE LTD)
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Place of Singapore
Incorporation:
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Address: 0 Xxxxxxx Xxxxxx
(xxxxxx Xxxxxxxxx #00-00 Millenia Tower
for service of Notice) Xxxxxxxxx 000000
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L 1 Ver 1
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(For Official use only)
DUPLICATE
THE LAND TITLES ACT
LEASE
DESCRIPTION OF LAND
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*CT Property Address
Whole or part lot (If part lot,
MK TS Lot No to state appd new lot/strata
lot or to annex plan and give
details)
Vol Fol
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392 173 23 - 4406 Whole.
00 Xxx Xxxxxx 0
Xxxxxxxxx
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LESSOR:
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Name: HOUSING & DEVELOPMENT BOARD
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Address: 0000 Xxxxx Xxxxx Xxxxx, XXX Xxxxxx
(xxxxxx Xxxxxxxxx Xxxxxxxxx 000000
for service of Notice)
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(the registered proprietor) HEREBY LEASES the registered estate or interest in
the land above described (hereinafter referred to as "the said land") to:
LESSEE
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/Co reg no: 198903169H
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Name: STREAM INTERNATIONAL PTE LTD
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Place of Singapore
Incorporation:
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Address: 00 Xxxxxxx Xxxxx #00-00 Xxxxxxxx Xxxxxx
(xxxxxx Xxxxxxxxx Xxxxxxxxx 000000
for service of Notice)
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To hold as
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Manner of Holding
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* To complete where there are co-owners. To delete if not applicable.
2
FOR TERM OF LEASE:
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as tenant for the term of thirty (30) years commencing from 1st January 1990,
YIELDING AND PAYING therefor the yearly rent of Dollars Four Hundred Seventy-
Seven Thousand Nine Hundred and Twenty only ($477,920/-) without deductions and
in advance every quarterly without demand on 1st January 1990 and shall be at
the rate of $40/- per square metre per annum from 1st January 1990 (hereinafter
referred to as "the Initial Rent") which rate shall be subject to revision on
1st January 1991 to a rate based on the market rent on the date of such revision
determined in the manner following but so that the increase shall not exceed 7.6
per cent of the yearly rent. The yearly rent so revised in 1991 shall be subject
to revision every year from 1st January 1991 and shall be at the rate based on
the market rent on the respective dates determined in the manner following but
so that the increase shall not exceed 7.6 per cent of the yearly rent for each
immediately preceding year. The market rent in this context shall mean the rent
per square metre per annum of the said land excluding the buildings and other
structures erected thereon and shall be determined by the Lessor on or about the
dates mentioned and the decision of the Lessor shall be final.
SUBJECT TO:
PRIOR ENCUMBRANCES (to state "nil" if there are none):
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NIL
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AND the following:-
COVENANTS AND CONDITIONS
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(a) the covenants, conditions and powers implied by law in instruments of lease
(or to such of them as are not hereinafter expressly negatived or
modified);
(b) the covenants and conditions set forth in the Memorandum of Lease filed in
the Registry of Titles as ML/24 (which Memorandum is hereinafter called
"ML/24") subject to the variations as provided below.
SPECIAL COVENANTS AND CONDITIONS
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1. The provisions of ML/24 shall apply hereto, subject to the variations
thereof as provided in the following clauses, and in the application thereof to
this Lease, each and every reference in ML/24 to the words or expressions set
out in the first column below shall have the meanings set forth in the second
column respectively:
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Word/Expression Meaning
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"this Lease" : this Instrument of Lease.
"the Lessee" : the Lessee as hereinbefore named.
"the Lessor" : the Lessor as hereinbefore named.
"the said land" : the land above described.
"the said term" : the term of tenancy as above recited.
2. Clause 1 of ML/24 in its application to this Lease is hereby amended as
follows:-
(a) by deleting sub-clauses (vi), (vii) and (xiv) thereof and renumbering
the remaining sub-clauses in their running order to sub-clauses (i) to
(xi) (both inclusive);
(b) by inserting the following new sub-clauses thereto:-
"(xii) Not to use or to permit or suffer the said land or any building
thereon or any part of the said land and building thereof to be
used otherwise than as a factory for printing, binding, assembly,
packaging and other operations related to documentation services
subject to the approval of the competent authority appointed
under Section 3 of the Planning Act.
(xiii) Not to use the said land or any building thereon or any part
thereof for any illegal or immoral purpose and not to carry on or
permit or suffer to be carried on in or upon the said land or any
part of the building thereon any noxious, noisy, dangerous or
offensive trade or business or manufacture whatsoever which may
be or become a nuisance, annoyance or inconvenience to the
owners, tenants or occupiers of premises neighbouring, adjoining
or adjacent thereto or to the Lessor.
(xiv) Not to erect, permit or suffer to be carried out any construction
of chimneys or ducts of any kind whatsoever in or at any part of
the buildings on the said land for the purpose of discharging
smoke gas fume or any other substance connected directly or
indirectly with the manufacturing processes.
(xv) Not to demise, transfer, assign, mortgage, let, sublet, underlet,
license or part with the possession of the said land or any
building thereon or any part thereof in whatsoever manner
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and not to effect any form of reconstruction howsoever brought
about including any form of amalgamation or merger with or
take-over by another company, firm or body or party, without
first obtaining the consent of the Lessor in writing. Section 17
of the Conveyancing and Law of Property Act (Chapter 61) shall
not apply. Any consent, if granted by the Lessor shall be given
on such terms and conditions as the Lessor may in its entire and
unfettered discretion deem fit to impose and shall include:-
(a) full revision of the rental to the prevailing market rate
from the date of assignment;
(b) payment of such administrative fee as determined by the
Lessor.
(xvi) On or before the execution of this Lease, the Lessee shall
supply to the Lessor in writing a list of names of its existing
shareholders and particulars of classes of shares held by each
and every shareholder and the value thereof and such list shall
be duly certified to be correct by a director of the Lessee.
(xvii) Not without the consent in writing of the Lessor to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the
exterior of any buildings on the said land or of the external
walls or rails or fences thereof any nameplate, signboard,
placard, poster or other advertisement or hoarding.
(xviii) To make reasonable provision against and be responsible for
all loss, injury or damage to any person or property including
that of the Lessor for which the Lessee may be held liable
arising out of or in connection with the occupation and use of
the said land and any buildings thereon and to indemnify the
Lessor against all proceedings, claims, costs and expenses which
it may incur or for which it may be held liable as a result of
any act, neglect or default of the Lessee, its servants,
contractors or agents.
(xix) Not to effect a change of name without first informing the
Lessor of such change of name PROVIDED THAT such change of name
is not tantamount to an assignment or it will be subject to the
same terms referred to in clause (xv).
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(xx) Not to install and/or use any electrical installations,
machines or apparatus that may cause or causes heavy power surge,
high frequency voltage and current, airborne noise, vibration or
any electrical or mechanical interference or disturbance
whatsoever which may prevent or prevents in any way the service
or use of any communication system or affects the operation of
other equipment, installations, machinery, apparatus or plants of
other lessees and in connection therewith, to allow the Lessor or
any authorised persons to inspect at all reasonable times, such
installations, machines or apparatus in the said land and any
buildings thereon to determine the source of the interference or
disturbance and thereupon, to take suitable measures, at the
Lessee's own expense, to eliminate or reduce such interference or
disturbance to the Lessor's satisfaction, if it is found by the
Lessor or such authorised person that the Lessee's electrical
installations, machines or apparatus is causing or contributing
to the said interference or disturbance.
(xxi) To indemnify the Lessor against any claims, proceedings, action,
losses, penalties, damages, expenses, costs, demands which may
arise in connection with sub-clause (xx) above.
(xxii) To make good and sufficient provision for the safe and
efficient disposal of all waste including but not limited to
pollutants generated at the said land and any buildings thereon
to the requirements and satisfaction of the Lessor and other
relevant government authorities PROVIDED THAT in the event of any
default by the Lessee under this covenant the Lessor may carry
out such remedial measures as it thinks necessary and all costs
and expenses incurred thereby shall be recoverable forthwith from
the Lessee as a debt.
(xxiii) To pay interest at the rate of eight point five per cent
(8.5%) per annum or such higher rate as may be determined from
time to time by the Lessor in respect of any arrears of rent or
other outstanding sums due and payable under this Lease from the
above due dates thereof until payment in full is received by the
Lessor.
(xxiv) At the termination of the said term or at the earlier
determination thereof to yield up to the Lessor the said land
together with all buildings, structures and fixtures therein in
good and tenantable repair.
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3. Clause 2 of ML,/24 in its application to this Lease is hereby amended by
inserting the words "and buildings thereon" after the words "the said land" in
line 4 and substituting the word "person" and "it" for the words "persons" and
"him" in lines 4 and 5 respectively.
4. Clause 3 of ML/24 in its application to this Lease is hereby amended by
inserting after the word "Lessor" in line 8 thereof the words "to impose such
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penalties as it deems fit as well as for the Lessor".
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5. In addition to Clauses 2 and 3 of ML/24 the Lessor further covenants with
the Lessee that he shall at the written request of the Lessee made not less than
twelve (12) months before the expiry of the said term but not earlier than the
twenty-eighth (28th) year of the said term grant to the Lessee a lease of the
said land for a further term of 30 years (hereinafter referred to as "the
further term") which shall commence from the date immediately following the
expiration of the said term on the same terms and conditions and containing the
like covenants as are herein contained with the exception of the present
covenant for renewal or such variations or modifications as shall be imposed by
the Lessor PROVIDED that:--
(i) there be no existing breach(es) or non-observance(s) of any of the
covenants and conditions herein contained on the part of the Lessee to
be observed or performed.
(ii) the rental payable for the further term shall be as set out
hereunder: --
(a) The yearly rent for the further term commencing on the 1st day of
January 2020 shall be at the rate based on the market rent at the
commencement of the further term (hereinafter referred to as "the
Second Initial Rent") which rate shall however be subject to a
revision on the 1st day of January 2021 to a rate based on the
market rent on the date of such revision determined in the manner
following but so that the increase shall not exceed seven point
six per cent (7.6%) of the Second Initial Rent.
(b) The yearly rent so revised shall be subject to revision every
year from 1st day of January 2021 and shall be at the rate based
on the market rent on the respective dates determined in the
manner following but so that the increase shall not exceed seven
point six per cent (7.6%) of the yearly rent for each immediately
preceding year.
(c) The market rent and the time of payment of the yearly rent shall
be as aforesaid.
(d) Any demise, transfer, assignment or parting of
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possession of the said land or any buildings thereon or any part
thereof by the Lessee in whatsoever manner within 5 years of the
commencement of the further term will be approved by the Lessor
only upon payment by the Lessee of a fee (hereinafter called
"the additional fee") which shall be equivalent to the value of
the buildings and there shall also be a full revision of the
rental to the prevailing market rate from the date of assignment
and payment of such administrative fee as determined by the
Lessor as provided under Clause 1 of ML/24. The value of the
buildings shall be determined by the Lessor alone and the
Lessor's assessment shall be final and conclusive and not
subject or open to review by the Lessee. PROVIDED THAT the
Lessee shall not be required to pay the additional fee for any
demise, transfer, assignment or parting with possession of the
said land or any buildings thereon or any part thereof by the
Lessee in whatsoever manner after the aforesaid 5 years period.
(e) All costs, expenses, charges, legal or otherwise including stamp
duty and the Lessor's legal costs of or connected with the
preparation, completion and registration of the lease for the
further term of 30 years shall be borne by the Lessee.
(iii) The interest chargeable shall be at the rate of eight point five per
cent (8.5%) per annum or such higher rate as may be determined from
time to time by the Lessor in respect of any arrears of rent or other
outstanding sums due and payable under the Lease from the due dates
thereof until payment in full is received by the Lessor.
6. The Lessor further covenants with the Lessee that the Lessee may determine
this Lease anytime after the expiration of the tenth (10th) year of this Lease
by giving to the Lessor not less than three (3) months previous notice in
writing which notice shall be sent by registered post addressed to the Lessor.
The Lessee hereby covenants with the Lessor that in exercising the rights
contained in this Clause, the Lessee shall not be entitled to any compensation,
indemnification, restoration, damages or settlement of any nature from the
Lessor in respect of early termination of this Lease thereof, but without
prejudice to the rights and remedies of the Lessor against the Lessee in respect
of any antecedent claim or breach of covenant and the Lessee shall have no
further claim interest right of title whatsoever in respect of this Lease at the
expiration of the three (3) months notice period.
7. All sums payable under this Lease are exclusive of Goods and Services Tax.
The Lessee, shall pay and indemnify the Lessor against Goods and Services Tax
chargeable in respect of any payment made by the Lessee under the terms of or in
connection with this Lease or in respect of any payment by the Lessor where the
Lessee hereby agrees in this Lease to reimburse the Lessor for such payment.
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DATE OF LEASE: 2nd December 1996
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EXECUTION BY LESSOR
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The Common Seal of the HOUSING)
)
& DEVELOPMENT BOARD was )
)
hereunto affixed in the )
)
presence of:- )
/s/ Gan Eng Oon
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MEMBER
Xx Xxx Eng Oon
/s/ Teoh See See
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OFFICER
Teoh See See
EXECUTION BY LESSEE
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The Common Seal of STREAM )
)
INTERNATIONAL PTE LTD was )
)
hereunto affixed in the )
)
presence of:- )
(signature illegible)
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DIRECTOR
(signature illegible)
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DIRECTOR/SECRETARY
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(I) CERTIFICATE PURSUANT TO THE RESIDENTIAL PROPERTY ACT AND THE LAND TITLES
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RULES AND PRACTICE CIRCULARS:
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SIMILAR INTEREST CONFIRMATION (if any)
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CERTIFICATE OF CORRECTNESS
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I, the Solicitor for the Lessor hereby certify that this instrument is
correct for the purposes of the Land Titles Act.
/s/ Xxxxxxx Xxx Xxxx Xxxx XXXXXXX XXX XXXX XXXX
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NAME & SIGNATURE OF SOLICITOR FOR THE LESSOR
I, the Solicitor for the Lessee hereby certify that this instrument is
correct for the purposes of the Land Titles Act.
/s/ Xxxxxx Soo Tian Low XXXXXX XXX XXXX LOW
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NAME & SIGNATURE OF SOLICITOR FOR THE LESSEE
FOR OFFICE USE ONLY
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EXAMINED REGISTERED ON
Date: Initials of
Signing Officer: REGISTRAR OF TITLES
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M/S XXXXX XXX & BOK
ADVOCATES & SOLICITORS
0 XXXXXXXX XXXX
#00-00 XXX XXXXX
XXXXXXXXX 000000
RT/955639/HDB
HOUSING & DEVELOPMENT BOARD TAX INVOICE
HDB Centre 0000 Xxxxx Xxxxx Xxxxx, Xxxxxxxxx 000000
Tel No: 0000-0000000
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MODUS MEDIA INTERNATIONAL PTE LTD GST Reg No: MB-8100007-1
PROPERTY ADDRESS: HDB Ref: 600-62-
00 XXX XXX 0 XXXXXXXXX 000000 Invoice No: 0199 / 67460014100
Date: 11 JANUARY 99
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Description Amount GST @ 3% Total
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RENT FOR JAN 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR FEB 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR MAR 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR APR 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR MAY 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR JUN 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR JUL 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR AUG 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR SEP 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR OCT 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR NOV 1999 $53,755.00 $1,612.65 $55,367.65
RENT FOR DEC 1999 $53,755.00 $1,612.65 $55,367.65
Note: The rent is due on the 1st day
of the respective months.
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TOTAL $645,060.00 $19,351.80 $664,411.80
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Note: You may wish to retain this for claiming GST from IRAS
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