Exhibit 10.04
AGREEMENT FOR LEASE
This Agreement is made the 26th day of May 1982 between The
Jurong Town Corporation a body corporated incorporated under
the Jurong Town Corporation Act having its head office at
Jurong Town Hall, Jurong Town Hall Road, Singapore
(hereinafter called "the Lessor") of the one part and Kiln
Technique (Pte) Ltd. a company incorporated in Singapore and
having its registered office at 0 Xxx Xxxxxxxx, Xxxxxx,
Xxxxxxxxx.
(hereinafter called "the Lessee" which expression shall
where the context so admits include its successors in title)
of the other part.
Whereby it is agreed as follows:
1. In consideration of the sum of $920,000 paid to the
Lessor the Lessor shall grant and the Lessee shall accept a
lease or sub-lease of the piece of land and the building
erected thereon described in the First Schedule hereto and
shown edged in red on the plan annexed hereto for the term
of thirty (30) years from the 1st day of September 1981 at
the yearly rent of Dollars Thirty-Nine Thousand Seven
Hundred and Ninety-Seven and Cents Forty-Six Only
($39,797.46 cts) subject to revision in accordance with the
second schedule hereto and payable without demand on the
first day of January in each and every year of the said term
at the office of the Lessor in Singapore.
2. Such lease shall be issued after completion of a title
survey and shall be in the form containing the reservations
exceptions covenants and conditions set forth in the Second
Schedule hereto with such modifications as circumstances may
render necessary or as the Lessor and Lessee may mutually
agree.
3. Until such a lease is granted in accordance with the
stipulations and conditions of this Agreement the Lessee
shall be deemed to be a Lessee of the said piece of land
hereby agreed to be leased to him at the same rent and
subject to the same covenants and stipulations so far as the
same are applicable as it a lease thereof had been actually
granted.
4. The Lessee covenants with the Lessor as follows:
(a) to pay all costs disbursements fees and charges legal
or otherwise including, stamp and/or registration fees in
connection with the preparation stamping and issue of this
Agreement and any prior accompanying or future documents or
deeds supplementary collateral or in any way relating to
this Agreement.
(b) To pay all costs and fees legal or otherwise including
costs as between solicitor and client in connection with the
enforcement of the covenants and conditions herein.
(c) To pay to the Lessor all survey fees and other charges
including those payable to and claimed by the relevant
Government Planning Authorities for the survey of the
demised premises for the purpose of sub-division of the land
of which the demised premises forms part and issue of this
lease and a Certificate of Title __________, the Lessor
shall have the right to employ his own surveyor to carry out
the said survey in which event the Lessee shall bear all
costs thereby incurred.
(d) To pay interest at the rate of ___ per annum or such
higher rates as may be determined from time to time by the
Lessor for any outstanding amount payable under this
Agreement from the due date thereof until payment in full is
received by the Lessor.
(e) To pay to the Lessor an amount equivalent to the sum if
any payable by the Lessee as property tax in respect of the
demised premises during the term prior to the issue of the
Lease by the Lessor.
5. The Lessor covenants with the Lessee that he will be
responsible for making good only major defects to the
building which appear within six months from the term hereby
created (time in this respect all be of the essence) and he
shall not be liable for any loss or damage that may be
suffered by the Lessee resulting from the aforesaid defects.
IN WITNESS WHEREOF the parties hereto have set their
hands or seals the day and year first above written.
SIGNED on behalf of
THE JURONG TOWN CORPORATION
By: Xxxxxxx Xxx
General Manager
in the presence of:
Clos............Choo
The Common Seal of:
KILN TECHNIQUE (PTE) LTD.
was hereunto affixed
in the presence of:
/s/Xxxxxxxxxx Xxxxx Xxxxxxx
Director
/s/Tan Mee Choo
Secretary
I, Xxxx Xxx Xxx Xxxx an Advocate and Solicitor of the
Supreme Court of Singapore hereby certify that on the 26th
day of May 1983 the Common Seal of KILN TECHNIQUE (PTE) LTD.
was duly affixed to the written instrument at Singapore in
my presence in accordance with the regulations of the said
Company which regulations have been produced and shown to
me.
Witness my hand this 2th day of May 1983.
/s/Xxxx Xxx Xxx Xxxx
THE FIRST SCHEDULE ABOVE REFERENCED TO
All that piece of land knows as Private Lot A7163 also
known as Government Survey Xxx 000 Xxxxx XXX Xxxx are
situated in the Republic of Singapore as shown edged red on
the plan annexed hereto and estimated to contain an area of
7,369.9 square metres more or less subject to survey
together with the buildings erected thereon.
(xiv) 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 the demised premises or of the
external walls or rails or fences thereof any nameplate
signboard placard poster or other advertisement or boarding.
(xv) Not to use or permit or suffer the demised premies or
any part thereof to be used otherwise than for the
manufacture of kiln drying plants, energy plants, turbine
accessories and wood working machineries and the operation
of an electrically operated kiln plant (to dry sawn timber)
strictly for training/educational purposes only, except with
the consent in writing of the Lessor.
(xvi) 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 demised premises and to indemnify
the Lessor against all proceedings claims costs and expenses
which he may incur or for which he may be held liable as a
result of any act neglect or default of the Lessee his
servants contractors or agents.
(xvii) To pay interest at the rate of 10% 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
due dates thereof until payment in full is received by the
Lessor.
(xviii) At the termination of the said term or at the
earlier determination thereof to yield up to the Lessor the
land hereby demised together with all buildings structures
and fixtures therein in tenantable repair in accordance with
the Lessee's covenants herein contained.
(xix) To make good and sufficient provision for the safe
and efficient disposal of all waste including but not
limited to pollutants to the requirements and satisfaction
of the Lessor PROVIDED THAT in the event of default by the
Lessee under this covenant the Lessor may carry out such
remedial measures as he thinks necessary and all costs and
expenses incurred thereby shall forthwith be recoverable
from the Lessee as a debt.
(xx) Not to do or omit or suffer to be done or omitted any
act matter or thing in or on the demised premises in respect
of the business trade or industry carried out or conducted
therein which shall contravene the provisions of any laws
rules or regulations now or hereafter affecting the same and
at all times hereafter to indemnify and keep indemnified the
Lessor against all actions proceedings costs expenses claims
and demands in respect of any act matter or thing done or
omitted to be done in contravention of the said provisions.
(xxi) To pay all costs disbursements fees and charges
legal or otherwise including stamp and or registration fees
in connection with the preparation stamping and issue of
this Lease and any prior accompanying or future documents or
deeds supplementary collateral or in any way relating to
this Lease.
(xxii) To pay all costs and fees legal or otherwise
including costs as between solicitor and client in
connection with the enforcement of the covenants and
conditions herein.
(xxiii) To pay to the Lessor all survey fees and other
charges including those payable to and claimed by the
relevant Government Planning Authorities for the survey of
the demised premises for the purpose of the sub-division of
the land of which the demised premises forms part and issue
of this Lease and a Certificate of Title PROVIDED THAT the
Lessor shall have the right to employ his own surveyor to
carry out the said survey in which event the Lessee shall
bear all costs thereby incurred.
(xxiv) At his own cost to take such steps and execute
such works upon the demised premises as may be necessary for
the protection of shores and embankments if any and for the
prevention of earthslip erosion of soil and failure of
slopes expeditiously in a workmanlike manner and to the
satisfaction of the Lessor.
(xxv) To construct an internal drainage system within
the demised premises to the satisfaction of the Lessor to
ensure that all surface water collected thereon is
discharged into the public drains.
(xxvi) Not to effect a change of name without the prior
consent in writing of the Lessor PROVIDED THAT on every
change of name the Lessee shall pay the Lessor a fee to be
specified by the Lessor in relation to such consent.
(xxvii) To perform and observe the covenants on the
Lessor's part contained in the head lease made between the
President of the Republic of Singapore and the Lessor so far
as they are not varied herein and to keep the Lessor
indemnified against all claims damages costs and expenses in
any way relating thereto.
(xxviii) At the Lessee's own cost to shift the screen wall
back by two and a half metres (2.3m) within the demised
premises from the roan boundary line as and when required by
the Lessor and/or relevant authorities.
(xxix) At the Lessee's own cost to demolish and
reconstruct the bin centre/guard house to set the same back
within the boundary line as and when required by the Lessor
and/or relevant authorities.
(xxx) To maintain the demised premises and/or any part
thereof in a neat and tidy condition and forthwith to comply
with the Lessor's direction to remove and clear any
materials, goods or articles of whatever nature and
description from the demised premises or such part thereof.
2. The Lessor hereby covenants with the Lessee that the
Lessee paying the rent hereinbefore reserved and performing
and observing the covenants conditions and agreements on the
part of the Lessee hereinbefore contained shall peaceably
hold and enjoy the demised premises during the term hereby
granted without any interruption of or by the Lessor or any
person lawfully claiming throught under or in trust for him.
2A. The Lessor further covenants with the Lessee that he
shall at the request of the Lessee made in writing not less
than six (6) months prior to the expiry of the term herein
created grant to the Lessee a lease of the demised premises
for a further term of thirty (30) years (hereinafter
referred to as "the further term") from the expiry of the
said term upon the same terms and conditins and containing
like covenants as are contained in this lease with the
EXCEPTION of the present covenant for renewal PROVIDED THAT:
(i) the Lessee's fixed investment on the demised premises
exceeds the sum of $1.8 million per 0.4 hectare of the
demised premises (out of which at least $750,000 per 0.4
hectare shall be on building and civil works and the rest
can be on plant and machinery) within ten (10) years from
the 1st day of September 1981 and due proof of such
investment is produced to the satisfaction of the Lessor;
(ii) there be no existing breach(s) or non-observance(s) of
any of the covenants and conditions herein contained on the
part of the Lessee to be observed or performed;
(iii) the rental payable for the further term shall be
as set out hereunder:
a) the yearly rent for the further term shall be at the
rate of 6% of the market value of 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 2013 to a rate of six per cent (6%)
of the market value on the date of such revision determined
in the manner following but so that the increase shall not
exceed fifty per cent (50%) of the Second Initial Rent.
b) the yearly rent so revised shall be subject to revision
every period of five years thereafter and shall be at the
rate of six per cent (6%) of the market value on the
respective dates determined in the manner following but so
that the increase shall not exceed fifty per cent (50%) of
the annual rent for each immediately preceding period of
five years.
c) the market value and the time of payment of the yearly
rent shall be as aforesaid.
3. PROVIDED ALWAYS and it is hereby agreed between the
parties as follows:
(a) That no estate or interest in the soil of the road and
footpath adjacent to the demised premises is or shall be
deemed to be included in the demise hereinbefore contained.
(b) That the Lessee shall not be entitled to any right of
access of light or air to any buildings erected on the
demised premises which would restrict or interfere with the
user of any adjoining or neighboring land for building or
any other purpose.
(c) That is the said rent hereby reserved or any part
thereof shall be unpaid for fourteen days after becoming
payable (whether the same shall have been formally demanded
or not) or if any of the covenants on the part of the Lessee
herein contained shall not be performed or observed then and
in any such case it shall be lawful for the Lessor or any
person or persons authorised by him in that behalf at any
time thereafter to re-enter upon the demised premises or any
part thereof in the name of the whole and thereupon the term
hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in
respect of any breach of any of the covenants by the Lessee
hereinbefore contained PROVIDED THAT if the demised premises
have been assigned by way of mortgage the provisions of this
clause shall not take effect until the Lessor has served
upon the mortgagee a notice in writing, that such breach has
occurred and the mortgagee has failed to remedy such breach.
(d) That the Lessor shall not be liable for any loss or
damage that may be suffered by the Lessee resulting from any
subsidence or cracking of the ground floor slabs and aprons.
In this Lease where the context so requires words
importing the singular number or the masculine gender
include the plural number or the feminine gender and
words importing persons include corporation and vice
versa and where there are two or more persons included
in the expression "the Lessee" covenants expressed to
be made by "the Lessee" shall be deemed to be made by
such persons jointly and severally.
[Exhibits-02-10.04]
