February 26, 1991
Sidus Systems Inc.
1-3, 0000 Xxx Xxxxxx
Xxxxxxxxx, X.X.
ATTENTION: Mr. Xxxxxxx Xxxxxxxx
REFERENCE: Leased Premises
#1-3, 0000 Xxx Xxxxxx, Xxxxxxxxx, X.X.
Dear Sir:
Enclosed please find a fully executed Lease Agreement for the above
captioned premises for retention in your files.
Please call if you should have any questions.
Yours truly,
Morguard Investments Limited
Xxxxx X. Xxxxxx, B. Econ
Property Manager
Industrial Division
British Columbia Region
THIS INDENTURE made the 11th day of October 1990
BETWEEN: PENSIONFUND REALTY LIMITED, a Company duly
incorporated under the laws of the Province of Ontario and
registered to carry on business in the Province of British
Columbia;
(hereinafter called the "Lessor") OF THE FIRST PART AND:
SIDUS SYSTEMS INC., a Company incorporated under the laws of
the Province of British Columbia;
(hereinafter called the "Lessee") OF THE SECOND PART
BASIC TERMS 1.00 Witnessth that in consideration of the rents, covenants,
conditions and agreements hereinafter reserved and contained on
the part of the Lessee to be paid, observed, and performed, the
Lessor doth demise and lease unto the Lessee all and singular
those certain premises on those basic terms described in the
following sections:
1.01.01 Name of Building: Kent Corporate Centre
1.01.02 Address of Building: 0000 Xxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx
Xxx 0, Xxxxxx 0 & 5
1.01.03 Legal Description of District lot 311, Plan 22291
Building and Lands:
1.02.01 Demised Premises: ____Units 1, 2 & 3 pursuant to
(Schedule "A")
1.02.02 Address of Demised Premises:
0-0-0000 Xxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx
1.02.03 Rentable area of Demised Premises: _______10,296_______
square feet
pursuant to Schedule "A".
1.03.01 Lease Term:--Six (6) ___years and ___Fifteen (15) days--
1.03.02 First day of Term: September 15, 1990
1.03.03 Termination Date: September 30, 1996
1.04.01 Basic Rent Initial Term:
Period Per Annum Per Month
September 15, 1990- $108,108.00 $9,009.00
September 30, 1996
1.05 Use of Premises: Warehousing and distribution and related
offices for computer and related business
equipment.
1.06 Fixturing Period: N/A
1.07 Special Conditions: See attached overleaf.
2
1.08 The foregoing Basic Terms are hereby approved by the parties
and each reference in this lease agreement to any of the
Basic Terms shall be construed to include the provisions set
forth above as well as all of the additional terms and
conditions of the applicable paragraphs of the Lease where
such Basic Terms are more fully set forth.
LEASE TERM 2.00 To have and to hold the demised premises for and during the
term set out in Paragraph 1.03.01.
BASIC RENT 3.00 Yielding and paying there for yearly and every year during
the said term unto the lessor the sums set out in Paragraph
1.04.01 of the lawful money of Canada to be paid in advance in
equal monthly installments for the stated periods on the first
day of each and every month during the said term to the Lessor,
the first of such payments to be made on the first day of the
term set out in Paragraph 1.03.02. If the said term commences on
any day other than the first, or ends on any day other than the
last day of a calendar month, rent for the fractions of a month
at the commencement and at the end of the said term shall be
adjusted pro rata. If this lease provides for a fixturing period,
the first of such rent payments shall be made on the day next
following the expiration of the Fixturing Period set out in
Paragraph 1.06.
OPTION TO RENEW: 1.07 If the Lessee has duly and regularly paid the rent, has
performed all its other obligations under this Lease, is not
currently in default hereunder, and is in occupation of the
demised premises under this Lease, the Lessee may, at its
option, renew this Lease for a further period of FIVE (5)
years ("Renewal Term") commencing on the expiration of the
Term. To be effective, the option must be exercised at least
six (6) months prior to the expiration of the Term by
written notice served to the Lessor in the manner provided
for the in this Lease. The renewal lease shall, at the
Lessor's sole option, be either on the Lessor's standard
lease form containing the Lessor's standard terms and
conditions in effect at the time of the exercise of the
option for similar premises or on the terms and conditions
set out in the Lease, provided that, in either case, the
renewal lease shall exclude any further option to renew
clause and all provisions dealing with the Lessor's work,
Lessee improvement allowances or any other Lessee
inducement. The Annual Rent for each year of the Renewal
Term shall be the fair market rent prevailing three (3)
months prior to the commencement of the Renewal Term for
premises of the same kind, of the same age, and in the same
condition as the demised premises and without allowance for
any Lessor's improvements, work, allowances or other
inducements. Upon notice of the exercise of this option
being delivered to the Lessor, the parties agree to
immediately commence negotiations to determine the Annual
Rent for each year of the Renewal Term; provided that, the
Annual Rent for the Renewal Term shall not be less than the
Annual Rent for the immediately preceding year under this
Lease. If three (3) months prior to the commencement of the
Renewal Term the parties fail to agree upon the Annual Rent
for the Renewal Term, then the same shall be determined by
one arbitrator in accordance with the provisions of the
Commercial Arbitration Act of British Columbia, or any
statutory modification or re-enactment thereof, and shall be
based on fair market value generally for premises of the
same kind, of the same age, and in the same condition as the
demised premises and without allowance for any Lessor's
improvement, work, allowances or other inducements. The
renewal lease shall be prepared by the Lessor at the expense
of the Lessee and shall be executed by the Lessee prior to
the commencement of the Renewal Term. If the Option is not
exercised in the manner set out in this clause 1.07, then it
shall be null and void of no further force and effect.
Notwithstanding the rights granted in the Lease and Lessee
to assign the Lease, this Option may not be assigned by the
Lessee without the Lessor's consent, which consent the
Lessor may arbitrarily refuse. In the event a party has
guaranteed or indemnified the Lessee's covenants and other
obligations under the Lease, then if the Lessee exercises
this Option, the obligation on the part of the Lessor to
enter into a renewal lease with the Lessee for the Renewal
Term shall be condition upon the said party entering into a
new guarantee or indemnity agreement, on terms and
conditions satisfactory to the Lessor guaranteeing or
indemnifying the performance of the Lessee's covenants and
obligations under the renewal lease.
3
PAY RENT 4.00 The Lessee shall, during the said term, pay unto the
Lessor the rent hereby reserved in the manner hereinbefore
mentioned.
BUSINESS TAX, ETC. 4.01 The Lessee shall pay all business or other taxes from
time to time levied in respect of the Lessee's use or
occupancy of the demised premises including penalties for
late payment thereof.
EVIDENCE OF 4.02 The Lessee shall produce to the Lessor from time to
PAYMENTS time at the request of the Lessor satisfactory evidence of
the due payment by the Lessee of all payments required to be
made by the Lessee under this lease.
ACTS 4.03 The Lessee shall not do or permit to be done any act or
CONFLICTING thing which may render void or voidable or conflict with the
WITH requirements of any policy or policies of insurance,
INSURANCE including any regulations of fire insurance underwriters
applicable to such policy or policies, whereby the demised
premises or the building are insured or which may cause any
increase in premium to be paid in respect of any such
policy. In the event that any such policy or policies is or
are cancelled by reason of any act or omission of the
Lessee, the Lessor shall have the right at its option to
terminate this lease forthwith by giving notice of
termination to the Lessee, and in the event that the premium
to be paid in respect of any such policy is increased by any
act or omission of the Lessee, the Lessee shall pay to the
Lessor the amount by which said premium shall be so
increased.
NO 4.04 The Lessee shall not at any time during the said term,
NUISANCE use, exercise or carry on or permit or suffer to be used,
exercised or carried on, in or upon the demised premises or
any part thereof any noxious, noisome or offensive art,
trade, business, occupation or calling, and no act, matter
or thing whatsoever shall at any time during the said term
be done in or upon the demised premises or any part thereof
which shall or may be or grow to the annoyance, nuisance,
damage or disturbance of the occupiers or owners of the said
building or adjoining land and properties.
COMPLY WITH 4.05 The Lessee shall comply promptly at its expense with
LAWS, ETC. all laws, ordinances, regulations, requirements and
recommendations, which may be applicable to the Lessee or to
the manner of use of the demised premises, of any and all
federal, provincial, civic, municipal and other authorities
or association of insurance underwriters or agents and all
notices in pursuance of same and whether served upon the
Lessor or the Lessee.
* See attached overleaf
COMPLY WITH 4.06 The Lessee agrees that the rules and regulations
RULES AND endorsed on this lease or attached hereto as Schedule C with
REGULATIONS such reasonable variations, modifications and additions as
shall from time to time be made by the Lessor and any other
and further reasonable rules and regulations that may be
made by the Lessor and intimated to the Lessee in writing
shall be observed and performed by the Lessee and its
agents, clerks, servants or employees and all such rules and
regulations now in force or hereafter put in force shall be
read as forming part of the terms and conditions of this
lease as if the same were embodied herein; all such rules
and regulations shall be deemed to be a part of this lease.
4
DAMAGE TO 4.07 The Lessee shall reimburse the Lessor for costs
BUILDING incurred by Lessor in making good any damage caused to the
BY LESSEE said building or any part thereof including the furnishings
and amenities thereof as a result of the negligence or
wilful act of the Lessee, its invitees, licensees, agents,
servants or other persons from time to time in or about the
demised premises.
NOTICE OF 4.08 The Lessee shall give the Lessor prompt written notice
ACCIDENTS of any damage to or defect in the heating and air
DEFECTS, ETC. conditioning apparatus, water pipes, gas pipes, telephone
lines, electric light or other wires or other casualty.
ASSIGNING OR 4.09.01 The Lessee shall not assign or sublet the demised
SUBLETTING premises or any part thereof without the prior consent in
writing of the Lessor, which consent shall not be
unreasonably withheld. Provided that the Lessee shall, at
the time the Lessee shall request the
* Lessor warrants that the demised premises comply with all
Municipal Building Codes as of the first day of the term.
consent of the Lessor, deliver to the Lessor such
information in writing (herein called the "required
information") as the Lessor may reasonably require
respecting the proposed assignee or subtenant including the
name, address, nature of business, financial responsibility
and standing of such proposed assignee or subtenant.
Provided further that after receiving such request, the
Lessor shall have the right, at its option, to terminate
this lease by giving, within ten days after receiving the
required information, not less than thirty nor more than
sixty days written notice of termination to the Lessee. In
the event of such termination the rent and other payments
required to be made by the Lessee hereunder shall be
adjusted to the date of termination.
* 4.09.01 -- See attached overleaf
4.09.02 In no event shall any assignment or subletting to
which the Lessor may have consented release or relieve the
Lessee from his obligations fully to perform all the terms,
covenants and conditions of this lease on his part to be
performed and in any event the Lessee shall be liable for
the Lessor's reasonable costs incurred in connection with
the Lessee's request for consent.
4.09.03 If the Lessee is an incorporated company any change
in the control of such company shall be deemed, for the
purposes hereof, to be an assignment of this lease.
INDEMNITY See clause 4.11.06.
TO LESSOR
LESSEE See clause 4.11.02
INSURANCE
ASSIGNING OR * 4.09.01 If the Lessor exercises its option to terminate
SUBLETTING this Lease, the Lessee shall have the right to withdraw its
request for the assignment or sublease giving rise to the
Lessor's right to withdrawal within seven days after
receiving the Lessor's notice of termination. If such notice
of withdrawal is received within the aforesaid time period,
then the Lessor's option to terminate this Lease shall be of
no further force and effect. If the Lessor's notice of
withdrawal is not received within the aforesaid time period,
then the Lease shall terminate and be of no further force
and effect on the date specified in the Lessor's written
notice of termination. In the event of the Lessee's written
request for an assignment or sublease is withdrawn within
the time period as aforesaid, then the Lessor's option to
terminate is only rendered ineffective with respect to the
particular request and the Lessor's option to terminate and
the Lessee's right to withdraw are not ineffective with
respect to any subsequent request of the Lessee to assign or
sublet this Lease or any subsequent withdrawal by the Lessee
(as the case may be).
5
LESSOR'S 4.11.01 During the Term, the Lessor shall place insurance
INSURANCE coverage on the building which coverage shall include the
following:
(a) all risks insurance for the full reconstruction value
of the building is determined by the Lessor;
(b) as an extension to the insurance maintained pursuant to
Section 4.11.01 (as the insurance on the rental income
derived by the Lessor from the building on a gross
rental income form with a period of indemnity of not
less than 24 months;
(c) comprehensive boiler and unfired pressure vessel
insurance, including air or replacement and rental
income coverages;
(d) comprehensive general bodily injury and property damage
liability insurance; and
(e) such other insurance which is or may become customary
or reasonable for owners of projects similar to the
building to carry in respect of loss of or damage to
the building or liability arising therefrom.
The insurance referred to in this Section 4.11.01 shall be
carried in amounts determined by the Lessor and shall be
obtained from a company or companies and be of a type and
form satisfactory to the Lessor. The insurance shall be
written in the name of the Lessor with loss payable to the
Lessor and to any mortgagee of the building from time to
time if required by the Lessor. The policies of insurance
referred to in Section 4.11.01 (a), (b) and (c) shall
contain a waiver of the insurer's right to subrogation as
against the Lessee, if obtainable. The Lessor hereby waives
its right of recovery against the Lessee, its employees and
those for whom the Lessee is in law responsible with respect
to occurrences required to be insured against by the Lessor
hereunder, but only to the extent that the Lessor receives
proceeds of insurance from this insurer or insurers with
respect to same after making reasonable efforts to collect.
Nothing contained in this Lease shall require the Lessor to
insure any of the Lessee's equipment, stock, leaseholder
improvements, fixtures or any other property owned or
brought onto or into the demised premises by the Lessee
whether affixed to the holding or not.
Premiums for use of the insurance coverage referred to in
this Section shall be included within Maintenance Costs.
LESSEE'S 4.11.02 At its license the Lessee shall take out and
INSURANCE thereafter maintain in forms at all times during the Term
insurance policies as follows:
(a) all risks insurance on all property of every
description, nature and kind signed by the Lessee or
for which the Lessee is legally liable, or installed in
the demised premises by or on behalf of the Lessor or
which is located or situate within the demised remises
including, without limitation all leasehold
improvements and Lessee's fixtures in an amount not
less than the full replacement cost thereof without
deduction for depreciation. Such insurance shall be
subject to replacement cost endorsement and shall
include a stated amount co-insurance clause;
(b) comprehensive general bodily injury and property damage
liability insurance for the minimum amount of
$3,000,000 and in a form satisfactory to the Lessor and
including owners and contractors protecting products
and completed operations, personal injury, occurred
property damage, blanket contractual and non-owned
automated liability extensions. Such insurance shall
include a cross liability and severability of interest
clause, shall be subject to replacement cost
endorsement and shall include a stated amount
co-insurance clause; and
(c) plate glass insurance.
6
The insurance policies referred to in this Section 4.11.02 shall
contain a waiver of the insurer's right of subrogation as against
the Lessor, the Lessor's agents and employees and any person,
firm or corporation for whom the Lessor may in law or by
agreement be responsible or for whom the Lessor may have agreed
to obtain such a waiver. Any and all deductibles shall be at the
expense of the Lessee. The Lessee shall provide the Lessor at the
commencement of the Term, thirty days prior to the renewal of all
insurance referred to in this Section 4.11.02 and promptly at any
time upon request, a certificate of insurance on the Lessor's
form evidencing the insurance coverages maintained by the Lessee
in accordance with this Section 4.11.02. All policies of
insurance placed under this Section 4.11.02 shall be placed with
a company or companies reasonably satisfactory to the Lessor. All
policies shall provide that the insurance shall not be cancelled
or changed to the prejudice of the Lessor without at least thirty
days prior written notice given by the insurer to the Lessor.
PLACEMENT OF 4.11.03 If the Lessee fails to place or maintain all or any of
LESSEE'S the insurance coverages referred to in Section 4.11.02, the
INSURANCE BY Lessor may, at its option, place all or any part of such
LESSOR: insurance in the name of or on behalf of the Lessee and the
Lessee shall pay to the Lessor upon demand all costs incurred by
the Lessor in so doing, including the premium or premiums for
such insurance.
INCREASE IN 4.11.04 The Lessee covenants and agrees to pay the amount of any
INSURANCE: increase in insurance premiums in respect of the building if such
increase is caused by the Lessee's operation or actions in or
with respect to the demised premises. The Lessee convenants that
nothing will be done or omitted to be done whereby any policy of
insurance obtained by the Lessor pursuant to Section 4.11.01
shall be cancelled or the demised premises rendered uninsurable.
LIMITATION OF 4.11.05 The Lessor shall not be liable even if grossly negligent
LESSOR'S for any damage to the demised premises or any property located
LIABILITY therein caused by steam, water, rain or snow which may leak into,
issue or flow from any part of the demised premises or from the
water, steam, sprinkler or drainage pipes or plumbing works of
the same or from any other place or corridor or from any damage
caused by or attributable to the condition or arrangement of any
electrical or other wiring or for any damage caused by anything
done or omitted to be done by any other tenant of the building or
for damage caused by interruption or failure of any service or
utility including elevator or escalator service or for damage
however caused to books, records, files, money, securities,
negotiable instruments, papers or other valuables.
INDEMNITY 4.11.06 The Lessee shall indemnify and save harmless the Lessor
from any and all liabilities, damages, costs, claims, suits or
actions growing or arising out of:
(a) any breach, violation or non-performance of any covenant,
condition or agreement in this Lease set forth and contained
on the part of the Lessee to be fulfilled, kept, observed
and performed;
(b) any damage to property while the property is in or about the
demised premises; and
(c) any injury to person or persons including death resulting at
any time therefrom occurring in or about the demised
premises or the building.
SURVIVAL OF 4.11.07 The indemnities and other obligations of the Lessee
INDEMNITIES: contained in Sections 4.11.06 and 7.00, with respect to matters
arising during the term, shall survive the expiration or other
termination of this Lease.
7
GOODS 4.12 The Lessee agrees that all goods, chattels and fixtures when
CHATTELS, moved into the demised premises will not, except in the normal
ETC. NOT TO course of business, be removed from the demised premises until
BE REMOVED all rent due during the term of this lease and all utility
charges are fully paid.
REPAIRS 4.13.01 The Lessee shall, during the said term, well and
sufficiently repair, maintain, amend and keep up demised
premises, with the appurtenances and all fixtures, in good and
substantial repair when, where and so often as need shall be,
reasonable wear and tear and damage by fire and other risks
against which the Lessor is insured (hereinafter collectively
referred to as "Lessee repair exceptions") only excepted.
[interior non-structural items of *required to be]
4.13.02 The Lessee and its agents shall have the right at all
reasonable times during the said terms to enter the demised
premises to examine the condition thereof, and further, that
amount of reparation that upon such view shall be found, and for
the amendment of that notice in writing shall be left at the
demised premises, the Lessee shall well and sufficiently repair
and make good accordingly.
USE OF 4.14 The Lessee shall not use the demised premises nor allow the
PREMISES demised premises to be used for any other purpose than that for
which the premises are hereby leased, under paragraph 1.05.
SIGNS 4.15 The Lessee shall not paint, display, inscribe, place or
affix any sign, picture, advertisement, notice offering or
direction on any part of the outside of the building or visible
from the outside of the building, or in any corridor, hallway,
entrance or other public part of the said building. Provided that
the Lessor shall prescribe a uniform pattern for identification
??? or tenants to be placed on the outside of the main door
leading into the demised premises. Provided that, at the request
of the Lessee and at the Lessee's expense, the Lessor shall cause
such a sign to be placed in position.
ALTERATIONS, 4.16.01 The Lessee shall not without the prior written consent of
the Lessor, which consent shall not be unreasonably withheld,
make any alterations, repairs or improvements to the ??? premises
or construct or place therein or alter any interior partitions
(including moveable partitions, partial partitions or other
installations) or do anything which may affect the proper
operation of the lighting, heating and air conditioning systems.
The Lessee shall submit to the Lessor detailed plans and
specifications of any such work on installation when applying for
consent, and the Lessor reserves the to right recover from the
Lessee the cost of having its architects or engineers examine
such plans and specifications. The Lessee understands that in
granting consent, the Lessor may impose conditions with respect
to the electrical and mechanical services (which term includes
heating and air conditioning) and those conditions may require
the Lessee charge for alterations or modifications to the said
electrical and mechanical services. The Lessor may require that
any or all work to be done, or materials to be supplied here nor
shall be done or supplied by the Lessor's contract and/or workmen
or by contractors and/or workmen engaged by the Lessee's but
first approved by the Lessor. In the event, any or all work to be
done or materials to be supplied hereunder shall be at the sole
cost and expense of the Lessee and shall be done and supplied and
performed in the manner and according to such terms and
conditions, if any, as the Lessor may prescribe. Any connections
of apparatus to the electrical system other than a connection to
an existing base receptacle, any connection of apparatus to the
plumbing lines or any connection to the heating or air
conditioning systems shall be deemed to be an alteration within
the meaning of this clause.
4.16.02 The Lessee covenants with the Lessor that the Lessee
shall promptly pay all charges incurred by the Lessee for any
work, materials of services that may be done, supplied or
performed in respect of the demised premises and shall forthwith
discharge any liens at the time filed against and keep the lands
and premises of which the demised premises forthwith free from
liens and in the event that the Lessee fails to do so, the Lessor
may but shall all be under no obligation to, pay into Court the
amount required to obtain a discharge of any such lien the name
of the Lessee and any amount to paid together with all
disbursements and costs in respect of such proceedings on a
solicitor and client bills shall be forthwith due and payable by
the Lessee to the Lessor as additional rent. The Lessee shall
allow the Lessor to post and keep posted on the demised premises
any services that the Lessor may desire to post under the
provisions of the Builders Lien Act or other legislation.
8
4.16.03 The Lessee shall not without the prior written consent of
the Lessor put up any window, drapes, blinds, awnings or other
similar things or cover the floors with anything other than
____________.
PEACEFUL 4.17.01 the Lessee shall, at the expiration or sooner
SURRENDER determination of the said term, peaceably surrender and yield up
unto the Lessor the demised premises with the appurtenances,
together with all fixtures or erections which at any time during
the said term shall be made herein or thereon in good and
substantial repair and condition, except said Lessee listed
exceptions, and deliver to the Lessor all keys to the demised
premises with the Lessee has in its possession.
4.17.02 The Lessee further covenants that the Lessee will not
upon such expiration or sooner determination leave upon the
demised premises any rubbish or waste material and will leave
said premises in a clean and tidy condition.
UTILITIES 4.18 The Lessee shall pay all telephone, electric and other
utility charges in connection with the demised premises that are
not being supplied by the Lessor as provided herein and in the
event that there is not a separate meter for measuring the
consumption and charging for electricity used in the demised
premises the Lessee shall pay to the Lessor additional rent in
advance by monthly installments such amounts as may be required
by the Lessor from time to time as a reasonable estimate of the
cost of such electricity; the Lessee shall advice the Lessor
forthwith of any appliances or business machines installed by the
Lessee consuming or likely to consume large amounts of
electricity and further from time to time shall provide the
Lessor with a list of all electrical appliances and business
machines used in the demised premises.
REALTY see clause overleaf
TAXES
4.19.02 The Lessee shall pay as additional rent by monthly
instalments on account its Proportional share of the taxes as
estimated by the Lessor for the ensuing year. The Lessor may
estimate the amount of the tax for each year payable hereunder
and notify the Lessee of the estimate. When the tax for the year
in question is finally determined, the Lessor shall calculate the
Lessee's Proportionate Share thereof. The Lessee shall pay to the
Lessor any balance that remains unpaid as a result of the
calculation, and the Lessee shall pay to the Lessor such balance
within ten (10) days of receipt of notice from the Lessor. A
balance remaining unpaid or any excess paid at the termination of
this Lease shall, not withstanding such termination, be adjusted
within a reasonable period thereafter the part of the final
subsequent period is included within the term hereby demised, the
amount payable for such period shall be based upon the Lessor's
estimate of the taxes for the subsequent period and shall be
payable at the end of the term hereby demised.
4.19.03 If taxes shall be increased by reason of any
installations made in or upon or any alteration made in or to the
demised premises by the Lessee or by the Lessor on behalf of the
Lessee, the Lessee shall pay the amount of such increase as
additional rent.
4.19.04 Any expense incurred by the Lessor in obtaining or
attempting to obtain a reduction in the amount of Tax shall be
added to and included in the amount of such Tax. In the event of
the Lessee shall have paid its Proportionate Share pursuant to
Clause 4.19.02 of the lease and the Lessor shall thereafter
receive a refund of any portion of such Tax, the Lessor shall
make an appropriate refund to the Lessee.
9
TAXES 4.19.01 In paragraphs 4.19.02 and 4.19.03, the following phrases
shall have the following meanings:
(a) "Tax" means an amount equivalent to all taxes, rates,
duties, levies and assessments whatsoever whether municipal,
parliamentary school or otherwise charged upon the building,
the lands and improvements now or hereafter thereon or upon
the Lessor on account thereof including all taxes, rates,
duties, levies and assessments for local improvements; and
any multi- ??? sales, use, consumption, value-added or other
similar taxes imposed upon the Lessor or the Lessee or in
respect of this Lessor, but excluding any tax which has been
attracted by the Lessee on improvements and equipment and
excluding such taxes as corporate income, profits or excess
profit taxes assessed upon the name of the Lessor and shall
also include any and all taxes which may in future be levied
in lieu of Tax as herein-before defined;
(b) "Proportionate Share" means that fraction of which the
numerator is the total rentable area of the demised premises
in paragraph 1.02.03, at the time of calculation, and the
denominator is the total rentable area of the building.
10
MAINTENANCE 4.20.01 In paragraphs 4.20.02 and 4.20.03, the following phrases
COSTS shall have the following meanings:
(a) "Maintenance Costs" means the total amount paid or
payable whether by the Lessor or others on behalf of
the Lessor for complete maintenance for the lands, the
building and the improvements thereon such as are in
keeping with maintaining the standard of a first class
INDUSTRIAL complex, all repairs and replacements
required for such maintenance, the costs of providing
electricity not otherwise paid by tenants, the costs of
painting interior areas not normally rented by tenants
and the costs of painting and otherwise maintaining the
outside of the said building, the costs of snow
removal, landscape maintenance, refuse removal and
other costs in connection with the maintenance of
common outside uses and facilities, fire casualty,
liability and other insurance costs, service contracts
with independent contractors and all other expenses
including management fees (3% of gross revenue) paid or
payable by the Lessor in connection with the operation
of the building, improvements and lands but shall not
include interest on debt or capital retirement of debt
or any amounts directly chargeable by the Lessor to any
tenant or tenants as otherwise provided herein;
(b) "Proportionate Share" shall have the same meaning as
defined in Paragraph 4.19.01.
(c) "Accounting Year" means each twelve month period
commencing 1 October and ending on 30 September the
whole or part of which twelve month period is within
the term hereby demised or such other 12 month period
as may be reasonably determined by the Lessor.
4.20.02 The Lessee shall pay as additional rent to the Lessor by
monthly instalments to be fixed by Lessor from time to time its
Proportionate Share of maintenance costs.
4.20.03 At the end of each Accounting Year the Lessor shall
compute the amount of maintenance fees for such Accounting Year
and the Lessee's Proportionate Share thereof. A statement showing
these details shall be submitted to the Lessee stating also the
amount of the monthly installments for the ensuing Accounting
Year. The annual adjustment of Maintenance costs by the Lessor
shall be carried out following the practice of grossing the costs
an amount equivalent to that of a fully occupied building for the
Accounting Year.
CARE OF 4.21.01 The Lessee shall take good care of the demised premises
PREMISES and keep same in a clean, tidy and healthy condition. Subject to
Lessee repair exceptions.
4.21.02 The Lessee shall at its own expense be responsible for
and shall maintain and replace from time to time as may be
reasonably necessary during the term of this lease all light tube
costs starters and fuses in the demised premises.
4.21.03 The Lessee shall at its own expense replace or repair,
under the direction and to the reasonable satisfaction of the
Lessor, the glass, locks and trimmings of the doors and windows
in or upon the demised premises which become damaged or broken.
4.21.04 The Lessee shall not allow any ashes, refuse, garbage or
other loose or objectionable matter to accumulate in or about the
demised premises.
4.21.05 The Lessee shall place in containers of a type approved
by the Lessor all garbage and refuse and such containers shall be
deposited for pick-up at such times and places as designated in
writing from time to time by the Lessor.
4.21.06 The Lessee shall heat the demised premises at its own
expense during the term hereof at all times to the extent
necessary to prevent damage thereto by frost.
4.21.07 The Lessee shall maintain in good operating condition and
to the satisfaction of the Lessor, the plumbing fixtures and
heating and air conditioning equipment and shall keep the same in
clean and good working order. It is understood and agreed that in
case the same fixtures and equipment or any part thereof shall be
damaged or destroyed or the same incapable of performing their
function, the Lessee shall repair or replace the same*.
[Lessor warrant that all such equipemnt is new, properly installed and
in good working order as of the first day of the term and under manufacturers
warranty against defects for the term of such waranty.]
11
QUIET 5.00 The Lessor hereby covenants with the Lessee that the Lessee,
ENJOYMENT paying the rent hereby reserved and performing the covenants
hereinbefore on the Lessee's part contained, shall and may
peaceably possess and enjoy the demised premises for the term
hereby granted without any interruption or disturbance from the
Lessor or any other person or persons lawfully claiming by, from
or under the Lessor.
TAXES 5.01 The Lessor hereby covenants that it will pay or cause to be
paid all property taxes with respect to the demised premises
except those directly assessed or charged to or payable by the
Lessee or assessed or charged with reference to the use or
occupation of the demised premises and except as herein otherwise
provided.
DAMAGE OR 6.00.01 Provided and it is hereby expressly agreed that if during
DESTRUCTION the term hereby demised the demised premises or any part thereof
OF PREMISES shall be destroyed or damaged by any hazard against which the
Lessor is obligated to insure or has insured as hereinafter
provided, the rent payable hereunder shall abated and the Lessor
shall proceed with reasonable diligence to rebuild and/or restore
or repair the demised premises. The covenants of the Lessee to
repair shall not include any repairs of damage required to be
made by the Lessor under this clause. All amounts which the
Lessor may receive from rental insurance in the case of any such
damage or destruction shall be credited towards the Lessee's
obligation on account of rent due and payable or to become due
and payable by the Lessee hereunder.
6.00.02 Notwithstanding anything in this lease contained, if in
the opinion of the Lessor's architect or engineer (given within
thirty (30) days of such damage or destruction), the demised
premises shall be damaged or destroyed by any hazard against
which the Lessor is obligated to insure or has insured as
hereinafter provided the extent that the demised premises shall
be incapable of being rebuilt and/or repaired or restored with
reasonable diligence within nine (9) months after the occurrence
of such damage or destruction then either the Lessor or the
Lessee may at its option, terminate this lease by notice in
writing to the other given within fifteen (15) days after the
giving of such opinion. In the event of such notice being so
given this lease shall terminate from the date of such damage or
destruction and the Lessee shall immediately surrender the
demised premises and all interest therein to the Lessor and the
rent shall be apportioned and shall be payable by the Lessee only
to this date of such damage or destruction and the Lessor may
re-enter and repossess the demised premises.
LESSOR'S see clause 4.11.01
INSURANCE
12
ACCESS TO 6.01 The Lessor agrees that during the term of this lease the
PREMISES, USE Lessee and the employees, agents, customers and invitees
OF COMMON respectively of the Lessee shall have the rights and shall comply
AREAS, ETC. with the provisions set forth in the Second Part of Schedule A
hereto annexed, subject as set forth in this lease, including
said part of said Schedule; said Schedule A shall be deemed to be
a part of this lease.
ACCESS TO 6.02.01 The Lessor shall have the right to make additions to
RIGHT TO DO and/or improvements or installations in and/or repairs to the
WORK building and/or the common outside areas and whenever reference
is made in this lease to the building or the common outside
areas, it shall mean the building and/or the common outside areas
as the same may be changed, added to or improved from time to
time and in relation to any such additions, improvements,
installations, or repairs the Lessor may cause such reasonable
obstructions of and interference with the use or enjoyment of the
building, the demised premises and/or common outside areas as may
be reasonably necessary for the purposes aforesaid and may
interrupt or suspend the supply of electricity, water or other
services when necessary and until said additions, improvements,
installations or repairs shall have been completed and there
shall be no abatement in rent nor shall the Lessor be liable by
reason thereof provided that all such additions, improvements,
installations or repairs shall be made as expeditiously as
reasonably possible.
6.02.02 The Lessor and any persons authorized by the Lessor shall
have the right to use, install, maintain and/or repair pipes,
wires, ducts or other installations in, under or through the
demised premises for or in connection with the supply of any
services to the demised premises or any other premises in the
said building. Such services shall include, without limiting the
generality of the foregoing, gas, electricity, water, sanitation,
telephone, heating, air conditioning and ventilation.
6.02.03 The Lessor and any persons authorized by the Lessor
shall have the right* on reasonable notice to the Lessee
excepting emergency situations to enter upon the demised
premises to make such decorations, repairs, alterations,
improvements or additions as it may deem advisable and the
Lessor or any persons authorized by the Lessor shall be
allowed to take all material into and upon the said premises
that may be required therefore. The rent hereunder shall in
no way xxxxx while such decorations, repairs, alterations,
improvements or additions are being made by reason of loss
or interruption of the business of the Lessee because of the
prosecution of any such work. Provided such entry shall not
unreasonably interfere with the Lessee's use and enjoyment
of the demised premises excepting emergency situations.
LESSOR'S 6.03 Provided also that during the term hereby created any
RIGHT TO person or persons may inspect the demised premises and all
INSPECT AND parts thereof at all reasonable times on producing a written
DISPLAY SIGN order to that effect signed by the Lessor or its agents. The
Lessor shall have the right during the last three months of
the said term to place upon the demised premises a notice of
reasonable dimensions and reasonably placed so as not to
interfere with the business of the Lessee, stating that the
demised premises are for rent and further provided that the
Lessee will not remove such notice or permit the same to be
removed.
LESSOR MAY 6.04 If the Lessee shall fail to perform or cause to be
PERFORM performed each and every the covenants and obligations of
LESSEE'S the Lessee in this lease contained the Lessor shall have the
COVENANTS, right (but shall not be obligated) to perform or cause the
ETC. same to be performed and to do or cause to be done such
things as may be necessary or incidental thereto (including
without limiting the foregoing, the right to make repairs,
installations, erections and expend moneys) and all
payments, expenses, charges, fees and disbursements incurred
or paid by or on behalf of the Lessor in repect thereof
shall be paid by the Lessee to the Lessor forthwith.
RE-ENTRY 6.05.01 Provided, and it is hereby expressly agreed, that if
and whenever the rent hereby reserved, or any part thereof,
shall be unpaid for fifteen days after any of the days on
which the same ought to have been paid, although no formal
demand shall have been made therefor, or in case of the
breach or non-performance of any of the covenants or
agreements herein contained on the part of the Lessee, then
and in either of such cases it shall be lawful for the
Lessor at any time thereafter, into and upon the demised
premises or any part thereof, in the name of the whole to
re-enter, and the same to have again, repossess and enjoy,
as of the Lessor's former estate, anything hereinafter
contained to the contrary notwithstanding.
13
6.05.02 In case the Lessor shall re-enter the demised premises
prior to the expiry of this lease by reason of default by the
Lessee hereunder, the Lessee shall be liable to the Lessor for
the amount of the rent for the remainder of the term of this
lease as if such re-entry had not been made less the actual
amount received by the Lessor after such re-entry in respect of
any subsequent leasing applicable to the remainder of the term.
WAIVER OF 6.06 That in consideration of the premises and of the leasing and
EXEMPTIONS letting by the Lessor to the Lessee of the demised premises for
the term hereby created (and it is upon that express
understanding that these presents are entered into) that
notwithstanding anything contained in any Statute or in any
Statute which may hereafter be passed, none of the goods or
chattels of the Lessee at any time during the continuance of the
term hereby created on the demised premises shall be exempt from
levy by distress for rent in arrears by the Lessee as provided
for in any such Statute or any amendment or amendments thereto,
and that upon any claim being made for such exemption by the
Lessee or on distress being made by the Lessor this covenant and
agreement may be pleaded as an estoppel against the Lessee in any
action brought to test the right to the levying upon any such
goods as are named as exempted in any such Statute or amendment
or amendments thereto; the Lessee waiving as the Lessee hereby
does all and every benefit that could or might have accrued to
the Lessee under and by virtue of any such Statute or any amend-
ment or amendments thereto but for this covenant.
BANKRUPTCY, 6.07 The Lessee covenants that if the term hereby granted shall
ETC. be at any time seized or taken in execution or in attachment by
any creditor of the Lessee or if the Lessee shall make any
assignment for the benefit of creditors. or becoming bankrupt or
insolvent shall take the benefit of any Act that may be in force
for bankrupt or insolvent debtors, then in any such case ,he said
term shall at the option of the Lessor, immediately become
forfeited and void and the then current month's rent and the rent
for the three months next following shall immediately become due
and payable and in such case it shall be lawful for the Lessor at
any time thereafter into and upon the demised premises, or any
part thereof, in the name of the whole to re-enter and the same
to have again, repossess and enjoy as of its former estate,
anything herein contained to the contrary notwithstanding.
FOLLOW 6.08 Provided that in case of removal by the Lessee of the goods
CHATTELS and chattels of the Lessee from off the premises, the Lessor may
follow the same for thirty days.
OVERLOOKING 6.09 Any condoning, excusing or overlooking by the Lessor of any
AND default, breach or non-observance by the Lessee at any time or
CONDONING times in respect of any covenant, proviso or condition herein
contained shall not operate as a waiver of the Lessor's rights
here- under in respect of any subsequent default, breach or
non-observance nor so as to defeat or affect in any way the
rights of the Lessor hereunder in respect of any sub- sequent
default, breach or non-observance.
OCCUPANCY 6.10 If the demised premises shall not be available for occupancy
AVAILABILITY by the Lessee upon the date of commencement of the term hereby
demised, the rent under this lease shall xxxxx until the d emised
premises are available for occupancy and the Lessor shall not be
liable in any way for the consequences of occupancy not being
available to the Lessee upon the date of commencement.
14
OVERHOLDING 6.11 If at the expiration of the term of this lease the Lessee
shall hold over with the consent of the Lessor, the tenancy of
the Lessee thereafter shall, in the absence of written agreement
to the contrary. be from month to month only at a rental per
month equal to one-tenth, of the rental payable for the year
immediately preceding such expiration, payable monthy in advance
on the first day of each lease month and shall be subject to all
other terms and conditions of this lease.
REMOVAL OF 6.12 Subject to Clause 4.12 hereof the Lessee may at or prior to
FIXTURES the expiration of the term hereby granted, take, remove and carry
ETC. away from the demised premises all fixtures, fittings, she1ving,
counters or other articles upon the demised premises in the
nature of trade or tenants' fixtures, but the Lessee shall in
such removal do no damage to the demised premises, or shall make
good any damage which the Lessee may occasion thereto; provided
further that the Lessee shall not remove or carry away from the
demised premise,, any building or any plumbing, heating, air
conditioning or ventilating plant or equipment or other building
services: and further notwithstanding anything herein contained
the Lessor shall have the right upon the termination of this
lease by effluxion of time or otherwise to require the Lessee to
remove his installations, alterations, additions, partitions and
fixtures or anything in the nature of leasehold improvements made
or installed by the Lessee or by the Lessor on behalf of the
Lessee and to make good any damage caused to the demised premises
by such removal.
UNAVOIDABLE 6.13 Whenever and to the extent that the Lessor shall be unable
FAILURES OR to fulfil or shall be delayed or restricted in the fulfilment of
DELAYS BY any obligation hereunder in respect of the supply or provision of
LESSOR heating, air conditioning, elevator or janitor services, or any
other service or utility or the doing of any work by reason of
being unable to obtain the material, goods, equipment, service,
utility or labour required to enable it to fulfil such obligation
or by reason of any statute, law or order-in-council or any
regulation or order passed or made pursuant thereto or by reason
of the order or direction of any administration controller or
board of any governmental department or officer or other
authority or by reason of not being able to obtain any permission
or authority required thereby or by reason of any other cause
beyond its control whether of the foregoing character or not, the
Lessor shall be relieved from the fulfilment of such obligation
and the Lessee shall not be entitled to compensation for any
inconvenience. nuisance or discomfort thereby occasioned. There
shall be no deduction from the rent by reason of any such failure
or cause.
LESSOR NOT 6.14 The Lessor shall not be responsible in any way for any
RESPONSIBLE injury to any person or for any loss of or damage to any property
FOR INJURIES belonging to the Lessee or to other occupants of the demised
LOSS, DAMAGE premises or to their respective invitees, licensees, agents,
ETC. servants or other persons from time to time attending at the
demised premises while such person or property is in or about the
building or any areaways, parking areas, lawns, sidewalks, steps,
truckways, platforms, corridors, stairways, elevators or
escalators in connection therewith, including, without, limiting
the foregoing, any loss of or damage to any such property caused
by theft or breakage, or by steam, water, rain or snow which may
15
leak into, issue or flow from any part of the said building or
any adjacent or neighbouring lands or premises or from any other
place or quarter or for any loss of or damage caused by or
attributable to the condition or arrangements of any electric or
other wiring or for any damage caused by smoke or anything done
or omitted to be done by any other tenant of premises in said
building or for any other loss whatsoever with respect to the
demise premises and/or any business carried on therein.
NO LIABILITY 6.15 Under no circumstances shall the Lessor be liable for
FOR INDIRECT indirect or consequential damage or damages for personal
DAMAGES, ETC. discomfort or illness by reason of the non- performance or
partial performance of any covenants of the Lessor herein
contained including the heating of the demised premises or the
operation of the air conditioning equipment, elevators, plumbing
or other equipment in the said building or the demised premises.
See attached overleaf
NO 6.17.01 The Lessee covenants and agrees with the Lessor that the
REPRESENTATION Lessee shall from time to time upon the written request of the
BY LESSOR Lessor, enter into an indenture (i) subordi nating the term,
hereby demised and the rights of the Lessee hereunder to any
mortgage or ground lease, present or future, which includes the
demised premises, or, at the option of the Lessor, (ii) agreeing
that the term hereby demised shall be prior to any such mortgage
or ground lease.
6.17.02 Notwithstanding any such postponement or subordination as
aforesaid the Lessee agrees that its obligations under the lease
and pursuant to this indenture shall remain in full force and
effect notwithstanding any action at any time taken by a
mortgagee of the lands to enforce the security of any mortgage;
provided, however, that any postponement or subordination given
hereunder shall reserve to the Lessee the right to continue in
possession of the demised premises under the terms of this lease
so long as the Lessee shall not be in default under such terms.
NOTICES 6.18 Any notice herein provided for or given hereunder if given
by the Lessee to the Lessor shall be sufficiently given if mailed
in Canada by registered mail, postage pre- paid to the Lessor at
0000 Xxxxx Xxxxxx. Xxxxxxx, Xxxxxxx. Any notice herein provided
for or given hereunder, if given by the Lessor to the Lessee,
shall be sufficienty given if mailed as aforesaid addressed to
the Lessee at the demised premises or left at the demised
premises. Any notice mailed as aforesaid shall be con- clusively
deemed to have been given on the second business day following
the day on which such notice is mailed as aforesaid. Either the
Lessor or the Lessee may at any time give notice in writing to
the other of any change of address of the party giving such
notice and from and after the giving of such notice the address
therein specified shall be deemed to be the address of such party
for the giving of such notices thereafter. The word "notice" in
this paragraph shall be deemed to include any request. demand,
direction or statement in writing in this lease provided or
permitted to be given by the Lessor to the Lessee or by the
Lessee to the Lessor.
[** with a copy there mailed to Sidus Systems Inc 00 Xxxxxxxx Xxxxx Xxxxxxxxx,
Xxxxxxx X0X 0X0 ATTN: President]
PAYMENTS 6.19.01 All payments required to be made by the Lessee under or
TO LESSOR in respect of this lease shall be made, at such place or places
as the Lessor may designate in writing, to the Lessor or to such
agent or agents of the Lessor as the Lessor shall hereinafter
from time to time direct in writing to the Lessee. The Lessee
shall pay to the Lessor interest at 2 per cent per month on all
payments of rent and other sums required to be made under the
provisions of this lease which have become overdue so long as
such payments remain unpaid.
6.19.02 All sums paid or expenses incurred hereunder by the
Lessor, which ought to have been paid or incurred by the Lessee,
or for which the Lessor hereunder is entitled to reimbursement
from the Lessee, and any interest owing to the Lessor hereunder
may be recovered by the Lessor as additional rental by any and
all remedies available to it for the recovery of rent in arrears.
16
NO
REPRESENTATION
BY LESSOR: 6.16 There is no promise, representation or undertaking by or
binding upon the Lessor with respect to any alteration,
remodeling or decorating of or installation of equipment or
fixtures in the Demised Premises or the Building except such, if
any, as is expressly set forth in this Lease and clauses 7.1,
8.1, and 8.2 of the Offer to Lease dated the 23rd day of August,
1990, entered into between the Lessor and the Lessee (the "Offer
to Lease") and this Lease and the Offer to Lease contain all the
agreements and conditions made between the parties hereto. In the
event of any conflict between the aforesaid clauses of the Offer
to Lease and this Lease, this Lease shall govern.
17
NO CHANGES 6.20 No assent or consent to changes in or waiver of any of this
OR WAIVERS indenture in spirit or letter be deemed or taken as made unless
the same be done in writ. ing and attacheed to or endoresed
hereon by the Lessor; the Lessor's janitors, superintendents
and/or agents (unless such agents are authorized in writing by
the Lessor) are not authorized to amend this indenture and. any
alterations, amendments or qualifications made by the said
Lessor's janitors. superintendents and/or agents (unless such
agents are so authorized) shall be null and void.
MARGINAL 6.21 The marginal notes in this lease form no part of this lease
NOTES and shall be deemed to have been inserted for convenience of
reference only.
INTERPRETATIONS 6.22 Unless the context otherwise requires, the word "Lessor"
wherever it is used herein shall be construed to include and
shall mean the Lessor, its successors and/or assigns, and the
word "Lessee" shall be construed to include and shall mean the
Lessee, and the executors, administrators, successors and/or
assigns of the Lessee and when there are two or more Lessees or
two or more persons bound by the Lessee's covenants herein
contained their obligations hereunder shall be joint and several,
the word "Lessee" and the personal pronoun "it" re. lating
thereto a d used therewith shall be read and construed as
Lessees, and "his", "her", " -s" or "their" respectively, as the
number and gender of the Party or parties referred to each
require and the number of the verb agreeing therewith, shall be
construed and agree with the said word or pronoun so substituted'
6.23 The parties hereto agree that the Lessor shall not be
obliged to deliver this lease in form registerable under the Land
Title Act.
POLLUTANTS 7.00 The Les& shall at all times during the Term keep the Leased
Premise the Building and the Lands free from any and all
Pollutants and Waste. For purposes of this Section 7.00,
"Pollutants" means any solid, liquid, gaseous or thermal irritant
or contaminant including smoke, vapours, soot, fumes, acids,
alkalis, chemicals and Waste; and "Waste" includes materials to
be recycled, reconditioned or reclaimed. The Lessee agrees to
indemnify and save the Lessor harmless from loss, cost or expense
arising out of any. government demand, direction or request that
the Lessor or the Lessee test for, monitor, clean up, remove,
contain, treat, detoxify or neutralize Pollutants and further
agrees to indemnnify and save harmless the Lessor from any damage
arising out of the actual, alleged or threatened discharge,
dispersal, release or escape of Pollutants at or from the Leased
Premises or at or from the Building or the Lands by or on behalf
of the Lessee.
The Lessee's covenant and indemnity in this section 7.00 shall
not apply to Pollutants and Waste existing prior to the Less
taking occupancy of Demised Premises.
IN WITNESS WHEREOF the parties hereto have executed this
Indenture.
For and on behalf For and on behalf of
PENSIONFUND REALTY LIMITED SIDUS SYSTEMS INC.
-------------------------- --------------------------
AUTHORIZED SIGNATORY AUTHORIZED SIGNATORY
----------------------C.S. ----------------------C.S.
AUTHORIZED SIGNATORY AUTHORIZED SIGNATORY
--------------------------
ASSISTANT SECRETARY
18
SCHEDULA "A"
Referred to in Annexed Lease
FIRST PART The premises demised are shown by means of cross-hatching on the
floor plan hereto annexed to this Schedule A.
The demised premises shall exclude the outside face of all
perimeter walls of the demised premises but shall include window
and doors in said perimeter walls. The demised premises shall
include all installations, fixtures and furnishings and other
amenities situate in the demised premises.
SECOND PART The Lessee and the employees, agents, customers and invitees
respectively of the Lessee shall (subject as provided in the said
lease) have the following rights as appurtenant to the demised
premises in common with all others from time to time entitled
thereto:
(a) The right to use the driveways situate upon the lands
hereto for the purpose of access to and egress from the
demised premises.
(b) The right to park its passenger motor vehicles and
those of its employees and customers upon the lands
described in the said lease. The location and number of
parking spaces for the use of the Lessee, its employees
and customers shall be determined by the Lessor from
time to time.
Notwithstanding anything in this lease contained, the Lessor
shall have the right to make such changes and improvements as the
Lessor may from time to time determine in respect of the said
driveways and parking areas including the right to change the
size and shape thereof and to erect additions to the said
building or lease or sell part of the lands described in
Paragraph 1.01.03, provided that such changes shall not deny the
Lessee reasonable access to its premises.
DIAGRAM OF FLOOR PLAN
SCHEDULE "B"
Referred to in Annexed Lease
Legal Description Xxx 0, Xxxxxx 0 & 0,
Xxxxxxxx Xxx 311,
Plan 22291
Municipal Address 0000 Xxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx
SCHEDULE "C"
Rules and Regulations Referred to in Annexed Lease
1. Tenants shall not perform any acts or carry on any practice which may
injure the lands described in Schedule B or be a nuisance to any other
tenants of the said building.
2. Tenants shall not burn any trash or garbage in or about the demised pre-
mises or anywhere within the confines of the lands described in said
Schedule B.
3. Tenants shall not keep or display any merchandise on or otherwise obstruct
any part of the lands described in said Schedule B except as is
specifically per- mitted in said lease.
4. Floors shall not be overloaded.
5. All loading and unloading of merchandise, supplies, materials, garbage,
refuse and other chattels shall be made only through or by means of such
door- ways as the Lessor shall designate in writing from time to time.
6. Tenants shall in connection with their advertising in relation to the
business carried on in the demised premises use and promote the name Kent.
Industrial Centre or such other name as the Landlord may from time to time
designate and in using such name in any advertisement, sign, poster,
printing or other writing Tenants will print, write or designate the same
in a manner to be determined from time to time by the Landlord and in no
other manner. Tenants shall not use such name in regard to any business
other than their business upon the demised premises. Tenants agree that
they will not carry on or permit to be carried on any business in the
demised premises under a name or style other than their own name or call or
permit the premises or any business carried on therein to be called any
name other than their own name, without the prior written consent of the
Landlord.
7. Tenants shall, upon written notice from the Landlord, within five days fur-
nish the Landlord with the current Provincial License Number of any vehicle
owned or used by employees of Tenants.
8. Tenants shall not bring upon their premises any equipment, motor or any
other thing which might damage the said building.
9. Garbage or refuse shall be placed in containers of a type approved by the
Landlord in writing inside the demised premises and shall be removed only
at such time or times as the Landlord shall from time to time advise the
Tenant.
10. No merchandise, supplies, materials, garbage, refuse or other chattels
shall be allowed to remain on any loading dock or common area.
11. For the benefit and welfare of all or any tenants of premises upon the
lands described in Schedule B as it may exist from time to time, the
Landlord shall have the right to issue further Rules and Regulations and
such further Rules and Regulations shall thereupon be binding upon Tenants.
This LEASE AMENDMENT AGREEMENT dated the 26th day of Septem- ber, 1996,
BETWEEN: PENSIONFUND REALTYLIMITED, a Company incorporated under the laws of
the Province of Ontario and registered to carry on business in the
Province of British Columbia under registration number 12053-A;
(hereinafter called the "Landlord") OF THE FIRST PART;
AND: SIDUS SYSTEMS INC., a Company incorporated under the laws of the
Province of British Columbia;
(hereinafter called the "Landlord ") OF THE SECOND PART.
WHEREAS by a lease dated the 11th day of October, 1990 (hereinafter re- ferred
to as the "Lease"), the Landlord did demise unto the Tenant for a term of six
(6) years and fifteen (15) days expiring on the 30th day of September, 1996,
those premises municipally identified as Units 1, 2 and 3, 0000 Xxx Xxxxxx,
Xxxxxxxxx, Xxxxxxx Xxxxxxxx which premises are more particularly described in
said Lease;
NOW THEREFORE this Lease Amendment Agreement witnesseth that in consideration of
the sum of One Dollar ($1.00) now paid by each party hereto to the other
(receipt of which hereby acknowledged), the parties hereto cove- nant and agree
that the said Lease be and the same is hereby amended as follows:
EFFECTIVE OCTOBER 1, 1996
1. Clause 1.03.01, Lease Term, shall be deleted in its entirety and
replaced with the following:
"1.03.01 Lease Term: Eleven (11) Years and Fifteen (15) Days"
2. Clause 1.03.03, Termination Date, shall be deleted in its entirety and
re- placed with the following:
"1.03.01 Termination Date: September 30, 2001"
3. Clause 1.04.01, Basic Rent Initial Term, shall be deleted in its
entirety and replaced with the following:
"1.04.01 Basic Rent:
Period Per Annum Per Month
-----------------------------------------------------------------------
Sept. 15/90--Sept. 30/96 $108,108.00 $9,009.00
Oct. 1/96--Sept. 30/2001 $ 97,812.00 $8,151.00"
4. HVAC shall be upgraded to provide a comfortable working environment. EXCEPT
as hereby expressly modified, amended and supplemented, the said Lease is
in all respect rat- ified and confirmed and the term, conditions and
covenants thereof shall remain in full force and ef- fect.
IN WITNESS WHEREOF the parties hereto have executed this LEASE AMENDMENT
AGREEMENT.
For and on behalf of
PENSIONFUND REALTYLIMITED
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Authorized Signatory Authorized Signatory
For and on behalf of
SIDUS SYSTEMS INC.
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Authorized Signatory Authorized Signatory
VALID ONLY WHEN COUNTERSIGNED AND SEALED BY THE LANDLORD
SIGNED & SEALED IN THE PRESENCE OF:
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WITNESS' SIGNATURE
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WITNESS' NAME
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ADDRESS
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