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Home My WebLink About00 128 Westario Building Lease ~-"": e e e e , TIlE CORPORATION OF TIlE MUNICIPALITY OF KINCARDINE BY-LAW NO. 2000-128 A BYLAW TO AUTHORIZE THE SIGNING OF AN AGREEMENT WITH WESTARIO POWER SERVICES INC. WHEREAS the Council for The Corporation of the Municipality of Kincardine deems it advisable to enter into a lease agreement with Westario Power Services Inc. for the former HEC building situated on Lots 33 and 34, Plan 61 in the Municipality of Kincardine (formerly Town of Kincardine), more commonly known as 385 Queen Street, Municipality of Kincardine: NOW THEREFORE the Council for The Corporation of the Municipality of Kincardine ENACTS as follows: 1. That The Corporation of the Municipality of Kincardine enter into an agreement with Westario Power Services Inc. for the lease of property known as 385 Queen Street, Municipality of Kincardine; 2. That the term of this lease be from November 1, 2000 until September 30, 2005 with term extension provided. 3. That the Mayor and Clerk be authorized to sign, on behalf of The Corporation of the Municipality of Kincardine, the Lease Agreement with . Westario Power Services Inc. (attached Schedule "A"). 4. That this By-law shall come into full force and effect upon its final passage. 5. That this By-law may be cited as the "Westario Building Lease By-law". READ a FIRST, SECOND, and THIRD time and DEEMED TO BE PASSED this 25th day of October, 2000. ~--¿ Mayor __ _.~,~ ^·aI ~ '" .k:- >? : ~ " .. BETWEEN: . ".- AGRI!;EMENT TO RENT COMMERCIAL PREMISES THIS AGREEMENT is made on ,4}eL d0 ,2000. THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE (called the "landlord") -and- WESTARIO POWER SERVICES INC. (called the "tenant") THE BASIS OF THIS AGREEMENT It is understood that: I. We, as 18l1d1ord, own die land and building; 2. You, as teuant, wish to rent part of the building and we are willing to rent it to you on the terms in this ag¡wment DEFINITIONS M__lÚ8ø pf C....... Tenus I. In this agreement, unless the oontext implies otherwise, the following words have these mesmiQV: (a) (b) (e) . (d) (e) (f) "additional rent" is the rent referred to in paragraph 9; "building" is the building loeaœd on the land 8I1d eveIy addition made to it as set out in paragraph 3; "land" is the land described in Schedule " A"; "agreement" meøns this doeument as originally executed, or as Jater amended; "rented premises" are described in paragraphs 3 BOd 4; "monthly rent" is the money payable by the teuant, referred to in paragraph 8; . . <' ¡.... >4' (g) "rent" includes aU amounts payable by the tenønt under this agreement and includes without limitation both the monthly rent 8I1d the additional rent; (h) "tenn" is the length of this agteemaIt described in paa.a¡Jh 5, and any rr:oewal or exœnsion ofit; ,.... \. . \: , . (i) "you" 8I1d "your" is eadt person or oorporation that has signed this agreement as the tenant; G) "we", "our" and "us" is the landlord and/or its delegate; (k) "alteration period" is the time period during which alterations will be made, as set out in paragraph 12; (1) "tenant wodt" is defined in 1....'5'''I'hs 13, 14 and 15; (m) "tenønt pløns" are your outlines of1he plans, drawings, specifieations 8I1d other information for the rented pœmises or any revisions to these, aU as approved in writing by the landlord's Chief Administrative Officer or hisIher d~IV'-' LENGTH OF AGREEMENT What tIria A___t .a- 2. In return for your payment of rent, ønd your aceeptanee of the terms of this agreement, we rent 1he rented pœmises to you for the term and you rent the rented premises ftom us for the term. . WhatWeAreR--ToYoo 3. The rented premises are that part of the land and building, municipally desaibed as 383 and 385 Queen Street, Kincardine, Ontario, also desc:ribed as lots 33 and 34 on the East side of Queen Street, Registered Pløn 61, in 1he MunicipøIity ofKinariine (formerly the Town of Kincardine), in the County of8ml:e and Provinœ ofOnaio, outlined in red 0Il1he skeII:h al18I:hed as SOOechIJe "B" and oonsisIs of; (a) 3,603 square feet of first floor area; (b) 1,474 square feet ofseoond floor area; and (e) 8,065 square feet ofbay area. 4. Yon will also be permitIed 1he fìee use of one d1ird of the 11.-- area, being 845 square feet, more or less, loeøted in 1he souIh eIISt IXIIDa' of the b- -mrt We _ not renting to you the ~ two thinIs of the basement of the premises. At our disc::R6on, which may be ~ 81 any time, the ,...,...ming two thinIs of the basement shall be oœupied by the Emageney Operations Centre. At aU times, you shall provide to us and our ~ access to 1he Emergency Operations Centre. You shaU, at your expense, also provide aU utility (including, without limitation, water, sewage, and olectrieal power) serviees requested by the Emergency Operations Centre. . How Loa. ThiI ABftmeDt Is To R_ 5. Yon may oœupytherented premises fora term of 5 (five) yellS, to begin November I, 2000 8I1d to eud October 31, 2005 (the "Jmn"). If you COIIIÚIUe to occupy 1he rented premises after 1he Jmn without any further written agmmeøt and wiJbout objecJion by us, it will be a monthly tenancy, taminable on 60 days' notiee, at 1he rent and, exœpIas to 1he length ofœnancy, you will continue to be bound by all of the tams of this agreement "" iJr -: .... .... < . . . -3- 6. After the expiry of three years of the initial1am of this lease, being October 31, 2003, you may taminate this agreement, provided that you comply with aU of the following: (a) (b) You are DOt in default of this agreement; You provide a minimllm of 90 days' written DOtiee of your ÍIItIIJtÌOJ1 to terminate this agreement; With such notiee, you provide to us; (i) a c:ertified cheque in the IIIJ10IIIIt 0($58,260.00; 8I1d (ü) a c:ertified cheque .~_ dö"g our ooI;..""", of aU taxes payllble in teJøtion to the land, building BOd rented premises as set out in paragraph 9, ønd more partic:ularly subparagraphs 9(a) to 9(d) inclusive; ,~ J -'"'118 one years' rent and taxes, to ...,mp.-.....,. us for your early ........Ì1WÍon of this ~ DuritI8 this notice period, you do not de1àult uncia' this 881~ Should YOll deJàu1t under this agreenvnt during this notiee period. we n:I8in a111he rights available to us at law IBId pursuant to this agreen""lt (e) (d) IfYQu WOIIId . Jb To ...ew The At!r ....t 7. If you are not in default under this ~ you may RIIIeW the agteeIlBIt for a further 1am of 5 (five) years on the same 1amS as this ~ c:xœpt: (a) (b) as to 1he right of reuewal; and at any time you may 1aminate this a81e..u-t. provided yon bave complied with aU of1he following: (i) Y 011 are not in default of this as-mMt: (ü) Y 011 provide a minimum of90 days' written notice of your ÌDI\IDtÍOII to terminate this 1I81ecJßW't; ønd (ill) DuriDg this notiee period, yon do not default under this 1181_-' Should you defanlt under this agrœment during this notiee period. we main aU the rights available to US at law ønd panuant to this agreement. WHAT AMOUNTS YOU MUST PAY Your O.....tIMt ao PIIY M.....1v lI_t 8. Yon will pay to us during ead1 year of the 1am $58,260.00. in equal iP-- of$4,855.oo, on or before the first day of eadt month. ~;",,;.'i! November I, 2000 ønd ending ÜI:Iober 31, 2005. All of 1he above ÌlJSlAIm"lJts are defined as 1he "monthly rent". On or before 1he first day of each month during 1he œrm. you will provide us with a cheque for the rent, dated the first day of each month of 8Iå year. drawn to our order or to whom we may direc:t, ønd such other eheques as we may ,,,,,uK... The amount you must pay to us during eadt year of 1he 1am pursuant to this pIIí_....h being $58,260.00, may be œI",tI- as the SIBIl of: First Floor: $7.00 (Seven dollars) per square foot ..\;..~' ,j,'- . -:: ....... .).. -~.,..~..... . . . -4- multiplied by 3,603 square feet Seoond Floor: $6.00 (Six dollars) per square foot multiplied by 1,474 square feet ~ $25,221.00 ~ $8,844.00 Bay: $3.00 (Three dollars) square foot multiplied by 8,065 square feet ~ $24.195.00 Total: $58 260 00 0fIw0r A_a V_Aft II--To Par. o-tiaø COlla 9. Yon will also pay to us, witbout any deduc:tion, the snounts stated in this paœa.aph (the "operating costs"). These amounts, AAàg,...twI as "additional rent", are eonsidered to be rent under this agr=nent, and we have 1he IItIIIIe ~ if you defàult in payment oftbeøe 8IJIOUIIts as we would have if you default in payment of the rent. Y 011 will pay aU of the operating costs for the land and blliJdÏl1g, including, without limitation, the part of the 1ønd and building which oomprise the rented pnmises BOd the area oœupied by the Emergeney Operations Centre. We will estinuIœ 1he operating OOSIS for a period of not more tbøn one year, and will deliver to you 8 ~ before 1he first day of eadt such period showing in rœsonabIe detail1he informøtion relevant to the ealc:u1ation of the opo.aIin& oosts and thus the additional rent you must pay. We will base our estinuIœ on the .......atiug costs for 1he previous period and our projection of the inctease in such costs in the current period. Within 90 days after eadt such period ends, we will deliver to you 8 stateIIleDt showing the actual operating costs. If1he additional rent fur any such period is less thøn this -. shows you shonId have paid, you must ~ pay the defiàeocy to us. If1he ~ rent fur any such period is more than this ..........en. shows you should have paid, we will i.........fiRMly apply such excess to the next i"..,.......... or it>_lnwo!S of additiœal rent. If1he ""I'i...i.OII of 1he tam and of 8 period do not coincide BOd if your VJ1"IodÍug costs for that final period have not been ¡k' ...:.~, you must pay our .,.di.._ of the operating oosts. When the..- of 8du8l uye.atiug costs is 1'.:ya.ed, 1he appt.....;aœ adjustment shaU be made by tùrther payments to us or rdimd to you. (8) You will pay for aU laxes, rates, duties, and 1I'i'leS~ charged upoo the land, building, and rented pnmises (1he "taxes"). Taxes, for the purpose of this paragraph, include loeal inIprovemerrt rates, IllUllicipal realty taxes and levies relating to the rented })I"'"1i- (b) Yon will also pay aU business taxes levied on any business carried on in 1he land, building, BOd rented pnmises or relating to 1he use or occupaney of it, and aU raaes BOd other charges for water, eleetricity and other utilities used in 1he land, building, BOd rented premises. (e ) Yon will also pay aU taxes c:børged for aU ''W1rÑ>1d improvanents BDd trade fixtures BOd aU furniture BOd ""1.;-.-4 made, mmed or ÌD8IIIlled in the laid, buildiDg, and rented JI!"""'Ï-. together with all goods and serviees taxes levied on the rent. ..-...~ , ~ ... : ..; .,,- -_.~~~ . . . -5- (d) You will also pay the amonnt by which the taxes that have beoome payable due to any act or eleetion by you exeeed those that would have beoome payable if 1he land, building, 8I1d rented premises bad been assessed for the support of publie schools. Exeept as otherwise provided by this agreement, you will also pay the east of maintaining 1he Iæd and building. This include$, without limitation, the oost ofheøling, air oonditiooing. lighting, SIIOW removal, garbage disposal, sewage BOd wasœ disposal, ~ repairs to 1he }'IDÙ8 and padåDg -. all'1I11ities, u...........ð, BOd usual mK;........._~ MId minor æpair that does not lake the form of a major capital expenditure or improvement. A major capital ex:pmuIimre or improvement made nece8l'II')' bec80se of our obligation to truIÎntIÚn and œpair will be paid by us. Yon will only be requin,d to mAintRin the rented pnmi.ses in accordaoce with pa1a¡Ødphs 23, 24 BOd 25. (e) The ,......... ofTlûl Ât!rM....tT. Be A Net ................ I O. Yon agree with us that this øgreanent sbaU be a completely net ........- for us, so that this IIßR'CIJIOIIt sbaU yield, net, to us, 1he nm wilbout dedt....v- y OIl mnst pay your CIXp""'''Cs BOd obligalions relating to the rented premises BOd you save us Iuumless ftom 1hem. We are responsible only for those items set out in this 8IeCiD1ent. 1...."",* n......... IfYOD Filii To M.b A P- w.-. Due II. If you fail to make my pBYIIICIIt doe under this dtlleeu..4, we will charge you interest on any overdue portion of the IIIIlOUDt payable until it is paid to us. The rate ofwlQe..( will be the rate of interest at the time you fail to make 1he payment that is equal to 1he prime l....ting rate cbarged by a C......mAII eharIered bank selected by us to its most cmIi1wonhy customers, plus 6% per ......tD11 How Lou the AItentloa. Period ~II Run 12. Unless 811 extension of time is granted in writing by 1he landlord's Chief Adminis1rativc Officer or hisIher Mo1I!"-, the alteraIion period is a mmmnm period of90 days MId begins on 1he Jater day of (a) November 1, 2000, or (b) 1he date when the IaIaDt pløns are approved in writing by us. T_-WO" 13. Y au, at your c:ost, will fiDisb 1he leased premises in aceordance with the IaIaDt pløns. 14. The IaIaDt pløns sbaU include pløns to instal1 s&andby power systems. 15. The tenant wodt must be done: (a) with due diligeooe. aecording to the tenant plans, in a wOlbnnnlilre m_ with first class new ma1eria1s; (b) at your risk, and you mnst keep in forœ such insuranc:e as we reasonably require until the IaIaDt wodt is fini"""": (e) in acoordanee with all reqoimnents of aU regulatory authorities. ... t'· ,,¡~ , ~ . ... ,.,~ ,w..... . . . -6- I.....n..rd Work 16. At the landlord's expense, die 1andlord 8gIæS to retrofit the men's washroom loeaœd on the fust floor of the rented pnmises. Exœpt as otherwise provided by this 8¡so.......... onee you have occupied 1he renœd pranises, you shall be œspoosible for this wasbroom, including, without limiIaIion, the repair, mRÎ1I~ BOd fùture '""'-r (ifpennitted) to said washroom. AeeeDtaDee orRen'" Pk~ ~ tIS 17. You must no1ifYusofany deœcts in 1he renœd premises that ddI;"....I..J\y affect the renœd premises, within 30 days after the date you are given oeeupancy by us. If no such notiee is given, you will be deemed to have aceepted the rented premises in their existing OOBdition and we will not have further obligation to you for any defeets other thøn defec:ts in stnwtural elements of the rented premises. Ch...... bv T....-t 18. You must not change the exœrior of the rented pœmises and must not make any change to sIructura1 elernarts of the rented premises without first obtaining 1he writtal approval of the landlord's Chief .Adminiotrative Offieer or bisIher dH¡groMe Any such change will immediately beoome our property æd will remain upon the rented premises until the end of the term. WHAT USES YOU CAN MAKE OF THE IIENTED PREMISES Your ('..........1 Ohllnodon 19 . You will only use the rented premises for those purposes permitted by the relevant zoning by-laws 8I1d any other laws of application and only in accordance with such laws. Yon will keep the rented premises in a elean, tidy and safe eondition. C- Thl_ You C.-Do 20. You will not do anything, omit to do someIbing. or let anyone else do anything that may (a) eause waste or injmy to the rented Pf"""Î""'" (b) overload the floors of the buildÚ1&. (e) œuse a nuisanc:e or 8IIJlOYIIIlCI' to anyone occupying property adjoining the rented premises on the land, (d) eause1he pt",.,;..'h~forÌll8ul'Eœ on 1he building to be inaeasedorooverage to be c:aocelled, or violate any requinmaIts of any insunmce policy upon the building or of any fire, health, munieipal or other authority, or (e) 1essen the value of or adversely affeet the bni1dirtg You Mast Com. WIth Laws 21. Yon will oomply at your own expense with aU governmental, sanitmy, fire and safety laws relating to the rented premises. You Mast Net Put Un S..... .. ". :\ ,.¡~ , ~. vi~ . . . -7· 22. You will not permit any sign or notiee to be iDscribed, painted or "ffiyed to be part of the bllillfing, or MY goods to be displayed without obtainiDg our wrium CODSalt in adwoce. We will not umeasonably withhold our oonseat. REPAIR AND MAINTENANCE OF BENTO PREMlSIi'.s AND Rim .DING Your 1'--_1 ObI..1i&a To Reuair ABII M.hriam the 11-- .........;... 23 . You IISSIIIIIe sole RSIOIlSÍbÜity for 1he condition, opa1Ûon, møi~ and """"w""~ of the laød, bIIilding, BOd mJII( premises, including aU leasehold improvements, trade fixtures and aU glass in the windows, doors or inœrior of the n:uIed pranises. Excluded &om this obligølion are sInJctUml elm1ents of the reoted premises and other donn"lV' which we have oo_..nl...;! to Rp8ÌI' in lNØIÞ"t'h 26. In partieular, you will keep the rented premises in 1he stale of repair in which YOll find them at the bq,inning of 1he tenD except for reasonable wear ønd tear that does BOt affeet 1he proper use and enjoyment of the rented premises. You will oomply with aU insunmœ requùaneots. We may inspect 1he rented pnmises at any reasonable time to deámùne whether you have 00DJplied with this ~ If; in our opinion, you have not so oomplied, we may give written notiee to you to comply. Yon shaU oomply within 1he R:l8l1118b1etime provided for in suchwrium notiee. If you fail to do so, we can take any steps to ensure oomp1ianee. The c:osts of such inspecIions and steps are imm...ti8tely payBble by you as additional rent. You Mast' - die lI_œd ---'-- ia Good R_1r 24. Y OIl will also, at 1he CIId of 1he œrm. leave 1he n:nœd pranises in a good aid reasonable stale of repair in acoonIanee with your obligations under this agn:ement. You Mast Give Us Notice of Ðef- or n..._8 25 . You will noti1Y us as soon as you booome aware of any defeets in, mAlfimetinn of; or """'''81' to, the rented h..".~'S or any equipment, saviee or utility in them. Our OhU.Mißn To 11__...... MaIotmia 26. We will bep, in a good and. .".... SbIIeofrepair, with 1heexceptiouofm looable_BOdtear, 1he sInJctUml elements of 1he renœd premises BOd any part of the rented premises, the entire c:ost of repair of which is recovered by us under our insuranee policy. INSURANCE 27 . You will, without delay, insure and keep insured 1he rented premises by a ('.nI11pRIIy approved by us, sw:h apII'O\'a1 not to be 1IIJ1N"II'ft....ly withheld. Your policy must include (a) eomprehensive gcoeœl publie lìability (in"lndit1g bodily injmy, deIIth aid ~y ~) insurance, BOd (b) ïn-........ against 1018 by such inlurable hazards as we may reasonably request on a repla. ~'lCIIt cost basis to _1he cost of repl..--.-t of aU leasehold improveB*lts and aU trade fixtures in 1he n:nted premises. " ..~ -'be ,,,. -",'" .. ~ ..Æ;¡"'O' . . . -8- 28. All insunmee for which you are responsible will be in amounts and on terms which will be approved by us, such approval net to be Wh_SSy.....1y withheld. At our request, yon will give die ÍIIS\a"""" policies to us, or such certi~ or other doeuments that we may require as evidenee of oompliønœ with this Artic:le. Our Ohlinothut to 0-- ....-- 29. We will insure the building on terms which are normal for reasonably prudent owners of property similar to the building (1he writ1m opinion of insuranee advisers seleeted by us ftom time to time to be oonelusive as to any oompliønee or non-oompIianee with this provision). If we insure any of your 1m =hold improvements, or if die rate of ÍIISII1'IIIIœ upon the building has in..t uJed bcnII'" of the use made of 1he rented premises or anythiug done or permitted to be done by you on the rented premises, you will pay to us1he amount of such incrase on demœd. Our iu-........ poIiey will......-in 8 waiver of the insurer's rights of subrogation against you and those for whom you are responsible should 1he insurance ÇQI'.pøny so c:onseot, but if 1he ;""'......:e COI1q)8Iky does not ~oen(. we sbaU.dbuÁ to have you lIIIIXIed as 8 c:o-insured. INDEMNITY WIIat Y_ Must II_bane U. For 30. On demand, you will indemnity us ftom, and reimburse us for, any 1iabiIity, damage or expense resulting ftom, (8) any breach of any of your obligations UDder this agreement, (b) any damage to ptOpedy howew:r canaed by your use and ooœpation of the rented 1".....:-. 8I1d any injury or de8Ih to any person or persons, from any eause, unless such damage or injury is due to our act, omission or negligenee or is reoovered by us under our insurance poücy, ønd (c) any lien or eneumbrance on the building due to your act, omission or ~i~, or dUll: of your agents, employees, contractors, invitees or licensees. Your obligation to indr.nuñfÿ and reimburse us under this pmag..,.m will survive the termination of this agreement. What We Are."" Are Not 11.......-..... For 31. We are not responsible for any loss or '-"'18'" canaed to any person or property (a) except for matters arising directly ftom stnaetura1 defects in the building, (b) 1'\S1,ltillg ftom 1he oondition, ammganent, ÍùteI. "I'lion in, or breakdown of any mec:Iøñcal or electri<:al equipment or any water, gas, sewage, electrical power or any other utility in the lJ,plding. (e) n=sulting from steam, water, rain, snow or other ~ issuing or flO"tlVing into the rented premises ftom inside or outside of 1he building, (d) resulting ftom anytbiIIg done or not done by other oœu¡....d~ of 1he bnildi11g, by persons in 1he rented prøni-. by OOCI~ of adjIIœnt property or by the public, or (e) J1'!ID.ltiqg from any peril whieh you are required to insure pursuant to pd{88Ia¡>bs 27 and 28. ~.~ .~ .'< "'~. .,.. .~ -9. . 32. We are responsible for mattIII'S arising ftom our acts, omissions or nog1igenco, aod those of our officers, øgeots, cmp10yees or eonttactofS. 33. Exœpt as speeifiœl\y set out in this 8þeement. you will not be entitled to any 81"" . 1 oem of rent for øny loss, dImJøge, iIIjury, coodiIiœ, fiIilute or dg,up1iu4 ofllliMees set out in 1*1I8t'" 31, nor sbaU any of those evenIs be 00Dsidcred 1m evietion. WHAT HAPPENS IF TIIIl Rr.NTJ'.D PREMISES .AilE DAMAGED . 34. If the rented pranises are partially or wholly destroyed or damaged, sbould demolition of the rented premises be made ~ c - y by such desIruction or ~ or should the rented premises become unfit for oecupaney by you, (a) subject to our ri8bt to JerminIIte III1'8UIIIIt to pai\t¡s{aph 37.(ç), we will repair the rented premises as set out in this ll@leaneot. Onee we have substantially oompleted our work, we will notifY you ønd you will i........t;-.Jy begin IBId continue recaosInIdion and repair of the rented premises in accordance with your obligations in this agr-nent. (b) rent will not be rœuœd unless, through no fault of yours, the rented premises are reocIered wholly or ¡JIItiaUy unfit for oc:aqJllllçy. In this ease, rent will be reduœd, ftom the date of such oc:c:ummœ, 11O)()11ionalely as to the portion of the rented premises IaIdcnd unfit for c.>ecupaocy. Rent will be reduced UIItil, in our reII!IO'\ab1e opíDion, repairs by yon ought to have been oomp1eted with n BS'"'1,hle diligence, and (e) if SO% or more of the rented premises are destroyed or dam~ or by demolition made "eeeI"8I)' by such destmctioo or dam., we may eIec:t to IIIIminate this agreement Rent will be acljusted as of 1he date of the oc:eurrenee and you will within seven days after notificatioo by us vacate the rented premises BOd !IIII'render them to us. OUR RIGHT TO ENTJ'.R THE RENTED PIltr.MIS....~ 35. We may enta' the rented premises at any ~ time to inspect, view 1he Slate ofrepøir, sweep, cleøn, dust and do .....;..I....-ee wOlk (wbc:tbea' or not we are obIipted to perform any of this under this agreement), make repøirs, aIIInIioos, or improvaneots to the rented premises or the building or any oo;ldi..g serviœs, IIJd for any odJa' lawful purpose. Yon will provide fìee access for these purposes. Furthermore, we may enter 1he rmted premises during 1he last 6 mntttIt.. of the term to exhibit them to prospeetive OI:C!~ 8I1d we may p)aœ 11IOIl1he rented premises notiees advertising them as being available for lease. WlRN YOU ARE IN DEFAULT IINDEII THIS Ar.llE2MENT . 36. You will be in defanIt under this ..-...,... if (a) you detàult in payiøg any mœ1bIy reøt, Idditioual reøt, any in1crest that may be due BOd JlllYllble, or any oIherpøymeutthatyou lRobIigedtopay us, ønd such defanIt ",~.I;.-.... for a period of 10 c:onseeutive days, ~..-:.. ç ... Ii;, "'f'. ",... . . . .10· (b) you do not eompIy with any of your obligations under this 1I81.:emeot (other than as set out in paragraph 36.(8), and such default eoBtinues for 8 period of 15 ~ve days or you fail to diligently allewþt to c:ute such default, (e) any of your ¡1IUpCrty 011. the reoœd premises is sold under 8 writ of ex.ecutiOll, or you become bankrupt or insolvent, (d) any insurance poliey is eøncelled or not renewed by an insurer beeønse of your use or oecupøôon of the renIed premises ønd you fail to take the nee ~. .'Y øetioø. to have the policy reinstaIed within 2 days after receiving notìee of œnce1lation or ---æ, (e) any lien arises whiœ affects 1he rented premises or we reœive written notiœ of any such lien, (f) the insurance poliey on the building would be ~\ed beeauøo 1he rented premises are bllPdo_t or (g) you abandon the rented premises or do not oecupy them for 15 CODSeeutive days. ENFORCING OUR RIGHTS 37. lfyou default, in addition to any other rights we have, We MaY Sae You (a) we may lake such aœoø. as is neeesSllly to ooHeet any unpaid balanœ BOd interest that may be due, together with aU our expenses, We MaY Â.N"ø.Ir____~ TIle R..... (b) we may ~ that 1he wmnt mooths' rent toge1herwith the rent for the next three monlhs is immediately cine, We MaY T_hl_ The "-. -t (c) we may forfeit 1he term ønd we may without notiee or any legal ¡xoeess inunediately ..,...,.¡ba BOd. possession of1he rented ...~ as if this ~ had never existed, and we may exacise this ¡anedy despite any sIIduIe that says oIbtnrise. lfwe do 1IIke polIS_on we may still RIOOver ftom yon arrears of rent ønd mm"ß"" for loss of rent suffered bec:ause this agreement was prematurely ~. All of this money will be immediaœly due by you to us. No such re-entIy or takìns posmsion of 1he rented premises by us will be construed as 811 election by us to taminaœ this lease unless notic:e of such intention has been given to you, or unless 1he œrm;nlltiQft has been declared by a Court of ",~t jurisdictiou, We&JavTab D_.._~_ of... 11.......114...· - (d) if we do not exercise our optioø. as set out in pe...a¡¡h 37.(c) to taminaœ this agreement, we may still ro-eoter the rented premises without 1J:Inndt"" the ..eeukUt to make such alterations or repairs in order to re-let 1he rented premises as your &gent for such periods (which may extmd beyond the term) IDi at such rent IDi on such otber tams as we may, in our absolute discretion, oonsider ødvisabIe. The rent that we reœive will be used to Slllisty your ob'v-s under this agteement but you will still be liable fur any detici'2lCy. No such . . . t~~~ .. ~ ............ ,''-V . . . -1I- re-entry or laking poIIses8Ìoo of the radId pn:mises by us will be cœsttued as an eleetion on our part to terminate this agreaneut 001_ ootieo of such Î1I\ØIIÍðQ has been given to you or unless tamiøation has been declared by a oourt of OOmpetmå jurisdiction. Even if we take pcssessiœ and rHet 1he radId premises without ta'mination, we may at a 1aÞ:r time elect to terminate 1he ............. beeause of such prior eveat of default, We Mav R_o.r ,,----- (e) we may recover fi'om you aU our expenses of enforeing our rights including the reasonable c:ost of recovering the rented promi-. We MaY Cornet The »dI.1t (f) we may remedy Œ ølltutýt to remedy any of your defiIults, and in doing 80 we may make any pIIyIIIeIJt due or aßeøId to be due ftom you to a third party. In such ease, all of our expenses in mnedying or ~ to remedy such defaults sbaU be payable by you to us itntnMi_1y on d.numd. and We Mav ¡..h. .... !WI CbatfIek (g) we may disInån BgIIÍIISt your goods. This meøns we ean take any goods on the rented premises and sell them as permitted by Ontario law. The net proœeds fi'om the sale will be applied to reduœ any ~ due under this ~t. You waive the benefit of any present or future IqVcItotiœ taking away or limiting our right to distI..;.. BOd you agree that none of your goods will be exempt. Taking this aáion does not put us in possession of 1he reœd premises or make us~ for any money ex;œpt 1he money we actuaUy R:eeive. lfyou remove goods fi'om the rented premises, we may fonow them as provided in the COItI1IIe1'Cial Tenancies Act (Ontario) or any sucnssorlegis1ation. We Mav UIIe ADv or All ofTbe R__IN 38. We may resort to any or aU of 1he above ....-di"'S if you deJàult, as wen as any other remedy given to us by sbItuIe or gøaaallaw. All of1hese ........m-IR ClnnnlJllive BOd not albualive BOd 1he remedies set out above are not to be ;.m..1SdW as excluding any other or additional remedies available to us by statute or the general law. DeIav III li'.IIforrhae Oar Rlahfa 39. AIry delay or extension of time graDIIIId by us to you or any od1er person in exercising the euforc:emeøt of any of our rights under this II@RIeBleIIt does not atfeet our right to (a) mœive aU ~ you are obliged to make to us, when they are due, (b) have you eomply with aU your obliptions under this ð8t......."..., or (c) exereÎSe aU of our ~\8 as set out in paI"Ii\Iaph 37. IF YOU WANT TO ALTER TID. RENTED PREMISES /'~ ..... .i .,.,.{,. -..,' ''!11 . . . - 12· 40. You will not erect or affix any fixture (includiDg .....oeJ>nJd improvements, my trade fixture, partitions or oount.ers) or remove or change the localÍon or style of any fixture without the prior written oonsent of the landlœd's Chief Adminíslnltive Officer or hisIber ~> such reasonable J""..est not to be withheld, subjeet to the following provisioDs: (a) you will not interfee with any windows or doors of the rented premi_. or any building services in them, aDd no fixtures will be -.. her! to 1he rented pranises which require any change or eause any ~ which is not rœdiJ:y repa;.able upon 1he R:IIlOVIIi of such fixture; (b) you will repair any damage çaused to the rented premises by such alterations, work and improvements; (c) aU such alterations, work BOd improvemeots sbalI be at your expense; (d) aU such alteraØons, wotk aDd improvemeots sba1I be performed in the manner and by those approved by us and sba1I eause no penooal danger or dAm. while being performed or at any other time during 1he term; and (e) alterations, work and improvements must oomply with parag¡çh 21. 43. Y 011 will not a'C8Ie or permit to arise any lien which affeets 1he rented premises. If any such lien does arise, you will pJoul¡Aiy discbarge it. If you do not, we may discharge it at your expense. IF YOU WANT TO ..U·~{GN THE AGREEMENT OR SUBLET 41. You will not (a) assign or dispose of this agreement or any interest in it, (b) sublet aU or any part of the rented PJ"""i""'l, or (e) permit any part of 1he rented premises to be used or oecupied by any otha' persons other than you and your employees, without our prior written consent, which will not be IIIIœIISOII8bly withheld. Despite anything in the Commerctal Tenancies Act (Ontario), we will not be eonsidered unreasonab1e in wi~ our oonsent unless 1he proposed assignee agrees to _ BOd perfOlDl each of the obligations in this agreement, (i) if his financial oondition is such that we reasonably believe he will not be able to ped'0IDl1he fin""CiaJ obligations of this agreement, or (ii) if the proposed assignment or sublease might, in our ~able opinion. adversely affect 1he tams of any finaneing or insunmœ OOdhauJilated by us of the 18l1d. 42. If you request our consent to any -igr-~ or sublease, we have 1he option of (a) refusing to consent to 1he """Îv"'~" or sub1ease, provided such eonseut is not Wh..........dñy withheld, (b) OOÞOl'!tttÏrIg to the -OÌß1""""t or sublease, or c:':-· ,,)' *-. f. "'"'" . . . - 13 - (c) ~this lease. We will deliver notiœ of our decision to you within 15 days after we reœïve your n:quest for eonsent. If we fail to deliver notiœ of our decision within 1M period. we will be deemed to have refused to have COiI8eIIteð to the AuigItmeDt or sublease. 43. No......¡g,-- or oIber diJposiIion byyou of this øgreaneøt or any interest in it will rdieveyou fi'om the perfOl'lllllllœ of your obligations nnder this _........tt. TENANT RIGHT OF ImIST RIr.Ji'IISAI. FOR THE LAND 44. Iftbe landlord obtains fi'om any person (1he "Offeror") a bona fide offer (the "Offer") to purchase fi'om 1he læd10rd the lønd (including 1he rented pranises) at a priœ and em tams that 1he landlord is prqøed to acœpt or has ~ subject to the Right ofFint Refusal in this Article, the landlord shaU offer to sell 1he land to 1he tenant in IICCOI'daoœ with 1he followiag: (a) The landlord shaU give to the teIIaØt ootiœ in writing (the "Notiœ of Offer") aeoompanied by a copy of the Offer. The Noâœ of Offer shaU 00ø1bW a SIatcment that the landlord will accept the Offer of 1he Offeror and complele 1he sale of the land (or if the Offer has been ~ subject to the Right of F'JtSt Refusal in this Article, that 1he landlord will eomplete 1he sale of 1he land) if the 18l1d is not purchased by the teIIaØt pursuant to the following provisions of this Article. (b) The Noâœ of Offer shaU be deemed to be 811 offer by the landlord to sell to the teuant the land em 1he tams c;onftIi""" in the Offer, except 1M (i) 1he cl0sia8 date shaU be one month after 1he end of the 30 day period referred to in (c) below (unless an earlier or Jater closing date is agreed upon by 1he paI1ies) BOd (ü) my terms particular to the original Offeror sbaU not 1IPPlY. (e) The tenønt shaU be CIIIIitIed, within 30 days following the giving of1he Notiœ of Offer, to give to 1he IaDd10rd writIaJ notiœ (1he "Purebase Notiœ") øcœptiag 1he offer of the løndlord 'e¡bl*.I>h;d by the NoIice of Offer. (d) If at the end of such 30 day period a Pun:hase Noâœ has not been given to 1he landlord, the œa.rt shaU be deemed to have ..m-I to pun:base 1he land and the Iand10rd shaU within 30 days after 1he .".p;.atiœ of such 30 day period acoept the Offer of 1he Offeror (or confinn oompIiAnœ with the ...-..v\itônn of the Offer fttAkjqg it subject to 1he Right of First Refusal in this Article) 8I1d sell the land to the Offeror on the terms contained in 1he Offer. However, if (i) the tams of the Offer _ ....-I"" prior to 1he completion of1he sale, or (ü) if the sale does not bike place on or before 1he closing date set out in the Offer or within 60 days th...cafk, 1he rights of1he taIIIIt in this secIion sbaU nMve in œspect of1he land æd 1he landlord shaU again be requinKI to give DOâœ to 1he teIIIDt pw...-t to this sec:tioa, ad so 011 fi'om time to time. , . ..... -.(. i ...:(. ,~ . . . -14 - GENERAL PROVISIONS How NAIINo ShøaId Be Given 45 Any notiee lðquù.,d or ",~,I""'IJated by any tenn of this llgleement will be in writing BOd will be deemed to have been validly givaa if de1Mnd at, or mailed by pm-paid .~ mail to 1he landlord at 707 Queen SIRet. ~ ofKinclnliDe, ODIaño, N2Z lZ9, or sudlodøplaœ as we may ~> and to you at 1he RIIIIed pnmises or to such oIbcr- addRss as you have giwn us in writing. Any DOIÍee will be deemed to have been reœived at 1he time it was delivered or in the ease of those given by registered mail, on the third business day following 1he dale of msrilil1g. wbeIber 1he party reeeived it or not. If tha'e is posIa1 disruption due to strike, loclrout, or other labour dispuœ my notiee nmst be delivered by pasonal serviee. Ifs..m..thiwe U-...... Ha_ 46 If either of us is uœble to fulfil, or will be delayed in Mfil1ing. any obligation (oIbcr- thøn the payment of monies) 1II1da' any tenn of this a81--- '--- of sttikes or woØ: stopp;lgÐ8, or lJecIo1'<¡e of od1er unavoidable oœurreoœ not c:aused by 1he defiIult, act or omission by such party and not avoidable by the extI'åse of JQISOIIIhlc effixt _ furesight by him, 1ben, so Iœg as any such in1pMÎmI!I1t exisIs, that party will be relieved fìom 1he fulfilment of such obligatiOll and the other party will not be entitled to oompensation for any dam..,., inoonveaienœ, nuisanee or discomfort çaused by such i~ment. TUn.. of the 1i'---.- 47 Time will be of the essenœ of this agtÞ"'''' Ouiet EDmv-t..... Addidoaal ............... 48 Yon will have quiet enjoyment of the rented premises. A- -"......... 49 No amendment to this agreew..at is binding unless it is written and signed by both of us. Sewenbilitv 50 If any part of this agreement is invalid or unenforceable, the remainder of the agJeemeBt will not be affeeted by it. A.....II.... 51 HII<ti11g!' form no part of this agreemem. They are used so that parts of 1he agreement can easily be rer...,.,d to. Who Is IIAImII BY ThiI M:l¥1..... 52 You will be bound by aU the obligations in this agreement. This agI....-t will also be binding 011 you legal or personal.. s .1.4;... our legal..:J '1.1;fl ønd myone else to wbom your inteJe.t is validly tnmsferred 1II1da' this agreement. As weD, it will be binding on anyone to whom it is transferred ftom us. · '. .;: ~.. -." ,,}. r~ . · · ·15 - 4o_-hIe Law 53 This dIeement wiD be gowmed by 1he laws ofÜDlll'ÍO IBId any litigatioo or dispute pursuIBlt to this agRIIII1ent sball be ~ in 1he City ofKitdleaer, lIegiouI Municipality ofWlllatoo. Fm1ber 4o_--'!II 54 Eac:h pS'Iy sbaU, at 1he request of1he other. execute such further ~ as may be reqUÍRld to give effec:t to tbis agreement. EIIdre ~t 55 This agreement is 1he entire ð81eomeot between us """1iwIg with the IIUbjects oovcred in it, and it supersedes any prior ~ between us. t......lJAl ..-tT....IAdwb.... m. ___ TlleAt!1 W\II.t 56 Yon and 1he gw,.<IIItoI acknowledge that you have been advised that you should obIain independeat Iegaladviee. You have either obWIed such iDdependeøt Iepladviee or have waived your right to do so. If you have read this agRIIII1ent BOd you agrœ to its terms, sign in 1he spaces for provided for your .¡g,.~,.""" Wi1nesses JIIIISt SÎp1 in 1he spaces provided for the ",messes' 0Í8I'-'....... NeœøsaIy legal seals should be added next to your figl"lh11'C. ~;~ '.... "1o~.. ... , . . . -16· "'-~"'4""'t IIY 1._dlA'" 57 In the event of the sale by us of1he land IX 1he _~'......d by us of this ~ (to the extent that such purchaser or ,~ has.. ....-.J oar obliptions), we shall without fùrtha' wrium II{!lIIeIDCIIt be 1'II1ieved ofliability UDder such obligldions. AS EVIDENCE of our agreen>"'It. we have signed below. THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE WESTARIO POWER SERVICES INC. per:~:- ~2-;~~/ Title: ~ðfL I haw auIhority to biDd the bmdIord. per:_~J f)~ Name: Title: ¿,. """.I J.~ V- I_ auIhority to biDd the_ '.. .... ," ~.. . ,").. - . . - 17· SCHEDULE "A" That certain pan:el or tract of Iaod and premises IÎtII8Ie, lying Imd beiDg in 1he M1micipaIity of Kinc:ardine (fonnaty Town ofIGu.-diM), in the County of Bruce and Provioœ ofOnlario and being .....dpuoed of Lot number Thirty-Three (33) on 1he East side of Queen Street, RegisIered Pløn 61 in the said Municipality of Kincardine (formerly Town of Kincardine); and That certain pan:el or tract ofland ønd premises, situate, lying BOd beiDg in 1he Municipality of Kincardine (formerly Town ofKincardino), in 1he County of Bruce and Provioœ ofOnlario and being oo.nposed of Lot m.......... Thirty-Four (34) on 1he East side of Queen Street, Rq¡isæred Plan 61 in the said Munieipality of I<i.naR1IiDe (formerly Town ofKiocardine).