HomeMy WebLinkAbout02 062 agree lease Can Ag Vesta
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THE CORPORATION OF THE MUNICIPALITY OF KINcAIþ)INE
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BY-LAW
NO. 2002 - 62
BEING A BYLAW TO AUTHORIZE THE SIGNIN OF A LEASE
AGREEMENT WITH CANADIAN AGRA CORPO TION, VESTAS-
CANADA WIND TECHNOLOGY, INC. AND ME LlN GENERAL
CORPORATION, FOR RENTAL SPACE IN T E MUNICIPAL
ADMINISTRATION CENTRE AT 1475 CONCESSION ,MUNICIPALITY
OF KINCARDINE
WHEREAS the Council for The Corporation of the Municip lity of Kincardine
deems it advisable to enter into a lease agreement wit Canadian Agra
Corporation, Vestas-Canadian Wind Technology, Inc, and Merlin General
Corporation in consideration of the rents, covenants and obli ations stipulated
therein; I
NOW THEREFORE the Council for The Corporation of thb Municipality of
Kincardine ENACTS as follows: I
1, That The Corporation of the Municipality of Kincardine nter into.a lease
agreement with Canadian Agra Corporation, Vesta -Canadian Wind
Technology, Inc. and Merlin General Corporation, r the rental of
commercial office space at the Municipal Administrat n Centre, 1475
Concession 5. Municipality of Kincardine in consid ration of rents,
covenants and obligations;
2.
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That the Mayor and CAO be authorized to sign, 1- behalf of The
Corporation of the Municipality of.Kincardine. the Leas Agreement with
Canadian Agra Corporation (attached Schedule "A"). Vestas-Canadian
Wind Technology Inc. (attached Schedule "B"), an Merlin General
Corporation (attached Schedule "CO); :
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That this By-law shall come into full force and eff~
passage.
upon its final
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That this By-law may be cited as the "Municipal Admi~istrative Centre,
Lease Agreement, By-law", .
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READ a FIRST, SECOND, and THIRD time and DEEMED TO BE PASSED
this 8th day of May. 2002. r
4.
Clerk
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SCHEDULE "A" TO BY-LAW NO. 2002-62
TE-IrS LEASE made as of thelstday or April. 2002
IN PURSUANCE OPTHE SHORT PORMS OF LEASES ACT.
,! BETWI::EN: The Coproration of the Municipality of Kincardine
(hereinafter called the "Landlor¡]")
OF THE FIRST PART
-and-
Canadian Ag~a Corporation
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(hereinafter called (he 'Tenant")
OF THE SECOND PART
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In consideràtion of the rents, covenants and obligations stipulated herein the Laridlord and the Tenant
have agreed to enter into a Lease of the Premises being that pan of the building (the "Building")
shown outlined in red on the sketch annexed hereto as Schedule "A" which building is localed on
the lands and premises (the "Real Property") being parts of Lots 29 and 30, Concession "A",
Township of Kincardine (now Municipality of Kinc<lrdine), County of Bruce, designated as Parts
1 and 2 on Rcference Plnn 3R-5856.
1. GRANT OF' LEASE
(a) The Landlord leases thc Premises to thc Tcnant;
(i) at the Rent set forth in Section 2;
(in for the Tcrm set forth in Section 3; and
(iii) subjecllo the con¡]itions and in accordance with the covenants, obligations
and agreements herein,
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(b) The Landlord covenants that he has the right to grant (he leasehold interest in the
Premises free from encumbrances except as disclosed on ti!le,
2,
¡tEN'!'
(a) Rent menns the amounlS paynble by thc Tenant to (he Landlord pursuant to this
Section, and includes additional rent.
(b) The Tenant covcnants to P<lY to thc Landlord, during the Term of this Lease Rent in
the amounl of TWENTY FOUR THOUSAND, SIX HUNDRED AND SIXTY DOLLARS
($24,660.00) payable in equal monthlY 1I1stalmen(s of TWO THOUSAND AND FIFTY-FIVE
DOLLARS ($2,055.00) ... I each ii' advance on th~ IJldayof
each and every month, the first payment föõe made on !l1e 1st day of April and the last
2002
such payment to be made on (be 1st day of March, 2003
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(c) The Tenant further covenants !O 1<1Y 10 the Landlord GST on the Rent. The amount
of GST shall be calculated in accordance with the applic<lble legisl<ltion and shall be paid at
the same time as the rent to which the GST applies is paY<lble to Ihe Landlord under this
Lease. The Landlord shall have the same righls and rcmedies on non-payment of GST as it
has for rent in arrears under this Lease.
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(d) The Tenant further covenants to pay all other sums requircd by this Lease to be paid
by it and agrees lhat all amounts payable by the Tenant to the LandJord or to any other party
pursuant to the provisions of this Lease shaH be deemed to be additional rent (U Additional
Rent") whether or not specifically designated-as such in this Lease.
(e) All payments to be made by the Tenant pursuan! to this Lease shall be delivcred 10
¡he Landlord at the Landlord's addrcss for servicc set out in Section 16 or to such other place
as the Landlord may from timc to time direct in writing,
(f) The Tenanl agrces to pay in advance to the Landlord at the commencement of the
Term the first and Inst months' Rent payable undcr Section 2(b) of this Lease.
(g) All Rent in arrears and all sums paid by the Landlord for expenses incurred which
should have becn paid by thc Tenant shall bear interest from the date payment was due. ~¡-,
made, or expense incurred at a rate per annum e'lualto the prime commercial lending rate
of the Landlord's bank plus two (2) per ccnt
(h) The Tenant acknowledges and agrees thai thc paymcnts of Rent and Additional Renl
provided for in this Lease shall be made without any deduction for any reason whatsoever
unless expressly allowed by the terms of this Lease or agrced to by the Landlord in writing;
and· . .
(í) no partial paymenl by the Tenant which is acceptcd by the Landlord shall be
considered as other than a partial payment on account of Rent owing and shall not
prejudice the Landlord's right to recover any Rent owing.
3.
TERM AND POSSESSION
(a) The Tenant shall have possessiel\ of the Premises for a period of one (1) year,
commencing on the 1st day of April, and ending on the 31st day of March, . (the
"Term"), 2002 2003
(b) Subject 10 the Landlord's rights under this Leasc, and as long as the Lease is in good
standing the Landlord covenants that the Tenants shall h¡¡ve quiet enjoyment of the Premises
during the Term of this Lease without any interruption or disturbance from the Landlord or
any other pcrson or persons lawfully claiming through the Landlord,
(c) If the Tenant fails to take possession of the Premises or to open for business on or
before the dare specified for commencement of [he Term of this Lease, the Landlord shall,
in addition to any other remedies, have the right to terminate this Lease upon twenty-four
(24) hOllrs wrillen nOlice to the Tenant, and to recover from the Tenant the cost of all work
done by the I,.andlord on bchalf of thc Tenant.
COMMON F'ACILITIES AND SERVICES
(a) The Tenant, together with and in common with all others enlitles thereto and their
respective officers, agents, servants, employees, contractors, customers, invitees or licensees,
shall be enlitled to the use and benefit of the Common Facilities, The Tenant shall nOI
unreasonably block or in any manner hinder ¡he Landlord or other persons who may be
authorized by the Landlord to utilize the Common Facilities from so doing. The Landlord
may, in his discretion from time to time permit certain persons to have the exclusive use of
portions of the Common Facilities to thc exclusion of the Tenant and other persons, ~..\~~
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(b) Äs pÜrl of tlus Lease, the Landlord shall supply at Ius expense the utilities for Ihe
Premises being electricity, water, hcat ¡¡nd air-conditioning ¡¡nu shall further be responsible
for the elevator. existing security systcm, snnw ploughing, lawn maintenancc, custodial
services to the Building and garh¡¡gc collection and rcmov¡¡1.
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(c) For the purposes of this Leasc, "Common Facilitics" me¡¡os all common arcas and
utilities from time to time furnished or designated (and which may be changed) by the
Landlord for the use in common, in suclnnanner as the Landlord may permit, of tenants bf
premises in the Building and all others entilled to access and their respecti ve officers, agents,
servants, employees, contractors, cuslomers, invitees or licensees, including, without
limilation, parking areas, access roads, driveways, entrances and exits, sidewalks, ramps,
landscaped areas, building entrances, IQhQjes, stairways, elevators, passageways and
washrooms.
5.
ASSIGNMENT
(a) The Tenant shall not assign this Lease or sublet the wholc or any part of the Prem¡sÜ
unless he firsl obtains the consent of the Landlord in writing, which consenl shall nOI
unreasonably be withheld;
(i) and the Tenant hereby waives his right to the benefit of any present or future
Act of the Legislature of Ontario which would allow the Tenant to assign Ihis Lease
or sublet the Premises without the Landlord's consenL
(b) The consent of the Landlord to any assignment or sublctting shall not operate as a
waiver of the necessity for consent to a~ubsequent assignment or subletting.
(c) Any consent granted by the Landlord shall be conditional upon the assignee,
sublessee or occupant execuling a written agreement directly Wilh the Landlord agreeing to
be bound by all the terms of this Lease as if the assignee, sublessee or occupant had
originally executed this Lease as Tenant,
(d) Any consent given by the L¡¡'ndlord to any nssignment or other disposition of the
Tenant's interest in this Lease or in thc Premises shall not relieve the Tenant from his
obligations under this Lease, including the obligation to pay Rent ¡¡nd Additional Rent as
provided for herein.
If the party originally entering into this Lease as Tcnant, or any party who
subse ntly becomes the Tenant by way of assignment or sublease or otherwise as provided
for in this e, is a corporation then;
(i) the Ten hall not be enlitled to deal with ils authorized or issued capital or
that of an affiliated c any in any way that results in a change in the effective
voting control of the Tenal nless the Landlord first consents in writing to the
proposed change;
(ii) if any change is made in the control he Tcnant corporation without the
written consent of the Landlord then the Landlord s be entitled 10 treat the Tenant
as being in default and to exercise the remedies stipulate aragraph 11 (b) of this
Lease and any other remedies available in law;
Oii) the Tenant agrees 10 make available to the Landlord or his a rized
representatives the corporate books and records of the Tenant for inspectio
reasonable limes.
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6. USE
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(a) During the Term of the Lease Ihe Premises sl¡¡¡1I not be used for any purpose other
than commercial office purposes.
(b) The Tenant shall only makc such rcasonable use of the utilities supplied to the
Premises as would a reasonable tenant using the Premises for commercial office purposes.
(c) The Tenant shall not do or pert11il (0 be done at the Premises anything which may:
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(ii)
(iii)
(iv)
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constitute a nuisance;
cause damage to (he Premises;
cause injury or annoyance to occupanls of neighbouring premises;
make void or voidable anyjnsumnce upon Ihe Premises;
(v) constilute a breach of any by-law, statute, order or regulation of
municipal, provincial or other competent authority relating to the Premises,
any
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7. REPAIR AND MAINTENANCE
(a) The Tenant covenants that during the term of this Le¡¡se and any renewal thereof the
Tenant shall keep in good condition the Prefnises including all alterations and additions made
thereto, and shall, with or without notice, promptly make all needed repairs and all necessary
replacements as would a prudent owner;
0) but the Tenant shall not be liable to effect repairs attributablc to reasonable
wear and lear, or to damage caused by fire, lighlning or stornl.
(b) The Tenant shall permit the Landlord or a person authorize¡] by the Landlord to enter
the Premises to examine the condition thereof and view thc state of repair at reasonable
times:
(i) and if upon such examination repairs are found to be necessary, written notice
of the repairs required shall be given to the Tenant by or on behalf of the Landlord
and the Tenanl shall make the necessary repairs within the time specified in the
notice;
(ii) nnd if the Tenant refuses or neglects to keep the Premises in good repair the
Landlord may, but shall not be obliged to, make any necessary rep¡¡irs, and shall bc
permitted to enter the Premises, by himself or his servants or agents, for the purpose
of effecting (he repairs without being liablc to the Tcnant for any loss, damage or
inconvenience to the Tenant in connection with the Lan¡]lord's entry and repairs.
(A) and if ¡he Landlord makes repairs the Tenant shall pay the cosl of
them immediately as Additional Rent.
(c) Upon'the expiry of the Term or othcr delermin¡¡lion of this Lease the Tenant agrees
peaceably to surrender the Premises, including any alterations or additions made thereto, to
the Landlord in a state of good repair, reasonable wear and lear and damage by fire, lightning
and storm only excepted,
(d) The Tenant shall immediately give written notice 10 the Landlord of any substantial
damage that occurs to the Premises from any cause,
8,
ALTERATIONS AND ADDITIONS
(a) If the Tenant, during the Term of this Lease or any renewal of it, desires to make any
alterations or additions 10 the Premises, in~luding but not limited to: erecting partitions,
attaching equipment, and installing necessary furnishings or additional equipment of the
Tenant's business, the Tenant may do so at his own expense, at any time and from time to
time, if the following conditions are met:
(i) before undertaking any alteration or addition the Tenant shall submit to the
Landlord a plan showing ¡he proposed alterations or addilions and the Tenant shall
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not proceed to make any alleration or addition unless tLe Landlord has approved the
plan, and the Landlord shall not unrcasonably or arbitrarily withhold his approval;
(A) and items included in [he plan which are regarded by the Tenant as
"Trade Fixtures" shall be designated as such on the plan;
Iii) any and all alterations or ad¡]itions 10 Ihe Premises made by the Tenant must
comply with all applicable building code standards and by-laws of the municipality
in which the Premises are located.
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(b) The T~R\ shall be responsible--f&r-and pay the cost of any alterations, addilions,
installations or improvements lhat any governing authority. municipal, provincial or"
otherwise, may require to be made in, on or to the Premises. ..
(c) No sign, advertisement or notice shall be inscribed. painted or affixed by the Tenant,
or any other person on the Tenant's behalf, on any part of the inside or outside of the
building in which the Premises are located unless lhe sign, advertisement or notice has been
approved in every respcct by the Landlord,
(¡]) All altcrations and additions to the Premises made by or on behalf of the Tenant,
other than the Tenant's Trade Fixtures, shall immediately become the property of the
Landlord without compensation to the Tenant.
(e) The Tenant agrees, at his own expense and by whatever means may be necessary,
immediately to obtain the release or discharge of any encumbrance that may be registered
against the Landlord's property in connection with any additions or alterations to the
Premises made by the Tenant or in connection with any other activity of the Tenant.
(f) If the Tenant has complied with his obligations according to the provisions of this
Lease, the Tenant may remove his Trade Fixtures at the cnd of the Term or other termination
of this Lease and the Tenant covenants that he will make good and repair or replace as
necessary any damage caused to the Premises by the removal of the Tenant's Trade Fixtures,
(g) . Other than as provided in paragraph S(£) ¡¡bove, the Tenant shall not, during the term
of this Lease or any time thereafter remove from the Premises any Trade Fixtures or other
goods and chattels of the Tenant except in the following circumstances:
Ii)
the removal is in the ordinary course of business:
(ij) the Trade Fixture has become unnecessary for the Tenant's business or is
being: replaced by a new or similar Trade Fixture; or
(iij) the Landlord has consented in writing to lhe removal;
but in any case the Tenant shall make good any ¡]amage caused to the Premises by the
installalion or removal of any Trade Fixtures, equipment, partitions, furnishings and any
other objects whatsoever brought onto the Premises by the Tenant.
(h) Thc Tenant shall. al his own expense, if requested by the Landlord, remove any or
all additions or improvements made by the Tenant 10 the Premises during the Term and shall
repair all damage caused by the installation or the removal or both,
(i) The Tenant shall not bring on to the Premises or any part of the Premises any
machinery. equipment or any other thing that might, in the opinion of the Landlord, by
reason of its weight, size or lise, damage the Premises or overload the floors of the Premises;
(i) and if the Premises are damaged or overloaded the Tenant shall restore the
Premises immediately or pay to the Landlord the cost of restoring the Premises.
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9.
INSURANCE
(a) The Tenant covenanls to keep the Landlord indemnified against all claims and
demands whatsoever by any person, whether in respect of damage to person or property,
arising out of or occasioned by the maintenance, use or occupancy of the Premises or the
subletting or assignment of same or any part thereof. And the Tenant further covenants to
indemnify the Landlord with respcct to any encumbrance on or damage to the Premises, the
Building and the Common Facilities occasioned by or arising from the act, default, or
negligence of the Tenant, its officers, agents, servants, employees, contraètors. customers,
invitees or licensees:
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(i) and the Tcnant agrees that thc foregoing indemnity shall survive the
tennination of this Lease notwithstanding any provisions of this Lease to the
contrary,
(b) The Tenant shall carry insurance in his own name to provide coverage wilh respect
to Ihe risk of business interruption to an extent sufficient to allow th.e Tenant to meet his
ongoing obligations to the Landlord and to prolect the Tcnant against ioss of revenues.
(c) The Tenant shall carry insurance in his own name insuring against the risk of damage
to the Tenant's property within the premises caused by fire or other perils and the policy
shall provide for coverage on a replacement cost basis to protect the Tenant's stock-in-trade,
equipment, Trade Fixtures, decorations añãîmprovemcnts.
(d) The Tenant shall, during the tcrm of this Icnse. provide, at his own expense, and keep
in full force and effect, in the names of the L<II1dlord and the Tenant, public liability
insurance applying to all operations of the Tenant and which shall include bodily injury
liability and tenants' legal liability with respect to the occupancy by Ihe Tenant of Ihe
Premises. Such policies shall be written on a comprchensive basis with limits of not less than
f'oQO,OOQ DOLLARS per occurrence and with a cross liability clause. All policies of
insurance required 10 be maintained under this provision shall be with a company or
companies licensed 10 do business within the Province of Ontario and approved by the
Landlord, The Tenant shall furnish the Landlord with certificates or other acceptable
evidence of all such insurance promptly upon request.
10.
DAMAGE TO THE PREMISES
(a) If Ihe Premises or the building in which Ihe Premises are located, are damaged or
deslroyed, in. whole or in pari, by fire or other pcril, Ihenthe following provisions shall
apply;
(i) if the damage or destruction renders the Premises unfit for occupancy and
impossible to repair or rebuild using reasonable diligence wilhin 120 clear days from
the happening of such damage or destruction, then the Term hereby granted shall
cease from the date the damage or destruction occurred, and the Tenant shall
immediately surrender the remainder of the Term and give possession of the
Premises to the Landlord, and the Rent from the lime of the surrender shall abate;
(ii) If thc Premises c¡¡n. with rcason¡¡ble diligence, be repaired and rendered fil
for occupancy within 120 days from the happening of the damage or destruction, but
the damage renders the Premises wholly unfit for occu.pancy, then the rent hereby
reserved shall not accrue after the day that such damage occurred, or while the
process of repair is going on, and the Landlord shall repair the Premises with all
rcasonable speed, and the Tcnanl'S obligation to pay Rent shall resume immediately
after the necessary repairs have bcen completcd;
(iii) If the leased Premises can be repaircd within 120 days as aforesaid, but the
damage is such lhat the leased Premises are capable of being partially used, then until
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such damage has been repaired, the.Tenant shall continue in possession and the Rent
shall abate proportionately,
(b) Any question as to the degree of damage or destruction or the period of time required
to repair or rebuild shall be determined by an architect retained by the Landlord.
(c) There shall be no abatement from or reduction of the Rent payable by the Tenant, nor
shall the Tenant be entitled to claim against the Landlord for any damages, general or special,
caused by fire. water, sprinkler systems. partial or temporary failure or stoppage of services
or utilities which the Landlord is obliged to provide according to this Lease, from any cause
whatsoever.
ACTS OF'DEFAULT AND LANDLORD'S REMEDIES
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(a) An Act of Default has occurred when:
(ï) the Tenant has failed to pay Rent for a period of 15 consecutive days,
regardless of whether demand for pãÿment has been made or not;
(ii) the Tenant has breached his covenants or failed to. perform any of his
obligations under this Lease; and .
(A) the Landlord has given notice specifying the nature of the default and
Ihe steps required to correct it; and
(B) the Tenant has failed to correct the default as required by the notice;
(iii) the Tenant has;
(A) become bankrupt or insolvent or made an assign men I for the benefit
of Creditors;
(B) had its property seized or attached in satisfaction of a ju¡]gment;
(C) had a receiver appointed;
(D) committed any act or neglected 10 do anything with the resull that a
Construction Lien or other encumbrance is registered against the Landlord's
property;
. (E) without lhe consent of the Landlord, made or entered into an
agreement to make a sale of its ¡¡sselS to which the Bulk Sales A,ct applies;
(F) laken action, if the Tenant is a corporation. with a view to winding up.
dissolution or liquidation;
(iv) any insurance policy is cancelled or not renewed by reason of the use or
occupation of the Premises. or by reason of non-payment of premiums;
(v) the Premises;
(A) become vacant or remain unoccupied for a period of thirty (30)
consecutive days; or
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(B) are not open for business on more than thirty (30) business days in V
any twelve (12) monlh períot\ 9r QR aR~' tmt'u~ {17} '"'Ç>"fa....nt'ua ¡.....(!oí"a~c-
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(C) are used by any other person or persons, or for any other purpose than
as provided for in this Lease without the wriUen consent of the Landlord.
(b)
When an Act of Default on the part of the Tenant has occurred:
0) the current monlh's rent together with the ncxt three months' rent shall
become due and payable immediately; or
(ii) the landlord shall have the right to terminate this Lease and to re-enler the
Premises and deal wilh them as he may choose,
(c) If, because an Act of Default has occurred, the Landlord exercises his right to
terminate this Lease and re-enter the Premises prior to the end of the Term, the Tenant shaU,.
nevertheless be liabIe for payment of Rent and all other amounts payable by ihe Tenant in"
accordance with the provisions of this Lease until the Landlord has re-lel the Premises or
otherwise dealt with the Premises in such manner that the cessation of payments by Ihe
Tenant wìll not result in loss to the Landlord;
(i) and the Tenant agrees to be liable to the Landlord, until the end of the Term
of this Lease for payment of any differencc between the amount of Rent hereby
agreed to be paid for the Term hereby granted and the Rent any new tenant pays 10
the Landlord.
(d) The Tenant covenants that notwithstanding any present or future Act of the
Legislature of the Province of Ontario, the personal properly of the Tenanl during the term
of Ihis Lease shall not be exempt from levy by distress for Rent in arrears;
(i) and the Tenant acknowledges that it is upon the express understanding that
Ihere should be no such exemption that this Lease is entered into, and by executing
this Lease:
(A) the Tenant waives the benefit of any such legislative provisions which
might otherwise be available to the Tenant in the absence of this agreement;
and
(B) the Tenant agreesJh¡¡J the Landlord may plead this covenanl as an
estoppel against Ihe Tenant if an action is brought to lest the Landlord's right
to levy distress againstlhe Tenant's property,
(e) If, when an acl of Default has =rred, the Landlord chooses not to terminate the
Lease and re-enter the Premises, the Landlor¡] shall have the right to take any and all
necessary steps to rectify any or all Acts of Default of the Tenant and to charge the costs of
such rectificatio'l to the Tenant and 10 recover the costs as Rent
(f) If, when all Act of Default has occurrcd, Ihe Landlord chooses to waive his right to
exercise the remedies available to him under Ihis Lease or at law the waiver shall not
conslitute condonalion of the Act of Default, nor shalllhe waiver be pleaded as an estoppel
against the Landlord to prevenl his exerCìšliig his remedies with respect to a subsequent Act
of Default;
(i) No covenant, term, or condition of this Lease shall be deemed 10 have been
waived by the Landlord unless the waiver is in writing and signed by the Landlord.
TERMINATION UPON NOTICE AND AT THE END OF TERM.
(a) If the Landlord desires at any time to demolish the Premises or any part thereof, 10
an extent that renders continued possessÎon by the tenant impracticable, or if the Premises
are expropriated or condemned by any competent authority:
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(i) The Landlord shall have the right to terminale this Lease by giving ninety
(90) clear days' notice in writing to the Tenant; or
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(ii) the landlord may require the Tenant to vacate the premises within ninety (90)
days from payment by the Landlord 10 Ihe Tenant of a bonus equal to three months'
rent,
(A) but payment of the sai¡] bonus shall be accompanied or preceded by
written notice from the Landlord to the Tenant advising of the Landlord's
intent to exercise this option,
(b) The Tenant agrees to permit the Landlord during the last three months of Ihe Term
of this Lease to display "For Rcnt" or "For Sale" signs or both al the Premises and to show
the Premises to prospective new tenants or purchasers and to permit anyone having writteÍl~I;
authorily of the Landlord to view the Premises at reasonable hours.
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(c) If the Tenant remains in possession of the Premises after termination of this Lease
as aforesaid and if the Landlord then accepts rent for the Premises from the Tenant, it is
agreed that such overholding by the Tenant and acceptance of Rent by the Landlord shall
create a monthly tenancy only but the tenancy shall remain subject 10 all the terms and
conditions of this Lease except those regarding the Term, . .
13.
ACKNOWLEDGEMENT BY TENANT
The Tenant agrees thaI he will al any time or times during the Term, upon being given at
least forty-eight (48) hours prior written notice, execute and deliver to the Landlord a statement in
writing certifying:
(a) that this Lease is unmodified and is in full force and effect (or if modified stating the
modifications and confirming that the Lease is in full force and effect as modified);
(b)
(c)
(d)
(e)
. (f)
the amount of Rent being paid;
the dates to which Rent has been paid;
other charges payable under Ihis Leasc which have been paid;
particulars of any prepayment of Rent or security deposits; and
particulars of any subtcnancies.
14. SUBORDINATION AND POSTPONEMENT
.
(a) This Lease and all the rights of the Tenant under this Lease are subject and
subordinate to any and all charges againslthc land, buildings or improvements of which the
Premises form part, whelher the charge is in the nature of a mortgage, trust deed, lien or any
other form of charge arising from the financing or re-financing, including exlensions or
renewals, of the Landlord's interest in the property.
(b) Upon the request of the Landlord the Tenant will execute any fOffi1 required to
subordinale this Lease and the Tenant's righllo any such charge, and will, if required, attorn
to the holder of the charge.
(c) No subor¡]ination by the Ten¡¡nt shall have the effcct of permitting the holder of any
charge to disturb the occupation and possession of thc Premiscs by the Tenant as long as Ihe
Tenant performs his obligations under this Lease.
.
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·
15.
RULES AND REGULATIONS
The Tenant agrees on behalf of itself and all persons entering Ihe Building with the Tenant's
authority or permission to comply with all reasonable rules an¡] regulations that form part of this
Le·ase or that (he Landlord may make from time to (ime for the safety, care and cleanliness of the
Building and the preservation of good or¡]er in the Building and Common Facilities.
16. NOTICE
I'
(a) Any notice rcquired or permitted to be given by one parly to the other pursuant 1C1 the
terms of this Lease l11~y be given
to the Landlord at:
1475 5th Concession
Kincardine, Ontario
N2Z 2X6
it
to the Tenan( allhe Premises or at:
1475 5th Concession
Kincardine, ·Ontario
N2Z 2X6
(b) The above addresses may be change¡] at any lime by giving ten (10) days written
notice.
(c) Any notice given by one party tolIïë other in accordance with the provision of this
Lease shall be deemed conclusively to have been received on the dale delivered if lhe notice
is served personally or sevenly-two (72) hours after mailing if the nolice is mailed.
17. REGISTRATION
·
...
The Tenant shall not at any time regisler notice of or a copy of this Lease on title to the
property of which the Premises form part without consent of the Landlord.
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18.
INTERPRETATION
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(a) The words importing the singular number only shall include the plural, and vice
versa, and words importing the masculine gender shall include the feminine gender. and
words importing persons shaU include firms and corporations and vice versa.
)
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(}¡fA//lnfv ¿,,('# ¿;:;?/t);{";f-I"'/o-t/' )
SIGNED, SEALED and DELIVERED
in thc prescnce of
:1
(b) Unless the context otherwise requires. the word "Landlord" and the word "Tenant"
wherever used herein shall be construed to include the executors, administrators. successors
and assigns of the Landlord and Tenant, respectively, J;
(c) When thcre are (wo or more Tcn¡¡nls bound by the same covenants herein contained.
their obligations shaU be joint ¡¡nd several.
--"'---
. IN WITNESS WHEREOF [he Landlord and the Tenant have executed this Lease.
"'"
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The Corporation of the Municipality of
Kincardine .
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per:
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SCHEDULE A
to Lease made between
THE. CORPORATION OF THE MUNICIPALITY OF KINCARDINE
the
Landlor
.- and
CANADIAN AGRA CORPORATION
the
Tenant
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outlined below, the area to be leased totals 2466 square feet.
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SCUI!:OOLe XXX'IIAII
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21'
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SCALF: 1/16" = l'
Numbers in rooms denole SquAt<
2614 square leel 10la1 common area on seCt
Kincardíriè'-~' Airport BUildi,ng 2nd F!oor ~
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. . ",".~ '. SCHEDULE OF RULES AND REGULATIONS PORMING PART OPT/IlS LEASE
,
,I The Tenant shall obscrve the following Rules and Regulalions (as amended, modifìed or supplemented from time
10 t~me by the Landlord as provided in this Lease):
1. The sidewalks, entrances, elevalors, stairways and corridors of the building sll<lll not be obstructed or used by the
Ten_nt, his agents, servanls, contraclors, invitees or employees for any purpose olher than access to and from Ihe Premises.
â The floors, sky·lights and windows thai reflect or admit light inlo passageways Or into any place in Ihe building shall
.t be covered Dr obstructed by the Tenant, and no awnings shall be pul over any window,
3. i ,The toilets, sinks, drains, washrooms a~d other W?ler app¡¡ratus shall not be used for any purpose other than Ihose
for which they were constructed, and no sweepmgs, rubbish, rags ashes or other substances, such as chemicals solvents
noxious liquids or pollulants shall be thrown therein, and any damage resulting to them from misuse shall be bo~ne by th~
Tenant by whom or by whose employees, agenls, servanls, conlractors or Invitees the damage was caused.
·1, In the event that Ihe Landlord provides and inslalls a Public Directory Bo¡¡rd inside Ihe building,lheTenant's name
shall be placed on the said Board atlhe expense of the Tenant.
5.· The Tenant shall not perform any acts or carryon any aClivity which may damage the Premises Or the com(r)pn areas
or be a nuisance to any other tenant, -
6, No animals or birds shall be broughl into the building or kept on the Premises.
7. The Tenanl shall not mark, driJl into, bore or cut or in any way damage or deface the walls, ceilings or floors of the
Premises, No wires, pipes or conduils shall be installed in the Premises wilhout prior written approval of the Landlord. No
broadloom or carpeting shall be affixed to the Premises by means of a non-soluble adhesive or similar products.
8,·., No one shaJruse the Premises for sleeping apartments or residential purposes, for tl;~ storage of personal effects or
_ 'c~s other than those required for business purposes, or for any illegal purpose,
.." i The Tenant shall nOI use or permit the use of any objectionable advertising med;um such as, wilhoutlimitation,
loud~peakers, public address systems, sound amplifiers, radio, broadcast or television apparatus within the building which
is in ~ny manner audible or visible outside of the Premises.
10, The Tenant must observe slrict care not to allow windows 10 remain open so as to admit rain or snow, or so as to
interfere with the healing of Ihe building, The Tenant neglecling Ihis rule will be responsible for any damage caused 10 the
property of other tenants, or to the property of the Landlord, by such carelessness, Tbe Tcnant, when closing the Premises,
shall close all windows and lock all doors,
11. The Tenant shall not without ¡he express written consent of the Landlord, place any addilionallocks upon any doors
of the Premises and·shall not permit any duplicate keys to be made Iherefor; but shall use ollly additional keys obtained from
the Landlord, at the expense of the Tenant, and shall surrender 10 the Landlord on the lermination of the Lease all keys of
the Premises,
12. No inflammable oils or olher inflammable, toxic, dangerous Or explosive materials shall be kepi or permilled to be
kept in or on the Premises.
13. No bicycles or other vehicles shall be brought witltHHhe Premises or upon the Landlord's property, including any
lane or courtyard, unless otherwise agreed in wriling.
á. Nothing shall be placed on the oulside of windows or projections of the Premises. No air-con¡]ilioning equipment
~II be placed at the windows of the Premises withoullhe consent in wriling of the Landlord,
15. The moving of all heavy equipment and office equipment or furniture shall occur only between 6:00 p.m, and 8:00
a,m. or any olher time consentéd to by the Landlord and Ihe persons employed to move the same in and out of the building
must be acceptable to the Landlord. Safes and olher heavy equipment shall be moved through the Premises and common
areas pnly upon steel bearing plates. No detiveries requiring the use of an elevalor for freight purposes will be received into
the building or carried in the elevalors, except during hours approved by the Landlord.
16. Canvassing, soliciting and peddting in the building is prohibited.
17. ;rhe Tenant shall first oblain in writing Ihe consent of the Landlord 10 any alteration or modification to the electrical
system irtthe Premises and all such aherations and modificalions shall be completed at the Tenant's expense by an electrical
contractor accept~ble to Ihe Landlord,
18. The Tenant shall first obtain in writing the consent of Ihe Landlord 10 the placement by the Tenanl of any garbage
containers or receptacles outside Ihe Premises or building.
19. The Tenant shall not install Or erecl on or ahout Ihe Premises television antenn¡¡e, communications towers, salellite
dishes or other such apparatus.
~ ., The Landlord shall have ¡he right to make such olher and further reasonable rules and regulations and to alter, a':1end
WcanpeJ allJules and regulations as in its judgement may from lime to lime be needeLl for the safety, care and cleanliness
of the ¡buildi g and for the preservation of good order Iherein and the same shall be kept and observed by the Tenant, his
emplqyees, agents, servants, contractors or Invites, The Landlord may from time to time waive any of such rules·and
regul~ions as applied to particular tenants and is not tiable to the Tenant for breaches thereof by other ¡enants,
,
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CANADIAN AGRA CORPORATION
-YOUR PARTNER IN AGRICULTURE-
1475 Con. 5, P.O.Box 160
Kincardine, Ontario, Canada
N2Z 2Y9
CANADIAN AGRA
Telephone +1-519-396-5707
Telefax + 1-519-396-8895
April I9,2002
The Corporation of the Municipality of Kincardine
1475 Concession 5
Kincardine, Ontario N2Z IZ9
Attention: Brenda French, Treasury
Subiect: Ù'''~
Please find enclosed two executed copies with some minor changes..
As discussed, we will not remove the furniture in the reception area, however, we confirm to you
that we Ieave this furniture there at "our risk".
We provided you earlier with the cheque in the amount of $4,397.70 and will provide you later
this afternoon with a certificate of insurance. 1: "'iTA<: ....::~
Please return an executed copy of the lease to Gabi TrenteIman for our files.
Regards,
Canadian Agra Corpo
Canadian Agra tntemalionøt Corp.
ll1BillZ Michelblilch P.O, Box 1300
.. t1øm, ON
G2WO
KEtL INSURANC GROUP
182 Josephine 51" p.O, Box 250
ONT NOG 2WO
Irobr's ClIent ID: C5AlNT
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SCHEDULE ABA TO BY-LAW 2002-62
THIS LEASE made as of the1std¡¡y of April, 2002
IN PURSUANCE or THE SHORT PORlvIS OF LEASES ACT.
BETWEEN:
THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
(hcreinafter called thc "Landlord")
OFTI-lE FIRST PART
-and-
,
;,
VESTAS-CANADIAN WIND TECHNOLOGY,
(hereinafter called the "Tenant")
INC.
OFTHE SECOND PART
In consideration of the rents, covenants and obligations stipulated herein the Laridlord and the Tenant
have agreed to enter into a Lease of the Premises being that part of the building (the "Building")
shown outlined in red on the sketch annexed herelo as Schedule "A" which building is located on
Ihe lands and premises (the "Rea! Property") being parts of Lots 29 and 30, Concession "A",
Township of Kincardine (now Municipality of Kinc<lrdine), County of Bruce, designated as Parts
1 and 2 on Refercncc P ¡1I1 3R-5856.
I. GRANT OF LEASE
(a) The Landlord leases the Premises to thc Tcn¡¡nt;
(i) at the Rent set forth in Section 2;
(ii) for the Tcrm sel forth in Section 3; and
(iii) subject 10 the condilions·,ftfld in accordancc wilh the covenants, obligations
and agreements herein.
(b) The Landlord covenants that he has thc righl 10 gwnt thc leaschold interest in the
Premises free from encumbrances except as disclosed on title.
2,
RENT
(a) Rent mcans Ihe amounts payable by (hc Tenant to lhe Landlord pursuant 10 this
Section, an¡] includcs addition¡¡1 rcnL
(1)) The Tcnant covcnants to pay 10 Ihc Landlord, during the Term of this Lease Rent in
Ihe amount of FIFTEEN THOUSAND, NINE HUNDRED AND FORTY DOLLARS
.($15,940.00) payable in equal monthlv II1slalmentsof ONE THOUSAND, THREE HUNDRED
, AND TWENTY EIGHT AND33/100 DOLLARS ($l,328.33)'eachil'advanceonthQstdayof
each and every month, (he firsl payment iõ1re made on Ihe 1st day of Anril and Ihe last
2002
such payment to be made on the 1st day of March, 2003
(c) The Tenant furthcr covenanls to pay to the L¡¡¡ullord GST on the Rent. The amount
of GST shalll>e calculatcd in accordance with the applicable legisl¡¡tion and shall be paid at
the same time as the rent to which the GST applies is payable to the Landlord under Ihis
Lease. The Landlord shall have the same rights and rcmedies on non-paymenl of GST as it
has for rent in arrears under this Lease.
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(d) The Tenant further covenants to pay all other sums required by this Lease to be paid
by it and agrees that all amounts payable by the Tenant 10 the Landlord or to any olher parly
pursuant to the provisions of this Lease shall be deemed 10 be additional rent ("Additional
Rent") whether or not specificaIly designated as such in this Lease.
(e) All paymenls to be made by {he Tenant pursuant to this Lease shall be delivered to
the Landlord at the Landlord's address for service set out in Section 16 or to such other place
as the Landlord may from timc to time direct in writing.
([) The Tenant agrces to pay in advance to the Landlord at the commencement of (he
Termthc firsl and last months' Rent payable undcr Scction 2(b) of lhis Lease,
(g) All Rent in arrears and all sums paid by the Landlord for expenses incurred which
should have been paid by the Tenant shall bear intcrest from the date payment was due, or,
made, or expense incurred at a rate per annum equal to the prime commercial lending rate
of the Landlord's bank plus two (2) per ccnt.
(h) The Tenant acknowledges and agrees thutthc payments of Rent and Additional Rent
provided for in this Lease shall be made without any deduction for any reason whatsoever
unless expressly allowed by the terms of Ihis Leasc or agreed to by the Landlord in wriling;
and· '.
(i) no partial payment by the Tenant which is accepted by the Landlord shall be
considered as other than a partial payment on account of Rent owing and shall not
prejudice the Landlord's right to recover any Rent owing.
3.
TERM AND POSSESSION
(a) The Tenant shall have possessÎt)n of the Premises for a period of one (1) year,
commencing on the 1st day of ~8¡¡F' and cnding on the 31st day of ~8¡¡3h, . (the
"Term"),
(b) SubjectlO the Landloid's rights under this Lease, ¡¡nd as long as the Le¡¡se is in good
standing the Landlord covenants that the Tenants shalllmve quiet enjoyment of the Premises
during the Term of this Lease withoul any interruplion or disturbance from the Landlord or
any other person or persons lawfully claiming through the Landlord,
(c) If the Tenant fails 10 lake possession of the Premises or to open for business on or
before the date specified for commencement of the Term of this Lease, the Landlord shall,
in addition to any other remedies, have the right to terminatc this Lease upon twenty-four
(24) hours wrillen notice to the Tenant, and to recover from the Tenant the cost of all work
done by Ihe ~andlord on bchalf of the Ten¡¡nl.
COMMON FACILITIES AND SERVICES
(a) The Tenant, together with and in common with all others entitles therelO and their
respective officers, agents, servants, employees, contractors, customers, invitees or licensees,
shall be entitled to the use and benefit of the Common Facilities, The Tenant shall nOI
unreasonably block or in any manner hinder the Landlord or other persons who may be
authorized by the Landlord to utilize the Common Pacilities from so doing. The Landlord
may, in his discretion from time to time permit ccrlain persons 10 have the exclusive use of
portions of the Common Facilities to the exclusion of the Ten¡¡nt and other persons.
(b) As p"urt of ¡llis Lèase, the L¡¡ndlord shall supply at his expense the utilities for the
Premises being clcctricity, water, hcat ¡¡nd air-conditioning ¡¡nd sh¡¡lI further be responsible
for the elevator, existing security systemrsnow ploughing, I¡¡wn mainten¡¡nce. custodial
services to the Building and garbagc collcction and rcmov¡¡1.
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(c) For the purposes of this Leasc, "Common Facilities" means all common areas and
utilitics from time to time furnished or designated (and which may be changed) by the
Landlord for the use in common, in such manner as the Landlord may permit, of tenants of
premises in the Building and all othcrs entitled to access and their respective officers, agents,
servants, employees, contractors, customers, invitees or licensees, including, without
limitation, parking areas, access roads, driveways, entrances and exits, sidewalks, ramps,
landscaped areas, building cntrances, IQ!lQjes, stairways, elevators, passageways and
washrooms.
s.
ASSIGNMENT
I'
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(a) The Tenant shall not assign this Leasc or sublctthe whole or any part of the Premises
unless he first obtains ¡he consent of the Landlord in writing, which consent shall nOI
unreasonably be withheld;
(i) and the Tenant hereby waives his right to the benefit of any present or future
Acl of the Legislature of Ontario which would allow the Tenant to assign this Lease
or sub leI the Premises without the Landlord's consent.
(b) The consent of Ihe Landlor¡] to any assignment or subletting shall not operate as a
waiver of (he necessity for consent to aA~ubsequent assignment or subletting,
(c) Any consent grantcd by ¡he Landlord shall be conditional upon the assignee.
sublessee or occupant executing a written agrcemcnt directly with the Landlord agreeing to
be bound by all the tcrms of this Lease as if the assignee, sublessee or occupant had
originally executed this Lease as Tenant.
(d) Any conscnt given by thc L¡¡ndlor¡] to any nssignment or other disposition of the
Tenant's intercst in this Leasc or in thc Prcmises shall not rclieve the Ten¡¡nt from his
obligations under this Lease, including the obligation to pay Rent and Additional Rent as
provided for herein.
(e) If the party originally entering into this Lease as Tenant, or any party who
subsequently becomes the Tenant by way Q[m;signment or sublease or otherwise as provided
for in this Lease, is a corporation then;
(i) the Tenant shall not be entitled to deal with its authorized or issued capital or
that of an affiliated company in any way ¡hat rcsults in a change in the effective
voting control of the Tenant unless the Landlord first consents in writing to the
proposed change;
(ii) if any change is m¡¡de in the control of Ihc Tcnant corporation without the
written consent of the Landlord then the Landlord slmll be cntitled to treal the Tenanl
as being in default and to exercise Ihe remedies stipulated in paragraph 11 (b) of Ihis
Lease and any other reme¡]ies ¡¡vail¡¡ble in law;
'J (iii) thc Tenant agrees 10 make available to the Landlord or his authorized
representatives the corporale books and records of the Tenanl for inspection al
reasonable times,
6. USE
(a) During the Term of thc Lease thc Premiscs sll<III nol be used for any purpose olher
than commercial office purposes.
(b) The Tenant shall only makc such rcasonable use of the utilities supplied to the
Premises as would a reasonable tenant using the Premises for commercial office purposes.
(c) The Tenant shall not do or permit to be done at ¡he Premises anything which may:
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(i)
· (i0
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(iv)
constitute a nuisance;
cause damage to the Premises;
cause injury or annoyance 10 occupants of neighbouring premises;
make void or voidable any insurance upon the Premises;
(v) conslitute a breach of any by-law. statute, order or regulation of any
municipal, provincial or other competent authority relating to the Premises.
Ii
7. REPAIR AND MAINTENANCE
(a) The Tenant covenants that during the term of this Lease and any renewal thereof the
Tenant shall keep in good condition the Premises including all aUemtions and additions made
thereto. and shall, with or without notice. promplly make all needed repairs and all necessary
replacements as would a prudent owner;
·
0) but the Tenant shall not be liable to effect repairs allributable to reasonable
wear and tear, or to damage caused by fire, lightning or stomJ.
(b) The Tenant shall permit the Landlord or a person authorized by the Landlord to enter
the Premises to examine the condition Ihereof and view the state of repair al reasonable
times:
(0 and if upon such examination repairs are found to be necessary. wrillen notice
of the repairs required shall be given 10 the Tenant by or on behalf of the Landlord
and the Tenanl shall make the necessary repairs within the time specified in the
notice;
Oi) and if thc Tenant refuses or neglects to keep the Premises in good repair the
Landlord may, but shall not be oblige¡] 10, make any necessary rep¡¡irs, and shall be
permilled to enter the Premises. by IlImself or his servants or agents, for the purpose
of effecting the repairs without being liable to the Tenant for any loss, damage or
inconvenicnce to the Tenant in connection with the Lan¡]lord's entry and repairs.
·
(A) and if thc Landlord makes repairs the Tenanl shall pay the cost of
thcm inllnedialely as Additional Rent.
(c) Upon'the expiry of the Term or other determin¡¡tion of this Lease the Tenant agrees
peaceably to surrender the Premises, including any alterations or additions made Ihereto, 10
[he Landlord in a state of good repair. reasonable wear and tear and damage by fire, lightning
and storm only excepted.
:¡
(d) The Tenant shall immediately give written notice to the Landlord of any substantial
damage [hat occurs to the Premises from any cause,
8.
ALTERATIONS AND ADDITIONS
.i
(a) If the Tenant, during the Term of this Lease or any renewal of it, desires to make any
alterations or additions 10 the Premises. in.c1uding but nOI limited to: erecting parlitions.
allaching equipment, and installing necessary furnishings or additional equipment of the
Tenant's business, the Tenant may do so at his own expense, at any time and from time to
time, if the following conditions are met:
(j) before undertaking any alteration or addition the Tenant shall submit to the
Landlord a plan showing the proposed alterations or addilions and the Tenant shall
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not proceed to make any alteration or addition unless the Landlord has approved the
plan, and the Landlord shall not unrcasonably or arbitrarily wilhhold his approval;
(A) and items included in thc pJ¡¡n which are regarded by the Tenant as
"Tradc Fixtures" sh¡¡1l be designalc¡] as such on the plan;
(ij) any and all alterations or ad¡]itions 10 Ihe Premises made by the Tenant must
comply with all applicable building code standards and by-laws of the municipality
in which the Premises are located.
(b) The Tcnant shall be responsible-+er-and pay the cost of any alterations, additions,
installations or improvements that any govcrning authority, municipal, provincial gr"
otherwise, may rcquire 10 be made in, on or to the Premiscs. "
(c) No sign, advertisement or notice shall be inscribed, painted or affixed by the Tenant,
or any other person on the Tenant's behalf, on any part of the inside or outside of the
building in which the Premises are Iocated unless the sign, advertisement or notice has bcen
approved in every respect by the L¡¡ndlord.
(d) All altcrations and additions 10 the Premises made by or on behalf of the Tenanl,
other than Ihc Tenant's Trade Fixtures. shall immediately become the property of the
Landlord without compensation to Ihe Tcnant.
(e) The Tenant agrees, at his own cxpense and by whatever means may bc necessary,
immediately to obtain the release or discharge of any encumbr¡¡nce thaI may be registered
against the Landlord's property in connection with any additions or alteralions to the
Premises made by the Tenant or in connection with any other activity of the Tenant.
(f) If the Tenant has complied with his obligations according 10 the provisions of this
Lease, the Tenant may remove his Trade Fixtures at the end of the Term or other lermination
of this Lease and the Tenant covenants that hc will make good and repair or replace as
necessary any damage c¡¡used to the Premiscs by Ihe removal of theTenant'sTrade Fixtures.
(g) . Other Ihan as provided in paragraph 8(0 ¡¡bove, the Tcnant shall not, during the term
of this Lease or any time thereafler remove from the Premises any Trade Fixtures or other
goods and chattels of the Tenant except in the foJlowing circumstances:
(i) the removal is in the ordinary course of business:
(ij) the Trade Fixture has bccome unnecessary for the Tenant's business or is
being:replaced by a new or similar Tra¡]e Fixture; or
(iii) Ihe Landlord has consente¡] in writing to the removal;
but in any case the Tenant shall make good any damage caused to Ihe Premises by the
installalion or removal of any Trade Fixtures, equipment, partitions, furnishings and any
other objecls whatsoever broughl onto the Premises by the Tenanl.
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(h) Thc Tenant shall, at his own expense, if requested by the Landlord, remove any or
all additions or improvements made by the Tenant 10 the Premises during the Term and shall
repair all damage caused by the install¡¡lion or the removal or both.
(j) The Tcnant shall not bring on to the Premises or any pari of the Preinises any
machinery, equipment or any other Ihing that might, in the opinion of the Landlord, by
reason of ¡IS weight, size or use, damage the Premises or overload the floors of the Premises;
(i) and if the Premises are damaged or overloaded the Tenant shall restore the
Premises immediately or pay to the Landlord Ihe cost of restoring the Premises.
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9.
INSURANCE
(a) The Tenant covenants to keep the Landlord indemnified against all claims and
demands whatsoever by any person, whether in rcspect of damage to person or property.
arising out of or occasioned by the maintenance, use or occupancy of the Premises or the
sublening or assignment of same or ¡¡ny pari thereof. And the Tenant further covenants 10
indemnify the Landlord with respect to any encumbrance on or damage 10 the Premises, the
Building .and the Common Facilities occasioncd by or arising from the acl, default, or
negligence of Ihe Tenant, its officers, agents, servanlS, employees, COnlr¡¡ctors, customers,
invilees or licensecs:
"
;,
(i) and the Tcnant agrees that thc forcgoing indemnity shall survive the
termination of this Lease notwithstanding any provisions of Ihis Lease to the
conlrary,
(b) The Tenant shall carry insurance in his own namc to provide coverage with respeCI
to Ihe risk of business interruption to an extcnt sufficient to allow the Tenant 10 meet his
ongòing obligations to the Landlord and to protectlhe Tcnanl against" ioss of revenues.
(c) The Tenani shall carry insurance in his own name insuring against Ihe risk of damage
10 ¡he Tenant's property wilhin the premises c¡¡used by fire or other perils and the policy
shall provide for coveragc on a replacement cost b¡¡sis 10 protect the Tenant's stock-in-trade,
equipment, Trade Fixtures, decorations aiiãîmprovemcnts.
(d) The Tenant shall, during the term of this leasc, provide, at his own expense, and keep
in full force and effect, in the names of the L¡¡ndlord and the Tenant, public liability
insurance applying to all operations of the Tenant and which shall include bodily injury
liability and tenanls' legal liability witlLœ'pect 10 the occupancy by ¡he Tenant of the
Premises, Such policies shall be written on a comprehensive basis with limits of not less than
ONE MILLION DOLLARS per occurrence and wilh a cross liability clause, All policies of
insurance required to be maintained un¡]er this provision shall be with a company or
companies licensed to do business within the Province of Ontario and approved by ¡he
Landlord, The Tenanl shall furnish the Landlord with cenificates or other acceptable
evidence of all such insurance promptly upon request.
DAMAGE TO THE PREMISES
(a) If the Premises or the building in which (he Premises are located, are damaged or
destroyed, in. whole or in part, by fire or olher peril, then ·Ihe following provisions shall
apply; . .
(i) if the damage or deslruction renders ¡hc Premises unfit for occupancy and
impossible to repair orrebuild using reasonable diligence wilhin 120 clear days from
the happening of such damage or destruction, then the Term hereby granted shall
cease from the dale the damage or deSlrUc¡ion occurred, and the Tenant shall
immediately surrender the remainder of the Term and give possession of the
Premiscs to the Landlord, and the Rent from the time of the surrender shall abate;
(ii) If ¡hc Premises c¡¡n, with re¡¡sonable diligence, be repaired and rendere¡] fil
for occupancy wilhin I 20 days from the happening of the damage or destruction, but
the damage renders the Premi~holly unfit for occupancy, ¡hen the renl hereby
rescrved shall not accrue after the day that such damage occurred, or while the
process of repair is going on, and the Landlord shall repair the Prcmises with ¡¡II
re¡¡sonable speed, and ¡he Tenant's obi igalionlo pay Rent shall resume immediately
after the necessary repairs h¡¡vc bcen completc(];
(iii) If the leased Premises can be repaircd within 120 days as aforcsaid, bUlthe
damage is such Ihatlhe leased Premises arc capable of being partially used, then until
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such damage has been repaired, the..Tenant shall continue in possession and the Rent
shall abate proportionately.
(b) Any queslion as to the degree of damage or destruction or the period of time required
to repair or rebuild shall be determined by an architect retaine¡] by the Landlord.
(c) There shall be no abatement from or reduction of the Rent payabJe by the Tenant. nor
shall the Tenant be entitled to claim against the Landlord for any damages, general or special.
caused by fire, water, sprinkler systems. partial or temporary failure or stoppage of services
or utilities which the Landlord is obliged to provide according to this Lease, from any cause
whatsoever.
ACTS OF DEFAULT AND LANDLORD'S REMEDIES
1,.
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(a) An Act of Default has occurred when:
(i) the Tenant has failed to pay Rent for a period of IS consecutive days,
regardless of whether demand for '¡;ãyment has been made or nol;
(ii) the Tenant has breached his covenants or failed to .perform any of his
..
obligations under this Lease; and
(A) the Landlord has given notice specifying (he nature of the default and
the steps required to correct it; and
(B) the Tenant has failed (0 correct the default as required by the notice;
(iii) the Tenant has;
(A) become b¡¡nkrupt or insolvent or made an assignment for the benefit
of Credilors;
(B) had ils property seizcd or ¡¡tlached in satisfaction of a ju¡]gment;
(C) ha¡] a receiver appointed;
(D) committed any act or neglected to do anything with the result that a
Construction Lien or other encumbrance is registered against the Landlord's
property;
. (E) wilhout the consent of the Landlord, made or entered into an
: agreement to make a sale or its ¡¡ssets to which the Bulk Sales A,cl applies;
IF) laken action, if the Tenant is a corporalion. wilh a view to winding up.
dissolution or liquidation;
¡¡v) any insurance policy is cancelled or not renewed by reason of the use or
occupation of the Premises, or by reason of non-payment of premiums;
(v) the Premises;
(A) become vacant or remain unoccupied for a period of thirly (30)
conseculive days; or
(B) are not open for business on more than thirty (30) business days in
any twelve (12) month period or on any twelve (12) consecutive business
days;
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-.g.
(C) are used by any other person or persons, or for any other purpose than
as provided for in this Lease without the written consent of the Landlord.
(b) When an Act of Default on the part of the Tcnant has occurred:
(¡) thc current monlh's rent IOgether with Ihe ncxt three months' rent shall
become due and payable immcdialely; or
(ii) lhe landlord shall have (he right 10 terminale this Lcase and to rc-enter the
Premises and deal with thcm as he may choose.
(c) If. because an Act of Defaull has occurred, the Landlord exercises his right to
lerrninate (his Lease and re-enter the Premises prior to the cnd of the Term, the Tenant shall,.
nevertheless be Iiable for payment of Rent and all other amounts payable by the Tenant i~"
accordance with the provisions of Ihis Lease until the L¡¡ndlord has rc-!el the Premises or
otherwise dealt with the Premises in such manner Ihat the cessation of payments by the
Tenant will not result in loss to the Landlord;
(i) and the Tcnant agrees to be liable to Ihe Landlord. until the end of the Term
of this Lease for payment of any differcncc betwcen {he amount of Rent hereby
agreed to be paid for the Term hcrcby grünlcd and the Rcnt an"y new tenant pays to
(he Landlord.
(d) The Tenant covenants Ihat notwithstanding any present or fulure Act of the
Legislature of the Province of Ontario, thc pcrsonal propcrty of the Tcnant during the term
of this Lease shall not be excmpt from lcvy by distress for Rent in arrears;
(i) and thc Tenant acknowledges ¡11<lt it is upon the express understanding that
Ihere should be no such exemplion (hat this Lcase is entered into, and by executing
this Lease:
(A) the Tenant waives thebencfit of any such legislative provisions which
might otherwise be available {o the Tenant in Ihe absence of this agreement;
and
(B) the Tenant agreesJllil! thc Landlord may plead this covenant as an
estoppel against the Tenant if an aClion is brought 10 (CSI (he Landlord's right
to levy distress against the Tenant's property.
(e) If, when an act of Defaull has occurred, thc Landlord chooscs not to (erminale the
Lease and re-enter the Premises, (he Landlord shall have the right to lake any and all
necessary sleps 10 rcctify any or all Acls of Default of the Tcnant and 10 charge 1he costs of
such reclificationto the Tenant and 10 rccover thc costs as Rent.
~~r
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(f) If, when an Act of Default Ims occurrcd, Ihe Lan¡]lord chooses to waive his right 10
exercise the remedies available 10 him un¡]er this Lease or at law the waiver shall not
constitute condonation of the Act of Dcfaul.!..nor shall the waiver be pleaded as an estoppel
against the Landlord to prevent his exerëísiñg his remedies with respect to a subsequent Ac(
of Default:
(i) No covenant, term, or condition of this Lease sh¡¡1l be deemed to have been
waived by the Landlord unless the waiver is in writing and signed by the Landlord.
TERMINATION UPON NOTICE AND AT THE END OF TERM .
(a) If the Landlord desires at any lime to demolish the Premises or any part thereof. to
an extenlthat renders conlinued possession by the lenant impracticable, or if the Premises
are expropriated or condemned by any competent authority:
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(j) The Landlord shall have-ttte right [0 terminate this Lease by giving ninety
(90) clear days' notice in writing to (he Tenant; or
.
(jj) the landlord may require the Tenant to vacate the premises within ninety (90)
days from payment by the Landlord to the Tenant of a bonus equal to three months'
rent,
(A) but payment of thc said bonus shall be accompanied or preceded by
wrillen notice from Ihe Landlord to the Tenanl advising of the Landlord's
intent to exercise this option,
(b) The Tenant agrees (0 permit the Landlord during the last three months of the Term
of Ihis Lease to display "For Rent" or "For Sale" signs or bolh at the Premises and 10 show
the Premises to prospective new tenants or purchasers and to permit anyone having wriller{:l~
authorily of the Landlord 10 view the Premises a¡ reasonable hours.
(c) If the Tenant remains in possession of thc Premises after termination of this Lease
as aforesaid an¡] if the Landlord then accepts rent for the Prcmises from the Tenant, it is
agreed thaI such overholding by the Tenant and acceptance of Rent by the Landlord shall
creale a monthly tenancy only but ¡he tenancy shall remain subject to all the terms and
conditions of this Lease except those regarding the Term, . .
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13.
ACKNOWLEDGEMENT BY TENANT
The Tenant agrees Ihal he will at any (ime or times during the Term, upon being given at
least forty-eight (<18) hours prior written notice, executc ¡¡nd deliver 10 the Landlord a stalement in
writing certifying:
(a) that this Lease is unmodified and is in full force and effecl (or if modified stating the
modirications and confirming thaI the Lease is in full force and effect as modified);
(b)
(c)
(d)
(e)
. (f)
the amount of Rent being paid;
the dates to which Rent has been paid;
other charges payable under (his Leasc which have bcen paid;
particulars of any prepayment of Rent or security deposits; and
par(icul¡¡rs of auy subtcnancics._
14. SUBORDINATION AND POSTPONEMENT
'.
(a) This Lease and all (he rights of the Tenant under this Lease are subject and
subordinate to any and all charges against thc land, buildings or improvements of which the
Premises form part, whether the charge is in the nature of a morlgage, lrust deed, lien or any
other form of charge arising from the financing or re-financing, including extensions or
renewals, of the Landlord's interest in the property,
"
;
(b) Upon the request of the Landlord the Tenant will execute any forn1 required to
subordinate this Lease and the Tenant's right to any such charge, and will, if required, attorn
10 the holder of the charge.
(c) No subor¡]ination by the Tenant shall have the effcct of permilling thc holdcr of any
charge to disturb the occupation and possession of the Premises by the Tenanl as long as Ihe
Tenant performs his obligations under this Le;osc.
.
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IS.
RULES AND REGULATIONS
The Tenant agrecs on bchalf of itself and all pcrsons entcring (he Building with the Tenant's
authority or permission to comply wilh all rcasonablc rules an¡] regulalions that form part of this
Lease or that the Landlord may make from tllne to time for the safety, care and clcanliness of the
Building and the prescrvation of good order in the Building and Common Facilities,
16. NOTICE
,
(a) Any nolicc require¡] or pcrlllitte¡] to be given by onc party to the other pursuant to the
terms of this Lease may bc given
to the Landlord ¡¡t;
1475 5th Concession
RR #5
Kincardine, Ontario
N2Z 2X6
to the Tcnant at thc Premiscs or at:
RR #5
Kincardine, Ontario
N2Z 2X6
(b) Thc abovc a¡]¡]resses may bc change¡] at any timc by giving ten (10) days writtcn
noticc.
(c) Any noticc givcn by onc parly to the othcr in accordance with the provision of this
Lease shall be ¡]cemed conclusivcly to have been received on the date delivered if the notice
is served personally or seventy-two (72) hours after mailing if the notice is mailed.
17. REGISTRATION
The Tenant shall not at any time registcr notice of or a copy of this Lcase on title to {he
property of which thc Premiscs form part without conscnt of the Landlord.
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18.
INTERPRETATION
(a) The words importing the singular number only shall include· the plural, and vice
versa, and ",ords importing the masculine gender shall include the feminine gender, and
words importing persons shall include firms and corporations and vice versa.
(b) Unless the context otherwise requires. the word "Lan¡]lord" and the word "Tenant"
wherever used herein shall be construed to include the executors, administrators, successors
and assigns of the Landlord and Tenant, respectively. $; 1;
19.
(c) When thcre are Iwo or morc Tcnants bound by the same covenants herein contained,
their obligations shall bc joint and several.
OPTIONS TO RENEW
. When not· in default hereunder, the Tenant shall have the option of
renewing this lease by giving notice to the Landlord on or before
the 31st day of January 2003. Such renewal shall be on terms and
conditions to be mutually agreed upon by the Landdord and Tenant.
. . IN WITNESS WHEREOF the Landlord and the Tcnant have cxecuted this Lease.
."".
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SIGNED, SEALED and DELIVERED
in the prescnce of
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.JA"¿eJ (//b4æ (Tenant)
The Corporalion of tile Municipality of
Kincardine
per:,>
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(Landlord) .
per;
SCHEDULE A
to Lease made between
THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
~he
Landlord
.
"
and
VESTAS-CANADIAN WIND TECHNOLOGY, INC.
the
. .'I:enant
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As outlined below, the area to be leased totals 1594 square feet.i{,
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SCALE: 1/16" = l'
Numbels in rooms denol~ squarE
16 ,I square leeltotal common area on sec<
I<incardíriè'-~' AJ!port BUildi,ng 2nd Floor
!
SCHEDULE OF RULES AND RF.GULATIONS FORMING PART OF THIS LEASE
'. ~.
~ ~ ! .
'. The Tenant shall observe Ihe following Rules and Regulations (as amended, modified or supplemented from time
10 TIe by Ih~ Landlord as provided in Ihis Lea~e);
1.. The sidewalks, entrances, elevators, stairways ¡¡nd corridors of Ihe building shall not be obstructed or used by the
Ten.nt, his agents, servanls, contractors, invitees or employees for any purpose other Ihan access to and from the Premises.
.J.' The floors, sky-lights and windows thai reflect or admit light into passageways or into any place in the building shall
.ot be covercd or obstructcd by the Tenanl, and no awnings shall be put over any window,
3. ¡ The toilclS, sinks, drains, washrooms and other water apparatus shall not be used for any purpose other Ihan those
(or ~hicl~ th~y were constructed, and no sweepin~s, rubbish, rags ashes or olher subslances, such as chemicals, solvenls,
noxibus laqUlds or pollutanls shall be thrown Iherem, and any damage resulting to them from misuse shall be borne by the
Temlnt by whom or by whose employees, agents, servanls, contractors or Invitees the damage was caused,
4. . In the event thaI the Landlord provides and installs a Public Directory Board inside the building. the Tenant's name
shall be placed on (he said Board at Ihe expense of the Tenant.
5. The Tenant shall not perfonn any acts or carryon any aClivity which may damage the Premises or the comn)pn areas
or be a nuisance to any other tcnant,
6. No animals or birds shall be brought into the building or kept on the Premiscs.
7. The Tenanl shall not mark, drill into, bore or cut or in any way damage or deface ¡he walls, ceilings or floors of Ihe
Prel1lises. No wires, pipes or conduits shall be installed in the Premises without prior written approval of the Landlord. No
broaØloom or carpeting shall be affixed to the Premises by means of a non-soluble adhesive or similar products.
..
8. " No one shalruse the Premises for sleeping apartments or residential purposes, for the storage of personal effecls or
'cles other than those required for business purposes, or for ¡¡ny illegal purpose.
The Tenant shall not use or permit the use of any objectionable advertising medium such as, wilhout limitalion.
loudfpeakers, public address systems, sound amplifiers, radio, broadcast or television apparatus within the building which
is in ¡any manner audible or visible outside of the Premises.
10. The Tenant must observe slrict care nOI to allow windows !O remain open so as to admit rain or snow, or so as to
interfere with the healing of Ihe building. The Tenanl neglecling this rule will be responsible for any damage caused to the
propi!rly of other lenants, or to Ihe properly of the Landlord, by such carelessness, The Tenant, when closing the Premises,
shal\ close all windows and lock all doors,
11. The Tenant shall no! Wilhoulthe express wrillen consenl of the Landlord, place allY addilionallocks upon any doors
o( the Premises and "shall not permil any duplicate keys 10 be made therefor; but shall use ollly additional keys oblained (rom
the Landlord, althe expense of the Tenant. and shall surrender to the Landlord on the termination of the Lease all keys o(
the Premises,
12. No inflammable oils or other inflammable, toxic, dangerous or explosive materials shall be kepi or permilled 10 be
keptin or on Ihe Premises.
13. No bicycles or olher vehicles shall be brought witltifHhe Premises or upon the L'lI1dlord's property, including any
lane or courtyard, unless otherwise agreed in wriling.
AI. Nothing shall b,e placed on the out~ide of, windows or proje~ljon~ ?f (he Premises. No air-conditioning equipment
.aU be placed atlhe wll1dows of the PremIses wnhout the consenlll1 wntmg of the Landlord_
15. The moving of all heavy equipment and office equipment or furniture shall occur only between 6:00 p.m, and 8:00
a.m. or any olher time consentéd to by the Landlord and (he persons employed to move the same in and out of the building
must be acceplable to the Landlord. Safes and other heavy equipment shall be moved through the Premises and common
area. only upon steel bearing plates, No deliveries requiring the use of an elevator for freight purposes will be received into
the building or carried in Ihe elevators, except during hours approved by the Landlord.
16. Canvassing, soliciting and peddling in the building~ohibited.
17. ;rhe Tenant shall first oblain in writing the consent of the Landlord to any allemlion or modification to the electrical
syslem ¡it the Premises and all such allerations and modificalions shall be completed at Ihe Tenant's expense by an electricat
conlraclor acceptable to the Landlord.
18. The Tenant shall first obtain in writing the consent of Ihe Landlord to the placement by the Tenant of any garbage
conl.iners or receplacles outside the Premises or building.
19. The Tenant shall not inslall or erecl on or ahout the Premises television antennae, communications towers, satellite
dishes or other such apparatus.
O. The Landlord shall have Ihe right to make such other and further reasonable rules and regulations and to alter, amend
. cancel all rules and regulations as in ils judgemem may from time to time be needed for the safely, care and cleanliness
( the building and for the preservation of good order therein and (he same shall be kept and observed by the Tenant, his
emPloyees, agents, servanls, contractors or Invites. The Landlord may from time 10 time waive any of such rules and
reg~ations as applied 10 particular tenants and is not liable 10 the Tenant for breaches thereof by olher lenants.
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SCHEDULE "c" TO BY-LAW 2002-62
THIS LEASE made as of thClst day of April, 2002
IN PURSUANCE or THE SHORT rORMS or LEASES ACT.
BETWEEN:
THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
(hereinafter called the "Landlord")
OF THE FIRST PART
-and-
MERLIN GENERAL CORPORATION
l'
"
(hereinafler called the "Tenant")
OF THE SECOND PART
In consideration of therents, covenants and obligations stipul¡¡ted herein the Laridlord and the Tenant
have agreed to enter into a Lease of the Premises being that part of the building (the "Building")
shown outlined in red On the skelch annexed herelo as Schedule "A" which building is located on
Ihe lands and premises (the "Real Property") being parts of Lots 29 and 30, Concession "A",
Township of Kincardine (now Municipality of Kincardine), County of Bruce, designated as Parts
1 and 2 011 Rcference Plan 3R-5856.
1. GRANT OF' LEASE
(a) The Landlord leases the Premises to the Tenant;
(i) at Ihe Rent set forth in Section 2;
(ij) for the Tcrm set forth in Section 3; and
(iii) subject [0 the condilions and in accordancc with lhe covenants, obligations
and agreements herein.
(b) The Landlord covenants Ihat he has the right to grant the leasehold interesl in the
Premises free from encumbrances except as disclosed on title.
2,
RENT
(a) Rent means the amounts payable by [he Tenant to the Landlord pursuant to this
Section, and includes additional rent.
(b) The Tenant covcnants to my 10 the Landlor¡], during the Term of this Lease Renl in
the amount of TWELVE THOUSAND ONE HUNDRED AND SEVENTY DOLLARS
($12,170.00) payable in equal monlhlV II1slalments of ONE THOUSAND FOURTEEN AND
16/100 DOLLARS ($1,~14.16) 'eachi~advanceonthtlstdayof
each and every month, the first payment iõõe made on [he 1st day of ~8õF and the last
such paymenlto be made on the 1st day of March 2003
(c) The Tenant furlhcr covenants to pay to the L<II1(lIord GST on the Rent. The amount
of GST shall be calculale¡] in accordance with the applic¡¡ble legislation and shall be paid at
the same time as the rent to which the GST applies is payable 10 the Landlord under this
Lease. The Landlord shall have the samc rights and rcmedies on non-payment of GST as it
has for rent in arre¡¡rs under this Lease.
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(d) The Tenant further covenants to pay all other sums required by this Lease 10 be paid
by it and agrees that all amounts payable by the Tenant to the Landlord or to any other party
pursuant to the provisions of this Lease shall be deemed to be additional rent ("Additional
Rent") whether or nol specifically designated.as such in this Lease.
(e) All payments to be nmde by the Tenant pursuant to Ihis Lease shall be delivcred to
the Landlord at the Landlord's address for servicc sct out in Section 16 or to such other place
as the Landlord may from timc to time dircct in writing.
(f) The Tenant agrces to pay in advance to the Landlord at the commencement of (he
Term ¡hc first and lasl months' Rent payable under Section 2(b) of this Lease.
(g) All Rent in arrears and all sums paid by the Landlord for expenses incurred which
should have been paid by (he Tenant shall bear interest from the date paymenl was due, Ñ',
made, or expense incurred at a rate per annum ec¡ualto the primc commercial lending rate
of Ihe Landlord's bank plus two (2) per cent.
(h) The Tenant acknowledges and agrees that the paymcnts of Rent and Additional Rent
provided for in this Lease shall be made without any deduction for any reason whatsoever
unless expressly allowed by the terms of this Lease or agreed to by the Landlord in writing;
and· '.
(i) no partial payment by the Tenant which is acceptcd by Ihe Landlord shall be
considered as other than a partial paymenl on account of Rent owing and shall not
prejudice the Landlord's righlto recover any Rent owing.
3.
TERM AND POSSESSION
(a) The Tenant shall have possesSÍ6ft· of the Premises for a period of one (1) year,
commencing on the 1st day of April. and ending on the 31st day of March. ~ (the
"Term"). 2002 2003
(b) Subject to the Landlord's rights under this Lease, and as long as the Le¡¡se is in good
standing the Landlord covenants that the Tenants shall have quiet enjoyment of the Premises
during the Term of this Lease withoul ãñY interruption or disturbance from the Landlord or
any other person or persons lawfully claiming through the Landlord,
(c) If the Tenant fails to take possession of the Premises or to open for business on or
before Ihe date specified for commencement of the Term of this Lease, the Landlord shall,
in addition to any other remedies, have Ihe right to terminatc this Lease upon twenty-four
(24) hours written nOlice to the Tenant, and to recover from the Tenant the COSI of all work
done by the Landlord on bchalf of the Tenant.
COMMON F'ACILITIES AND SERVICES
(¡¡) The Tenanl, togelher with and in common with all others entitles thereto and their
respective officers, agents, servants, employees, contractors, customers, invitees or licensees,
shall be entilled to the use and benefit of the Common Facilities. The Tenant shall not
unreasonably block or in any manner hindcr thc Landlord or other persons who may be
authorized by Ihe Landlord to utilize the Common Pacililics from so doing. The Landlord
may, in his discretion from time to lime permit certain persons to have the exclusive use of
portions of the Common Facilitics to the exclusion of the Tenant and other persons.
(b) As part of this Lease, the Landlord shiLlI supply at his expense the ulilities for the
Prcmises being electricity, water, hcal and air-conditioning and shall further be responsible
for the elevator, existing security SyslCIH,-Snnw ploughing. lawn maintenancc. custodial
services to the Building and garbagc collcction iLnd rcmov¡¡1.
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(c) For the purposes of this Lease, "Common Facilities" means aU common areas and
utilities from time to time furnished or designated (and which may be changed) by Ihe
Landlord for the use in common, in such manner as the Landlord may permit, of tenants of
premises in the Building and all others entitled to access and their respective officers, agents,
servants, employees, contractors, customers, invitees or licensees. including, without
limitation, parking areas, access roads, driveways, entrances and exits, sidewalks, ramps,
landscaped areas, building cntrances, IQbbies, stairways, elevators, passageways and
washrooms.
5.
ASSIGNMENT
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(a) The Tenant shall not assign this Lease or subletlhe whole or any part of the PremIses
unless he first obtains the consent of the Landlord in writing, which consenl shall not
unreasonably be withheld;
(i) and the Tenant hereby waives his right to the benefit of any present or future
Act of the Legislature of Ontario which would allow the Tenant to assign this Lease
or sublet the Premises without the Landlord's consent.
(b) The consent of the Landlord to allY assignment or subletting shall not opera Ie as a
waiver of the necessity for consent to aR3'-Subsequent assignment or subleuing.
(c) Any consent granted by (he Landlord shall be conditional upon the assignee,
sublessee or occupant executing a wriuen agreement directly with the Landlord agreeing 10
be bound by all the terms of this Lease as if the assignee, sublessee or occupant had
originally executed this Lease as Tenant.
(d) Any COllsenl given by the L¡¡ndlord to any ¡¡ssignment or other disposition of the
Tenant's interest in this Lease or in thc Premises slUlIl not relieve the Tenant from his
obligations under this Lease, including the obligation to pay Rent and Additional Renl as
provided for herein.
(e) If the party originally entering into this Lease as Tenant, or any party who
subsequently becomes the Tenant by way of assignmcnt or sublease or otherwise as provided
for in this Lease, is a corporation then;
(i) the Tenant shall not be entitled 10 de¡¡1 with ils authorized or issued capital or
that of an affiliated company in any way that results in a change in the effective
voting control of the Tenant unless the Landlord first consents in writing to the
proposed change;
(ii) if any change is made in the conlrol of the Tenant corporation without the
wriuen consent of the Landlord then Ihe Landlord shall be entitled to treat Ihe Tenant
as being in default and to exercise the remedies stipulated in paragraph 1 I (b) of Ihis
Lease and any other remedies available in law;
(iin the Tenant agrees to make available 10 the Landlord or his authorized
representatives the corporate books and records of the Tenanl for inspection al
reasonable times.
6. USE
(a) During the Term of the Lease the Premises shall not be used for any purpose olher
than commercial office purposes,
(b) The Tenant shall only make such reasonable use of the utilities supplied to Ihe
Premises as would a reasonable tenant using the Premises for commercial office purposes.
(c) The Tenant shall not do or permit to be done at the Premises anything which may:
, (j)
(ii)
Oii)
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constitute a nuisance;
cause damage to the Premises;
cause injury or annoyance to occupants of neighbouring premises;
make void or voidable any insurance upon the Premises;
(v) conslitute a breach of any by-law, statute, order or regulation of
municipal, provincial or other competent authorìly relating to the Premises.
any
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7. REPAIR AND MAINTENANCE
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8.
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(a) The Tenant covenants Ihal during the term of this Lease and any renewal thereof Ihe
Tenant shall keep in good condition the Prett)ises including all alterations and additions made
thereto, and shall, with or without notice, promptly make all needed repairs and all necessary
replacements as would a prudent owner;
(i) bulthe Tenanl shall not be liable to effect repairs auribulable 10 reasonable
wear and tear, or to damage caused by fire, lightning or stom).
(b) The Tenant shall permit the Landlord or a person authorized by the Landlord to enter
the Premises to examine the condition ¡hereof and view the state of repair al reasonable
times:
0) and ifupon such examination repairs are found to be necessary, wriuen notice
of the repairs required shall be given to the Tenant by or on behalf of the Landlord
and the Tenant shall make the nccessary repairs within the time specified in Ihe
nOlice;
(ii) and if the Tenant refuses or neglccts to kcep the Premises in good repair the
Landlord may, bul shall not be oblige¡] 10, make any necessary repairs, and shall bc.
permiued 10 enter the Premises, by himself or his servants or agents, for the purpose
of effecting the repairs without being liable !O the Tcn¡¡nt for any loss, damage or
inconvenience to the Tenant in connection with the L¡¡ndlord's entry and repairs.
(A) and if (he Landlord makes repairs the Tenant shall pay the cost of
thcm immediately as Additional Rent.
(c) Upon'lhe expiry of the Term or othcr determin¡¡lion of this Lease the Tenanl agrees
peaceably 10 surrender the Premises, inclJ.!.c!ing any alterations or additions made thereto, to
the Landlord in a state of good repair, reasonable wear and tear and damage by fire, lighlning
and stonn only excepted.
(d) The Tenant shall immediatcly give written notice to the Landlord of any substantial
damage that occurs to the Premises from any cause.
ALTERATIONS AND ADDITIONS
(a) If the Tenant, during the Term of this Lease or any renewal of it, desires to make any
alterations or additions !O the Premises, including but not limited to: erecting partitions,
attaching equipment, and installing necess~ry furnishings or additional equipmenl of the
Tenant's business, the Tenant may do so at his own expense, at any time and from time to
time, if the following conditions are met:
(j) before undertaking any alteration or addition the Tenant shall submit to the
Landlord a plan showing the proposed alterations or additions and the Tenant shall
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not proceed to make any alteralion or addition unless the Landlord has approved the
plan, and the Landlord shall not unrcasonably or arbitrarily withhold his approval;
(A) and items included in the plan which are regarded by the Tenant as
"Trade Fixtures" shall be designatcd as such on the plan;
(ii) any and all alterations or additions to the Premises made by the Tenant must
comply with all applicable building code standar¡]s and by-laws of the municipality
in which the Premises are located.
(b) The Tcnant shall be responsible-+ef-and P¡¡Y the cost of any alterations, addilions,
installations or improvements that any governing authority, municipal, provincial <n,.
otherwise, may require to be made in, on or to the Premises. "
(c) No sign, advertisemenl or notice shall be inscribed, painted or affixed by the Tenant,
or any olher person on the Tenant's behalf, on any parI of the inside or outside of the
building in which the Premises are located unless the sign, advertisement or notice has been
approved in every respect by the Landlord.
(d) AU alterations and additions to the Premises made by or on behalf of Ihe Tenanl,
other than the Tenant's Trade Fixtures, shall immediately become Ihe property of the
Landlord without compensation to the Tenant,
(e) The Tenant agrees, at his own cxpense and by whatever means may be necessary,
immediately to oblain the release or discharge of any encumbrance Ihat may be registered
against Ihe Landlord's property in connection with any a¡]ditions or alterations to the
Premises made by the Tenanl or in connection with any other activity of the Tenant.
(f) If the Tenant has complied with his obligations according to the provisions of this
Lease, the Tenanl may remove his Trade Fixtures althe cnd of the Term or other lermination
of this Lease and the Tenant covenanls that he will make good and repair or replace as
necessary any damage caused to the Premises by the removal of the Tenant's Trade Fixtures.
(g) . Other than as provided in paragraph 8(f) ¡¡bove,theTenant shall not, during the term
of Ihis Lease or any lime thereafter remove from the Premises any Trade Fixtures or other
goods and chattels of the Tenant except in the following circumstances:
(i)
the removal is in the ordinary course of business:
(ii) the Trade Fixture has bccome unnecessary for the Tenant's business or is
being:replaced by a new or similar Trade Fixture; or
(iìj) the Landlord has consente¡] in writing to the removal;
bul in any case the Tenanl shall make good any d¡¡mage caused to the Premises by the
installation or removal of any Trade Fixtures, equipment, partitions, furnishings and any
olher objects whatsoever brought onto the Prcmises by the Tenant.
(h) The Tenant shall, al his own expense, if request cd by the Landlord, remove any or
all additions or improvements made by the Tenant to the Premises during the Term and shall
repair aU damage caused by the instaU¡¡tion or the remov¡¡1 or both.
(i) The Tenant shall not bring on to the Premises or any part of the Premises any
machinery, equipment or any other thing that might, in Ihe opinion of the Landlord, by
reason of ils weight, size or use, damage the Premises or overlo¡¡d the floors of the Premises;
(i) and if the Premises are damagcd or ovcrloaded the Tenant shall restore the
Premises immediately or pay 10 the Landlor¡] the cost of restoring the Premises.
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9.
INSURANCE
(a) The Tenant covenants to keep the Landlord indemnified against all claims and
demands whatsoever by any person, whether in respect of damage to person or property,
arising oul of or occasioned by the maintenance, use or occupancy of the Premises or the
subletting or assignment of same or any part thereof. And the Tenant further covenants 10
indemnify the Landlord with respect to any encumbrance on or damage to the Premises, the
Building and the Common Facilities occasioned by or arising from the act. default, or
negligence of Ihe Tenant, its officers, agents, servants, employecs, contractors, customers,
invitees or licensees:
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(i) and the Tenant agrees that the foregoing indemnity shall survive the
termination of this Lease notwithstanding any provisions of this Lease to the
contrary.
(b) The Tenant shall carry insurance in his own name to provide coverage with respect
to the risk of business interruption to an extcnt sufficient to allow the Tenant to meet his
ongoing obligations to the Landlord and to prolect the Tenanl against" ioss of revenues.
(c) The Tenant shall carry insurance in his own name insuring against the risk of damage
to the Tenant's property within the premises caused by fire or other perils and the policy
shall provide for coverage on a replacement cost basis to protect the Tenant's stock-in-trade,
equipment, Trade Fixtures, decorations añãîmprovcments,
(d) The Tenant shall, during the tcrm of this Ic¡¡se, provide, at his own expense, and keep
in full force and effect, in the names of the Landlord and the Tenant, public liability
insurance applying to all operations of the Tenant and which shall include bodily injury
liability and tenants' legal liability with respect to the occupancy by the Tenanl of Ihe
Premises. Such policies shall be written on a comprehensive basis with limits of not less than
. ONE MILLION DOLLARS per occurrence and with a cross liability clause. All policies of
insurance required to be maintained un¡]er this provision shall be with a company or
companies licensed to do business within the Province of Ontario and approved by Ihe
Landlord, The Tenanl shall furnish the Landlord with certificates or other acceptable
evidence of all such insurance promptly upon request.
DAMAGE TO THE PREMISES
(a) If the Premises or the building in which the Premises are located, are damaged or
destroyed, in. whole or in part, by fire or other peril, then the following provisions shall
apply;
(j) if the damage or destruction renders the Premises unfit for occupancy and
impossible 10 repair or rebuild using rcasonable diligence within 120 clear days from
the happening of such damagC-QLdestruction, then the Term hereby granted shall
cease from the date the damage or destruction occurred, and Ihe Tenant shall
immediately surrender the remainder of the Term and give possession of the
Premises to Ihe Landlord, and Ihe Rent from the time of the surrender shall abate;
(ii) If thc Premises can, with reason¡¡ble diligence, be repaired and rendered fit
for occupancy wilhin 120 days from the happening of the damage or destruction, but
the damage renders the Premises wholly unfit for occupancy, then the rent hereby
reserved shall not accrue after the day that such damage occurred, or while Ihe
process of repair is going on, and the Landlord shall repair the Premises with all
reasonable speed, and the Tenant's obligation to pay Rent shall resume immediately
after the necessary repairs h¡¡ve been completed;
(iii) If the leased Premises can be repaired within 120 days as aforesaid, bul the
damage is such that the leased Premises arc capable of being partially used, Ihen untiI
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such damage has been repaired, the.Thnant shall continue in possession and the Rent
shall abate proportionately.
(b) Any queslion as to the degree of damage or destruction or the period of time required
to repair or rebuild shall be determined by an architect retained by the Landlord.
(c) There shall be no abatement from or reduction of the Rent payable by the Tenant, nor
shall the Tenant be entitled to claim against the Landlord for any damages, general or special,
caused by fire, water, sprinkler systems, partial or temporary failure or stoppage of services
or utililies which the Landlord is obliged 10 provide according to this Lease, from any cause
whatsoever.
ACTS OF DEPAUL T AND LANDLORD'S REMEDIES
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(n) An Act of Dcfault has occurred when:
(i) the Tenant has failed to eay Rent for a period of 15 consecutive days,
regardless of whether demand for ¡;ãÿìnent has been made or not;
(ii) the Tenant has breached his covenants or failed to .perform any of his
obligations under this Lease; and . .
(A) the Landlord has given notice specifying the nature of the default and
the steps required 10 correct it; and
(H) the Tenant has failed to correclthe default as required by the nOlice;
(iij) the Tenant has;
(A) become bankrupt or insol vent or made an assignment for the benefit
of Creditors;
(B) had its property seized or auached in satisfaction of a judgment:
(C) had a receiver appointed;
(D) committed any act or neglected to do anything with the result thaI a
Construction Lien or other encumbrance is regislered against the Landlord's
properly;
. (E) without the consent of the Landlord, made or enlered into an
agreement to make a sale of ils assets to which the Bulk Sales ~Cl applies;
(P) laken action, if the Tenant is a corporation, with a view to winding up,
dissolution or liquidation;
(iv) any insurance policy is cancelled or not renewed by reason of the use or
occupation of the Premises, or by reason of non-payment of premiums;
(v) the Premises;
(A) become vacant or remain unoccupied for a period of thirty (30)
conseculive days; or
(B) are not open for business on more than thirty (30) business days in
any twelve (12) month period or on any twelve (12) consecutive business
days;
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(C) are used by any other person or persons, or for any other purpose than
as provided for in this Lease without the wriuen consent of the Landlord,
(b)
When an Act of Default on the part of the Tenant has occurred:
(i) (he current month's rent togelher with the ncxt three months' rent shall
become due and payable immcdiately; or
(ii) the landlord shall have (he right 10 terminate this Lease and to re-enter the
Premises and deal with them as he may choose.
(c) If, because an Act of Default has occurred, the Landlord exercises his right 10
terminale this Lease and re-enter the Premises prior to the cnd of the Term, the Tenant shaU"
nevertheless be liable for payment of Rent and all other amounts payable by the Tenan! i~"
accordance with the provisions of this Lease until the Landlord has re-let the Premises or
otherwise dealt with the Premises in such manner that the cessation of payments by the
Tenant will not result in loss to the Landlord;
(i) and the Tenant agrees to be liable to the Landlord, untillhe end of the Term
of this Lease for payment of any differencc between the amount of Rent hereby
agreed to be paid for the Term hercby granted and the Rent an'ý new tenant pays to
the Landlord.
(d) The Tenant covenants that notwithstanding any present or future Act of Ihe
Legislature of the Province of Ontario, the personal property of the Tenant during Ihe term
of Ihis Lease shaH nOI be exempt from levy by distress for Rent in arrears;
(i) and the Tenant acknowledges that it is upon the express understanding thaI
Ihere should be no such exemption that this Lease is entered into, and by executing
(his Lease:
(A) the Tenant waives the benefit of ¡¡ny such legislalive provisions which
might otherwise be available to the Tenanl in the absence of this agreement;
and
(B) the Tenanl agreesJh¡¡¡ the Landlord may plead this covenanl as an
estoppel against the Tenant if an aclion is brought (0 test the LandIord's righl
to levy distress against the Tenant's property.
(e) If, when an act of Default has occurred, the Landlord chooses not to terminate Ihe
Lease and re-enter the Premises. the Landlor¡] shall have the right to take any and all
necessary step's 10 rectify any or all Acts of Default of the Tenant and to charge 'the COSIS of
such rectification to Ihe Tenant ¡¡nd 10 recover the costs as Rent.
:¡
(f) If, when an Act of Default has occurrcd, the Landlord chooses 10 waive his right 10
exercise the remedies available 10 him under this Lease or at law the waiver shall not
constilute condonation of the Act of Default, nor shall the waiver be pleaded as an estoppel
againsl the Landlord 10 prevent his exerCísiiig his remedies with respect to a subsequent Act
of Default:
(i) No covenant, lerm, or condition of this Lease shall be deemed to have been
waived by the Landlord unless the waiver is in writing and signed by the Landlord.
TERMINATION UPON NOTICE AND AT THE END OF TERM .
(a) If the Landlord desires at any time (0 demolish the Premises or any part thereof, 10
an extent thaI renders continued possession by ¡he tenant impracticable. or if the Premises
are expropriated or condemned by any competenl authority:
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(i) The Landlord shall have the righl to terminate this Lease by giving ninety
(90) clear days' notice in writing to the Tenant; or
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(ii) the landlord may require the Tenant to vacate the premises within ninety (90)
days from payment by the Landlord to the Tenant of a bonus equaI to three months'
renl,
(A) but payment of the said bonus shall be accompanied or preceded by
written notice from the Landlord to the Tenanl advising of the Landlord's
intent to exercise this option.
(b) The Tenant agrees to permit (he Landlord during the last three months of the Term
of this Lease to display "For Rent" or "For Sale" signs or both at the Premises and to show
the Premises to prospective new tenants or purchasers and to permit anyone having wriuelÍJ:
authority of the Landlord to view Ihe Premises at reasonable hours.
(c) If the Tenant remains in possession of the Premises after termination of this Lease
as aforesaid and if the Landlord then accepts rent for the Premises from the Tenant, it is
agreed that such overholding by the Tenant and acceptance of Rent by the Landlord shall
creale a monthly tenancy only but the tenancy shall remain subject to all the terms and
conditions of Ihis Lease except Ihose regarding the Term. . .
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13.
ACKNOWLEDGEMENT BY TENANT
The Tenant agrees that he will at any time or times during the Term, upon being given al
leasl forty·eight (48) hours prior written notice, execute ¡¡nd deliver 10 the Landlord a stalement in
writing certifying:
(a) that this Lease is unmodified and is in full force and effect (or if modified stating the
modifications and confirming that the Lease is in full force and effect as modified);
(b)
(c)
(d)
(e)
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the amount of Rent being paid;
the dates to which Rent has been paid;
other charges payable under this Leasc which have been paid;
particulars of any prepayment of Renl or security deposits; and
particul¡¡rs of any subtenancies,
14. SUBORDIN~TION AND POSTPONEMENT
(a) This Lease and all the rights of the Tenant under this Lease are subjecl and
subordinate 10 any and all charges againsl the land, buildings or improvements of which the
Premises form part, whether Ihe charge is in the nature of a mortgage, trust deed, lien or any
other form of charge arising from the financing or re-financing, including extensions or
renewals, of the Landlord's interest in the property.
(b) Upon the request of the Landlord the Tenant will execule any foml required to
subordinate this Lease and the Tenant's right to any such charge, and will, if required, attorn
10 the holder of the charge,
(c) No subordination by thc Tcn¡¡nt shall have the effect of permitting the holder of any
charge to disturb the Occup¡¡tion and possession of the Premises by the Tenant as long as Ihe
Tenant performs his obligations under this Le<lse.
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15.
RULES AND REGULATIONS
The Tenant agrees on behalf of j(sclf and all persons entering Ihe Building with the Tenant's
authority or permission to comply with all reasonable rules amI regulations that form part of this
Lease or that the Landlord may make from time to time for the safely, care and clcanliness of the
Building and the prescrvation of good or¡]er in the Building and Common Facilj(ies.
16. NOTICE
(a) An)' notice required or permiued to be given b)' one party to the other pursuant t~ the
terms of this Lease may be given
to the Landlord at:
1475 5th Concession
RR 115
Kincardine, Ontario
N2Z 2X6
·
to the Tenant at thc Premiscs or at:
Box 272-1475 Fifth Concession
Kincardine, Ontario .
N2Z 2Y7
(b) The above addrcsses may be changcd at any time b)' giving ten (10) days written
noticc.
(c) An)' notice givcn by one party to UJe other in accordance with the provision of this
Lease shall be dccme¡] conclusivcl)' to have been received on the date dclivered if the notice
is served personally or seventy-two (72) hours after mailing if the notice is mailed.
17. REGISTRATION
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The Tcnant shall not at any time register notice of or a copy of this Lease on titIe to the
property of which the Premiscs form part without consent of the Landlord.
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18.
INTERPRETATION
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(a) The words importing the singular number only shall include the plural, and vice
versa, and words importing the masculine gender shall include the feminine gender, and
words importing persons shall include firms and corporations and vice versa.
(b) Unless the context otherwise rcquires, thc word "Landlord" and the word "Tenant"
wherever used herein shall be construed to include the executors, administrators, successors
and assigns of (he Landlord and Tenant, respectively. /;
(c) When there are two or more Tenants bound by the same covenants herein contained,
their obligations shall be joint and several.
19. NON·COMPETITION COVENANT
The LandIord covenants that it shall not during the Term of the Lease rent any part of the
Building to an engineering rirm which is not a tenant in the Building at the date of the signing of this
Lease.
, IN WITNESS WHEREOF the Landlord and the Tenant have executed this Lease.
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SIGNED, SEALED and DELIVERED )
in the prescnce of - )
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The Corporation of the Municipality of
Kincardine
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(Landlord) .
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(Tenant)
SCHEDULE A
to Lease made between
THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE
the
Landlord
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and
MERLIN GENERAL CORPORATION
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. :r:enant
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As outlined below, the area to be leased totals l217square feet.f{,
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16'
Mezzanine
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12',6"'
12'·6"'
12'·6"
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Dount
Room
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Office
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12'
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Mezzanine
25'
12'·6·'
12'·6"
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SqALE: 1/16" = l'
Numbe/s in rooms denole square
261·1 square teellola' common area on secr
I<incardillé'-~' AJ!pori Building 2nd Floor
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. SCHEDULE OF RULES AND REGULATIONS FORMING PART OF TIllS LEASE
'. '. . The Tenanl shall obscrve Ihe following Rules and Regulations (as amcnded modified or supplemented from time
to Im1e by the Landlord as provided in this Lease): .
1. i T~e sidewalks, entrances. elevators, stairways and corridors of the building shall not be obstructed or used by tl e
Tenanl, hIs agenls, servants, contractors, invitees or employces for any purpose other than access to and from the Premis~.
.' The floors, sky-lights and windows thai reflect or admillight into passageways or into any place in the building shall
t be covered or obstructed by the Tenant, and no awnings shall be put over any window.
3. . The toilets, sinks, drains, washrooms and olher water apparatus shall not be used for any purpose other than those
for ~V~IC~ th~y were construcled, and no sweepings, rubbish, rags ashes or olher substances, such as chemicals, solvenls,
nm¡¡ops liquids or pollutants shall be thrown therein. and any damage resulting to them from misuse shall be borne by Ihe
Tena~t by whom or by whose cmployees, agents. servants, contractors or Invitees Ihe damage was caused.
4. . In the evcnt that ~he Landlord provides and installs a PubJic Directory Board insidc the building, the Tenant's name
shall ~e placed on Ihe said Board at the expense of the Tenant.
5. T~e Tenanl shall not pcrfonn any acts or carry on a~ivity which may damage the Premises or the com"pn areas
or be a nUisance to any OIher tenant.
6. No animals or birds shall be broughl into the building or kept on the Premises.
7. The Tenant shall not mark. drill into, bore or cut or in any way damage or deface the walls, ceilings or floors of the
PremÍ$es. No wires. pipes or conduits shall be installed in the Premises wilhout prior wrillen approval of the Landlord. No
broadloom or carpeting shall be affixed to the Premises by means of a non-soluble adhesive or similar products.
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8. . No one shaIruse the Premises for sleeping apartments or residential purposes, for the storage of personal effects or
_. 'cle¡s other than those required for business purposes. or for any illegal purpose,
T The Tenant shall nOI use or permit the use of any objectionable advertising medium such as, without limitation,
loudspeakers. public address systems, sound amplifiers, radio, broadcast or television apparalus within the building which
is in allY manner audible or visible oulside of the Premises.
10. . The Tenant must observe strict care not to allow windows to remain open so as to admit rain or snow, or so as to
interfere with the heating of the building. The Tenant neglecting Ihis rule will be responsible for any damage caused to the
prope~ty of olher tenants, or to the property of the Landlord, by such carelessness, The Tenant, when closing the Premises,
shall dIose all windows and lock all doors.
11. The Tenant shall not without the express wrillen consenl of the Landlord, place any addilionallocks upon any doors
of the Premises and'shall not permit any duplicate keys to be made therefor; but shall use only additional keys oblained from
the Landlord, al the expense of the Tenant, and shall surrender to the Landlord on the termination of the Lease all keys of
the Premises.
12. No inflammable oils or olher inrlamm¡¡ble, toxic, dangerous or explosive malerials shall be kepI or permilled to be
kept in or on the Premises.
13. No bicycles or other vehicles shall be brought willtHHhe Premises or upon the L:mdlord's property, including any
lane or courlyard, unless otherwise agreed in writing.
a, Nothing shall b~ placed on the out~ide of. windows or proje~tion~ ?f the Premises. No air-conditioning equipment
.all be placed at the wmdows of the Premises wtlhout the consent In WCJtmg of the Landlord.
15. The moving of all heavy equipmenl and office equipment or furniture shall occur only between 6:00 p.m. and 8:00
a.m. or any other time consentèd to by the Landlord and the persons employed to move the same in and out of the building
must ~e acceptable to the Landlord. Safes and other heavy equipment shall be moved through the Premises and common
areas only upon sleel bearing plates, No deliveries requiring Ihe use of an elevator for freight purposes will be received into
the building or carried in the elevalors, exccpt during hours approved by lhe Landlord.
16. Canvassing, soliciting and peddling in the building is prohibited.
17. ;rhe Tenant shall first obtain in writing the consenl of the Landlord to any aHeration or modification 10 the electrical
systen) ilj the Premises and all such aHerations and modifications shall bc completed atlhe Tenant's expense by an electrical
conlr3Clor acceptable to the Landlord.
18. The Tenant shall first oblain in writing the consent of the Landlord 10 the placement by the Tenant of any garbage
containers or receptacles outside the Premises or building.
19. The Tenanl shall not inslall or erecl on or aboullhe Premises television antennae, communications towers. satellite
dishes or other such apparatus.
.. The Landlord shall have the right to make such other and further reasonable rules and regulations and to aller, a~end
W:"Caocel all rules and regulations as in its judgement may from time 10 time be needed for the safety, care and cleanliness
Of the building and for the preservation of good order therein and the same shall be kept and observed by the Tenant, his
emplqyees, agents, servanls, contractors or Invites. The Landlord may from time to time waive any of such rules and
regul~ions as applied to particular tenants and is not liable to the Tcnant for breaches thereof by other tenanlS.