Loading...
HomeMy WebLinkAbout14 153 The Kincardine News Lease Agreement (2014-2015) By-lawTHE CORPORATION OF THE MUNICIPALITY OF KINCARDINE KBT tIYOF KINCPA���E BY-LAW NO. 2014 -153 BEING A BY-LAW TO AUTHORIZE THE SIGNING OF A LEASE AGREEMENT WITH THE KINCARDINE NEWS FOR RENTAL SPACE IN 719-723 QUEEN STREET (THE ANNEX) WHEREAS Section 8 (1) and 9 of the Municipal Act, 2001, S.O. 2001, c. 25, as amended, provide that the powers of a municipality under this or any other Act is shall be interpreted broadly so as to confer broad authority on the municipality to enable the municipality to govern its affairs as it considers appropriate and to enhance the municipality's ability to respond to municipal issues and has the capacity, rights, powers and privileges of a natural person for the purpose of exercising its authority under this or any other Act; AND WHEREAS the Municipality of Kincardine entered into a lease agreement with the Kincardine News for the rental of space at 719-723 Queen Street (the Annex), authorized by By-law No. 2014 — 122, for the period of September 17, 2014 to October 24, 2014; AND WHEREAS the Municipality of Kincardine has entered into an Agreement of Purchase and Sale for the Annex and the closing date of the sale has been extended to April 28, 2015; AND WHEREAS the Council of The Corporation of the Municipality of Kincardine deems it advisable to extend the lease agreement with the Kincardine News to April 28, 2015 in consideration of the rents, covenants and obligations stipulated • therein; NOW THEREFORE the Council of The Corporation of the Municipality of Kincardine ENACTS as follows: That The Corporation of the Municipality of Kincardine enter into a lease agreement with the Kincardine News, for the rental of commercial office space at the Annex, 719-723 Queen Street, Municipality of Kincardine in consideration of rents, covenants and obligations. 2. That the Mayor and Chief Administrative Officer be authorized and directed to execute, on behalf of The Corporation of the Municipality of Kincardine, the Lease Agreement with the Kincardine News, attached to this by-law as Schedule "A". • /2 r� 0 • 0 Page 2 The Kincardine News Lease Agreement (2014 - 2015) By-law By -Law No. 2014 - 153 3. That this by-law shall come into full force and effect upon its final passage. 4. That this by-law may be cited as the "The Kincardine News Lease Agreement (2014 - 2015) By-law". READ a FIRST and SECOND TIME this 17th day of December, 2014. READ a THIRD TIME and FINALLY PASSED this 17th day of December, 2014. Mayor �blyx ty' ,O& c&k Clerk -1 - LEASE THIS LEASE made as of thelli- day of Dv --'der 2014 IN PURSUANCE OF THE SHORT FORMS OF LEASES ACT BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE (hereinafter called the "Landlord") OF THE FIRST PART - and - KINCARDINE NEWS (hereinafter called the "Tenant") OF THE SECOND PART WHEREAS the Landlord entered into an agreement with the Tenant for the period September 17, 2014 to October 24, 2014 as the Landlord had entered into an Agreement of Purchase and Sale for the Annex at 719-723 Queen Street with closing date of October 24, 2014; AND WHEREAS the closing date of the sale has been extended to April 28, 2015; AND WHEREAS the Landlord and the Tenant wish to extend the term of their aforementioned lease to April 28, 2015; THE PARTIES THEREFORE AGREE AS FOLLOWS: 1. The Lease Agreement for the term of September 17, 2014 to October 24, 2014 is extended to April 28, 2015. 2. All terms and conditions shall be as set out in the Lease Agreement identified in Section 1, a copy of which is attached hereto as Schedule "A". excepting sections 2 (b) and 2 (c) which are deleted and the following added: 2.(b) The Tenant covenants to pay to the Landlord, during the Term of this Lease rent of ONE THOUSAND AND SEVENTY-FIVE DOLLARS per month, HST included, with $2,288.71 for the period October 25, 2014 to December 31, 2014 due upon execution of this agreement. Rent shall be paid the first day of the month thereafter. Rent will be prorated for partial months. (c) The Landlord shall have the same rights and remedies on non-payment of HST as it has for rent in arrears under this Lease. (d) Should the closing date be extended, this agreement shall continue under the same terms and conditions. IN WITNESS WHEREOF the Landlord and the Tenant have executed this Lease. -2 - THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE Name: Anne Eadie Title: Mayor Name: Murray Clarke Title: Chief Administrative Officer I/we have authority to bind the corporation Authorized by By-law No. 2014 - t 53 KINCARDINE NEWS Name: Name: /we have authority to bind the corporation J _1, "rk" Tv Lease no -&e, bet-"' Tke Cc>rpor�tiur. ofiik-p_ muyapab4y o� Kiv,caardi,e-. cuid LEASE ICW%ca►rdiv,4- Nev,s THIS LEASE made as of the ntiday of5,4k"tg 2014 IN PURSUANCE OF THE SHORT FORMS OF LEASES ACT THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE (hereinafter called the "Landlord") OF THE FIRST PART W"16 KINCARDINE NEWS (hereinafter called the "Tenant") OF THE SECOND PART WHEREAS the Landlord entered into an agreement with the Kincardine & District Chamber of Commerce (the Chamber) for the Management of 719-723 Queen Street (the Annex) authorized by By-law No. 2007 - 066; AND WHEREAS under said agreement, the Chamber could rent space in the Annex to tenants and has an agreement with the Tenant; AND WHERAS the Landlord's agreement with the Chamber terminates September 17, 2014; AND WHEREAS the Landlord has entered into an Agreement of Purchase and Sale for the Annex with closing date of October 24, 2014; AND WHEREAS it is the Landlord's intent that the terms with the Tenant, for the period September 18, 2014 to October 24, 2014, be reflective of those of their agreement with the Chamber; THE PARTIES THEREFORE AGREE AS FOLLOWS: In consideration of the rents, covenants and obligations stipulated herein the Landlord and the Tenant have agreed to enter into a Lease of certain premises shown double crosshatched on the sketch annexed hereto as Schedule "A" ("Premises") being that part of the building (the "Building") municipally known as 719-723 Queen Street, Kincardine, Ontario located on the lands and premises (the "Real Property") legally described as Town Plot 1 Part Lot 1 NDM RP 3R1947 Part 1, Town of Kincardine (now Municipality of Kincardine), County of Bruce. 1. GRANT OF LEASE a) The Landlord leases the Premises to the Tenant; i. at the Rent set forth in Section 2; ii. for the Term set forth in Section 3; and iii. subject to the conditions in accordance with the covenants, obligations and agreements herein. 2. RENT a) "Rent" means the amounts payable by the Tenant to the Landlord pursuant to this Section, and includes any amounts payable as additional rent by the Tenant to the Landlord hereunder. b) The Tenant covenants to pay to the Landlord, during the Term of this Lease rent in the amount of ONE THOUSAND, FOUR HUNDRED AND TWO DOLLARS AND TWELVE CENTS ($1,402.12) (based on monthly rate of $1,075.00) with $465.83 payable upon execution of this lease and $936.29 payable October 01, 2014. c) The Tenant further covenants to pay to the Landlord Harmonized Sales Tax ("HST") which is included in the above Rent. The amount of HST -2 - shall be calculated in accordance with the applicable legislation and shall be paid at the same time as the rent to which the HST applies is payable to the Landlord under this Lease. The Landlord shall have the same rights and remedies on non-payment of HST as it has for rent in arrears under this Lease. d) All payments to be made by the Tenant pursuant to this Lease shall be delivered to the Landlord at the Landlord's address for service set out in Section 12 or to such other place as the Landlord may from time to time direct in writing. e) The Tenant further acknowledges and agrees that: i. the payments of 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 ii. 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 possession of the Premises for the period commencing September 18, 2014 and ending October 24, 2014: b) Subject to the Landlord's rights under this Lease, and as long as the Lease is in good standing the Landlord covenants that the Tenants shall have quiet enjoyment of the Premises during the Term of this Lease without any interruption or disturbance from the Landlord or any other person or persons lawfully claiming through the Landlord. 4. COMMON FACILITIES AND SERVICES a) As part of this Lease, the Landlord shall supply at its sole cost and expense the utilities for the Premises being electricity, water, and heat and shall further be responsible for providing snow removal. b) The Tenant is responsible for custodial services to the leased Premises. 5. ASSIGNMENT a) The Tenant shall not assign this Lease or sublet the whole or any part of the Premises unless it first obtains the consent of the Landlord in writing, which consent shall not unreasonably be withheld, delayed or conditioned. b) The Tenant hereby waives its 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. c) The consent of the Landlord to any assignment or subletting shall not operate as a waiver of the necessity for consent to any subsequent assignment or subletting. d) Any consent granted by the Landlord shall be conditional upon the assignee, sublessee or occupant executing a written agreement directly with 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. e) Any consent given by the Landlord to any assignment or other disposition of the Tenant's interest in this Lease or in the Premises shall not relieve the Tenant from its obligations under this Lease, including the obligation to pay Rent and Additional Rent as provided for herein. -3- 6. USE a) During the Term of the Lease the Premises shall not be used for any purpose other than commercial office purposes and any lawful use ancillary thereto. The Landlord hereby represents and warrants the use herein is permitted by all applicable zoning by-laws. b) The Tenant shall only make such reasonable 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 the Premises anything which may: i. constitute a nuisance; ii. cause damage to the Premises; iii. cause injury or annoyance to occupants of neighbouring premises; iv. make void or voidable any insurance upon the Premises, provided, however, in the case of any insurance maintained by the Landlord, copies of such policies have been provided to the Tenant; V. constitute a material breach of any by-law, statute, order or regulation of any municipal, provincial or other competent authority relating to the Premises. 7. REPAIR AND MAINTENANCE a) Subject to the Landlord's obligations to repair, replace or maintain hereunder, the Tenant covenants that during the terms of this Lease, and any renewal or extensions thereof, the Tenant shall keep in good condition the Premises 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. Provided, however, but the Tenant shall not be liable to effect repairs or replacements attributable to: i) reasonable wear and tear; ii) damage caused by fire, lightning or storm or any peril against which the Landlord is required to maintain insurance hereunder; iii) damage caused by, or arising from, defective materials or faulty workmanship or other defects in the construction, repair or replacement of the structural elements of the Building; iv) damages caused by the acts or omissions of the Landlord or any other persons for whom it is responsible at law, or the acts or omissions of any other tenant or occupant of the Building. b) The Tenant shall permit the Landlord or a person authorized by the Landlord to enter the Premises to examine the condition thereof and view the state of repair at reasonable times: i) and if upon such examination repairs required to be made by the Tenant hereunder are found to be necessary, written notice of the specific repairs required shall be given to the Tenant by or on behalf of the Landlord and the Tenant shall make such repairs within the time specified in the notice; ii) 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 repairs, and shall be permitted to enter the Premises, by itself or its servants or agents, for the purpose of effecting the repairs without being liable to the Tenant for any loss, damage or inconvenience to the Tenant in connection with the Landlord's entry and repairs; and iii) if the Landlord makes any repairs the Tenant shall pay the actual cost of such repairs as additional rent upon presentation to the Tenant of invoices and/or receipts for the cost of the repairs. c) Upon the expiry of the Term or other determination of this Lease the Tenant agrees peaceably to surrender the Premises, including any li! alterations or additions made thereto, to the Landlord subject only to the Tenant's repair obligations hereunder. d) The Landlord and the Tenant shall immediately give written notice to the other party of any substantial damage that occurs to the Premises from any cause. 8. INSURANCE a) The Tenant covenants to keep the Landlord indemnified against all claims and demands whatsoever ("Claims") 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 by the Tenant or the subletting or assignment of same or any part thereof except to the extent that such Claims arise directly or indirectly by the acts or omissions of the Landlord or persons for whom it is responsible in law. The Tenant further covenants to 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 the Tenant, its officers, agents, servants, employees, contractors, customers, invitees or licensees and the Tenant agrees that the foregoing indemnity shall survive the termination of this Lease notwithstanding any provisions of this Lease to the contrary for any Claim that may have arisen during the Term or any extension or renewal thereof. b) The Tenant shall carry insurance in its own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow the Tenant to meet its ongoing obligations to the Landlord and to protect the Tenant against loss of revenues. c) The Tenant shall carry insurance in its 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 and improvements. d) The Tenant shall, during the term of this lease, provide, at its 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 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 with a cross liability clause. All policies of insurance required to be maintained under this provision shall be with a company or companies licensed to 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. e) During the Term, and any extension or renewal thereof, the Landlord shall procure, and pay for fire and extended coverage insurance insuring the Building in which the Premises are located for the full replacement value with an insurance company licenced to do business in the Province of Ontario. The Landlord hereby waives any and all rights of recovery against Tenant for any loss occurring to the Building not caused by the Tenant, its officers, agents, servants, employees, contractors, customers, invitees or licensees. The term "extended coverage" as used herein, shall mean such casualties as are commonly included under the term "extended coverage" as such term is known and used in the casualty insurance business. During the Term, and any extension or renewal thereof, the Landlord shall protect, indemnify and save harmless the Tenant from and against any and all liability to third parties incurred by any act or omission of the Landlord, or any of its agents, servants, or employees, in, on, or about the Real Property or the Building not -5 - comprising the Premises, and shall purchase and maintain comprehensive general liability insurance, in the amount of not less than $1,000,000.00 combined single limit (bodily injury and property damage), and with property damage insurance in the amount determined by the Landlord. 9. 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: i. If the damage or destruction renders the Premises unfit for occupancy and impossible to repair or rebuild using reasonable diligence within 120 clear days from the happening of such damage or destruction, then, at the Landlord's option and upon written notice to the Tenant by the Landlord, 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 shall abate from the happening of such damage or destruction until the time of the surrender and the Lease shall be terminated. ii. If the Premises can, with reasonable diligence, be repaired and rendered fit for occupancy within 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 the 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 have been completed. iii. If the Premises can be repaired with 120 days as aforesaid, but the damage is such that the leased Premises are capable of being partially used, then until such damage has been repaired, the Tenant shall continue in possession and the Rent shall abate proportionately until such time as the entire Premises are capable of being used. 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 independent and qualified 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, unless due to the acts or omissions of the Landlord or of those for whom it is responsible at law. 10. ACTS OF DEFAULT AND LANDLORD'S REMEDIES a) An "Act of Default" has occurred when: i. the Tenant has failed to pay Rent for a period of fifteen (15) consecutive days, after demand for payment has been made; ii. the Tenant has breached its covenants or failed to perform any of its obligations under this Lease; and a) the Landlord has given notice specifying the nature of the default and the steps required to correct it; and b) the Tenant has failed to take action to correct the default as reasonably required by the Landlord and specified in the notice; iii. the Tenant has; A. become bankrupt or insolvent or made an assignment for the benefit of Creditors; �i'M B. had its property seized or attached in satisfaction of a judgment; C. had a receiver appointed; D. committed any act or neglected to do anything with the result that a Claim for Lien or other encumbrance is registered against the Real Property and the Tenant has not discharged or caused to be discharged such Claim for Lien within ten (10) days of receiving notice of the Claim for Lien; E. taken action, if the Tenant is a corporation, with a view to winding up, dissolution or liquidation; iv. any insurance policy required to be maintained by the Tenant 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 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 Tenant has occurred: i. the current rent together with the next rent shall become due and payable immediately; or ii. the Landlord shall have the right to terminate this Lease and to re- enter the Premises and deal with them as it may choose in accordance with all applicable laws. c) If, because an Act of Default has occurred, the Landlord exercises its right to terminate this Lease and re-enter the Premises prior to the end of the Term, the Tenant shall nevertheless be liable for payment of Rent and all other amounts payable by the Tenant in 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 and the Tenant agrees to be liable to the Landlord, until the end of the Term of this Lease for payment of any difference between the amount of Rent hereby agreed to be paid for the Term hereby granted and the Rent any new tenant pays to the Landlord. d) The Tenant covenants that notwithstanding any present or future Act of the Legislature of the Province of Ontario, the personal property of the Tenant located at the Premises during the Term 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 there 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 agrees that the Landlord may plead this covenant as an estoppel against the Tenant if an action is brought to test the Landlord's right to levy distress against the Tenant's property. e) If, when an act of Default has occurred, the Landlord chooses not to terminate the Lease and re-enter the Premises, the Landlord shall have the right to take any and all reasonably necessary steps to rectify any or all Acts of Default of the Tenant and to charge the actual costs of such rectification to the Tenant and to recover the actual costs as Rent. f) If, when an Act of Default has occurred, the Landlord chooses to waive its right to exercise the remedies available to him under this Lease or at law the waiver shall not constitute condonation of the Act of Default, nor shall the waiver be pleaded as an estoppel against the Landlord to prevent its exercising its remedies with respect to a subsequent Act of Default. -7- g) No covenant, term, 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. 11. RULES AND REGULATIONS The Tenant agrees on behalf of itself and all persons entering the Building with the Tenant's authority or permission to comply with all reasonable rules and regulations that form part of this Lease or that the Landlord may make from time to time for the safety, care and cleanliness of the Building and the preservation of good order in the Building and Common Facilities. 12. NOTICE a) Any notice required or permitted to be given by one party to the other pursuant to the terms of this Lease may be given. to the Landlord at: 1475 5th Concession RR #5 Kincardine, Ontario N2Z 2X6 Facsimile No.: (519) 396-8288 to the Tenant at the Premises or at: Attention: Marie David 413 18th Ave Hanover, Ontario WN 3S5 Facsimile No.: (519) 364-6827 c) Any notice given by one party to the other in accordance with the provision of this Lease shall be deemed conclusively to have been received on the next business day following the date delivered if the notice is served personally or by facsimile transmission or seventy-two (72) hours after mailing if the notice is mailed. 13. REGISTRATION The Tenant shall not at any time register notice of or a copy of this Lease on title to the Property of which the Premises form part without consent of the Landlord. 14. INTERPRETATION 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 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. IN WITNESS WHEREOF the Landlord and the Tenant have executed this Lease. THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE Nahfe. Larry Kraemer Title: Mayor Name: Murray Clarke Title: Chief Administrative Officer I/we have authority to bind the corporation Authorized by By-law No. 2014 - 122 KINCARDINE NEWS Name: r Name: I/we have authority to bind the corporation SCHEDULE "A" To Lease made between THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE and KINCARDINE NEWS Premises as double crosshatched below UaUm N a*�F-oE W4 � i;j L- My �Z Wks EpE mZ� �.�+~ ¢W� �Z Z F 'X�a' Z. 7-11 711A. mss: f_�OZ Of -F-1 ZQ Z a Ely Z� ^' � NJ i#e ®/ W ZQ— Z C��Y Z Xrnx .. o ti 711A. -F-1 ZQ Z a ^' � Q W MO .. o ti N