The URL can be used to link to this page

Home My WebLink About05 040 lease vesta wind tech e e e e THE CORPORATION OF THE MUNICIPALITY OF KINCARDINE BY-LAW NO. 2.005 - 040 BEING A BY-LAW TO AUTHORIZE THE SIGNING OF A LEASE AGREEMENT WITH VESTA-cANADIAN WIND TECHNOLOGY, INC. FOR RENTAL SPACE IN THE MUNICIPAL ADMINISTRATION CENTRE AT 1475 CONCESSION 5, MUNICIPALITY OF KINCARDINE WHEREAS the Municipal Act, 2001, 5.0. 2001, c. 25 Sections 8 and 9 (1) provides municipalities with powers of a natural person to enable them to govern their affairs as they consider appropriate under this or any other Act; AND WHEREAS the Council for the Municipality of Kincardine deems it advisable to enter into a lease agreement with Vesta-Canadian Wind Technology, Inc. in consideration of the rents, covenants and obligations stipulated therein; NOW THEREFORE the Council for the Municipality of Kincardine ENACTS as follows: 1. That the Municipality of Kincardine enter into a lease agreement with Vesta-Canadian Wind Technology, Inc., for the rental of commercial office space at the Municipal Administration Centre, 1475 Concession 5, Municipality of Kincardine in consideration of rents, covenants and obligations; That the Mayor and CAO be authorized to sign, on behalf of the Municipality of Kincardine, the Lease Agreement with Vesta-Canadian Wind Technology, Inc. attached to this by-law as Schedule "A"; 3. That this By-law shall come into full force and effect upon its final passage. 2. 4. That this By-law may be cited as the "Municipal Administration Centre, (Vesta-Canadian Wind Technology) Lease Agreement (2005), By-law". READ a FIRST, SECOND, and THIRD time and FINALLY PASSED this 6th day of April, 2005. ßJ.r¿.--tf:Á-w;;. Mayor Clerk '}u:Y.>.JOO (Z) OM} snld:JU8q S.p.lOIPUlI'l ;)qHo ;)}IIJ ¡}UWool II~wwOO ;)mµd ;)qt O} IInb:! wnUUl! .JOO ;)tIIJ 11 t1I p:wn:¡U! ;)soodx;) JO ';)pIIUJ JO ';)np SlIM. }ooUJÁlld ;)}1Ip ;)qt UJng: }=}U! ~ 11IqS }UlIU;)~ ;)qt Ãq p!1Id oo;)q ;)AIIt¡ plnoqs tf.'!t¡M. p:wn:¡U! S;)soodx;) JOJ pJOIPUlII ;)qt Ãq p!1Id sums III pUll SJ1I;)JJ1! U! }OO"M IIV (J) ';)SII;)'] S!t¡}JO (q)Z uoµoos 1;)1'00 ;)lq1lÁlld }00"M .St¡tUOUJ }SIII pUlI}SJY;)qt =~ ;)qt JO }ooUJ:r.)ooWWOO ;)qt }II P.IOlpUlI'l ;)qt O} OOUllApII U! Ãlld 0} S;);)J¡}II }U1!OO~ ;)~ (;) . '¡}UµµM. U! ~p ;)UJµ O} ;)UJµ UJng: ÃIIUJ pJO¡pUl!'] ;)qt SII ;):>lIld 1;)qtO q:>ns O} JO 91 UOµ:>;)S U! }nO ~S OO~S JOJ SS;)JPpII S,pJOlpUI!'] ;)qt }II pJOlpUII'J ;)qt O} ~1;)A!j;)p ;)q lIIqs ;)SII;)'] S!t¡} 0} }UÐnsmd }UlIoo~ ;)qt Ãq ;)pIIUJ ~ O} S}ooUJÁlld IIV (I') ';)SII;)'] S!t¡} 1;)1'00 SJ1I= U! }00l JOJ suq }! SII ~SO JO }ooUJÁlld-uou UO S;)!~UJ;)J pUll S}qj}µ :)UIIIS ;)qt ;)Allq I1!qS pl0lpUI!'];)~ ';)SII;)'] S!qt 1;)1'00 pl0lpUI!'] ;)qt O} ;)lqllÃlld S! S;)!jddll ~So ;)qt q:>!t¡M. O} }00l ;)qt SII ;)UJµ ;)UJ1IS ;)qt }II p!1Id ;)q lIIqs pUll UOµIIIS!í1;)1 ;)lq1l:>!jddll ;)qt qt!M. OOUllplOOOIl U! ~t1I¡n:>1!:> ;)q lIIqs ~so JO }OOOUIII ;)~ '}oo"M;)qt uo ~SO pl0lpUI!'] ;)qt O} Ãlld O} S}UlIooAOO 1;)1pJ!IJ }U1!OO ~ ;)~ (:» '900Z 'q:>J1IWJo Ãllp IS I ;)qt uo ;)pIIUJ;)q O} }ooUJÁlld q:>ns }SIII ;)qt pUll )OOZ 'lµdV JO ÃIIp IS I ;)qt uo :)pIIUJ ;)q O} }ooUJÁlld }SJY ;)qt 'qtuoUJ ÁJ;)A;) pUll q:>1l;) JO Ãllp IS I ;)qt UO OOUllApII U! q:>1l;) '()L:S9)'Z$) HAId A.LNHAHS aNV SW'l'lOa ~HDIH A.LXIS aNY G3:"M<INflH 3:AId aNVSI10H~ OAti JO S}ooUJ1!}SU! qtUOUJ 1!nb:! U! ;)lqllÃlld (OO')ZS'O£$) SW'l'lOa HAId A.LNtIAU aNY G3:"MCINI1H lliOm 'aNYSI10ill A.L"MIill JO }OOOUIII ;)qt U! }oo"M ;)S1I;)'] s!t¡} JO =~ ;)qt ¡}uµnp 'pJOlpUI!'] ;)qt O} Ãlld O} S}UlIOOAOO }UlIOO~ ;)~ '}OOl 1IU0!t!ppII S;)pnpU! pUll 'uoµooS s!t¡} 0} }UÐnsmd pl0¡PUl!'] ;)qt 0} }UlIoo~ ;)qt Ãq :)lq1lÁlld S}OOOUIII ;)qt SU1I;)UJ }00"M (q) . (11) ~NIDI 'Z (q) ';)j}µ uo ~sops!p SII }dooX;) s;):>UlIJqUJn:>oo wo.g: :);).IJ S;)S~d ;)qt U! }S;)1;)}U! ploq;)S1I:)I ;)qt }m¡jj} 0} }qj}µ ;)qt SIIq ;)q }lIqt S}UlIOOAOO pJOlpUlI'l ;)~ 'U?1;)q S}00~1I pUll SUOµuJ}!jqo 'S}UlIOOAOO ;)qt qt!M. OOUllpl= U! suoµ!puoo ;)qt O} }:><Içqns (m) pUll ~£ UOµ:><IS U! qµoJ ~s =~;)qt JOJ (n) ~Z uOµ:><lS U! qµoJ µS }00"M ;)qt }II ü) ~}U1!OO~;)qt 0} s:)s~Jd ;)qt S;)SII;)I pl0IPUII'J ;)~ (11) :!ISV:!l'I.!IO ~NVHÐ 'I . '9)S)-"M£ UlIld 00OO1;)J;)'H: uo Z pUll I StJlld SII ~}uuj}!S;)p ';):>nJH JO ÁtOO0:J '(;)u!PJ1I:>U!) JO Át!IIdP!UllW M.ou) ;)1I!PJ1I:>U!) JO d!t¡SUM.o~ '"V.. UO!ssoou0:J '0£ pUll 6Z S}O'] JO S}J1Id ¡}upq (lI~doJd loo'H:.. ;)qt) S;)s~d pUll spUlII ;)qt uo ~1I:>01 S! ¡}uWUnq q:>!qM. "V.. ;)In~q:>s SII o~q ~X;)UUI! q:>~Js ;)qt UO ~J U! ~U!ono UM.oqs (,,¡}U!pl!llH.. ;)qt) ¡}U!pUnq ;)qt JO tJIId }lIqt ¡}U?q s;)s~Jd ;)qt JO ;)S1I;)'] 11 O}U! 1;)}OO O} ~;)J¡}II ;)Allq }UlIOO ~ ;)qt pUll pl0IPUlI'l ;)qt u~q ~}II¡ndµs suoµuJ}!jqo pUll S}UlIOOAOO 'S}00l ;)qt JO UOµII1;)p!SUOO u¡ ~WdaNO:JHSHilldO (,,}UlIOOL,;)qt ~11!:> 1;)y~q) :::>NI 'AÐO'IONH:::>:!I~ <INlM NVIavNV:J-VU:!IA - pUll - ~'H:Vd ~S"MId Hill dO ("pJO¡pUll'l.. ;)qt ~11!:> 1;)YIIU!;)1;)q) :ilNImIV:::>NDI.!IO AJl'IVdI:::>INflW :!IH~.!IO NOIHIOcnIO:::> m~ :NHH1\UHH . '~V StlSV3:'l dO SW'H:Od ~'H:OHS HH~ dO tI:JNVI1S'H:I1d NI ~.Jf~ JO '\111' ~ ;)qtJo SII ;)pIIUJ tlSVtI'l SIH~ ,--",,'" 'P' ~t 0/?NIIJO 1': ::Iqt ~~C1-.5Q')(;'oN JA8'}- gO¡."7. a¡npalpS S! S!tIJ. . " ---- , '}OOSUOO S,pl0lpUlI'l::lqt }noqt!M. s;)8~d::lqt ~lq08 JO:)S1I;)'] s!t¡} uJ}!SSII O} }UlIOO~ ::Iqt M.0Ill p¡n0M. q:>!t¡M. oµÐ}UQ JO ~IIIS!í1;}'] ::Iqt JO PV ;)In}t1J JO }oos::!Jd ÃUlI JO }Y::Iooq :)qt O} }qj}µ S!t¡ s;)A!1IM. Ãq::!J::!q }UlIOO~ :)qt pUll (!) ~pl:)qt¡t!M. ;)q ÃlquuOS1l:)JUn }OU lIIqs }U:)SUOO tf.'!t¡M. '¡}uµµM. U! pl0lpUI!'] ;)qt JO }OOSUOO ::Iqt su!1l}qo }SJY ;)q sS::IIOO S;)S!UJ::!Jd :)qt JO tJIId ÃUlI JO ;)loqM. :)qt ~Iqns JO ::IS1I:)'l S!t¡} uJ}!SSII taU lIIqs }UlIOO~ ::I~ (11) . ~:!IWNmssv ') 'SUJOOJqS1!M. pUll SÁIIM.;)¡}lIsSIId 'SJO}IIA::I;) 'SÁIIM.J!IItS 'S:;I!qqol 'S;):>U1IJtOO ¡}U!pUnq 'S1!;)J1I ~dll:>SPUllI 'sdUIIIJ 'S)IIM.;)p!S 'S}!X;) pUll s;):>UlIJ}U;) 'SÁIIM.;)AµP 'SpIIOJ S8OO:>1I 'SII;)J1I ¡}U!JJ1Id 'uOµIIt!UJH }noqt!M. '¡}U!pnPU! 's:);)soo:>H JO S:);)}µU! 'SJ;)UJo}SU:> 'SJO}:>IIJ}UOO 'S;):)ÃOldUJ;) 'S}UlIAJ;)S 'S}OO¡}II 'SJ;):>yJo ::IAµ:><IdS;)J J?qt pUll SS:):>:>1I O} ~j}µOO SJ;)t¡}0 III pUll ¡}U!pl!llH :)qt U! S;)S!UJ;)Jd JO S}UlIOO} JO '}!=d ÃIIUJ plopU1!1 :)qt SII 1;)UU1!UJ q:>08 U! 'uOWWOO U! ::Isn ::Iqt JOJ pl0¡PUl!'] ;)qt Ãq (~¡}UlIq:> :)q keUJ q:>!t¡M. pUll) ~}IIuJ}!S;)p JO ~qs!UJt1J ::IUJµ 0} ::IUJµ UJng: S;)!t!Iµn pUll S1!::IJ1I UOWWOO III SUOOUJ "S;)!t!IPlld uoww0:J" ';)SII;}'] S!t¡}Jo S;)sodrnd::lqt JOd (:» 'IIAOUJ::!J pUll uOµ:xlllOO ::I¡}1Iq.m8 pUll ¡}UWI!llH ::It¡} O} S;):>JA.I::!s II!po}sn:> ':):>UlIU;)}U!IIUJ UM.III '¡}u~nold M.OUS 'UJ;)}SÁs Átµn:><lS ¡}UµS!X;) 'JO}IIA::!I::I ::Iqt JOJ ;)lq!suods::!J ;)q 1;)q}Jl1J lIIqs pUll ¡}U!U0!t!PUOO-J!1I pUll ~q 'J:)}IIM. 'ÁtP~I::I ¡}U?q S;)S!UJ;)Jd ;)qt JOJ S;)!t!Iµn ::Iqt ;)soodx::I s!t¡ }II Ãldd08 l1!qs pl0lpUII'J ::Iqt '::IS1I;)'] s!t¡} JO tJIId sv (q) -- 'suoSJOO 1;)qto pUll }UlIOO~ ;)qt JO UO!snpX;) :)qt O} S;)!Hlplld uowwo:::> :)qt JO suoµJod J0:)SU M!snl:>X:) :)qt Milt¡ O} suoSJOO U~:> }!=d ;)UJH O} :)UJµ UJng: UO!~J:>S!p S!t¡ U! 'ÃuUJ pl0lpUlII::I~ '¡}U!Op OS UJ0.lj S;)HHPlld uoww0:J ::Iqt :)zHHn O} pJOlpUI!'] ::Iqt Ãq ~zµoqtnll ;)q ÃIIUJ oqM. SUOSJ::!d 1;)qto JO pl0¡PUII'J :)qt 1;)PU!11 1;)UU1!UJ ÃUlI U! JO J:>0lq ÃlqUUOSll;)JUn taU lIIqs }UlIOO~ ::I~ 'S;)µHplld UOWWO:J ;)qt JO }Y::Iooq pUll ::Isn ::Iqt 0} ~Imoo :;Iq lIIqs '~SOO:>H JO S;);)}µUI 'S1;)UJO}sn:> 'SJO}:>1IJ}UOO 'S;)::IÃoldUJ;) 'S}UlIAJ;)S 'S}U::!¡}II 'SJOOYJo ;)Aµ:><IdS;)J l!:)qt pUll O}::!J;)qt S;)j}µOO SJ;)qto III qt!M. uowwoo U! puuqt!M. 1;)~¡}0} íUllOO~;)~ (11) S:!I:::>IA8:!1S ONY S:!IIll'Il:::>V.!I NOWWO:::> 'þ '}U1!OO~ ::Iqt JO JIIq:)q uo pl0¡PUl!'] ::Iqt Ãq ::IUOP )JOM. III JO }SOO ::Iqt }UlIOO~ ;)qt UJng: 1;)Aoo;)J O} pUll íUllOO~ ::Iqt O} ooµOU ooUµM. smoq (ÞZ) Jn0J-ÁtOOM} uodn ::IS1!;}'] S!t¡} ;)}IIU~} O} }qj}µ ::Iqt ::IAIIt¡ 's:)!~UJ::!J 1;)qto ÃUlI O} u0!HPpII U! 'lIIqs pJOlpUI!'] ::Iqt ';)SII::I'l S!t¡} JO =~ ::Iqt JO }OOUJ:r.)OOWWOO JOJ ~y~ds ::I}1Ip ::Iqt ;)JoJ::Iq JO uo Ss;)U!snq JOJ oodo 0} JO s:)s~Jd ::IqtJo uo!sS:)Ssod::lJ1lt O} SI!1IJ }UlIOO~ ::IqtJI (:» 'pl0¡PUII'J ::Iqt qj}nOlq} ¡}U!UJ!II:> ÃIlt1JM.1I1 suoSJ;)d JO uOSJOO 1;)qto ÃUlI JO pJOlpUI!'] ::Iqt UJng: ::I:>UlIqJn}S!p JO uoµd=}u! ÃUlI }noqt!M. :)S1I;)'] S!t¡} JO = ~ ::Iqt ¡}uµnp S;)8!UJ:)Jd :)qt JO }OOUJÁoÇoo ~!llb ::IKeq I1!qS S}U1!OO~ :)qt }1!t¡t S}UlIOOAOO pl0lpUII'J ::Iqt ¡}UWUlltS poo¡} U! S! ::IS1I;)'] :)qt SII ¡}uol S1! pUll '~ S!t¡} 1;)1'00 S}qj}µ S, pl0¡PUl!'] ;)qt O} }:><IçqnS . (q) '(..=L, ::Iqt) :900Z q:>J1lW JO Ãllp IS I £ ::Iqt UO ¡}U!POO pUll )OOZ 'lµdV JO Ãllp IS I ::Iqt UO ¡}upOOWWOO J1I:)Ã (1) ::IUO JO POµOO 11 JOJ S;)S~d ::Iqt JO uo!sS:)Ssod :)Allq I1!qS }UlIU::!~ ;)~ (11) NOISS:!ISSOd ONY W8~ '£ '¡}U!M.0 }U::!'H: ÃUlI 1;)AO:><IJ O} }qj}µ S.plo¡PUl!'] ::Iqt oo!pnÇ::!Jd tau I1!qS pUll ¡}U!M.0 }OO'H: JO }OO= uo }ooUJÁlld IIµJUd 11 UlIqt 1;)qto S1! ~p!SUOO ::Iq lIIqs pl0lpUlI'l :)qt Ãq ~}cb:>:m S! q:>!t¡M. }U1!OO~ :)qt Ãq }ooUJÁlld IIµJUd ou Ü) pUll ~¡}UµµM. U! pl0lpUII'J :)qt Ãq O} p::l:).ÚltI JO ~ s!t¡} JO 8=} ::Iqt Ãq ~M.0Ill ÃIS1I::!Jdx:) sS;)¡un 1;)A::IOS}lIqM. UOS1I:)J ÃUlI JOJ uoµ:>n~p ÃUlI }n0qt!M. ;)pIIUJ :)q I1!qS :)SII;}'] S!t¡} U! JOJ ~pµOJd }OO'H: JO S}ooUJÁlld ::Iqt ~ ~J¡}II pUll S;)¡}~IM.oUJ:>1I }UlIOO~ ::I~ . (¡}) Z#:)¡}lId --......"', , , (b) . (c) (d) (e) . 6. USE (a) (b) e (c) Page #3 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, 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. 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 his obligations under this Lease, including the obligation to pay Rent and Additional Rent as provided for herein, If the party originally entering into this Lease as Tenant, or any party who subsequently becomes the Tenant by way of assignment 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 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 control of the Tenant corporation without the written consent of the Landlord then the landlord shall be entitled to treat the Tenant as being in default and to exercise the remedies stipulated in paragraph 1 I (b) of this Lease and any other remedies available in law; (iii) the Tenant agrees to make available to the Landlord or his authorized representatives the corporate books and records of the Tenant for inspection at reasonable times, During the Term of the Lease the Premises shall not be used for any purpose other than commercial office purposes, 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, The Tenant shall not do or pennit 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 insW'llllce upon the Premises; (v) constitute a 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) The Tenant covenants that during the terms of this Lease and any renewal 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; (i) but the Tenant shall not be liable to effect repairs attributable to reasonable wear and tear, or to damage caused by fire, lightning or storm. Page #4 (b) The Tenant shall pennit 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 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 Tenant shall make the necessary repairs within the time specified in the notice; (ii) and 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 pennitted to enter the Premises, by himself or his 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, (A) and if the Landlord makes repairs the Tenant shall pay the cost of them immediately as Additional Rent. (c) Upon the expiry of the Tenn or other detennination 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 tear and damage by fire, lightning and stonn only expected. . (d) The Tenant shall immediately give written notice to the Landlord of any substantial damage that occurs to the Premises from any cause, 8, ALTERNATIONS AND ADDITIONS (a) If the Tenant, during the Tenn of this Lease or any renewal of it, desires to make any alteration or addition to the Premises, including but not limited to: erecting partitions, attaching equipment, and installing necessary furnishing 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 the proposed alterations or additions and the Tenant shall not proceed to make any alteration or addition unless the Landlord has approved the plan, and the Landlord shall not unreasonably or arbitrarily withhold his approval; . (A) and items included in the plan which are regarded by the Tenant as "Trade Fixtures" shall be designated 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 standards and by-laws of the municipality in which the Premises are located, (b) The Tenant shall be responsible for and pay the cost of any alterations, additions, installations or improvements that 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 the sign, advertisement or notice has been approved in every respect by the Landlord, . (d) All alterations 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 . . e . (f) Page #5 alterations to the Premises made by the Tenant or in connection with any other activity of the Tenant. If the Tenant has complied with his obligations according to the provisions of this Lease, the Tenant may remove his Trade Fixtures at the end of the Tenn or other tennination of the 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 8(f) above, the Tenant shall not, during the tenn of this Lease or any time thereafter remove &om 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 become unnecessary for the Tenant's business or is being replaced by a new or similar Trade Fixture; or (iii) the Landlord has consented in writing to the removal; but in any case the Tenant shall make good any damage caused to the Premises by the installation or removal of any Trade Fixtures, equipment, partitions, furnishings and any other objects whatsoever brought onto the Premises by the Tenant. (h) The Tenant shall, at his own expense, if requested by the Landlord, remove any or all additions or improvements made by the Tenant to the Premises during the Tenn 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 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 the cost of restoring the Premises, 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 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 respect to any encumbrance on or damage to the Premises, the Building and the Common Facilities occasioned by or arising 1Ì"om the act, default, or negligence of the Tenant, its officers, agents, servants, employees, contractors, customers, invitees or licensees: (i) and the Tenant agrees that the 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 with respect to the risk of business intenuption to an extent sufficient to allow the Tenant to meet his ongoing obligations to the Landlord and to protect the Tenant against loss 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 and improvements. . . e . Page #6 (d) The Tenant shall, during the tenn of this lease, 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 Tenant of the Premises, Such policies shall be written on a comprehensive basis with limits of not less that 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, 10, 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 the Tenn hereby granted shall cease from the date the damage or destruction occurred, and the Tenant shall immediately surrender the remainder of the Tenn and give possession of the Premises to the Landlord, and the Rent ITom the time of the surrender shall abate; (H) 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; (Hi) If the leased 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, (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, II. ACTS OF DEFAULT AND LANDLORD'S REMEDIES (a) An Act ofDefauIt bas occurred when: (i) the Tenant has failed to pay Rent for a period of 15 consecutive days, regardless of whether demand for payment has been made or not; (H) the Tenant bas breached his covenants or failed to perform any of his obligations under this Lease; and (A) the Landlord bas given notice specifying the nature of the default and the steps required to correct it; and Page #7 (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 assignment for the benefit of Creditors; (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 Construction Lien or other encumbrance is registered against the Landlord's property; (E) without the consent of the Landlord, made or entered into an agreement to make a sale of its assets to which the Bulk Sales Act applies; . (F) taken 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 premiwos; (v) the Premises; (A) become vacant or remain unoccupied for a period of thirty (30) consecutive 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; (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 Tenant has occurred: (i) the current month's rent together with the next three months' 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 he may choose. (c) If, because an Act of Default has occurred, the Landlord exercises his right to tenninate this Lease and re-enter the Premises prior to the end of the Tenn, 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; . (i) and the Tenant agrees to be liable to the Landlord, until the end of the Tenn of this Lease for payment of any difference between the amount of Rent hereby agreed to be paid for the Tenn 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 during . . . . Page #8 the tenn of this Lease shall not be exempt ftom 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 (8) 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 tenninate the Lease and re-enter the Premises, the Landlord 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 rectification to the Tenant and to recover the costs as Rent. (f) If, when an Act of Default has occurred, the Landlord chooses to waive his 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 his exercising his remedies with respect to a subsequent Act of Default: (i) No convenant, tenn, 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, 12, 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, to an extent that renders continued possession by the tenant impracticable, or if the Premises are expropriated or condemned by any competent authority: (i) The Landlord shall have the right to tenninate this Lease by giving ninety (90) clear days' notice in writing to the Tenant; or (ii) The Landlord may require the Tenant to vacate the premises within ninety (90) days ftom payment by the Landlord to the Tenant of a bonus equal to three months' rent, (A) but payment of the said bonus shall be accompanied or preceded by written notice ITom the Landlord to the Tenant advising of the Landlord's intent to exercise this option (b) The Tenant agrees to pennit the Landlord during the last three months of the Tenn 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 pennit anyone having written authority of the Landlord to view the Premises at reasonable hours, (c) If the Tenant remains in possession of the Premises after tennination of this Lease as aforesaid and if the Landlord then accepts rent for the Premises ftom the Tenant, it is agreed that such overltolding by the Tenant and acceptance of Rent by the Landlord shall create a monthly tenancy only but the tenancy shall remain subject to all the tenns and conditions of this Lease except those regarding the Tenn. . 13, . 14, e . 15, Page #9 ACKNOWLEDGEMENT BY TENANT The Tenant agrees that he will at any time or times during the Tenn, 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 confinning that the Lease is in full force and effect as modified); (b) the amount of Rent being paid; (c) the dates to which Rent has been paid; (d) other charges payable under this Lease which have been paid; (e) particulars of any prepayment of Rent or security deposits; and (f) particular of any subtenancies, 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 against the land, buildings or improvements of which the Premises fonn part, whether the charge is in the nature of a mortgage, trust deed, lien or any other fonn of charge arising &om 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 fonn required to subordinate this Lease and the Tenant's right to any such charge, and will, if required, attorn to the holder of the charge, (c) No subordination by the Tenant shall have the effect of pennitting the hOlder of any charge to disturb the occupation and possession of the Premises by the Tenant as long as the Tenant perfonns his obligations under this Lease, RULES AND REGULATIONS The Tenant agrees on behalf of itself and all persons entering the building with the Tenant's authority or pennission to comply with all reasonable rules and regulations that fonn part of this Lease or that the Landlord may make &om time to time for the safety, care and cleanliness of the Building and the preservation of good order in the Building and Common Facilities, 16, NOTICE (a) Any notice required or pennitted to be given by one party to the other pursuant to the tenns of this Lease may be given, to the Landlord at: 1475 Sib Concession RR#S Kincardine, Ontario N2Z 2X6 to the Tenant at the Premises or at: RR#S Kincardine, Ontario N2Z 2X6 . . e . Page # 10 (b) The above addresses may be changed at any time by giving ten (10) days written notice, (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 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 register notice of or a copy of this Lease on title to the Property of which the Premises fonn part without consent of the Landlord, IS, 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 finns 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. (c) When there are two or more Tenants bound by the same covenants herein contained, their obligations shall be joint and several, 19, 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 I st day of February, 2006, Such renewal shall be on terms and conditions to the mutually agreed upon by the Landlord and Tenant. IN WITNESS WHEREOF the Landlord and the Tenant have executed this Lease, SIGNED, SEALED AND DELIVERED in the presence of ) THE CORPORATION OF THE ) MUNICIPALITY OF KINCARDINE (Landlord) ) ~ Jlt.- _ ¡¿ ~ ) Mayor - Glenn S(itton ) ) k--. ~\~ :?X r~^^4- lef Administrative lcer - ) John deRosenroll ) ) ) ) ) VESTA-cANADIAN WIND TECHNOLOGY, ) INC. (Tenant) ) ) ) ) Hugh Ca ~'LlfA' /J Witness I I HAVE AUTHORITY TO BIND THE CORPORATION Page #11 SCHEDULE OF RULES AND REGULATIONS FORMING PART OF THIS LEASE . The Tenant shall observe the following Rules and Regulations (as amended, modified or supplemented from time to time by the Landlord as provided in this Lease): 1, The sidewalks, entrances, elevators, stairways and corridors of the building shall not be obstructed or used by the Tenant, his agents, servants, contractors, invitees or employees for any purpose other than access to and from the Premises, 2, The floors, sky-lights and windows that reflect or admit light into passageways or into any place in the building shall not be covered or obstructed by the Tenant, and no awnings shall be put over any window, 3, The toilets, sinks, drains, washrooms and other water apparatus shall not be used for any purpose other than those for which they were constructed, and no sweepings, rubbish, rags ashes or other substances, such as chemicals, solvents, noxious liquids or pollutants shall be thrown therein, and any damage resulting to them from misuse shall be borne by the Tenant by whom or by whose employees, agents, servants, contractors or Invitees the damage was caused, . 4, In the event that the Landlord provides and installs a Public Directory Board inside the buildings, the Tenant's name shall be placed on the said Board at the expense of the Tenant. s. The Tenant shall not perfonn any acts or carry on any activity which may damage the Premises or the common areas or be a nuisance to any other tenant. 6, No animals or birds shall be brought 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 Premises, No wires, pipes or conduits shall be installed in the Premises without 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 shall use the Premises for sleeping aparbnents or residential purposes, for the storage of personal effects or articles other than those required for business purposes, or for any illegal purpose, 9, e The Tenant shall not use or pennit the use of any objectionable advertising medium such as, without limitation, loudspeakers, 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 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 this rule will be responsible for any damage caused to the property of other tenants, or to the property of the Landlord, by such carelessness, The Tenant, when closing the Premises, shall close all windows and lock all doors, 11, The Tenant shall not without the express written consent of the Landlord, place any additional locks upon any doors of the Premises and shall not permit any duplicate keys to be made therefor; but shall use only additional keys obtained from the Landlord, at the expense of the Tenant, and shall surrender to the Landlord on the tennination of the Lease all keys of the Premises, 12. . 13, 14, No inflammable oils or other inflammable, toxic, dangerous or explosive materials shall be kept or pennitted to be kept in or on the Premises. No bicycles or other vehicles shall be brought within the Premises or upon the Landlord's property, including any lane or courtyard, unless otherwise agreed in writing, Nothing shall be placed on the outside of windows or projections of the Premises, No air-conditioning equipment shall be placed at the windows of the Premises without the consent in writing of the Landlord, . Page #12 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 other time consented to by the Landlord and the persons employed to move the same in and out of the building must be acceptable to the Landlord, Safes and other heavy equipment shall be moved through the Premises and common areas only upon steel bearing plates, No deliveries requiring the use of an elevator for &eight purposes will be received into the building or carried in the elevators, except during hours approved by the Landlord, 16. Canvassing, soliciting and peddling in the building is prohibited, 17. The Tenant shall first obtain in writing the consent of the Landlord to any alteration or modification to the electrical system in the Premises and all such alterations and modifications shall be completed at the Tenant's expense by an electrical contractor acceptable to the Landlord. 18, The Tenant shall first obtain in writing the consent of the Landlord to the placement by the Tenant of any garbage containers or receptacles outside the Premises or building, 19, The Tenant shall not install or erect on or about the Premises television antennae, communications towers, satellite dishes or other such apparatus, . 20. . . The Landlord shall have the right to make such other and further reasonable rules and regulations and to alter, amend or cancel all rules and regulations as in its judgement may from time to 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 employees, agents, servants, contractors or Invitees, The Landlord may from time to time waive any of such rules and regulations as applied to particular tenants and is not liable to the Tenant for breaches thereof by other tenants. , . Page #13 Schedule A To Lease made between . THE CORPORTION OF THE MUNICIPALITY OF KINCARDINE (the Landlord) And VESTA-CANADIAN WIND TECHNOLOGY, INC (the Tenant) As outlined below, the area to be leased tota12466 square feet, r ~ ·.IT 16' { . !:: i¡I ~ Mezzanine IT 12',6" 12',6" 12',6" 12',6" . III. " I N - :cJ) ~' Foyer L Kilc"~JI[: S(o~ t 60 60 Offi'à m 17,3 "\r \$;<" . '\ ~.r~ .' GI C, ,- \0 C\\I III 1:1 Q) ~ , II) . ~ .I'" " . ...,. OfficI! ,/ '" DIPcl! . . '~-Fq" ,Æ¡.¡., .,.... ,,/. .. -,,,. .., . -.¿ ,I' . Office 1.56 .' , -- -I" ZI' 12' 17_ Mezzanine 25' l¡r,6" 12',6" SCALE: 1/16" = l' Numbels in looms denole sqUl\1 , I mon oleo on sec 161,1 squore feel 1010 com I<incardíñê-: Airporl' 8uild~ng 2nd Floor. (