Loading...
HomeMy WebLinkAboutLEG 03-15 c'ty 00 Report to Executive Committee I ERING • Report Number: LEG 03-15 Date: February 9, 2015 From: Paul Bigioni Director, Corporation Services & City Solicitor Subject: D'Angelo (P.&G.) Homes Limited Lease Renewal - 935 Dillingham Road, Pickering - File: L-4100-002-14 Recommendation: 1. That Report LEG 03-15.respecting the City's lease renewal with D'Angelo (P.&G.) Homes Limited at 935 Dillingham Road, Pickering be received; 2. That the term of the said lease be extended for an additional two years ending March 31, 2017, and that a lease renewal letter be executed by the Mayor and City Clerk substantially in the form set out in Attachment 1 to this Report; and 3. That the appropriate City officials be authorized to take the necessary actions to implement these recommendations. Executive Summary: The City leases approximately 4,400 square feet of space at 935 Dillingham Road, Pickering (the "Premises") from D'Angelo (P. & G.) Homes Limited (the "Landlord"). The Premises are used by the City for vehicle and equipment storage. The Premises are required because the existing Operations Centre lacks sufficient storage space. Financial Implications: The recommended lease renewal would obligate the City to pay rent at a rate of$21,300.00 per year ($1,925.00 per month), plus applicable taxes, for the two year term. The rental rate has not been increased. Discussion: By a lease dated December 28, 2010, the City rented the Premises from the Landlord for a term of four months. The purpose of the lease was for the storage of vehicles and equipment. The additional storage space was necessary because there was insufficient storage space available at the Operations Center. The lease contained a renewal option for an additional three year term. The renewal option was exercised and the term of the lease was extended to March 31, 2014, with a 15 Report LEG 03-15 February 9, 2015 Subject: D'Angelo (P.&G.) Homes Limited Lease Renewal Page 2 renewal option for an additional year. The further one year renewal option was exercised, and the lease term is now set to expire on March 31, 2015. Staff anticipate that construction of the City's new Operations Centre will be completed toward the end of 2016. In the interim, the additional storage space is still required. 9 p q Staff therefore recommend that Council approve a further two year extension of the term of the lease to accommodate the City's need for storage space until such time as the new Operations Center is ready for occupancy. The renewal term would be from April 1, 2015 to March 31, 2017 at the rate of$5.25 per square foot. The total annual rent payable would be $23,100.00 plus applicable taxes. To give effect to the foregoing, it is recommended that the City execute a lease renewal letter substantially in the form set out in Attachment 1 to this Report. Attachments: 1. Lease Renewal Letter 2. 2013 Lease Renewal Agreement P - ,ared/Endorsed By: Pau ':4i Dir:cto Co 'orate Services & City Solicitor PB:ks Recommended for the consideration of Pickerin. A Cou ci , // Tony Prevedel, P.Eng. . Chief Administrative Officer CORP0227-07/01 revised 16 ATTACHMENT# / TO REPORT# LE-67 of / 0 g.-6- plAtigriocor m Angelo(V&G)Anus Frnifeb Pats web January 21,2015 City of Pickering One the Esplanade, Pickering, Ontario, L1V 6K7 . Dear Sir or Madam: RE: Unit#2-935 Dillingham Road, Pickering,Ontario Lease extension with D'Angelo(P&G)Homes Limited The Leased Premises is an area 4400 square feet. . 3rd Extended Term options $Per!sgft Yearly Monthly+TM1+HST 1.)April 1,2015 to March 31,2017 $5.25/sqft - $23,100.00 $1,925.00 4th Extended Option to Renew Upon expiry of the term in 2017,the Tenant shall have an additional option to renew for two(1) Year term at a rental rate to be negotiated at least six(6) months prior to renewal. Additional Rent . Estimated for 2015 CAM $9,591.96 $799.33 Estimated for 2015 Realty Taxes $7,656.00 $638.00 Common Area Maintenance and Realty Taxes are only estimated for 2015. Common Area Maintenance and Realty Taxes are subject to adjustment on an annual basis based on actual cost.All adjustments are made at our fiscal period April 30th and after accountants comments are made. L.M.R on Deposit as of November 13,2014 is$3,799.43 Our BN#is 86972 1837 Please advise us at your earliest convenience if these are acceptable terms. Yours very truly, D'Angelo P.&G.)Homes Limited . Corporation of the City of Pickering f Per: `,_/, 'tea Per. Ras- ne Parete Name: . Title: Date of acceptance Upon acceptance we will prepare the extension agreement for execution. If not renewing,we need to be advised no later than January 31st, 201.5 • 1255 TERWILLEGAR AVE.,UNIT 202,OSHAWA,ONTARIO L11 7A4 TEL:65-571-0085 FAX:905-571-4357 Email:dangelohomes @on.aibn.com 17 Ws-61• • • • (2od) ATTACHMENT# TO REPORT# Renewal Agreement • / .of. ? LEASE AGREEMENT • THIS INDENTURE dated the 15th day of November,201-3. • • BETWEEN: D'Angelo(P.&G.)Homes Limited • a company Incorporated under the laws of the Province of Ontario., • • • hereinafter referred to as`Landlord' -and- • • Corporation of The City of Pickering • a company incorporated under the laws of the Province of Ontario. hereinafter referred to as"Tenant WHEREAS by the original Lease dated December 28th, 2010, D'Angelo (P: & G.) Homes Limited, as Landlord,did lease to Corporation of the City of Pickering,as Tenant,the premises municipally known as 935 Dillingham Road, Pickering, Ontario L1C•3W9 consisting ale ground • floor of 4400 square,feet(the"Premises"or the"Demised Premises"),for a term ending April 30; • 2011,herein attached as Appendix"I' • • AND WHEREAS the Lease,was further amended by Lease Renewal Agreement dated April 21a, 2011 between the Landlord and the Tenant,the said Lease,as amended,was further extended for a three years term ending March 31,2014,herein attached as Appendix"II" • AND WHEREAS the Lease contains second option to'renew for a one(1)further term of one(1) year,and the Tenant is desirous of exercising its second option to renew the term ending March 31,2015 subject to certain amendments to the lease. AND WHEREAS the original Lease Agreement and the aforesaid Lease Renewal Agreements as amended from time to time by the agreements referred to hereinabove, is hereinafter collectively referred to as the'Lease'; AND WHEREAS the parties hereto agree that the Lease is in full force and effect. • NOW THEREFORE BE IT AGREED BETWEEN THE PARTIES AS FOLLOWS: • The term of the.Lease shall be amended and extended for a further term of one (1) year, commencing April 1,2014 and each and every one of the provisions of the Lease are to remain in full force and effect up to and including March 31,2015'save and except the parties hereto agree to amend the Lease effective from April 1,2014 as follows: • 1. . Delete the first paragraph of section 2 of the Lease and replace with the following: • TO HAVE AND TO HOLD the Demised Premises for and during a term of one (1)year to • commence on April 1,2014 and thenceforth next ensuing and fully to be completed and ended on March 31,2015(sometimes hereinafter referred to as'Second Renewal Period"). • 2. Delete the first paragraph of section 3 of the Lease and replace with the following: YIELDING AND PAYING THEREFORE unto the Landlord, its successors and assigns(at such place or places as the Landlord shall designate from time to time in writing)yearly and every year throughout the Second Renewal Period hereby demised a Minimum Rent equal to: • • DURING THE PERIOD APRIL 1.2014 TO MARCH 31.2015: • A) TWENTY-THREE THOUSAND ONE HUNDRED DOLLARS ($23,100.00) PER ANNUM PAYABLE IN EQUAL CONSECUTIVE MONTHLY • INSTALLMENTS OF ONE THOUSAND NINE HUNDRED AND TWENTY- FIVE DOLLARS-00/100($1,925.00)EACH,IN ADVANCE'ON THE FIRST • DAY OF EACH MONTH.. • 18 • 2 3. For greater certainty;Harmonized Sales Tax(HST),and any new or replacement sales tax or goods and services tax,is in addition to the payment of Rent,including Minimum Rent and additional rent. The Tenant is responsible for and shall pay to the Landlord when Rent payments are due,all HST and any replacement sales tax or goods and services tax thereon. Any and all • references in the Lease to payment of GST,including,without limitation,with respect to payment of GST in addition to any payment of rent,shall include any and all sales taxes including,without limitation,GST and/or HST which came into effect on July 1,2010. 4. The parties hereby acknowledge and confirm that they have been advised to receive Independent legal,tax and accounting advice and acknowledge that they have either obtained such independent legal,tax and accounting advice and representation or have agreed to waive the requirement thereof. 5. The parties acknowledge that they each have the right,power,and authority to execute this Lease Agreement. 6. This Lease Agreement shall enure to the benefit and shall be binding upon the parties hereto and their representatives,permitted successors and permitted assigns respectively. 7.. All other terms and conditions in the Lease,as previously amended,shall remain the same,enure to the benefit of and be binding on the parties herein. IN WITNESS WHEREOF THE PARTIES HERETO TO HAVE SET THEIR HANDS AND SEALS. <C" DATED at Oshawa,Ontario,this I`f day of 201-.c Witness: • D'ANGELO(P.&G.)HOMES LIMITED Name:Grace D'Angelo Title: President I have authority to bind the corporation. DATED-at Pickering,Ontario,this day of.V Gam'n u (( ,201 CORPORATION OF THE CITY OF PICKERING Witness: Per • David Ryan,Mayo Per. ) Debbie Shields,City Clerk: We have the authority to bind this corporation. 2 19 • Appendix "II" • Lease Renewal Agreement LEASE RENEWAL AGREEMENT THIS INDENTURE dated the 21st day of April,2011,to be effective as of April 1`r,2011. BETWEEN: D'Angelo(P.&G.)Homes Limited a company incorporated under the laws of the Province of Ontario., hereinafter referred to as'Landlord' • -and- Corporation of the City of Pickering a company incorporated under the laws of the Province of Ontario. hereinafter referred to as'Tenant' WHEREAS by a Lease dated December 28th, 2010, D'Angelo (P. & G.) Homes Limited, as Landlord, did lease to Corporation of the City of Pickering,as Tenant,the premises-municipally known as 935 Dillingham Road,Pickering,Ontario L1C 3W9 consisting of a ground floor of 4400 square feet(the"Premises'or the'Demised Premises"),for a term ending April 30,2011,herein attached as Appendix AND WHEREAS the original lease contains one(1)option to renew for a.one(1)further term of three(3)years,and the Tenant is desirous of exercising its first option to renew the term of the • Lease,subject to certain amendments to the original lease. AND WHEREAS the Tenant has requested to the Landlord to permit the Tenant to have an additional option to renew for a further term of one(1)year and the Landlord has agreed to allow the Tenant to have an additional term of one(1)year so that,provided that the Tenant is not in default,the Tenant will have one(1)remaining option to renew for one(1)year,after the Tenant has exercised its option to renew the Lease from April 1,2011 to March 31,2014,in accordance with this Lease Agreement; • AND WHEREAS the original Lease Agreement and the aforesaid Lease Renewal Agreement as amended from time to time by the agreements referred to hereinabove,is hereinafter collectively referred to as the'Lease'; AND WHEREAS the parties hereto agree that the Lease is in full force and effect NOW THEREFORE BE IT AGREED BETWEEN THE PARTIES AS FOLLOWS: The term of the Lease shall be extended for a further term of three(3)years,commencing April 1, 2011 and each and every one of the provisions of the Lease are to remain in full force and effect. up to and including March 31,2014 save and except the parties hereto agree to amend the Lease effective from April 1,2011 as follows: 1; Delete the first paragraph of section 2 of the Lease and replace with the following: TO HAVE AND TO HOLD the Demised Premises for and during a term of three (3)years to • commence on April 1,2011 and thenceforth next ensuing and fully to be completed and ended on March 31,2014(sometimes hereinafter referred to as'First Renewal Period'). 2. Delete the first paragraph of section 3 of the Lease and replace with the following: YIELDING AND PAYING THEREFORE unto the Landlord,its successors and assigns(at such place or places as the Landlord shall designate from time to time in writing)yearly and every year throughout the First Renewal Period hereby demised a Minimum Rent equal to: DURING THE PERIOD APRIL 1.2011 TO MARCH 31.2014: A) TWENTY TWO THOUSAND DOLLARS ($22,000.00) PER ANNUM ' PAYABLE IN EQUAL CONSECUTIVE MONTHLY INSTALLMENTS OF ONE THOUSAND EIGHT HUNDRED AND THIRTY THREE DOLLARS- 33/100 ($1,833.33) EACH IN ADVANCE ON THE FIRST DAY OF EACH MONTH. 20 ` 1 2 3. The fourth(4th)paragraph of Section 2 of the Lease Agreement is hereby deleted and the following shall be inserted in its place: (a) PROVIDED the Tenant is not in default in the observance and performance of any of the covenants,provisos and agreements in this Lease on its part to be paid,observed and performed of which due notice of default has been given by the Landlord to the Tenant at the time of the Tenant's notice of election to,renew this Lease is given to the Landlord,the.Landlord will at the expiration of the First Renewal Period,and upon the written request of the Tenant,mailed by registered mail or delivered to the Landlord not later than September 30,2013 grant to the Tenant a renewal for a further term of 12 month (hereinafter referred to as the "Second Renewal Period")commencing April 1,2014 upon the same terms and conditions as are amended herein save and except for the Minimum Rent,which minimum rent is to be agreed upon(the"Second • Renewal Minimum Rent")for the Demised Premises. > Notwithstanding anything contained herein to contrary, the Minimum Rent for the Second Renewal Term shall be determined using the current fair market values for equivalent commercial premises in the area where the Demised Premises are located; however, the Minimum Rent during any portion of the Second Renewal Term shall not be less than the Minimum Rent paid during the First Renewal Term. In the event that the Landlord and the Tenant are unable to agree upon the Second Renewal Minimum Rent,the same shall be determined by Arbitration in accordance with the provisions of the Arbitration Act,1991,of Ontario,as amended. Pending agreement of the parties as to the new Minimum Rent,or its determination by arbitration, the Tenant shall continue to pay the Minimum Rent payable during the last year of the First Renewal Period,and upon the new Minimum Rent being established shall forthwith adjust the Minimum Rent retroactive to the commencement of the Second Renewal Period. Notwithstanding anything contained in this section,the Minimum Rent shall be determined using current fair market values for equivalent commercial premises in the area where the Demised Premises as located. Notwithstanding the above, if the Tenant does not provide the Landlord with written notice to exercise the option to•renew as set out above,the Landlord shall advise the Tenant in writing in which case the Tenant shall have a further ten(10)days from receipt of the Landlord's notice to exercise its Lease renewal. • 4. For greater certainty,Harmonized Sales Tax(HST),and any new or replacement sales tax or goods and services tax,is in addition to the payment of Rent Including Minimum Rent and additional rent. The Tenant is responsible for and shall pay to the Landlord when Rent payments are due,all HST and any replacement sales tax or goods and services tax thereon. Any and all references in the Lease to payment of GST,including,without limitation,with respect to payment of GST in addition to any payment of rent,shall include any and all sales taxes including,without limitation,GST and/or HST which came into effect on July 1,2010. 5.. The parties hereby acknowledge and confirm that they have been advised to receive independent legal, tax and accounting advice and acknowledge that they have either obtained such independent legal,tax and accounting advice and representation or have agreed to waive the requirement thereof. 6. The parties acknowledge that they each have the right,power,and authority to execute this Lease Agreement 7. This Lease Agreement shall enure to the benefit and shall be binding upon the parties hereto and their representatives,permitted successors and permitted assigns respectively. 8. All other terms and conditions in the Lease,as previously amended,shall remain the same,enure to the benefit of and be binding on the parties herein. . • • fir, 21 • 3 IN WITNESS WHEREOF THE PARTIES HERETO TO HAVE SET THEIR HANDS AND SEALS. DATED at Oshawa,Ontario,this day of ! 2011. Witness: D'ANGELO(P.&G.)HOMES LIMITED /, ( i fi xi-e-e- A LA-134' NahGrace D'Angelo Title: President I have authority to bind the Corporation. • • DATED at Pickering,Ontario,this 6 day of Dn a, ,2011. CORPORATION OF THCITY OF PICKERING - Witness: • `.Per. , David Rya • Per. !J• h�3-� Debbie Shields,City Clerk We have the authority to bind this corporation. 3 • • • 22 - • APPENDIX I THIS INDENTTURE made the 28th day of December,2010. • IN PURSUANCE OF THE SHORT FORMS OF LEASES ACT. • BETWEEN: - D'ANGELO(P.&G.)HOMES LIMITED(Company incorporated under the laws of Ontario) Hereinafter called the"Landlord", OF THE FIRST PART; -and- CORPORATION OF THE CITY OF PICKERING Hereinafter called the"Tenant" OFTHE SECOND PART; WITNESSETH: Demise I. That in consideration of the rents,covenants and agreements hereinafter reserved and contained on the part of the Tenant to be paid,observed and performed,the Landlord does hereby demise and lease unto the Tenant that designated portion of the building erected,or to be erected,upon the lands and premises known as 935 Dillingham Road,Pickering, Ontario, and being Municipally known as the Region of Durham (hereinafter called the "Leased Premises" or "Demised Premises') containing an area of approximately 4400 square feet,herein set out in Schedule"A",marked in red. The legal description for the lands on which the Demised Premises on Plan con BF PT Lot 19,now RP RD 139 Part 2 known as 933-941 Dillingham Road,Pickering,Ontario L1W 1Z7 The area of the Leased Premises means the area expressed in square feet of all floors in the Leased Premises measured from the exterior face of the exterior walls,doors and windows,and from the centre line of all interior walls separating the leased Premises from adjacent premises. The Tenant shall have the right in common with the others entitled thereto to use the driveways and parking areas appurtenant to the Building,provided the Landlord shall have the right from time to time to make such changes and improvements or alterations as the Landlord may decide in respect of the common outside areas,including the right to change the location and layout of the parking areas. All common outside areas shall be subject to this Lease and the reasonable rules and regulations made from time to time by the Landlord. Term 2. To have and to hold the Leased Premises for and during the term of(4)Four months to be computed from the 1" day of Jenrisry, 2011 and from the thenceforth next ensuing and fully to be completed and ended on the 30th day of April,2011;with the option to renew for a further(1)one term of (3)three years at a rate to be negotiated,subject to the provisions herein set after.Save and except the period from December 22nd,2010 to December 31,2010 will be a gross rent free period. Provided however, that if the Leased Premises, or any part thereof are not ready on the commencement date of the term,due to the failure of the Landlord to complete construction or to make available the services which it is hereby obligated to furnish,no part of the rent or only the proportionate part thereof in the event the Tenant shall occupy a part of the Leased Premises shall be payable for the period prior to the date when the entire Leased Premises are ready for occupancy,and the full rent shall accrue only after such last mentioned date,and the Tenant hereby agrees to accept any such abatement of rent in full settlement of all claims which the Tenant might otherwise have reason of the Leased Premises not being ready for occupancy on the commencement date of the term. Provided further,however,that when the Landlord has completed construction of the Leased ' Premises and made available the aforesaid services,the Tenant shall not be entitled to any abatement of rent for any delay in occupancy due to the Tenant's failure to complete the installations and other work required for its purposes,or due to any other reason,nor shall the Tenant be entitled to any abatement of rent for any delay in occupancy if the Landlord has been unable to complete construction of the Demised Premises by reason of the Tenant's failure to complete the installation and other work required for its Purposes. . THE PARTIES agree that the Tenant shall have the option to renew the Lease,upon expiry on the term in 2011,for one(1)additional term of three(3)years. The rental during these renewed terms shall be the fair market rent,to be agreed upon by the Landlord and the Tenant In the event that such agreement is not reached within ninety(90)days prior to the end of the existing term,the matter shall be referred to arbitration pursuant to the Arbitration Act of Ontario. The option to renew is to be exercised by the Tenant in writing to the Landlord six(6)months prior to the expiration of the then existing term of the Lease. jrg 1 tag'. c-x t 110 t 23 Ran 3. Yielding and paying therefore yearly and every year during the term hereby granted without any deduction,defalcation,or set-off whatsoever,the sum of$22,000.00(Twenty-two Thousand Dollars— xac/100)per annum of lawful money of Canada(based on annual rate of$5.00 per square foot of the Leased Premises)payable in advance in equal consecutive monthly installments of$1,833.33(One Thousand Eight Hundred and Thirty-three Dollars—33/100)during the term of January 1,2011 to April 30,2011. Each on the first day of each month in each year during the term hereby granted,together with additional rent hereinafter reserved in paragraph 7&Schedule"B'forming part of this lease agreement. If the term commences on any day other than the first,or ends on any other day than the last day of the month,rent for the fractions of a month at the commencement and at the end of the term of shall be adjusted pro-rata Use of Premises 4. The Tenant shall have the rights to use and occupy the Leased Premises only for the storage of Works Department equipment and related items and an office and for no other purpose,provided the • Tenant,in the use and occupation of the Leased Premises and in the prosecution or conduct of any business therein,shall comply with all requirements of all laws,orders,ordinances,rules and regulations of any Federal,Provincial or Municipal authorities and with any direction or certificate of occupancy issued pursuant to any law by any public officer or officers. The Tenant covenants that it will not use or permit to be used any part of the Leased Premises for any dangerous,noxious or offensive trade or business,and will not cause or maintain any nuisance in,at or on the Leased Premises,or cause or permit the Leased Premises to be used for the purpose of any bankrupt,liquidation or auction sale. Payment 5. All payments are required to be made by the Tenant under or in respect of this lease shall be made to the Landlord at the Landlord's office at Unit#la, 1255 Terwillegar Ave Oshawa,Ontario • L1J 7A4 Or such agent or agents of the Landlord or at such other place as the Landlord shall hereafter from time to time direct in writing to the Tenant Deposit 6. Landlord acknowledges receipt of$3,559.12(Three Thousand Five Hundred & Fifty Nine Dollars—12/100)from the Tenant to be held by the Landlord as security for the due performance by the Tenant of all its covenants and obligations on its part herein contained and to be applied to the damages resulting from default by the Tenant or any of its covenants and obligations hereunder,or towards the payment of reduction of any claim of the Landlord against the Tenant;provided that the Tenant is not in default or in breach of any of its covenants or obligations,and has not been declared bankrupt,then the aforesaid deposit shall be applied on account of the last month's rent due hereunder. Tenants 7. The Tenant covenants and agrees to and with the Landlord as follows: (a) to pay rent as aforesaid; (b) (I)The Tenant will(I)pay as additional rent to the Landlord or the taxing authorities as the Landlord directs in each and every year during the Term and within the times provided for by the taxing authorities all taxes,including local improvement rates,impost charges or levies,rates,duties and assessments whether general or special,that may be levied,rated,charges or assessed against the Leased Premises or any part thereof from time to time on the basis of a separate assessment by any taxing authority, whether federal, provincial, municipal, school or otherwise, and any taxes payable by the Landlord which are imposed in lieu of;or in addition to any such real property-taxes; (2)to pay the Landlord within ten(10)days after demands a Proportionate Share,(based on a ratio,the numerator of which is the area of the Leased Premises and the denominator of which is the total area of all leaseable premises in the building),of all taxes,including local improvement rates impost charges or levies,rates,duties and assessments,whether general or special that maybe levied,rated,charged or assessed against the parking areas, entrances and exits,pedestrian walkways,roadways,service areas or any parts thereof and any other common areas and facilities of in or appurtenant to the Building or any part thereof from time to time and any taxes payable by the Landlord which are imposed in lieu of or in addition to such,real property taxes; (3)provide the Landlord within ten(10)days after demand with a copy of any separate tax bills an separate notices of assessment for the Leased Premises; (4)upon request,promptly deliver to the Landlord,receipts for payment of all such taxes paid to any such taxing authorities,as aforesaid and furnish such other information in connection therewith as the Landlord reasonably requires. (II)If in any year during the Term,there is not a separate assessment made by any taxing authority with respect to the Leased Premises,the Tenant shall pay,as additional rent in each such year during the term and within ten(10)days after demand,to the Landlord,a proportionate share(as herein before defined)of all taxes including local improvement rates,impost charges or levies,rates duties and assessments,whether general or special which may be levied, rated charged, or assessed against the Building, including all leasable premises therein,and the lands on which the Building is situated and the parking areas,entrances and exits,pedestrian walkways,roadways,service areas or any part eN, 24 2 a a _ � thereof and all other common areas and facilities of in or appurtenant to the Building and any taxes payable by the Landlord which are impose in lieu of or in addition to any such real property taxes. In case of paragraph 7(b)(1) (2)and paragraph 7(b)(II),prior to the commencement of the term of this Lease and to the commencement of each calendar year thereafter which commences during the term, the Landlord shall estimate the amount of taxes and the Tenant's Proportionate Share thereof as herein before set forth for the ensuing calendar year or(if applicable)broken portion thereof as the case may be,to become payable under this Lease,and notify the Tenant in writing of such estimates.The amount so estimated shall be payable in equal monthly installments in advance over the calendar year or broken portion thereof in question, each such installment being payable on each monthly rental payment date provided in paragraph 2 hereof Notwithstanding anything herein contained to the contrary,in the event that at the time when the payment of the dais taxes,interim or final, installment or otherwise,is due,the Landlord shall not have on deposit a sufficient sum to pay the full amount of such taxes,the Tenant shall forthwith upon demand pay its Proportionate Share,as aforementioned,of the amount of any deficiency to the Landlord. When the taxes for the calendar year or broken portion thereof in question become finally determined,the Landlord shall recalculate the Tenants Proportionate Share accordingly. If the Tenant has overpaid such Proportionate Share,the Landlord shall credit any such excess paid as against any future amount to be paid(save with respect to the final lease year when,in such event,the Landlord shall refund any excess paid),but is any balance remains'unpaid, the Landlord shall fix monthly installments for the then remaining balance of such calendar year or broken portion thereof such that,after giving credit for installments paid by the Tenant hereunder on the basis of such estimate,the Tenant's entire Proportionate Share will have been paid during such calendar year or broken portion thereof but if for any reason the taxes are not finally determined within such calendar year or broken portion thereof the parties shall make the appropriate re- adjustment when such taxes become finally determined. Neither part may claim a re- adjustment in respect of the Tenant's Proportionate Share of taxes based upon any error of estimation,determination or calculation thereof unless claimed in writing prior to the expiration of one year to which any taxes relate. The Tenant at all reasonable times prior to the expiration of one year after the calendar year to which any taxes relate,upon reasonable notice to the Landlord, shall be entitled to inspect.the Landlord's records (including copies of tax bills)and statements pertaining to such taxes and the calculation of Tenant's Proportionate Share. • Business (c)Tenant shall pay the Landlord,on demand as additional rent in the proportion that Taxes on buildings area(based on outside measurements of buildings erected on the lands)all Common business taxes,if any,from time to time payable by Landlord(or by any corporation that Areas may provide the same)in respect of the parking areas,entrances,roadways,service areas, or any part thereof from time to time. Tenant shall have a similar right to inspect Landlord's records pertaining to such bnsinrss taxes as set forth in paragraph 7 (b) hereof Tenant's (d)Tenant shall pay,in each and every year during the term,as additional rent,and discharge within twenty(20)days after same shall become due and payable,all taxes, rates,duties,and assessments and other charges that may be levied,rated,charged or assessed against or in respect of all improvements,equipment and facilities of the Tenant on or in the Demises Premises(whether installed by the Tenant or by the Landlord on behalf of the Tenant)and every tax and license fee in respect of any and every business carry on thereon or therein in respect of the use or occupancy thereof by the Tenant(and every subtenant or licensee),whether such taxes,rates,duties,assessments and license fees are charged by any municipal,parliamentary,school or other body during the term hereby drmised, and will indemnify and keep all loss, costs, charges and expenses • occasioned by,or arising from any and all such taxes,rates,duties,assessments,license fees and any all such taxes which may in future be levied in lieu of such taxes; and any such loss,costs,charges and expenses suffered by the Landlord may be collected by the Landlord as rent with all rights of distress and otherwise as reserved to the further covenants and agrees that upon written request of the Landlord,the Tenant will properly deliver to it for inspection receipts for payment of all taxes,rates,duties,assessments and other charges in respect of all improvements,equipment and facilities of the Tenant in or in the Demised Premises which were due and payable up to one month prior to such Separate request,and in any event will furnish to the Landlord,if requested by the Landlord before School the 21"day of October in each year covering payments for the proceeding Taxes year. If the Tenant or any subtenant or licensee of the Tenant shall pay to the Landlord, as additional rent,so soon as the amount of the separate school taxes are ascertained,any amount by which the amount of the separate school taxes exceed the amount which would have been payable for school taxes had such election not been made. wicks (e)Tenant shall pay as the same become due respectively all charges for public and private utilities,including without limitation water,gas,electrical power or energy,steam or hot water used upon or in respect of the Demised Premises and for fittings,machines, • apparatus,meters or other things leased in respect thereof and for all work or services ' performed by any corporation or commission in connection with such utilities. • 3 it a f19. CJrbrG4 25 • Appeal (f)Tenant shall have the right to contest,by appropriate legal proceedings,at its own expense and so long as the Landlord is not involved in any cost, loss or penalty • whatsoever,the validity of any tax,rate(including local improvement rates),assessment or other charges referred to in paragraph 7(b),(c),(d)or(e)hereof Operating (g)In this paragraph 7(g) (I) 'Operating Costs"means the total amount paid or incurred,regardless of when payable,whether by Landlord or others on behalf of Landlord, for operating and maintaining the building of which the Demised Premises form a part as.a first-class industrial building so as to give high character and distinction and shall include,without limiting the generality of the forgoing,all monies paid or incurred to persons,firms, companies or corporations employed in the maintenance of the said building all costs of repairs required for such maintenance,the costs of providing hot and cold water,electricity,gas,steam or other public or private utility not otherwise payable by Tenant, the cost of window cleaning, fire, casualty, liability and other insurance, telephone and - other public utility costs,•of service contracts with independent contractors,remuneration to manage agents,the cost of audit fees for the calculation of rental adjustments under this Lease,the total cost of operating, maintaining, cleaning (including snow and ice removal and/or clearance), supervising, policing, repairing and replacing the exterior parking areas,common areas,landscaped areas and facilities, salaries, expenses'and costs applicable to the capital cost or replacement of mechanical equipment within the building or appurtenances thereof(if any)and all other expenses paid or incurred by the Landlord in connection with the maintenance or operation and management of the said building and the services connected herewith including,but not limited to a management fee, charged at the rate of fifteen percent (15%)of all Operating Costs. (II) "Proportionate Share"means the ratio which the area of the Demises Premises bears to the total rentable area of the building of which the Demised Premises form a part During the term of this lease,the Tenant shall pay as additional rent to the Landlord its Proportionate Share of Operating Cost Prior to the commencement of the term of this lease and of the commencement of each fiscal period selected by the Landlord thereafter which commences during the term,the Landlord shall estimate the amount of Operating Costs and the Tenant's Proportionate Share of Operating Costs for the ensuing fiscal period of(if applicable)broken portion thereof as the case may be,and notify the Tenant in writing of such estimate. The amount so estimated shall be payable in equal monthly installments in advance over the fiscal period or broken portion thereof in questions each such installment being payable on each monthly rental payment date provided in paragraph 3 hereof. The Landlord may from time to time alter the fiscal period selected, in which case,and in the case where only a broken portion of a fiscal period is included within the term,the appropriate adjustment in monthly payments shall be made. From time to time during a fiscal period,the Landlord may re-estimate the amount of Operating Costs and the Tenant's Proportionate Share thereof for.such fiscal period or broken portion thereof,in which event the landlord shall notify the Tenant in writing of such re- estimate and fix monthly installments for the then remaining balance of such fiscal period or broken portion thereof such that,after giving credit for installments paid by the Tenant on the basis of the previous estimate or estimates,the Tenant's entire Proportionate Share of Operating Costs will have been paid during such fiscal period or broken portion thereof As soon as practicable after the expiration of each fiscal period,the Landlord shall make a final determination of Operating Costs and of the Tenants Proportionate Share of Operating Costs for such fiscal period or(if applicable)broken portion thereof and notify the Tenant,and the parties shall make the appropriate re-adjustment Neither party may claim a re-adjustment in respect of the Tenant's Proportionate Share of Operating Costs based upon any error of estimations,determination or calculation thereof unless claimed in writing prior to the expiration of one year after the fiscal period to which the Operating Costs relate. Upon request made within reasonable time after receipt of each such notice,the Tenant shall be entitled to inspect a statement disclosing in reasonable detail the particulars of Operating Costs and the calculation of the Proportionate Share thereof and the books and records of the Landlord pertaining thereto. Repel= (h)Tenant,at its own expense,shall maintain and keep the Demised Premises and every part thereof in good order and condition and promptly make all needed repairs and replacements including, but not limited to repairs and replacements to all fixtures, machinery and equipment which are the property of the Landlord and contained in the Demised Premises(reasonable wear and tear,and damage by fire lightning and tempest only accepted)and,without limiting the generality of the foregoing,the Tenant shall keep y el) 2 6 4 (Pr; • the Demised Premises well painted,clean and in such condition as a careful owner would do. Fairy to (i)That it shall be lawful for the Landlord and its agent,at all reasonable times during the View said term,to enter the Demised Premises to inspect the condition thereof Where an State of inspection reveals repairs are necessary.The Landlord shall give to the Tenant notice in Repair writing and thereupon the Tenant will,within sixty(60)days from the date of deliver of the notice,make the necessary repairs in a good and workmanlike manner and at its own expense. Compliance (j)That it will promptly comply with all requirements of all applicable statutes,laws,by- with laws ate, laws,rules,regulations,ordinances and orders from time to time in force during the term hereof whether municipal,parliamentary or otherwise,including all lawful requirements of the local Board of Health,Police or Fire Departments and Municipal authorities,and with every applicable regulation, order and requirement of the Canadian Fire Underwriters Association,or any body having a similar function,or of any liability or fire insurance company by which the Landlord and Tenant or either of them maybe insured at any time during the term hereof 12555 (k)And further,that the Tenant will at the expiration or sooner determination of the said Premises term,peaceably surrender and yield up unto the Landlord the said premises hereby. in good demised with the appurtenances together with all buildings or erections which at any time Repair during the said term shall be made therein or thereon,in good and substantial repair and condition, reasonable wear and tear and damage by fire, lightning and tempest only excepted. Heating (1) To heat, at its own expense from heating equipment originally supplied by the Landlord, the Demised Premises to a degree sufficient to protect the said Demises Premises and their contents from damage by cold or frost,and to operate,maintain,repair and/or replace,if necessary,at its own expense,the said heating equipment. In this regard the Tenant will,at its own expense,obtain and keep in good standing during the term of this lease a maintenance and service contract on the heating equipment issued by an approved mechanical contractor,and shall supply the Landlord with a copy of such contract. Assignment (m)That it will not assign,sublet or part with possession of the Demised Premises or any And part thereof or share the occupation of the Demised Premises or any part thereof without Subletting the Landlord's written consent, which consent shall not be unreasonably withheld; provided that no assignment, subletting, licensing or parting with possession of the Demised Premises shall in any way release the Tenant,or any Guarantor hereof from its or their obligations under the terms of this Lease. Nuisance (n)That it will not do or omit or permit to be done or omitted upon or about the Demised Premises anything which shall be or result in a nuisance or menace to the Landlord or other tenants of the building of which the Demised Premises form a part. Insurance (o)Tenant shall pay its proportionate share of the cost of insuring as more particularly set forth in paragraph 7(g)hereof In addition, the Tenant covenants and agreed that in the event the Tenant's use and occupation of the Demised Premises,whether or not the Landlord has consented to the same,causes any increase in premiums for fire and extended coverage insurance,rental, boiler,casualty and other types of insurance carried by the Landlord form time to time on the building of which the Demised Premises form a part,above the rate for the lease hazardous type of occupancy legally permitted in the Demised Premises,the Tenant shall pay the additional premium on the policies aforementioned caused by reason thereof In such event,the Tenant shall also pay any additional premium on the rent insurance policies that may be carried by the Landlord for the Landlord's protection against rent lost through fire or other casualty. If notice of cancellation shall be given respecting any insurance policy or any insurance policy on the said building or any part thereof shall be cancelled or refused to be renewed by an insurer by reason of the use of the occupation of the Demised Premises by the Tenant whether or not the Landlord has consented to such use and occupation,the Tenant shall forthwith remedy or rectify such use or occupation upon being requested to do so in writing by the Landlord and if the Tenant shall fail to so forthwith,the Landlord may,at its option,determine this Lease forthwith by leaving upon the Demised Premises notice in writing of termination and thereupon rent and any other payment for which the Tenant is liable under this Lease shall be apportioned and paid up in full to the date of such determination of the Lease, and the Tenant shall immediately deliver up vacant possession of the said premises to the Landlord. 5 /\ ' `-67i:A 27 • • Additional Bills for additional premiums as aforementioned shall be rendered by the Landlord to the Premiums Tenant at such times as the Landlord may elect,and shall be due from and payable by the Tenant when rendered and the amount thereof shall be deemed to be and paid as additional rent. Plate Tenant agrees to replace,at its own expense,any plate glass or other glass that has been Glass broken or removed during the term of the Lease or any renewal thereof and will during the said term keep the plate glass fully insured,pay the premium for such insurance and provide the Landlord with a certificate of such plate glass insurance. Damage to (p)In the event of any damage to the Leased Premises by any cause,to give notice in Leased writing to the Landlord of such damage forthwith upon the same becoming known to the Premises Tenant. Business Taxes etc., (q)Tenant agrees to pay all business taxes,if applicable,its own income taxes,capital taxes,goods and services taxes,license fees,and any other taxes or fees imposed by any • government authority having jurisdiction in respect of the business carried on by the Tenant in and upon or by reason of their occupancy of the premises hereby demised. Tenant's authority to Let (r)That the Tenant has good right,full power and absolute authority from the Landlord the Demised Premises according to the true intent of this indenture. • Landlord's 8. The Landlord covenants and agrees to and with the Tenant as follows: Covenants Quiet (a)For.quiet enjoyment. Enjoyment Maintrnanrp (b)To maintain and keep in good repair(at the expense of the Tenant as set forth in paragraph 7(g)hereof)the parking areas,common areas and landscaped areas;to provide reasonably adequate snow clearance to permit ingress and egress to the Demised Premises and parking areas. Taxes (c) Subject always to the provision of paragraphs 7(b),(c)and(d)hereof;to pay all taxes(including local improvement rates), rates, duties and assessments that may be levied, rated, charged or assessed against the said lands and buildings in which the Demised Premises are situate,and to pay all business taxes in respect of the common areas(if any)as set forth in paragraph 7(c)hereof but excepting Tenant's taxes and license fees as set forth in paragraph 7(d)hereof. • Insurance (d)Subject always to the provisions of paragraph 7(g)and(o)hereof,to maintain in full force and effect during the term of this Lease fire insurance with extended coverage endorsement on the building in responsible insurance companies in an amount such as would be carried by a prudent owner of a similar building. Landlord's (e)That the Landlord has in it good right,full power and absolute authority to let the Authority Demised Premises with appurtenances according to the true intent of this indenture. To let Seizure 9. It is hereby expressly agreed that,in case,without the written consent of the Landlord, And Bankruptcy the Demised Premises shall become and remain vacant or not used for a period of thirty(30)days while the same are suitable for use by the Tenant,or be used be any other person than the Tenant, or in case the term hereby granted or any of the goods and chattels of the Tenant shall be at any time seized or taken in execution or in attachment by any creditor of the Tenant,or the Tenant shall make any assignment for the benefit of creditors or give any bill of sale without complying with the Bulk Sales Act(Ontario),or become bankrupt or insolvent,or take the benefit of any Act now or hereafter in force for bankrupt or insolvent debtors or any Order shall be made for the winding up of the Tenant,then and in every such case the then current month's rent and the next ensuing three(3)month's rent shall immediately become due and payable,and,at the option of the Landlord, this Lease shall cease and determine and the said term shall immediately become forfeited and void,in which event the Landlord may re-enter and take possession of the Demised Premises was or were holding over after the expiration of the term without any right whatever. No 10. It is hereby expressly agreed that notwithstanding the benefit of any present of future Exceptions Statute taking away or limiting the Landlord's right of distress none of the goods and chattels of For the Tenant on the Demised Premises at any time during the dais term shall be exempt from levy by Distress distress for rent in arrears. Public 11. It is hereby expressly agreed that the Landlord shall not in any event whatsoever be liable Liability or responsible in any way for any personal injury or death that may be suffered or sustained by the Tenant or any employee of the Tenant or any other person who may be upon the Demised Premises or for any loss or damage or injury to any property belonging to the Tenant or to its employees or to any other person while such property is on the Demised Premises and, in particular(but without limiting the generality of the foregoing),the Landlord shall not be liable for any riamage to any such property caused by steam,water,rain or snow which may leak into,issue or flow from any part of the said building or adjoining premises or from the water, steam, 2 8 6 9r,)‘6,- • sprinkler or drainage pipes or plumbing works of the same or from any other place or quarter or for any damage caused by or attributable to the condition or arrangement of any electrical or other wiring or for any damage by anything done or omitted to be done by any Tenant.. lndemnificarion 12. It is hereby expressly agreed that the Tenant will indemnify and save harmless the Of Landlord Landlord from and against all liabilities,fines,suits,claims,demands,costs and actions of any kind or nature whatsoever to which the Landlord shall or may become liable for,or suffer by • reason of any breach, violation or non-performance by the Tenant of any covenant, term or provision hereof,or by reason of any injury,loss,damage or death resulting from,occasioned to or suffered by any person or persons,or any property by reason of any act,neglect or default on the part of the Tenant,or any of its agents,customers,employees,servants,contractors,licensees or invitees,in or about the Demised Premises or any part violation,damage to property,loss, - injury or death occurring during the term of this Lease shall survive any contrary notwithstanding. Holding 13. It is hereby expressly agreed that,if the Tenant shall continue to occupy the Demised Over Premises after the expiration of this lee e,with or without the consent of the Landlord,and without any further written agreement,the Tenant shall be a monthly tenant at a monthly rental herein reserved and otherwise on the terms and conditions herein set forth,except as to the length of the tenancy. In such case the Tenant agrees to give the landlord when terminating from the premises not less than sixty(60)days written notice to vacate the premises,based on a calendar month,and to be delivered to the Landlord's office at 1255 Terwillegar Ave.,Oshawa,Ontario L1J 7A4. Overloading 14. It is hereby expressly agreed that the Tenant will not bring upon the Demised Premises or any part thereof any machinery equipment,article or thing that by reason of its weight,size or use might damage the floors of the Demised Premises and that if any damage is caused to the Demised Premises by any machinery equipment,article or thing or by overloading or by any act,neglect or misuse on the part of the Tenant or any of its servants,agents,employees or any person having business with the Tenant,the Tenant shall forthwith repair the same or pay to the Landlord the cost of making good the same. Post-dates 15. The covenants to provide the Landlord on or before the commencement of each Lease Year during the Tenn of this Lease or any renewal thereof with a series of two(2)post-dated cheques for payment of the monthly rent plus HST owing under the term of this Lease. Payments. 16. It is hereby expressly agreed that in the event of failure of Tenant to pay any taxes,rates, Deemed insurance,premiums or other charges which it has herein covenanted to pay,the Landlord may Rent pay the same and shall be entitles to charge the sums so paid to the Tenant who shall pay them forthwith on demand;and Landlord,in addition to any other rights,shall have the same remedies and may take for the recovery of all such sums as it might have and take for the recovery of rent in arrears under the terms if this Lease;all such payments required to be made under the terms of this Lease shall be deemed rent. • Evidence of Payment 17. It is It is hereby expressly agreed that the Tenant shall from time to time at the request of the Landlord produce to the Landlord satisfactory evidence of the due payment by the Tenant of all payments required to be made by the Tenant under this Lease. No abatement of rant 18. There shall be no abatement from or reduction of the rent due hereunder,nor shall the Tenant be entitled to damage,losses,costs or disbursements from the Landlord during the term hereby created on, caused by or on account of fire,(except as above)water,sprinkler systems, partial or temporary failure or stoppage of heat,light,elevator,live steam or plumbing services in or to the said premises or building whether due to acts of God,strikes,accidents,the making of alterations,repairs,renewals,improvements,structural changes to the said premises or buildings or the equipment or systems supplying the said services,or from any cause whatsoever.provided that the said failure or stoppage be remedied within a reasonable time damage with all reasonable speed. Event of Default 19. On each occurrence of default in the payment of Rent,the Tenant shall further pay to the Landlord on demand in addition to the aforesaid interest an administration fee equal to the of(i) Two Hundred Dollars($200.00)and ill two percent(2%)of the amount of Rent in default. The Tenant shall pay to the Landlord forthwith upon demand all costs incurred by the Landlord,including,without limitation,legal expenses on a solicitor and his client basis arising as a result of any default in Tenant's obligations under the Lease. N.S.F.cheques 20. The Tenant agrees that in the event any of its cheques payable to the Landlord are returned by the bank marked"Insufficient Fund"(NSF),the Tenant will be liable to the Landlord in the amount of$100.00 for each cheque. Interest on Monies 21. All arrears of rent any monies paid by the Tenant hereunder shall bear interest at the rate in Default which is two percent(2%)in excess of the current rate charged by the Landlord's bank for the prime commercial lending rate from the time such arrear become due until payment of same to the Landlord but only upon the demand of the Landlord.. (170 e -• 7 D _ t 2 9 • Loading and 22. It is hereby expressly agreed that all loading and unloading of merchandise,supplies, Unloading materials,garbage and other chattels shall be affected only through or by means of such doorways or corridors as the Landlord shall designate. . Blocking access (i) The Landlord covenants and agrees that the access of the Tenant's premises is not to be blocked or restricted in the event the Tenant herein notifies the Landlord that the Tenants access is being blocked or restricted.The Landlord shall immediately have a towing company monitor and remove the vehicle causing the block or restriction at the vehicle owner's expense.If the Tenant is blocking any access to or fore from the building the same will apply as mentioned above. Refuse 23. It is hereby expressly agreed that the Tenant will keep the Demised Premises and every part thereof in a clean and tidy condition and will not permit waste paper,garbage,ashes or waste or objectionable material to accumulate thereon. Demised 24. It is hereby expressly agreed that whenever in this Lease reference is made to the Premises Demised Premises or leased premises it shall include all structures,improvements and erections in • Defined or upon the Demised Premises or any part thereof from time to time. • Fixtures 25. Provided all rent due or to become due under the terms of this Lease is fully paid,Tenant may remove its fixtures;provided further that the Tenant shall not remove or carry away from the Demised Premises any building or any plumbing,heating or ventilating further that the Tenant shall make good any damage caused by such removal of fixtures. Re-entry 26. Proviso for re-entry by the said Landlord on non-payment of rent or non-performance of covenants. The above powers may be exercised,whether demand for the rent has been made or not. Provided • that notwithstanding anything herein before contained,the Landlord's right of re-entry hereunder for non-payment of rent,non-performance of covenants,seizure or forfeiture of the said term shall - become exercisable immediately upon such default being made. Provided further that upon such re-entry by the Landlord under the terms of this paragraph or any other provision or provisions of this Lease,the Landlord may,in addition to any other remedies to which the Landlord may be entitled,at its option,at any time and from time to time re-let the Demised Premises or any part or parts thereof for the account of the Tenant or otherwise and receive and collect the rents therefor, applying the same first to the payment of such expenses as the Landlord may have incurred in recovering possession of the Demised Premises,including legal expenses and solicitor's fees and for putting the same into good order or condition or preparing or altering the same for re-rental and all other expenses,commissions and charges paid,assumed or incurred by the Landlord in or about re-letting the premises and then to the fulfillment of the covenants of the Tenant hereunder. Any such re-letting herein provided for may be for the remainder of the term as originally granted or for a longer or shorter period. In any such case and whether or not the Demised Premises or any part thereof be re-let,the Tenant shall pay to the Landlord the rental hereby reserved and all other sums required to be paid by the Tenant up to the time of termination of the Lease or of recovery of possession of the Demised Premises by the Landlord, as the case may be, and thereafter the Tenant covenants and agrees,if required by the Landlord,to pay to the Landlord until the end of the term of this Lease the equivalent of the amount of all rentals hereby reserved and all other sums required to be paid by the Tenant hereunder,less the net avails of re-letting,if any,and the same shall be due and payable by the Tenant to the Landlord on the days herein provided for payment of rental the Tenant shall pay to the Landlord the amount of the deficiency then existing. • Inspect 27. Provided that during the term hereby created any person or persons may inspect the said Premises premises and all parts thereof at all reasonable times,on providing a written order to that effect signed by the Landlord or its agents. Notices 28. Provided that the Landlord shall have the right during the term of this Lease to place For Sale upon the Demised Premises a notice stating that the Demised Premises are not for sale and shall, Or To Let within three(3)months from the termination of the said term,have the right to place upon the Demised Premises a notice stating that the Tenant will not remove such notice or permit to be removed. Removal 29. Provided that in case of removal by the Tenant of goods or chattels of the Tenant from Of good off the premises,the Landlord may allow the same for thirty(30)days in the same manner as is provided for in the Tenant Protection Act ILO June 17,1998 Alteration, 30. That if the Tenant shall during the said term desire to the affix or erect partitions, • Partitions Etc., counters,or fixtures in any part of the walls,floors or ceilings or the Demised Premises, it may do so at its own Expense at any time and from time to time provided that the Tenant's right to make such alterations to the Demised Premises shall be subject to the following conditions: (a) That before undertaking any such alterations,the Tenant shall submit to the Landlord a plan showing the proposed alterations and shall obtain the approval and consent of the Landlord to the same. (b) That all such alterations shall conform to all building by-laws,if any of them in force • affecting the Demised Premises. 3 0 8 fKn . 4. (c) That such alteration will not be of such kind or extent as to in any manner weaken the structure of the building after the alterations are completed or reduce the value of the building. (d) That,except as herein provided the Tenant will not erect or affix or remove or change the location or style of any partitions or fixtures,without the written consent of the Landlord being first had and obtained. Improvements 31. Any alteration,erection or improvement placed or erected upon the Demised Premises shall become a part thereof and shall not be removed and shall be subject to all the provisions of this Lease. No alteration,erection or improvement shall tie made or erected upon the Demised Premises without the prior written consent of the Landlord. Protective 32. The Tenant agrees to pay the costs of any installations,additions or alterations to the said premises that the Landlord may be required to make by any Municipal, Provincial or other governing authority,or requested by any private protective system used by the Tenant,for the security and protection of the Tenant and his employees and his or their effects including but not so as to limit the foregoing installations,additions or alterations for fire and theft protection and all such installations,additions,or alterations shall forthwith become the property to the Landlord. Fin 33. Provided, and it is hereby expressly agreed, that if and whenever during the hereby demised the building of which the Demised Premises form a part shall be destroyed or damaged by fire,lightning,or tempest,or any of the perils normally insured against under the provisions of standard extended coverage fore insurance policies,then,and in every such event (a)If the damage or destruction of the building of which the Demised Premises form a part renders seventy-five(75%)or more of the said building wholly unfit for occupancy or impossible or unsafe for use and occupancy,the Landlord may,at its option,terminate this Lease by giving to the Tenant notice in writing of such termination,in which event, this Lease and the term hereby demised shall cease and be at an end as of the date of such destruction or damage,and the rent all other payments for which the Tenant is liable under the terms of this Lease shall be apportioned and paid in full to the date of such destruction or fire. (b)If the damage or destruction is such that the portion of the building hereby demised is rendered wholly unfit for occupancy or it is impossible or unsafe to use and occupy it and if in either event the damage,in the opinion of the Landlord to be given to the Tenant within thirty(30) days of the happening of such damage or destruction, cannot be repaired with reasonable diligence within one hundred and eighty days(180)from the happening of such damage or destruction,then either the Landlord or the Tenant may, within five(5)days next succeeding the giving of the Landlord's opinion as aforesaid, terminate this Lease by giving to the other notice in writing of such termination,in which event this Lease and the term hereby demised shall cease and be any end as of the date of such destruction or damage and the rent and all other payments for which the Tenant is liable under the terms of this Lease shall be apportioned and paid in full to the date of such damage or destruction;in the event that neither the Landlord nor the Tenant so terminated this Lease,then the Landlord shall repair the said building with all reasonable speed and the rent hereby reserved shall abate from the date of the happening of the damage until.the damage shall be made good to the extent of enabling the Tenant to use and occupy the Demised Premises. (c)If the damage be such that the portion of the building hereby demised is wholly unfit for occupancy or if it is impossible or unsafe to use or occupy it but if in either event the damage,in the opinion of the Landlord to be given to the Tenant within thirty(30)days from the happening of such damage,can be repaired with reasonable diligence within one hundred and eighty(180)days from the happening of such damage then the rent hereby reserved shall abate from the date of the happening of such damage until the damage shall be made good to the extent of enabling the Tenant to use and occupy the Demised Premises and the Landlord shall repair the damage with all reasonable speed. (d)If in the opinion of the Landlord the damage can be made good as aforesaid within one hundred and eighty(180)days of the happening of such damage or destruction and the damage is such that the portion of the building hereby demised is capable of being partially used for the purposes for which it is hereby demised,then until such damage has been repaired,the rent shall abate in the proportion that the part of the portion of the building hereby demised is rendered unfit for occupancy bears to the whole of the said portion of the building hereby demised and the Landlord shall repair the damage with all reasonable speed. Expropriation 34.. It at any time during the term hereby demised,any public body or paramount authority shall take or expropriate a portion of the common areas and facilities referred to in this Lease or any portion of the Demised Premises not covered by buildings or structures,or shall take or expropriate and easement or right under license in the nature of an easement over,upon or under a portion of the said lands,and such taking or expropriation does not materially affect the Tenant's use or enjoyment of the Demised Premises, then the whole of the compensation awarded or 9. 31 • . a settlement for the lands so taken or expropriated,whether fixed by agreement or otherwise shall be paid to or received by the Landlord and the Tenant hereby assigns,transfers and sets over unto the Landlord all the rights,title and interest of the Tenant therein and thereto,and this Lease shall thereafter continue in effect with respect to the Demised Premises without any abatement of rent In the event that the taking or expropriation does materially affect the Tenant's use or enjoyment of the Demised Premises,the whole of the compensation awarded or settlement,whether fixed by agreement or otherwise,for the said lands so taken or expropriated,shall nevertheless be paid to the Landlord,but the rent thereafter payable by the Tenant shall abate accordingly,and,in addition • thereto,after payment of the amount to which the Landlord is entitled as aforesaid,the Tenant shall be•entitles to that portion of the award or compensation granted by the expropriation body relating or attributable to the Tenant's leasehold improvements so taken or expropriated. • If the Landlord and the Tenant shall be unable to agree,within thirty(30)days after the amount of compensation,award or settlement as aforesaid has been fixed, as to whether such taking or expropriation materially affects the Tenant's use or enjoyment of the Demised Premises or as to the extent to which the rent shall abate,then the same shall be determined by a single arbitrator,if the parties can agree on one,and,failing such agreement,by a board of arbitration composed of three arbitrators,one to be chosen by each of the parties hereto and the third to be chosen by the two arbitrators selected by the parties. The determination of a majority of such arbitrators to arbitration shall be carried out under the provisions of The Arbitration Act of Ontario. In the event that such taking or expropriation so affects the Demised Premises as not to terminate this Lease but as to require the reconstruction or replacement of some portion of the Demised Premises,such reconstruction or replacement shall be carried out at the Landlord's expense in a good and workmanlike manner and as expeditiously as reasonably practicable,provided the cost thereof does not exceed the amount of the compensation awarded or fixed by agreement otherwise. Remodeling&Sale 35. In the event of the Landlord desiring at any time during the term,or any renewal thereof, to remodel the said building,or any part thereo or take down the said building,the Tenant will • on receiving six months'notice in writing,surrender this lease and all the remainder of the term,if • any,then yet to come and unexpired,as from the day mentioned in such notice,and will subject nevertheless to the provisions hereinafter contained thereupon,vacate the premises and yield up to the Landlord the peaceable possession thereof. It is understood that the said six months'notice need not expire at the end of any year or at the end of any month,and in the event of the day fixed for termination of the lease expiring on some other day that the last day of a month,the rent for such month shall apportioned for the broken period. Ae mowledgement 36. The Tenant agrees that it will at any time or times during the Term,upon being given at By Tenant least forty-eight(48)hours prior written notice,execute and deliver to the Landlord a statement in writing addressed to the Landlord, any actual or proposed mortgagee, purchases, lessee or assignee,as requested 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 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 I) particulars of any sub,tenancies • Impossibility 37. It is understood and agreed that whenever and to the extent that the Landlord shall be or unable to fulfill or shall be delayed or restricted in the fulfillment of any obligation hereunder in Performance respect of the supply or provision of any service or utility or the doing of any work or the making of any repairs by reason of being able to obtain material,goods,equipment,service or labour required to enable it to fulfill such obligation,or by reason of Statute,law or Order in Council,or any regulation or Order passed or made pursuant thereto, or by reason of the Governmental Department or Office,or other authority required by thereby,or by mason of any other cause beyond its control,whether of the foregoing character or not,the Landlord shall be relieved from the fulfillment of such obligation and the Tenant shall not be entitled to compensation for any inconvenience,nuisance or discomfort thereby occasioned. • Assignment .38. Landlord declares that it may assign its rights under this Lease to a lending institution as By Landlord collateral security for a loan to the Landlord and in the event that such an assignment is given to the Tenant by or on behalf of the Landlord,it is expressly agreed between the Landlord and the Tenant that this Lease shall not be cancelled or modified for any reason whatsoever except as provided for,anticipated or permitted by the terms of this Lease by law,without the consent in writing of such lending institution. The Tenant covenants and agrees with the Landlord that it will, if and whenever reasonable required by the Landlord and at the Landlord's expense,consent to and become a party to any instrument relating to this Lease which may be required by or on behalf of any purchaser,bank or mortgagee from time to time of the said premises,provided always that the rights of the Tenant as herein before set out be not altered or varied by the terms of such instrument or document dlip / 3 2 10 :tom i n� r Subordination 39. Provided that this Lease and everything herein contained shall be deemed to be subordinate to any charge or charges from time to time created by the Landlord with respect to the building of which the Demised Premises form a part,by way of mortgage,and the Tenant hereby covenants and agrees by the Landlord during the term hereof execute all documents and give all further assurances to the holder or holders of such charges; provided however that no such subordination by the Tenant shall have the effect of permitting the holder or holders of any mortgage or lien or other security to disturb the occupation and possession by the Tenant of the Demised Premises,so long as the Tenant shall perform all of the terms,covenants,conditions, agreements and provisions contained in this Lease. • limitation • 40. The term"Landlord"as used in this Lease so far as covenants or obligation on the part of Of landlord the Landlord are concerned shall be limited to mean and include only the owner or owners at the liability time in question of the demised premises,in the event of any transfer or transfers or ownership, the Landlord herein named,and in case of any subsequent transfers or conveyances,the then vendor or transferor,shall be automatically feed and relieved from and after the date of such transfer or conveyance,of all personal liability as respects the performance of any covenants or obligations on the part of the Landlord contained in this Lease thereafter to be performed provided that; (a)Any funds in the hands of such Landlord or the then vendor or transferor at the time of such transfer in which the Tenant has an interest,shall be turned over to the purchaser or transferee,and any amount then due and payable to the Tenant by the Landlord or the then vendor or transferor under any provision of this Lease shall be paid to the Tenant; and (b)Upon any such transfer,the purchaser or transferee shall be deemed to have assumed, subject to the limitations of this paragraph,all of the terms,covenants and conditions in this Lease contained to be performed on the part of the Landlord;it is being intended hereby that the covenants and obligations contained in this Lease on the part of the Landlord shall subject as aforesaid,be binding on the Landlord, its successors and assigns,only during and in respect of their respective successive periods of ownership. Liens 41. If any mechanic's or other liens or order for the payment of money shall be filed against • the Demised Premises by reason, or arising out of any labour or material, work or service furnished to the Tenant or to anyone claiming through the Tenant,the Tenant shall,within fifteen (15) days after notice to the.Tenant of the filing thereof cause the same to be discharged by bonding,deposit,payment,Court Order or otherwise. The Tenant shall defend all suits to enforce such lien or Order whether against the Tenant or the Landlord at the Tenant's own expense. The Tenant hereby indemnifies the Landlord against any expense or damage as a result of such lien or order. Signs 42. The Tenant shall have the right from time to time during the term hereof to erect,paint display,maintain,alter,change or renew advertising signs on the exterior and interior walls of the Leased Premises;provided all such signs shall be dignified in appearance and shall be subject to the consent in writing of the Landlord,such consent not to be unreasonably withheld;provided further all such signs shall comply with the requirements of municipal and governmental authorities. Rule 43. The Tenant covenants'with the Landlord that the Tenant and its employees and all And persons visiting or doing business with them on the on the Demised Premises shall be bound by Regulations and shall observe and perform and reasonable rules and regulations made by the Landlord of which notice in writing shall be given to the Tenant and all such Rules and Regulations shall be deemed to be incorporated in and form any part of this Lease,herein set out in Schedule"C" Notices 44. Any notice,request or demand herein provided for or given hereunder,if given by the . Tenant to the Landlord shall be sufficiently given if mailed by registered mail,postage prepaid,to. the Landlord at Unit 1A, . 1255 Terwillegar Avenue, Oshawa,Ontario L11 7A4 Or fax to(905)571-4357 Any notice herein provided for or given herein under given by the Landlord to the Tenant shall be sufficiently given if mailed as aforesaid addressed to the Tenant as follows: City of Pickering One the Esplanade . Pickering,Ontario LIV 6K7 . Attn:Legal Department • Any notice mailed as aforesaid shall be conclusively deemed to have been given on the next business day following the day on which such notice is mailed as aforesaid. Either Landlord or Tenant may,at any time,give notice in Writing to the other of any change of address of the party giving such notice. From and after giving such notice,the address therein specifies shall be deemed to be the address ofsuch party for the giving of such notice thereafter. w2.) 11 ( N 33 • Waiver of 45. The failure of the Landlord to insist upon a strict performance of any of the agreements, Breach terms,covenants and conditions hereof shall not be deemed a waiver of any rights or remedies that the Landlord may have and shall not be deemed a waiver of any subsequent breach or default in any such agreements,terms,covenants and conditions. Net Lease 46. It is the intention of this Lease that the said rentals herein provided to be paid shall net to the Landlord and clear of all taxes(except the Landlord's income taxes),costs and charges arising from or relating to the Demised Premises and that the Tenant shall pay all charges,impositions and expenses of every nature and kind relating to the Demised Premises and the Tenant covenants with the Landlord accordingly. Gender and 47. Words importing the singular number only shall include the plural and vice versa;words Number importing the masculine gender shall include the feminine gender and vice versa; and words importing persons shall include firms and corporations and vice versa. Headings 48. The division of this agreement into sections and subsections and schedules and the insertion of headings are for convenience of reference only and shall not affect the construction,intent or interpretation of this agreement The section,subsection and schedule headings in this agreement are not intended to be full or precise descriptions of the text to which they refer and are not to be considered part of this agreement. 49. This indenture and everything herein contained shall extend to and bind and endure to the benefit of the respective heirs,executors,administrators,successors and assigns(as the case may be)of each and every of the parties hereto,subject to the consent of the Landlord being obtained,as herein before provided,to any assignment or sublease by Tenant. All covenants herein contained shall be deemed to be joint and several and all rights and powers reserved to the Landlord may be exercised by either Landlord or its agents or representatives. Mechanical 50. The Landlord warrants that all heating,plumbing,electrical,lighting and mechanical installations systems will be in good repair and working order as of the date set for occupancy. structural 51. The Landlord shall be responsible for major structural repairs,including those to the Repairs walls,roof and floors unless damages are caused by the Tenant,its employees,contractors,agents, • invitees or licensees. • Environmental 52. The Landlord warrants that to the best of their knowledge,the premises does not contain nor has it ever contained asbestos, PCB's (other than in any older light ballasts), urea formaldehyde foam insulation or any other hazardous substance as defined by the Environmental Protection Act of Ontario. The Tenant shall not permit any such material(s)to be brought onto the Leased Premises. • Independent Legal Advice 53. The Tenant represents and acknowledges that they have received independent legal advice prior to signing this lease agreement 54. Set out in Schedule"I)",are obligations of the Landlord,known as Landlord's work, herein forming part of this Lease agreement 55. Set out in Schedule"E",are obligations of the Tenant,known as Tenant's work,herein forming part of this Lease agreement 56. A Rider consisting of two pages with paragraphs numbered consecutively"Rider 1"and "Rider 2"is attached hereto and forms part of this Lease agreement Guarantor 5,11—(a) :manta r----Irn-eensideratten-ef-the-gum-of pae-d .. .. ..._ _ . Landlord to the Guarantor(s) and other valuable consideration the receipt wh • . is acknowledged,the guarantor covenants with the Landlord that the Tenant shall dul = orm and observe every covenant,proviso,condition and agreement in this Lease on the •.. of the Tenant to be performed and observed,including the payment of rent and all oth • yments agreed to be paid of payable under this Lease on the days and at the times and' manner herein specified, and that if default is made by the Tenant,whether in payment rent or other sums from time to time failing due hereunder as and when they become d payable or in the performance or observance of any of the covenants,provisos, or agreements which under the terms of this Lease are to be performed,or observed b Tenant,the Guarantor(s)shall forthwith pay to the J Anrllord on demand the rent and o . sums in respect of which default has occurred and all damages that may arise in cons .t. of the non-observance or non-performance of any of the covenant,provisos,conditio. agreements. (b)Enforcement. °.a Guarantor(s)covenants with the Landlord that the Guarantor(s)is jointly and several} ..and with the Tenant for the fulfillment of all obligations of the Tenant under this J race .. the enforcement of its rights hereunder the Landlord may proceed against the G .- 'fibe-Guarau rmmder. •ta./") . 0 • ( 34 12 lO1 te2C l� Fti f . (o3_3. : t A _.... . .. _+ ..• .• r•.11 •1 ►..•i•1• • • . •Yom.. :1':ILIA 1. Tenant or to proceed against or to exhaust any security held from the Tenant or to pursue an .11 er remedy,which is available to the Landlord before proceeding against the Guarantor(s). (d)Non-Waiver. No neglect or forbearance of the Landlord in endeavouring to•. .',payment of the rent or other payments required be made under the provisions of this when they become due,no delay.of the Landlord in taking any steps to enforce p .., or observance of the - covenants,provisos or conditions contained in this Lease to be ..., ormed or observed by the Tenant,no extension or extensions of time which may be given••the Landlord from time to time . to the Tenant,and no other act or failure to act by the :..t. .releases,divch>+rges or in any way • reduces the obligations of the Guarantor(s)under the: : :.tee contained in this paragraph 4. (e)Termination. In the event of termination o I,'. Lease,except by surrender accepted by the Landlord,or in the event of disclaimer of :- pursuant to any statute,then at the option of the Landlord the Guarantor(s)shall ex-.- a new Lease of the premises between the Landlord as Landlord and Guarantor(s)as T .:.i fora term equal in duration to the residue of the term remaining not expired at the da• of termination or disclaimer. The Lease shall contain the same Landlord's and Tenant's ob':ations and the same covenants,provisos,agreements and conditions in all respects(includin• ..a provisos for re-entry)as are contained in this Lease. (f)Application . The Guarantor(s)submits to the jurisdiction of the courts of the Province of Ontario in:..action of proceedings by the Landlord to enforce its rights hereunder.. (g) ..ependent Legal Advice: The Guarantor(s)represent and knoedge that they have received IN WITNESS WHEREOF the parties hereto have executed these presents. . • SIGNED,SEALED AND DELIVERED D'ANGELO(P.&G.)HOMES LIMITED In the presence of) Per. 7,tit-t N (.- 4 Grace D'Angelo �1‘+ President I have the authority to bind the corporation • III • WITNESS) - CORPORATION OF THE CITY OF PICKERING ' Per 0 // I, • Tony Prevedel I have the authority to bind the corporation I 13 GA tea. 5e c 35 ' • PLAN o0. ::SHOWING LOCATION -`e,'..:,1 OF BUILDING• . .`',.. ▪ Ow/VSy!/? OFG/C ERJ f'49N'�'0 /39 • • SCHEDULE °A" ley•'.;C • .,:44! •tip •• . . • •fq. . -..;• •• /.•.� [.fir ,•.• cc 1678/' :Y•b it• , rn.e� • Q • /5= II es 44.76' \ : ..•ki ... 11--• r o ce . il, .• - . : .. .4) \ • . . . • 1 1 11 --.. . .... .., ,:� 'ART 2 '� r IrIFP Caac.ef B/ooF • — QZ Iiii i' 0 k . • ... 1;51i li`ol, 933 N if tuallrnY• ,... ... • 0, 2 • - •sue7.5=-.- . ..; . • _ /37.4x4' • L • N- –Stricc71 hhe . • • QU/GLEY .STREET • •02021214 OF A MOT FOR e•a.OYRRiA:IMdF.. • _ g,• • •• �': ]l s• t :Y .•1':'•..4 s' a7 :7,,.a` *.• 107:.ii' Per �_ ._ _ — .-) ,• o .o, n' :sr •ea ve so •w;';Sr•rs%•i.? HOLDING'. a •BABES• .• • •k as •,O•.N :r .se';114 42 •s04411•'TT:.ie•'•s[ •ONTARIO •LAND SURVEYORS' •• .' i `o. as •s,..... •42 ••• •ss •as.•ar •rs •u''si 3i II SHEPPARD'AVE.E;AGINtO.URT•ONT "' ...*', I. :mss•m •n •ss. :7, •-4s -se 44.•Ti RI .ss•••Di •• . • Dates_'4'��= /27� :r '.`.ate.3,ry�'s:4 • • SCHEDULE"B" FORMING PART OF THIS LEASE AGREMENT DATED December 28,2010 Term: January 1,2011 to April 30,2011 BETWEEN: D'ANGELO(P.&G.)HOMES LIMITED as Landlord -and- THE CORPORATION OF THE CITY OF PICKERING as Tenant FOR PREMISES KNOWN AS: 935 Dillingham Road,Pickering,Ontario Yearly Monthly Basic Rent $22,000.00 $1,83333 Common Area Maintenance $ 9,108.00 $ 759.00 Realty Taxes $ 6.688.00 $ 557.34 SUB TOTAL $37,796.04 $3,149.67 Plus H.S.T. $ 4.913.52 $ 409.46 TOTAL $42,709.56 $3,559.12 The above computations are approximate figures only from January 1,2011 to April 30,2011 (save and except Basic rent from January 1,2011 to April 30th,2011)Therefore,upon accumulation and payment for our fiscal period ending April,2011.The total amount of expenses ' will be determined at each of our fiscal periods. The Tenant will then receive a statement of adjustment for that fiscal period,if any amounts owing due to miscalculations as per Schedule"B",will be payable upon receipt. The attached Schedule"B"are only approximate figures only and are NOT to be judged as actual figures until our accountants comments are made.For the remaining years of the Term of the Lease,these calculations will be revised based on paragraph 3&7 of the Lease agreement and the procedure outlined hereinabove. • 14 _ 37 SCHEDULE“C" - • SCHEDULE OF RULES AND REGULATIONS FORMING PART OF THE WITHIN LEASE • 1. The sidewalks,entrances,elevators,stairways and corridors of the Building shall not be obstructed by any Tenants or used by them for any other purpose than for ingress and egress to and from their respective offices,and no Tenant shall place or allow to be placed in the hallways,corridors or stairways any waste • paper,dust,garbage,refuse or any thing whatever that shall tend to make them appear unclean,untidy or filthy, 2. The floors,skylights and windows that reflect or admit light into passageways or in to any place in the said Building shall not be covered or obstructed by any of the Tenants,and no awnings shall be put over any window;the water closets 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 substance shall be thrown therein,and any damage resulting to them from misuse shall be borne by the Tenant by whom or by whose employee the damage was caused. 3. In the event that the Landlord provides and installs a Public Directory Board inside the main entrance to the Building,the Tenants'name or names shall be placed on the said Board at the expense of such Tenant or Tenants,same to be charged to the Tenant or Tenants in the month's bill for rent next rendered, and shall be recoverable as rent. 4. All window signs,interior signs and signs on glass doors must be approved in writing by the Landlord before the Tenant engages a sign contractor to paint said signs,and all such signs shall be painted in the form previously so approved by the Landlord. 5. If any sign,advertisement or notice shall be inscribed,painted or affixed by the Tenant on or to any part of the said Building whatever,then the Landlord shall be at liberty to enter on said premises and pull down and take away any such sign,advertisement or notice,and the expense thereof shall be payable by the Tenant 6. If by reason of any alterations which the Tenant may make or may permit to be made,with or without the consent of the Landlord,to any part of the Demised Premises or to any fixtures in the Demised Premises,the addition of any equipment or the use of any material which the Tenant,its employees or other persons permitted by the Tenant to be on the premises may use or keep in the said premises,or any change in the type of occupancy of the Demised Premises which the Tenant may make or permit to be made,there is any increase in the insurance premiums payable by the Landlord on any fire insurance which may be in effect or which the Landlord may hereafter place upon the Building of which the Demised Premises form a part,the Tenant agrees to pay to the Landlord the amount of such increase,and the parties agree that a statement by the insurance broker of the Landlord of the amount of such increase shall be final and binding upon the parties. 7. No safes,machinery,equipment,heavy merchandise or anything liable to injure or destroy any part of the Building shall be taken into it without the consent of the Landlord in writing,and the Landlord shall in all cases retain the power to limit the weight and indicate the place where such safe or the like is to stand, and the cost of repairing any and all damage done to the Building by taking in or putting out such safe or the like or during the time it is in or on the premises,shall be paid for on demand by the Tenant who so ■ causes it. No Tenant shall load any floor beyond its reasonable weight carrying capacity as set forth in the municipal or other codes applicable to the Building. All glass,locks and trimmings in or upon the doors or windows of the Demised Premises shall be kept whole and whenever any part thereof shall become broken, the same shall be immediately replaced or repaired under the direction and to the satisfaction of the Landlord,and such replacements and repairs shall be paid for by the Tenant 8. In order that the Demised Premises maybe kept in a good state of preservation and cleanliness,the Tenant shall during the continuance of its lease clean the Demised Premises. No heavy equipment of any kind shall be moved within the Building without skids being placed under the same,and without the consent of the Landlord in writing. • 9. The Landlord shall have the right to enter the Demised Premises at reasonable hours in the day to examine the same or to make such repairs and alterations as it shall deem necessary for the safety and preservation of the Building,and also during the three months previous to the expiration of the lease of the Demised Premises,to exhibit the said premises to be let and put upon them its usual notice"For Rent", which said notice shall not be removed by any Tenant Any alterations,additions,renewals or changes made in the partitions or divisions of the rooms or linoleum floors during the currency of this lease shall,if made at the request of the Tenant,be done by the Landlord at the expense of the Tenant,and shall be subject to the approval in writing and direction of the Landlord. col 10. Nothing shall be thrown by the Tenants,their clerks or servants,out of the windows or doors or down the passages and sky-lights of the Building. • 38 15 � � • • 11. No birds or animals shall be kept in or about the premises nor shall the Tenants operate or permit to be operated any musical or sound producing instrument or device inside or outside the premises which may be heard outside the premises. • 12. If the Tenant desires telegraph or telephone,call bell or other private signal connections,the Landlord reserves the right to direct the electricians or other workmen as to where and how the wires are to be introduced,and without such directions no boring or cutting for wires shall take place. No other wires of any kind shall be introduced without the written consent of the Landlord. 13. No Tenant and/or person shall use the Leased Premises for sleeping apartments or residential purposes,or for the storage of personal effects or articles other than those required for business purposes. 14. Tenants and their employees shall not make or commit any improper noise in the Building;or in any way interfere with or annoy other Tenants or those having business with them. 15. All Tenants must observe strict care not to allow their windows to remain open so as to admit rain or snow,or so as to interfere with the heating of the Building. Any injury or damaged caused to the Building or its appointments,furnishings,heating and other appliances,or to any other Tenant or to the premises occupied by any other Tenant,by reason of windows being left open,so as to admit rain or snow,or by • interference with or neglect of the heating appliances,or by reason of any other misconduct or neglect upon ' the part of the Tenant or any other person or servant subject to him shall be made good by the Tenant in whose premises the neglect,interference or misconduct occurred. 16. Nothing shall be placed on the outside of windows or projections of the demised premises. No air- conditioning equipment shall be placed at the windows of the Demised Premises without the consent in writing of the Landlord. 17. The Tenant shall not to place any additional locks upon any doors of the Building without the written consent of the Landlord. 18. The Tenant shall give to the Landlord prompt written notice of any accident or any defect in the water • pipes,gas pipes,heating apparatus,telephone or electric light,or other wires in any part of said Building. 19. No inflammable oils or other inflammable,dangerous or explosive materials shall be kept or - permitted to be kept in the Demised Premises. Nothing shall be placed on the outside of windowsills or projections. 20. The Tenant shall give the Landlord prompt notice of any accident to or any defect in the plumbing, heating,air-conditioning,mechanical or electrical apparatus or any other part of the Building. The caretaker will have charge of all radiators and will give all information for the management of the same,and the Tenant shall give to the Landlord prompt written notice of any accident to or defects in the water pipes or heating apparatus. The Landlord shall not be liable for any damage to any property at any time on the Demised Premises,nor for the theft of any of the said property,nor shall it be liable for an escape or leakage of smoke,gas,water,rain or snow,howsoever caused,nor for any accident to the property of the Tenant. 21. No bicycles or other vehicles shall be brought within the said Building or upon the Landlord's • property,including any lane or courtyard,except in the parking areas. 23. Spikes,hooks,nails,screws or knobs shall not be put into the walls or woodwork 24. No freight,furniture or packages will be received in the Building or carried up or down in the stairs between the hours of 8 a.m.and 6 p.m. 25. It shall be the duty of the respective Tenants to assist and co-operate with the Landlord in preventing injury to the Demised Premises to them respectively. • 26. Any person entering upon the roof of the Building does so at his/her own risk. 27. The Tenant shall not enter into any contract with any person or persons or corporations for the purpose of supplying towels,soap or sanitary supplies,etc.,ice or spring water,unless the said person or persons or - corporations agree that the time and place of delivery of such articles and the elevator service to be used in - connection therewith shall be subject to such rules and regulations as the Landlord may from time to time prescribe. 28. No Tenant shall make a door-to-door canvass of the Building for the purpose of selling any products or services to the other Tenants without the written consent of the Landlord. 29. No Tenant shall be permitted to do cooking to operate cooking apparatus except in a portion of the • Building rented for the purpose. 35. The Landlord shall have the right to make such other and further reasonable rules and regulations as in its judgment and may from time to time be needful for the safety,care,cleRnliners and appearances of the premises-and the Building,and for the preservation of good order therein,and the same shall be kept and observed by the Tenants,their clerk and servants. . i 1 • 16 39 •. • e. SCHEDULE"I)" • LANDLORD'S WORK The Landlord agrees and covenants that the following will be completed prior to the Tenant's occupancy at no cost to the Tenant. 1.) All heating and electrical is in working order, 2.) Delivery of a set of keys • • • • Q) 40 17 (��+ • I ' I s SCHEDULE"E" TENANT'S WORK The Tenant agrees and covenants that the following will be installed at the Tenant's expense during the duration of the tenancy. 1.) 2-5 lbs ABC Fire extinguishers 2.) Install Alarm system 3.) Install Telephone system • • 18 kV!" 41 • RIDER 1 SURRENDER OF LEASED PREMISES • Notwithstanding anything contained within the Lease,all alternations,partitions,floor coverings of any kind or nature,plumbing fixtures,hating and air-conditioning units shall remain the property of the Landlord. All interior leasehold improvement will be the property of the Tenant at the end of the term of the Lease.Upon the expiration of the Term or any renewal or extension of this lease,or other termination hereof Tenant shall surrender the Leased Premises in good order, condition and repair as Tenant is required to maintain the Leased Premises under the terms of this Lease,save and except by unavoidable casualty,and Tenant shall remove all garbage and debris from the Leased Premises and shall leave the Leased Premises to the Landlord all combinations of locks,safes and vaults,if any,in the Leased Premises. Notwithstanding the foregoing,or anything else in this Lease,the Tenant shall have the right to make alterations and installations to the Demised Premises at its own expense from time to time during the Lease term,with the consent of the Landlord. The Tenant shall not be required to restore the Demised Premises to their original base building standard,but will leave the Demised Premises in free and clear of debris and broom swept condition,reasonable wear and tear excepted,upon termination of the Lease.Any additional alterations not consented to by the. Landlord will,however,be removed by the Tenant at the Tenant's expense at the option of the Landlord. C.) C.--; 6i2\ 4 2 19J A RIDER 2 1. The Tenant shall carry insurance in his own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow Tenant to meet his ongoing obligations to the Landlord and to protect the Tenant against loss of revenues. 2. The Tenant shall carry insurance in his own name insuring against the risk of damage to the Tenant's property with the Demised Premises caused by fire or other perils and the policy shall provide for coverage on a full replacement cost basis to protect the Tenant's stock-in-trade,equipment,decorations and improvements. 3. The Tenant shall carry public liability and property damage insurance. The Tenant shall provide the Landlord with a copy of this policy with a certificate of liability insurance veering the Tenant in respect of the Demised Premises and its operations therein to the extent of not less than Five Million dollars($5,000,000.00)inclusive of all injuries or death to persons and damage to.property of others arising from anyone occurrence. The Tenant shall ensure that in this policy,the Landlord shall be named insured and the policy shall include a cross-liability endorsement. 4. The Tenant covenants that nothing will be done or omitted to be done whereby any policy shall be canceled or the Demised Premises rendered uninsurable. 5. The Tenant covenants that he will indemnify and save harmless the Landlord from any and all liabilities,fines suits,claims,demands,costs and actions or any kind or nature whatsoever whether with respect to damage(s)and injury/mjuries to person(s)or property for which the Landlord shall or may become liable for,or suffer arising out of or by reason of any breach,violation or non-performance by the Tenant of any covenant,teen or provisions hereof or by reason of the maintenance,use or occupancy of the Demised Premises or the subletting or assignment of same or any part thereof or by reason of any injury,loss,damage or death resulting from,occasioned to or suffered by any person or persons,or any property by reason of any act,neglect or default with respect to the main on the part of the Tenant,or any of its agents,customers,employees,servants, contractors,assignees,licensees or invitees,in,about or in respect to the Leased Premises or any part theeeo£ Such indemnification in respect of any such breach,violation,non- performance,damage to property,loss,injury or death occurring during the Term of this Lease shall survive any termination of this Lease notwithstanding any provisions of the Lease to the contrary. 6. The Tenant shall provide the Landlord with proof of insurance coverage annually. • • • • • (11). 20 43