Exhibit 10.3
LEASE
THIS LEASE is made as of the 1st day of May, 2002.
BETWEEN:
HALLMARK HOLDINGS LTD., a body corporate, incorporated
under the laws of the Province of British Columbia, having
its registered office at 2100 - 0000 Xxxx Xxxxxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Landlord")
OF THE FIRST PART
AND:
GLAS-AIRE INDUSTRIES LTD., a British Columbia company
having its registered and records office at 0000 Xxxxxxxxx
Xxxxxxx, Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Tenant")
OF THE SECOND PART
WITNESSES:
A. Demise and Habendum
In consideration of the rents reserved and the covenants herein contained on the
part of the Tenant, the Landlord hereby demises to the Tenant the building
comprising approximately 52,080 square feet of office and warehouse space as
shown outlined in red on the plan attached hereto as Schedule "A" (the
"Building") situated at 0000 Xxxxxxxxxxx Xxx, in the City of Richmond, in the
Province of British Columbia, and located on those lands being legally described
as:
Parcel Identifier: 000-000-000
Xxx 00, Xxxxxxx 0
Xxxxx 0 Xxxxx, Xxxxx 6 West and
Xxxxxxx 00, Xxxxx 5 North Range 0 Xxxx
Xxx Xxxxxxxxxxx Xxxxxxxx
Xxxx 00000
(The "Lands")
-2-
B. Term and Early Occupancy
To hold the Building for the term of seven (7) years (the "Term") from and
including the 1st day of May, 2002 (the "Commencement Date"), to and including
the 30th day of April, 2009.
Notwithstanding the foregoing, upon receipt of the security deposit and provided
that the Tenant has executed this Lease, the Tenant shall be permitted to have
access to the Building so that the Tenant may commence the installation of its
leasehold improvements to the Building (the "Early Occupancy Period"). The
Tenant shall be responsible for payment of additional rent, administration and
management fee during the Early Occupancy Period provided that the Tenant shall
not be responsible for payment of minimum rent until the Commencement Date.
C. Rent
The Tenant paying minimum rent therefor during the Term to the Landlord, without
deduction, abatement or set-off whatsoever, in lawful money of Canada payable in
equal monthly instalments on the 1st day of each and every month during the Term
as follows:
--------------------------------------------------------
Per Square
Year Foot Per Month Per Annum
--------------------------------------------------------
1 $5.25 $22,785.00 $273,420.00
--------------------------------------------------------
2 $5.25 $22,785.00 $273,420.00
--------------------------------------------------------
3 $5.50 $23,870.00 $286,440.00
--------------------------------------------------------
4 $5.50 $23,870.00 $286,440.00
--------------------------------------------------------
5 $5.50 $23,870.00 $286,440.00
--------------------------------------------------------
6 $5.75 $24,955.00 $299,460.00
--------------------------------------------------------
7 $5.75 $24,955.00 $299,460.00
--------------------------------------------------------
AND FURTHER PAYING THEREFOR to the Landlord as additional rent the money and
other charges, costs and expenses herein provided to be paid by the Tenant at
the several times when they become payable. The Landlord may reasonably estimate
such money, charges, costs and expenses from time to time for such period as the
Landlord may reasonably determine and the Tenant shall pay to the Landlord such
amount in monthly instalments in advance during such period on the first day of
each month and the Landlord may from time to time revise such estimate and the
Tenant shall make payments pursuant to such revised estimate upon notice
thereof.
In this Lease the phrase "Year of the Term" means in the case of the first Year
of the Term, that period of time beginning on the Commencement Date and ending
at 11:59 p.m. on that day which is a full 12 consecutive months thereafter, and
each subsequent Year of the Term shall be calculated and determined in the same
manner. Unless the contrary intention is set forth in this Lease, each year in
this Lease shall be calculated in the manner described in the foregoing
sentence.
It is agreed that at the end of each Year of the Term or any renewal thereof,
the aggregate of such monthly charges paid by the Tenant during the relevant
Year of the Term shall be adjusted appropriately by the Landlord on the basis of
the total amount actually payable by the Tenant for
-3-
such Year of the Term (or, if applicable, for a portion of the year should the
rent payable during the Term of this Lease commence on any day other than the
first day of the Year of the Term or end on any day other than the last day of a
Year of the Term, in which case Additional Rent for the fractions of any month
at the commencement and at the end of the Term shall also be adjusted pro rata)
--- ----
pursuant to this Lease with any resulting excess or deficiency being payable
respectively by the Landlord to the Tenant within one hundred and eighty (180)
days after the end of the Year of the Term then in review, or if applicable, by
the Tenant to the Landlord as Additional Rent promptly upon demand.
Within 120 days of the end of each Year of the Term or any renewal thereof the
Landlord shall, upon written request at the end of any such year, provide to the
Tenant a statement of the actual costs paid or payable by the Tenant as
Additional Rent in respect of that year, in accordance with this Lease. The
statement must show in reasonable detail the information relevant and necessary
to the exact calculation of these amounts and the allocation of the Additional
Rent amounts among the lessees of the Lands. The Tenant shall be entitled to
inspect the Landlord's books, accounts and records solely as they pertain to
such costs, and, at the Tenant's option in the event of a dispute concerning the
accuracy of the amount or allocation of the expenses comprising Additional Rent
paid or payable by the Tenant the Tenant may have an independent audit by an
accredited public accountant made of same. Any such inspection or audit shall be
carried out at reasonable times, by appointment with reasonable notice and with
professional diligence and courtesy extended by, and to, all parties involved.
Any errors revealed by such audit, as evidenced by the auditor's professional
opinion, shall be adjusted immediately save and except as provided for elsewhere
herein, and if the dollar amount of the error results in a reduction of the
amount of Additional Rent paid or payable by the Tenant equal to or greater than
five percent (5%) of the most recent amount of Additional Rent stated by the
Landlord to be paid or payable prior to such audit, then the Landlord shall pay
the cost for the audit to the extent that such cost is reasonable.
Notwithstanding the foregoing, the Landlord may, at its option, retain a
chartered accountant to carry out an audit of the Additional Rent records at its
expense and the professional opinion of such accountant shall be conclusive and
binding on the Tenant and the Landlord; if the Landlord elects to carry out such
audit it shall be completed without any unreasonable delay.
Notwithstanding the foregoing, the Tenant shall not be obliged to pay minimum
rent during the first three (3) months starting on the Commencement Date (the
"Free Rent Months") provided that all other terms and conditions of this lease
including payment of additional rent, administration and management fee shall
apply during the Free Rent Months.
For the purposes of this Agreement, minimum rent and additional rent shall be
collectively referred to herein as "Rent" and the Tenant's Proportionate Share
shall be deemed to be fifty-five (55.00%) percent.
D. Place and Manner of Payment
All payments by the Tenant under this Lease shall be made to the Landlord at the
Landlord's office at 2100- 0000 Xxxx Xxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxx
Xxxxxxxx, X0X 0X0 or to such agent of the Landlord or at such other place as the
Landlord shall hereinafter from time to time in writing direct.
-4-
At the request of the Landlord, the Tenant shall provide the Landlord with post-
dated cheques for the ensuing twelve month period, each cheque to be in the
amount of the monthly instalments of Rent payable hereunder, including the
amount of additional rent estimated as aforesaid, or, in the alternative,
provide the Landlord with a signed pre-authorized withdrawal form directed to
the financial institution at which the Tenant regularly keeps a chequing
account.
E. Use of Premises
The Tenant shall use the Building for the purpose of manufacturing and
distribution of acrylic automotive accessories and other manufacturing as may be
necessary and related general office use, all in accordance with the City of
Richmond zoning regulations and business licence requirements, and shall not use
the Building for any other purpose without the prior written consent of the
Landlord, which consent shall not be unreasonably withheld.
1. TENANT'S COVENANTS
THE TENANT COVENANTS WITH THE LANDLORD AS FOLLOWS:
(a) Payment of Rent
To pay Rent.
(b) Payment of Business Taxes
(i) In every year of the Term, to pay when due the business taxes
levied in respect of the occupancy of the Building by the Tenant
and in respect of the Tenant's fixtures and improvements, and if
such business taxes are assessed against the Landlord, to pay the
said taxes to the Landlord as additional rent within five (5)
days after it has been demanded in writing provided that the
Tenant shall have the right to contest by appropriate legal
proceedings the validity of any business taxes, assessment or
other charges referred to in this clause; and if the payment of
any such business taxes, assessment or other charge may be
legally held in abeyance without subjecting the Landlord or the
Tenant to any liability for failure to pay it, the Tenant may
postpone such payment until the final determination, if any, of
such proceedings, but shall prosecute such proceedings with all
due diligence;
(C) Taxes
To pay to the Landlord monthly as additional rent:
(i) The Tenant's Proportionate Share of all charges, taxes, rates,
duties and assessments whatsoever, whether municipal,
parliamentary or otherwise, charged, levied, rated or assessed
against the Lands, or any part thereof, and any equipment,
facilities, installations, and improvements now or at any time
during the Term made in or brought on the Lands or against the
Landlord on account thereof, and including (but without
restricting the
-5-
generality of the foregoing) realty taxes and municipal taxes
for local improvements for works assessed or charged against
the Lands and any similar taxes not now in existence or
contemplated but levied at any time during the Term by any
competent government or municipal body in addition to, or in
lieu of, the taxes, rates, duties and assessments hereinbefore
referred to, and all taxes on Rent or other taxes imposed on
the Landlord in respect of the Rent payable to the Landlord by
the Tenant or in respect of the rental of the Building by the
Tenant but excluding taxes on the income or capital of the
Landlord, and provided that the Tenant shall have the right to
contest by appropriate legal proceedings the validity of any
tax, rate (including local improvement rates), assessment or
other charges referred to in this clause; and if the payment of
any such tax, rate, local improvement rate, assessment or other
charge may be legally held in abeyance without subjecting the
Landlord or the Tenant to any liability for failure to pay it,
the Tenant may postpone such payment until the final
determination, if any, of such proceedings, but shall prosecute
such proceedings with all due diligence;
(ii) If the taxes in respect of the Lands, or any part thereof,
shall be increased by reason of any installations in or
alterations made to the Building by the Tenant, the amount of
such increase to the extent that such amount is not included in
the taxes referred to in sub-paragraph (i) of this paragraph
(c); and
(iii) On the first day of each month during the Term an amount equal
to one-twelfth (1/12) of the sum estimated by the Landlord to
be payable by the Tenant under paragraph 1(b) and 1(c) for the
ensuing Year of the Term. Any amount payable by the Tenant
under this sub-paragraph (iv) and unpaid after five (5) days
shall be recoverable by the Landlord as if it were Rent in
arrears.
(d) Services and Utilities
To pay as they become due all charges for public services and
utilities, including water, gas, electrical power or energy, steam or
hot water used upon or in respect of the Building 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 public services and utilities.
(e) Repairs to Building
To carry out promptly at its own expense all repairs, maintenance and
painting of the Building including all machinery and equipment
therein, so as to keep the Building in as good a state of repair and
condition as it is in when this Lease commences (reasonable wear and
tear excepted and excepting any items which are the responsibility of
the Landlord pursuant to this Lease), and to repair and maintain the
Building or any part thereof, including the Landlord's Work, and
-6-
without limiting the generality of the foregoing, to repair and
maintain the interior of the Building, the roof, water, sewer and gas
connections, wiring, sprinkler system, pipes and water mains, and all
other fixtures, machinery, facilities and equipment belonging to or
connected to the Building, or any part thereof, and used in its
operation, but excepting any repairs necessary to correct structural
defects including the roof and roof membrane, foundations, bearing
structures, structural elements, subfloors, and roof structures and
supports of the Building, and excepting deficiencies in the Landlord's
Work provided the Landlord receives notification within three months
of completion of such work, all of which excepted items shall be the
responsibility of the Landlord to repair, replace, reconstruct or
rebuild at no cost to the Tenant unless made necessary by the
negligence of the Tenant or those for whom the Tenant is responsible
at law; PROVIDED that notwithstanding any other provision in this
Lease to the contrary the Tenant shall not be responsible for any roof
repair expense or expenses which in accordance with accounting
principles generally accepted in British Columbia are capital in
nature and are in excess of an aggregate of $5,000 in any Year of the
Term unless made necessary by the negligence of the Tenant or those
for whom the Tenant is responsible at law; and further PROVIDED that
if repairs, replacements, rebuilding or reconstruction should become
necessary, the Tenant, before commencing or authorizing any work in
that respect, shall submit the plans and specifications therefor,
prepared by an architect or engineer approved by the Landlord, to the
Landlord for its approval to ensure such work is in conformity with
the design, layout and character of the Building and with the original
plans and specifications thereof, and comply with all applicable by-
laws and regulations of all competent authorities, and forthwith after
such approval has been obtained the Tenant shall proceed at its own
expense with such work, repairs, replacement, rebuilding or
reconstruction with all reasonable speed and shall complete it
strictly in accordance with such approved plans and specifications;
but if the Tenant defaults under the provisions of this paragraph, the
Landlord may proceed with such repairs and maintenance and the Tenant
shall pay all costs and expenses incurred by the Landlord in so doing
and such costs and expenses shall be recovered from the Tenant as if
they were Rent in arrears under this Lease.
On or about the beginning of the Fourth Year of the Term of this
Lease, if necessary, at the Landlord's sole discretion, the Landlord
will repaint the Building at the Tenant's expense as provided in this
paragraph.
(f) Delivery up of Possession
At the expiration or sooner determination of the Term, to surrender
the Building peaceably to the Landlord in good and substantial repair
and condition, reasonable wear and tear excepted, together with all
installations or erections which at any time during the Term shall be
made therein or thereon (but excluding the Tenant's trade fixtures
which shall remain the sole property of the Tenant and which shall be
removed by the Tenant at its sole cost and expense at the expiration
or sooner determination of the Term pursuant to clause 3(e) below).
6
-7-
(g) Compliance with Insurance Regulations and By-Laws
At its own cost and expense, to promptly comply with every applicable
regulation or order of the regulatory body of the Landlord's insurer,
or any body having similar functions, and of any liability or fire
insurance company by which the Landlord or the Tenant may be insured,
and with all the applicable laws, ordinances, and regulations of duly
constituted public authorities having jurisdiction now or hereafter in
any manner affecting the Building or the use or occupation thereof,
whether or not such regulations, orders, laws or ordinances which may
hereafter be promulgated, issued or enacted involve a change of policy
or require changes or alterations in or about the Building.
(h) Nuisance
Not to do or omit to do or permit to be done or omitted anything upon
or in respect of the Building the doing or omission of which shall be
or result in a nuisance.
(i) Assignment and Subletting
Not to assign or sublet the Building or any part thereof without the
consent in writing of the Landlord, such consent not to be
unreasonably withheld or delayed, provided that:
(i) no assignment or subletting permitted by the Landlord shall in
any manner release the Tenant from any covenant to be observed
or performed by it hereunder;
(ii) the Tenant and any assignee or subtenant hereunder must, if not
a company incorporated under the Company Act of British
Columbia (the "Act"), be duly registered as an extra-provincial
company under the Act and authorized to carry on business
within the Province of British Columbia;
(iii) any consideration whatsoever including, without limitation, any
Rent or other charges in respect of the Building in excess of
that payable hereunder by the Tenant to the Landlord, payable
by an assignee or subtenant to the Tenant pursuant to any
permitted assignment or sublease shall be assigned by the
Tenant to the Landlord at the time such leave is granted;
(iv) the Tenant shall pay to the Landlord the Landlord's reasonable
legal costs incurred as a result of such assignment or
subletting;
(v) if the Tenant is a corporation, any change in control (as that
word is defined in the Act) of the Tenant will be deemed to be
an assignment provided that restrictions on assignment by way
of change in control shall
7
-8-
not be applicable to any transfer of shares which are listed on
a security exchange (including, without limitation, NASDAQ)
regulated by governmental authority;
(vi) the consent by the Landlord to an assignment or sublet of the
Building will not constitute a waiver of its consent to a
subsequent assignment or subletting;
(vii) no consent of the Landlord shall be required in the event the
Tenant assigns or sublets the whole or any portion of the
Building to a corporation controlled by the Tenant or
affiliated with the Tenant, or to a corporation which controls
the Tenant, upon receipt of written notice from the Tenant to
the Landlord advising of same; provided that such approved
assignment or subletting shall in no way release the Tenant
from its obligations under this Lease or constitute a waiver of
the Landlord's consent to any subsequent assignment or
subletting.
(j) Landlord's Insurance
To pay the Tenant's Proportionate Share of all premiums with respect
to insurance to be placed by the Landlord and described as follows:
(i) All-risk insurance for the full replacement value of the
Building and any improvements and equipment thereon which are
the property of the Landlord;
(ii) Insurance against loss of rental income and rental value
attributable to all perils insured against by the Landlord or
commonly insured against by prudent landlords, including all
loss of Rent receivable from the Building in accordance with
the provisions of this Lease, in such amount or amounts as the
Landlord or mortgagees from time to time require;
(iii) Insurance protecting the Landlord against claims for personal
injury, death, property damage, or third party or public
liability claims arising from any accident or occurrence upon
the Building or the Lands, from any cause in an amount that the
Landlord within its sole discretion shall determine for
personal injury, death, property or other claims in respect of
any one accident or occurrence;
(iv) Plate glass insurance, provided that the Tenant shall also pay
to the Landlord the amount of any loss in respect of the plate
glass in the Building which is a deductible amount under such
plate glass insurance coverage and provided further that the
Tenant may elect to waive plate glass insurance in which event
the Tenant shall be responsible for and shall pay to the
Landlord the amount of any loss in respect of the plate glass
in the Building; and
8
-9-
(v) Such other insurance as it is or may become customary for
owners of property to carry for loss of or damage to the
Building or the Lands or liability arising therefrom,
specifically including any insurance required by reason of the
introduction by or on behalf of the Tenant or its subtenants of
radio-active materials or substances into the Building or onto
the Lands.
The Tenant may inspect the policies of insurance pertaining to the
insurance placed under this paragraph.
(k) Insurance Premium Increase
To pay the amount of any increase in the cost of insurance for the
Building or the Lands if such increase is caused by the Tenant's
operation at the Building and not to do anything that would cause the
Building or the Lands to become uninsurable.
(l) Tenant's Insurance
To take out and keep in force throughout the Term and during such
other time as the Tenant occupies the Building or a part thereof, at
its sole cost and expense:
(i) public liability insurance in the amount of FIVE MILLION
DOLLARS ($5,000,000.00) or such greater amount as the Landlord
may determine from time to time in respect of bodily injury,
including death, to one or more persons and property damage;
(ii) all risk insurance covering all the contents of the Building
including, but not being limited to, merchandise, inventory,
stock in trade, furniture, plate glass, fixtures and
improvements which the Tenant installs in the Building to the
full replacement value thereof;
(iii) automobile liability insurance to a limit of liability of not
less than FIVE MILLION DOLLARS ($5,000,000.00) in any one
accident, covering all licensed motor vehicles owned by the
Tenant and used in connection with the business carried on from
the Building; and
(iv) all other insurance in such amounts and upon such terms as
determined by the Landlord, its insurance advisors or its
mortgagee.
The Tenant's insurance policies referred to under this paragraph (1)
shall name the Landlord and any persons, firms or corporations
designated by the Landlord as additional named insureds thereunder as
their interests may appear, shall contain a waiver of all rights of
subrogation against the Landlord and cross-liability clause protecting
the Landlord and any other insured designated by it against claims by
the Tenant as if the Landlord and such other insured designated by the
Landlord were separately insured, and shall contain a clause that the
insurer will not cancel, change or refuse to renew the insurance
without first
9
-10-
giving the Landlord and insured party so designated thirty (30) days'
prior written notice. All policies of insurance will be placed with
insurers acceptable to the Landlord and in a form satisfactory to the
Landlord and the Tenant will promptly deliver to the Landlord copies
or certificates of such policies. If the Tenant fails to take out or
keep in force any policy of insurance referred to in this paragraph
(1), the Landlord may do so and pay the premium and in that event the
Tenant shall pay to the Landlord the amount so paid as additional rent
which shall be due and payable by the Tenant to the Landlord on
demand.
(m) Indemnity
To indemnify the Landlord from all liabilities, fines, suits, claims,
demands and actions of any kind or nature for which the Landlord shall
or may become liable or suffer by reason of any breach, violation or
non-performance by the Tenant of any covenant, or proviso hereof, or
by reason of any injury or death occasioned to or suffered by any
person or persons or any property through any wilful act, or the
negligence of the Tenant or any of its agents or employees; such
indemnification in respect of any such breach, violation or non-
performance, damage to property, injury or death occurring during the
Term of this Lease shall survive any termination of this Lease,
anything in this Lease to the contrary notwithstanding, provided that
the Tenant's obligations to indemnify the Landlord under this
paragraph shall exclude anything for which the Landlord is insured or
that arise by reason of the wrongful or negligent acts or omissions of
the Landlord or others for whom the Landlord is responsible at law.
(n) Not to Commit Waste
To keep the Building, the Easement Area (as hereinafter defined) and
the Licence Area (as hereinafter defined) and every part thereof in a
clean and tidy condition and not to permit waste paper, garbage,
ashes, waste, hazardous or objectionable material to accumulate
thereon.
(o) Hazardous Substances
Not to locate, create or store on the Building or the Lands and not to
permit any of its agents, employees, suppliers, customers, invitees,
subtenants, licensees or any other person having business with or
under the control of the Tenant to locate, create or store on the
Building or the Lands any Hazardous Substance in contravention of
applicable Environmental Laws. The term "Environmental Laws" means all
statutes, regulations, orders, bylaws, permits, standards, guidelines,
policies, and any other laws, including the principles of common law
and equity now or hereafter in force, applicable to the Building, or
the Lands, relating in any way to health, occupational health and
safety, product liability, transportation of dangerous goods, or the
protection of people, plants, animals, or the environment.
10
-11-
The term "Hazardous Substance" means all substances, the storage,
handling, transport, disposal, or release of which, in concentrations
above prescribed standards, may necessitate, invite, or permit a
governmental authority having jurisdiction over the Landlord, the
Tenant or the Building, to require remedial or investigatory action
under any Environmental Laws. If the Tenant is in breach of the
foregoing prohibition regarding the location, creation or storage of
Hazardous Substances, the Landlord, in addition to all other remedies
it has under this Lease, may require the Tenant, at the Tenant's cost,
to cause such Hazardous Substances to be removed and to cause the
Building or the Lands, as the case may be, to be properly restored and
repaired all in accordance with any applicable laws, bylaws, rules,
regulations or orders. Alternatively, at its option, the Landlord may
cause such Hazardous Substances to be removed and may repair and
restore the Building or the Lands, as the case may be, and may cause
its employees or agents to enter the Building for such purpose. Should
the Landlord undertake such removal, repair or restoration, the Tenant
shall forthwith pay to the Landlord the total cost of such removal,
repair or restoration plus a fee equal to 10% of such cost, and the
total of such fee and cost shall, until paid to the Landlord, bear
interest at the rate stipulated herein for amounts in arrears and
shall be recoverable as additional rent reserved hereunder. The Tenant
hereby indemnifies and holds the Landlord harmless from and against
all loss, cost, damage and expense (including, without limitation,
legal fees on a solicitor and own client basis and costs incurred in
the investigation, defence and settlement of claims) that the Landlord
may incur as a result of or in connection with or arising from the
breach of this paragraph by the Tenant or in respect of non-compliance
by the Tenant with any federal, provincial or municipal laws, bylaws,
rules, regulations or orders relating to Hazardous Substances. The
provisions of this paragraph requiring the Tenant to reimburse the
Landlord's costs, plus pay a fee of 10% of such costs, and requiring
the Tenant to indemnify the Landlord, shall survive the termination of
this Lease, anything to the contrary notwithstanding.
(p) Evidence of Payment
To produce to the Landlord upon request satisfactory evidence of the
due payment by the Tenant of all payments required to be made by the
Tenant under this Lease.
(q) Notice of Damage
In the event of any substantial damage to the Building or the Lands by
any cause, to give notice in writing thereof to the Landlord forthwith
upon becoming aware of it.
(r) Landlord's Right to Review
To permit the Landlord at all reasonable times to enter upon and view
the state of repair of the Building and to comply with all reasonable
requirements of the Landlord with regard to the care, maintenance and
repair thereof, to the extent
-12-
that the Tenant is responsible under this Lease for such care,
maintenance and repair.
(s) Building Maintenance
Subject to the Landlord's obligations pursuant to paragraph 1(e) of
this Lease, to pay all reasonable expenses incurred by the Landlord to
repair, maintain and paint the Building including the exterior walls,
windows and roof and all machinery and equipment therein, so as to
keep the Building including the Landlord's Work, in as good a state of
repair and condition as it is in when this Lease commences, and to
repair and maintain all water, sewer and gas connections, wiring,
sprinkler system, pipes and water mains and all other fixtures,
machinery, facilities and equipment belonging to or connected to the
Building, or any part thereof, and used in its operation.
(t) Grounds Maintenance
To pay the Tenant's Proportionate Share of all expenses incurred by
the Landlord to maintain the grounds of the Lands and including, but
without restricting the generality of the foregoing, all reasonable
expenses incurred by the Landlord for snow removal, landscaping, yard
maintenance and clean-up, and repairs to concrete walks, stairs,
asphalt and concrete paved areas, and gravel-surfaced areas.
(u) Administration and Management Fees
To pay an administration and management fee equal to three (3) percent
of the minimum rent payable by the Tenant to the Landlord, such fee to
compensate the Landlord for its property management services and
costs.
(v) Showing Building
To permit the Landlord at any time within 180 days prior to the
expiration of the Term hereby granted to enter upon the Building at
all reasonable times for the purpose of offering the same for lease
and exhibiting the same to prospective tenants and to place and keep
upon the Building signs advertising the Building for lease.
(w) Damage to Premises
That it will not bring upon the Building 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 Building and that if any
damage is caused to the Building 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 or employees or any
person having business with the Tenant, the Tenant will forthwith
repair such damage, at its own cost, or pay the cost of repair to the
Landlord.
-13-
(x) Goods and Services Tax
Notwithstanding any other provision of this Lease to pay to the
Landlord an amount equal to any and all goods and services taxes,
sales taxes, value added taxes, or any other taxes imposed on the
Landlord with respect to minimum rent or additional rent payable by
the Tenant to the Landlord under this Lease, or in respect of the
Building under this Lease, whether characterized as goods and services
tax, sales tax, value added tax, or otherwise (herein called "Sales
Taxes"), it being the intention of the parties that the Landlord shall
be fully reimbursed by the Tenant with respect to any and all Sales
Taxes at the full tax rate applicable from time to time in respect of
the minimum rent or additional rent for the Building, without
reference to any tax credits available to the Landlord. The amount of
the Sales Taxes so payable by the Tenant shall be calculated by the
Landlord in accordance with the applicable legislation and shall be
paid to the Landlord at the same time as the amounts to which such
Sales Taxes apply are payable to the Landlord under the terms of this
Lease or upon demand at such other time or times as the Landlord from
time to time determines. Notwithstanding any other provision of this
Lease, the amount payable by the Tenant under this paragraph shall be
deemed not to be minimum rent or additional rent, but the Landlord
shall have all of the same remedies for and rights of recovery of such
amount as it has for recovery of minimum rent or additional rent under
this Lease.
(y) Recovery of Rent
That whenever any amount by the terms of this Lease is payable by the
Tenant to the Landlord, whether as additional rent or otherwise, such
amount shall be recoverable by the Landlord in the same manner as if
such amount were Rent in arrears under this Lease after the Landlord
has demanded such amount be paid and the Landlord shall be entitled to
take any action therefor in respect of Rent in arrears under the Lease
and if the Tenant fails to pay any sum required to be paid by it under
the provisions of this Lease to any person, firm or corporation other
than the Landlord, the Landlord shall have the right to pay any such
sum and to demand reimbursement of such sum from the Tenant and in
default of reimbursement to recover it as if it were Rent in arrears
under this Lease and the Landlord shall be entitled to take any action
therefor which it may be entitled to take with respect to Rent in
arrears under this Lease.
(z) Costs of Enforcement
To pay and to indemnify the Landlord against all legal costs and
charges including legal fees on a solicitor and own client basis and
all bailiffs fees and costs of distress lawfully and reasonably
incurred in obtaining possession of the Building after default of the
Tenant or upon expiration or earlier termination of the Term of this
Lease or in enforcing any covenant or agreement of the Tenant herein
contained.
-14-
(aa) Overdue Payments
To pay to the Landlord interest at the then current rate of interest
being charged to the Landlord by the Landlord's bank on all overdue
payments required to be made by the Tenant under any one or more of
the provisions of this Lease.
(bb) Maintenance of Licence Area
To maintain the Licence Area (hereinafter defined) including without
restriction the generality of the foregoing snow removal, landscaping
including planting and replanting of shrubs and plants, yard
maintenance, the clean up and repair of concrete walk, stairs, asphalt
and concrete paved areas and gravel surfaced areas; provided that if
the Tenant is in default under the provisions of this paragraph the
Landlord may proceed with such repairs, maintenance, painting,
replacements, rebuilding or reconstruction and the Tenant shall all
costs and expenses incurred by the Landlord in so doing and such costs
and expenses shall be recovered by the Landlord as if they were
minimum rent in arrears under this Lease.
2. LANDLORD'S COVENANTS
THE LANDLORD COVENANTS WITH THE TENANT AS FOLLOWS:
(a) Quiet Enjoyment
For quiet enjoyment.
(b) Tenant's Furniture and Equipment
To allow the Tenant to install at the Building such furniture and
equipment as the Tenant may require for the purpose of its business.
(c) Signs
The Tenant may from time to time during the Term erect, paint,
display, maintain, alter, change or remove signs on the exterior and
interior of the walls, all such signs to be dignified in appearance,
approved in writing by the Landlord acting reasonably and without
delay as to dimensions, type and location, and to comply with the
requirements of municipal and governmental authorities; and the
Landlord in approving such sign shall have regard to:
(i) the aesthetic appeal of the Building;
(ii) the need, as a primary purpose to identify and not to advertise
the Tenant; and
(iii) the necessity on a multiple occupancy site for all signs to be
complementary and not to detract from each other.
-15-
The signs shall remain the property of the Tenant and shall be removed
by it on the termination of the Term hereby granted. Upon removal of
any such signs the Building shall be restored to its original
condition at the Tenant's cost, except for reasonable wear and tear.
The Tenant shall indemnify the Landlord against any loss or damage
caused to any person or property as a result of the placing, use or
removal of any sign on the Building.
(d) Parking
The Landlord hereby grants to the Tenant the licence irrevocable
during the Term or any renewal thereof to the intent that the benefit
of such licence may be annexed to and run with this Lease or any
renewal lease, over the licensed area outlined in green on Schedule
"A" hereto (the "Licence Area") for the purposes only of parking and
loading.
(e) Access Easement
The Landlord hereby grants to the Tenant an easement over the easement
area shown outlined in blue on Schedule "A" hereto (the "Easement
Area") to pass and xxxxxx by foot or by vehicle over said easement
area together with the Tenant or tenants of the other building on the
Lands.
(f) Tenant's Allowance
The Landlord shall provide to the Tenant, a tenant improvement
allowance (the "Allowance") in the amount of Sixty-Two Thousand Five
Hundred Dollars ($62,500.00) inclusive of GST which shall be used by
the Tenant towards non-structural partitions, location of heavy
machinery, electrical updates including extra lighting within the
Building. The Landlord will reimburse the Tenant for improvement work
done by the Tenant from the Allowance on or before thirty (30) days
following submission to the Landlord of receipted invoices for
completed work by the Tenant.
(g) Landlord's Work
The Landlord shall construct or effect the construction of
improvements to the Building at its sole cost and expense, as outlined
in Schedule "B" attached to this Lease (the "Landlord's Work").
Subject to the provisions of paragraph 3(n), the Landlord covenants
with the Tenant to repair, rebuild, re-construct or replace as
necessary and with all reasonable diligence to correct structural
defects including the roof and roof membrane, foundations, bearing
structures, subfloors, and roof structures and supports of the
Building, and deficiencies in the Landlord's Work provided the
Landlord receives notification within three months of completion of
such work, at no cost to the Tenant unless made necessary by the
negligence of the Tenant or those for whom the Tenant is responsible
at law.
-16-
3. PROVISOS
PROVIDED ALWAYS AND IT IS HEREBY AGREED AS FOLLOWS:
(a) Acceptance of Building
Subject to the completion of the Landlord's Work as set forth in
paragraph 2(g) hereof, the Tenant accepts the Building on an "as is"
basis.
(b) Special Equipment
The Tenant shall be responsible, at its sole cost and expense, for the
installation, operation and maintenance of any special equipment
required by the Tenant's occupancy and business at the Building.
(c) Subordination of Lease
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 by charge or mortgage on the Building or the Lands and the
Tenant shall promptly at any time as required by the Landlord execute
all documents and give such further assurances as may be reasonably
required to postpone its rights and privileges to the holder of any
charge or mortgage; provided that such chargeholder or mortgagee shall
give an assurance to the Tenant in writing acceptable to the Tenant
acting reasonably and without delay that it shall be permitted to
continue in quiet possession of the Building in accordance with the
terms and conditions of this Lease as long as the Tenant is not in
default hereunder, whether such charge or mortgage is in good standing
or not.
(d) Estoppel Certificate
At any time or times at reasonable intervals and within ten (10) days
after a written request by the Landlord, the Tenant will execute,
acknowledge and deliver to the Landlord or such assignee or mortgagee
as the Landlord designates, a certificate setting forth the status of
this Lease, in such form and content required by the Landlord acting
reasonably.
(e) Removal of Trade Fixtures
Provided the Tenant is not in default hereunder, the Tenant may remove
its trade fixtures, and shall in such removal do no damage to the
Building, and shall, at its own cost, make good any damage which it
may occasion thereto; provided that any erection, addition, structure
or improvement erected upon the Building (excluding trade fixtures)
shall become a part thereof, shall not be removed and shall be subject
to all of the provisions of this Lease but the Tenant at its own
expense, shall remove all or some of any erection, addition, structure
or improvement erected upon the Building if, and to the extent,
requested by the Landlord.
-17-
(f) Alterations and Installations
The Tenant shall not erect or cause to be erected any addition,
structure or improvement upon the Building without the prior written
consent of the Landlord, which consent shall not unreasonably be
withheld or delayed. As a condition of the Landlord's consent, the
Tenant shall be required to prepare working drawings of the proposed
improvement work and present same to the Landlord for its approval.
All improvement work shall be completed by qualified and licensed
contractors and sub-contractors approved in writing by the Landlord
prior to the commencement of alterations. All improvements to the
Building shall be completed to a good and workmanlike standard in
keeping with the appearance and character of the Building and shall be
completed in compliance with all applicable municipal, provincial and
federal laws, bylaws, regulations and ordinances.
(g) Bankruptcy and Insolvency
If the Term or any of the goods or chattels of the Tenant shall be at
any time seized or taken in execution or in attachment by any creditor
of the Tenant, or if a writ of execution shall issue against the goods
and chattels of the Tenant and remain unsatisfied for ten days, (and
if the Tenant shall not contest such seizure or execution by
appropriate legal proceedings), or if the Tenant shall execute any
xxxx of sale of any of its goods or chattels, other than a xxxx of
sale of goods in the ordinary course of the Tenant's business or if
the Tenant shall make any assignment for the benefit of creditors or
shall be adjudged bankrupt or insolvent by any court of competent
jurisdiction under any legislation then in force or shall take the
benefit of any statute that may be in force for bankrupt or insolvent
debtors or shall attempt to abandon the Building, or to sell or
dispose of its goods and chattels so that there would not remain after
such sale or disposal a sufficient distress on the Building in the
opinion of the Landlord for the then accruing Rent, or if a Receiver
or Receiver-Manager of any of the assets, business or undertaking of
the Tenant is appointed by Court Order or otherwise, then and in each
of such cases, the minimum rent and any additional rent for the month
then current and the next ensuing three months and taxes payable
hereunder by the Tenant for the then current year, including local
improvement rates (to be reckoned on the rate for the next preceding
year in case the rate should not have been fixed for the current year)
shall, immediately become due and payable, and the Term shall, at the
option of the Landlord, forthwith be determined and in each of the
above cases such accelerated minimum rent, additional rent and taxes
shall be recoverable by the Landlord as if it were Rent in arrears.
(h) Right to Re-enter or Relet
If and whenever the minimum rent or additional rent hereby reserved,
or any part thereof, shall not be paid on the date appointed for
payment thereof, whether lawfully demanded or not, or in case the
Building shall be vacated or remain unoccupied or in case the Term
shall be taken in execution or attachment for any
-18-
cause whatsoever, then and in every such case, it shall be lawful for
the Landlord at any time thereafter to enter into and upon the
Building or any part thereof in the name of the whole and the same to
have again, repossess and enjoy as of its former state, anything in
this Lease to the contrary notwithstanding or, at the Landlord's
option, to relet the Building to the Tenant's account and to claim any
loss between the Rent and other moneys payable by the Tenant to the
Landlord under this Lease and the Rent and other moneys receivable
from any party to whom the Building is relet.
(i) Landlord's Rights on Seizure of Forfeiture of Term
If the Term should be seized or forfeited for any of the causes set
forth in paragraph 3(g) hereof, the Landlord may exercise the rights
and remedies set out in paragraph 3(h).
(j) Notice of Default
Notwithstanding anything herein contained to the contrary, if the
Tenant shall fail to comply with any of its covenants hereunder,
except the covenants to pay Rent, the Landlord may give to the Tenant
notice in writing stating the default with reasonably sufficient
particulars and requiring it to be remedied, and if such default is
not remedied by the Tenant within fifteen (15) days after the receipt
of such notice, or such longer period as may be reasonably necessary
(in view of the nature of the default), the Landlord at its option may
either exercise the rights and remedies set out in paragraph 3(h)
hereof or take such steps as may be necessary to remedy and correct
such default and recover the costs and expenses incurred in so doing
from the Tenant as additional rent.
(k) Waiver of Lien
The Landlord waives any lien rights it may hold to any inventory,
fixtures, equipment or other personal property owned or leased by the
Tenant now or hereafter located at the Building in favour of the
Tenant's lender. The Landlord shall execute such documents as the
Tenant may require to evidence such waiver.
(l) Holding Over
If the Tenant should hold over after the original Term or any extended
term hereof, and the Landlord accepts Rent, such holding over shall be
deemed to be a tenancy from month to month only and shall have no
greater effect, any custom, statute, law or ordinance to the contrary
notwithstanding. Such month to month tenancy shall be governed by the
terms and conditions hereof notwithstanding any statutory provisions
or rules of law with respect to month to month leases, and during such
period of holding over the Tenant shall be required to pay the monthly
rental previously paid by the Tenant under the terms hereof during the
month immediately preceding the expiration or termination of this
Lease or any extension thereof and all other payments for which the
Tenant is liable hereunder.
-19-
(m) Non-Waiver
Any condoning, excusing or overlooking by the Landlord of any
default, breach, or non-performance by the Tenant at any time of any
covenant, proviso or condition herein contained shall not operate to
waive the Landlord's rights under this Lease in respect of any later
default, breach or non-observance so as to defeat in any way the
rights of the Landlord under this Lease on any such later default,
breach or non-observance, and all rights and remedies of the
Landlord shall be deemed to be cumulative, not alternative.
(n) Damage to Premises
Whenever during the Term the Building shall be damaged by fire,
lightning or tempest, or any of the perils insured against under the
provisions or clause 1(j) hereof, the following terms shall apply:
(i) If the damage is such that the Building is rendered wholly
unfit for occupancy or it is impossible or unsafe to use and
occupy it and if the damage cannot be repaired with
reasonable diligence within 120 days from the time the damage
occurs, the Landlord may terminate this Lease by giving to
the Tenant notice in writing of such termination, in which
event this Lease shall be at an end from the date of such
damage and the Rent and all other payments for which the
Tenant is liable hereunder shall be apportioned and paid in
full to the date of such damage and if the Landlord does not
terminate this Lease as aforesaid, then the Landlord shall
repair the Building with all reasonable speed and the Rent
hereby reserved and all other payments for which the Tenant
is liable hereunder shall xxxxx from the date of the
occurrence of the damage until the Building shall have been
restored to substantially the same condition as prior to the
occurrence of such damage.
(ii) If the damage be such that the Building is rendered wholly
unfit for occupancy, or it is impossible or unsafe to use or
occupy it, but if in either event the damage can be repaired
with reasonable diligence within 120 days from the happening
thereof, then the Rent hereby reserved and all other payments
for which the Tenant is liable hereunder shall xxxxx from the
date of occurrence of the damage until the Building has been
restored to substantially the same condition as prior to the
occurrence of such damage, and the Landlord shall repair the
damage with all reasonable speed;
(iii) If the damage can be made good as aforesaid within 120 days
of its occurrence and is such that the Building is capable of
being partially used for the purposes for which the Tenant
has used them then until such damage has been repaired, the
Tenant shall pay that portion of the Rent hereby reserved and
all other payments for which the Tenant is liable hereunder
as the floor areas of the part of the Building that is fit
for the
-20-
Tenant's use and occupancy compares with the floor area of
the whole of the Building and the Landlord shall repair the
damage with all reasonable speed.
(o) Adjustments
Upon the Tenant's occupancy of the Building and upon the termination
of this Lease, the Landlord and the Tenant shall prorate, adjust,
apportion and allow between themselves as of the said dates all items
which are required to be paid by the Tenant under this Lease and
including, without restricting the generality of the foregoing, all
items of taxes, utility charges, repairs and maintenance, insurance
premiums, common expenses, and all other costs, charges and expenses
of a similar nature, to the extent that the burden thereof shall be
borne by the Landlord until the Tenant takes possession of the
Building and by the Tenant thereafter until it shall deliver up
possession of the Building in accordance with the provisions hereof
upon the termination of this Lease or of any holding over hereunder
and not afterwards.
(p) Termination on Expropriation
If the Building or any part thereof is expropriated the Landlord shall
be entitled, at its option, to terminate the Lease by giving notice to
the Tenant, and thereafter Rent and all other payments payable by the
Tenant hereunder shall be apportioned and paid to the date of
termination and the Tenant shall surrender and yield up possession of
the Building to the Landlord and the Landlord shall be solely entitled
to any award payable on such expropriation free of any apportionment
in favour of the Tenant.
(q) Notices
All notices, elections, demands and requests which may or are required
to be given or made hereunder shall be in writing and either delivered
or mailed, if to the Landlord, to:
Hallmark Holdings Ltd.
c/o 2100 - 0000 Xxxx Xxxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
Attention: Xxxxxx X. Xxxxxxxxxx
and if to the Tenant, to:
Glas-Aire Industries Ltd.
x/x 0000 Xxxxxxxxx Xxxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
Attention: Xxxxx Xxxxxxxx, President
-21-
and shall be deemed to have been received on the date of delivery if
delivered or, if mailed, during periods of normal postal service,
within 72 hours of mailing the same by postage prepaid registered mail
from any post office in the Province of British Columbia. Either party
may change its address by notice to the other and in such event this
paragraph shall be deemed to be amended accordingly.
(r) Liens
The Tenant shall not suffer or permit any lien under the Builders Lien
Act or any like statute to be filed or registered against the Building
or the Lands, by reason of work, labour, services or materials
supplied or claimed to have been supplied to the Tenant or anyone
holding any interest in any part thereof through or under the Tenant.
If any such lien shall at any time be filed or registered the Tenant
shall procure registration of its discharge within 20 days after the
lien has come to the notice or knowledge of the Tenant; provided,
however, that should the Tenant desire to contest in good faith the
amount or validity of any lien and it shall have so notified the
Landlord, and if the Tenant shall have deposited with the Landlord or
paid into court to the credit of any lien action, the amount of the
lien claimed plus a reasonable amount for costs, then the Tenant may
defer payment of such lien claim for a period of time sufficient to
enable the Tenant to contest the claim with due diligence, provided
always that neither the Building nor any part thereof, nor the
Tenant's leasehold interest therein shall thereby become liable to
forfeiture or sale. The Landlord may, but shall not be obliged to
discharge any lien filed or registered at any time if in the
Landlord's judgment the Building or the Lands or any part thereof or
the Tenant's interest therein becomes liable to any forfeiture or sale
or is otherwise in jeopardy, and any amount paid by the Landlord in so
doing, together with all reasonable costs and expenses of the
Landlord, shall be reimbursed to the Landlord by the Tenant on demand
and it may be recovered as Rent in arrears. Nothing herein contained
shall authorize the Tenant, or imply any consent or agreement on the
part of the Landlord, to subject the Landlord's estate and interest in
the Building to any lien.
4. OPTION TO RENEW
Provided that the Tenant has duly and regularly paid the Rent and has
duly and regularly performed each and every of the covenants herein to
be performed by the Tenant, the Tenant shall have the right to extend
the term of this Lease for one further term of five (5) years (the
"First Renewal Term") upon giving the Landlord at least six months
prior to the expiration of the Term written notice of the exercise of
such right. If this right of renewal is exercised, the Lease shall
continue for the First Renewal Term on the same terms and conditions
as this Lease, save and except minimum rent (which is to be negotiated
for the First Renewal Term), Landlord's Work, the Allowance and this
right of renewal. The minimum rent payable by the Tenant during the
First Renewal Term shall be the fair market rental value based on the
rents then payable for leased premises of the same permitted use,
similar size, type, location and quality in the same geographical area
as mutually agreed upon by the Landlord and the Tenant by a
-22-
date six months prior to the date upon which the First Renewal Term is
to commence. If the Landlord and the Tenant are unable to agree on or
before the aforesaid date upon the fair market rental value of the
Building, the fair market rental value payable by the Tenant to the
Landlord shall be determined by arbitration pursuant to the Commercial
Arbitration Act of British Columbia, as amended from time to time, or
any successor legislation; provided always that in no event will the
minimum rent payable during the First Renewal Term be less than that
payable during the Seventh Year of the Term.
5. MISCELLANEOUS
(a) Net Lease
It is the intent of this Lease and agreed by the parties hereto that
except as otherwise set out in this Lease, this is an absolutely net
lease and that all and every cost, expense, rate, tax or charge in any
way related to the Building will be borne by the Tenant without any
variation, setoff or deduction whatsoever.
(b) Marginal Notes
The captions herein have been inserted as a matter of convenience and
for reference only and in no way define, limit or enlarge the scope or
meaning of this Lease or any provision hereof.
(c) Binding Effect
This Lease and anything herein contained shall extend to, bind and
enure to the benefit of the successors and assigns of each of the
parties hereto subject to the consent of the Landlord being obtained,
as hereinbefore provided, to any assignment or sublease by the Tenant
and, where there is more than one Landlord or Tenant or Guarantor (if
any) or where the Landlord or Tenant or Guarantor (if any) is a male,
female or a corporation, the provisions herein shall be read with all
grammatical changes thereby rendered necessary. All covenants herein
contained shall be deemed joint and several and all rights and powers
reserved to the Landlord may be exercised by either the Landlord or
its agents or representatives.
(d) Governing Law
This Lease shall be construed in accordance with the laws of the
Province of British Columbia.
(e) Registration
The Landlord shall prepare this Lease in 8.5" by 11" format to enable
the Tenant to register the Lease on title if it so desires and
provided that the Tenant pays all costs, expenses, fees, and taxes in
connection with the registration of this Lease in the
-23-
appropriate land title office and the costs of any plans required for
such registration and the Landlord shall execute and deliver this
Lease in registrable form.
(f) Prepaid Rent and Security Deposit
The Landlord acknowledges receipt of the sum of FIFTY-ONE THOUSAND,
EIGHTY-ONE DOLLARS AND EIGHTY CENTS ($51,081.80) from the Tenant,
which sum shall be applied firstly in payment of the fourth month's
minimum rent, and the remainder held by the Landlord, without
liability for interest, as security for the faithful performance by
the Tenant of the terms of this Lease, and if at any time Rent is
overdue, then the Landlord may apply any portion of the deposit toward
payment of such Rent and any money not so applied will be applied
toward payment of minimum rent for the last month of the Term.
(g) Assignment by Landlord
If the Landlord sells an interest in the Building, the Lands or in
this Lease, to the extent that the purchaser or assignee agrees to be
responsible for compliance with the covenants and obligations of the
Landlord hereunder, the Landlord without further agreement will be
relieved of liability under those covenants and obligations.
(h) Time
Time shall be of the essence hereof.
(i) Entire Agreement
The Tenant acknowledges that there are no covenants, representations,
warranties, agreements or conditions expressed or implied, collateral
or otherwise forming part of or in any way affecting or relating to
this Lease or the Building save as expressly set out in this Lease and
the Offer to Lease made by the Tenant on the 6th day of February, 2002
and accepted by the Landlord on the 6th day of February, 2002 (the
"Offer") and that this Lease and the Offer constitute the entire
agreement between the Landlord and the Tenant and may not be modified
except as herein explicitly provided or except by subsequent agreement
in writing of equal formality hereto executed by the Landlord and the
Tenant.
-24-
WITNESS WHEREOF the parties hereto have executed this Lease as of the day and
year first written above.
HALLMARK HOLDINGS LTD.
by its authorized signatory:
Per: __________________________
Xxxxxx Xxxxxxx Xxxxxxxxxx
Authorized Signatory
GLAS-AIRE INDUSTRIES LTD.
by its authorized signatory:
Per: __________________________
Authorized Signatory
SCHEDULE "A"
Attach Plan of Premises
-26-
SCHEDULE "B"
LANDLORD'S WORK
The Landlord shall use its best efforts to complete the following work on or
before the Commencement Date:
1. Ensure that all lighting, plumbing, air conditioning, heating units, and
loading doors are functional and in good working order.
2. Provide washrooms as follows:
(a) new washrooms in
warehouse area: 6 cubicles plus 3 sinks for women
3 cubicles plus 3 urinals plus 3 sinks for
men
(b) existing washrooms
in office area: 2 cubicles for women
1 cubicle plus 1 urinal plus 1 private
washroom for men.
3. Provide primary electrical service to the Building as follows:
Following removal of all conditions of the Offer, the Landlord shall immediately
commence installation of the new electrical service as described in the Offer
which will be contracted on a best efforts basis to complete on or about 16
weeks. For greater certainty, particulars and specifications of the new
electrical work is attached and will be installed in compliance with the
standards and requirements of the municipal governmental authorities. Power
interruptions will be anticipated in order to complete installation of the new
electrical work. Reasonable prior notice of any power interruptions will be
given to the Tenant.
