Exhibit 10.6
TENANCY AGREEMENT
AN AGREEMENT made on the 18th day of April, 1996
between
ALAMBON TOOLS PRIVATE LIMITED,
(hereinafter called "the Landlord" which expression shall
where the context so admits include his successors in title).
A private company incorporated with limited liability in the
Republic of Singapore and having its registered office at 00
Xxxxx Xxxxxx #00-00 Xxxxxx Xxxx Xxxxxx Xxxxxxxxx 000000.
and
InTEST PTE LTD,
(hereinafter called "the Tenant" which expression shall where
the context so admits include its successors in title and
permitted assigns).
A private company incorporated with limited liability in the
Republic of Singapore and having its registered office at 0
Xxxxx Xxxxxx Xxxx #00-00 Xxxx Xxxxxx Xxxxxx Xxxxxxxxx 000000.
WHEREBY IT IS AGREED as follows:
Demise:
1. The Landlord agrees to let and the Tenant agrees to take
all that the premises known as Block 000X Xxxxxxxxx Xxxxxxxxxx Xxxx #00-00
Xxxxxxxxx 000000 (hereinafter called "the said premises") together with the
Landlord's fittings and set forth in the Inventory annexed hereto TO HOLD the
same unto the Tenant for the term of FORTY EIGHT (48) months commencing from the
8th day of April, 1996 and expiring on the 7th day of April, 2000 inclusive of
both these dates (hereinafter called "the said term") together with the right
for the Tenant and others duly authorized by the Tenant to use in common with
the Landlord and all others so authorized by the Landlord and all other persons
entitled thereto the entrance halls, staircase landings, lobbies, passages,
lifts, car parks, service road and the recreational and other facilities in the
complex in which the said premises are comprised (hereinafter referred to as
"the Complex"). YIELDING AND PAYING THEREFORE the monthly rent of Singapore
Dollars SIX THOUSAND FOUR HUNDRED SIXTY ONE AND CENTS SEVENTY only (S$6,461.70)
of which S$5991.70 is for the premises and S$470.00 is for the maintenance
charges. The agreed rental of S$6,461.70 is to be paid monthly in advance on or
before the 8th day of each month.
Deposit:
2. On or before the signing of this agreement, the Tenant
shall advance a deposit with the Landlord the sum of Singapore Dollars NINETEEN
THOUSAND THREE HUNDRED AND EIGHTY FIVE AND CENTS TEN ONLY (S$19,385.10) being
the equivalent to THREE (3) month's rent by way of a deposit or security for the
due
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performance and observance by the Tenant of all and singular the several
covenants conditions and stipulations on the part of the Tenant herein contained
which deposit shall be refunded free of interest to the Tenant upon expiry or
earlier termination of the tenancy.
3. The Tenant HEREBY COVENANTS with the Landlord as follows:
(a) Rental. To pay the said monthly rent at the time
and in the manner aforesaid without any deduction whatsoever.
(b) PUB Charges. To pay the charges and taxes for the
supply of water, electricity, gas and/or any other appliances hired from the
Public Utilities Board and any water borne sewerage system and other charges
payable to the Public Utilities Board and or other competent authority in
respect of the said premises.
(c) TAS Charges. To pay all charges and taxes in
respect of the telephone installed on the said premises.
(d) Tenantable Repairs. At all times to keep the
interior of the said premises and the effects thereof in good and tenantable
repair and condition (fair wear and tear and damage by the fire tempest,
earthquake, flood, explosion and any Act of God or cause not attributed to the
neglect or default of the Tenant excepted) at any time during or at the
expiration or sooner termination of the said term.
(e) Rules and Regulations. To comply with all the rules
and regulations and any other condition imposed by the Management Corporation
for the use of the common facilities and to pay the Landlord for any costs that
may be incurred as a result of the breach of the said rules, regulations and
conditions by the Tenant.
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(f) Access to Premises. To permit the Landlord and his
duly authorized agents, workmen and others appointed by him upon reasonable
notice and at all reasonable times of the day during the said term free access
to the said premises to execute any work of renewal, cleaning, alteration or
repair to the said premises.
(g) Nuisance. Not to do or suffer to be done on the
said premises or any part thereof any act matter or things whatsoever which
maybe or become a nuisance or may cause disturbance to the owners, tenants or
occupiers of any adjacent or neighboring premises.
(h) Illegal Purpose. Not to use or permit or suffer the
said premises or any part thereof to be used for any illegal or immoral purpose
and to use only as a factory cum office.
(i) Renovations. No permit to be made for any partition
or alteration to the said premises or to the Landlord's fixtures, fittings and
decorations therein without prior written consent from the Landlord whose
consent shall not be unreasonably withheld.
(j) Subletting. Not to assign, sublet or otherwise part
with possession of the said premises without prior written consent of the
Landlord whose consent shall not be unreasonably withheld. Provided always that
the Tenant shall not be in breach of this covenant if the said premises shall be
occupied by any employee or member of its staff and any person duly authorized
by the tenant.
(k) Viewing. During the four (4) weeks immediately
receding the expiry or earlier termination of the said term in accordance with
the provisions herein
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contained to permit persons with written authority from the Landlord or the
Landlord's agent upon reasonable notice and at reasonable times to view the said
premises for the purpose of sale or taking a tenancy thereof.
(l) Yield Up Premises. To deliver up vacant possession
of the premises together with the effects thereto at the expiration or sooner
termination of the said term in good and tenantable repair and condition (fair,
wear and tear and damage by fire tempest, flood, explosion, strike, riot, civil
commotion and any Act of God or cause not attributable to the neglect or default
of the Tenant excepted).
(m) Stamp Duty and Costs. To pay the stamp duty on this
Agreement and the duplicate.
(n) Termination. Notwithstanding the provisions of
Clause 1 of this Agreement, the Tenant may terminate this Agreement on giving
the Landlord not less than TWO (2) months notice in writing.
4. The Landlord HEREBY COVENANTS with the Tenant as follows:
(a) Taxes, etc. To pay all rates assessments and
outgoing in respect of the said premises and any increases thereof.
(b) Premises. To deliver the said premises and the
effects in good order and condition at the commencement of the Agreement.
Building features specifications as follows:
Area: 3077 sq. ft.
Floor (loading max.): 250 to 450 lbs/sq. ft.
Cargo Lifts (loading): 5 tons each (6 lifts)
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The Landlord hereby warrants and undertakes that the said premises have been
duly approved by the Relevant Authorities for use as a factory cum office.
(c) Insurance. To insure and keep insured the said
premises against loss or damage by fire, xxxxx, xxxxxxx, strike, riot, civil
commotion, Act of God and such other risks as the Landlord shall deem desirable
or expedient and in case of destruction of or damage to the said premises or
part thereof from any cause by such insurance as to make the same unfit for
habitation and use to lay out all monies received in respect of such insurance
in rebuilding and reinstating the same as soon as is reasonably practicable.
(d) Quiet Enjoyment. That the Tenant paying the rent
hereby reserved and observing and performing the several covenants conditions
and stipulations on the part of the tenant herein contained shall peaceably hold
and enjoy the said premises throughout the said term without interruption from
Landlord or any person rightfully claiming under or in trust for the Landlord.
(e) Good Conditions. To keep in good structural repair
and condition the ceiling, walls, floors, wirings, pipes, wires, sanitary and
water apparatus in or about the said premises. With regard to the common
entrance, hall, lifts, staircase and passages leading to the said premises the
Landlord shall upon any request by the Tenant make representations to the
Management Corporation of the complex in which the said premises are situated or
such other competent authority for the time being appointed in respect of any
matter or complaint which the Tenant may have.
(f) Repairs. Subject to Clause 3 (f) to execute and pay
for all repairs or maintenance of the said premises and effects and so far as
such work may be done
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by the Tenant the costs thereof recoverable as a debt due from the Landlord to
the Tenant and be forthwith payable by the Landlord to the Tenant on demand.
5. PROVIDED ALWAYS and it is hereby agreed and declared as
follows:
(a) Fire. In case the said premises or any part thereof
shall at any time during the said term be so damaged or destroyed by fire,
earthquake, lighting, xxxxx, xxxxxxx, strike, riot, civil commotion or any Act
of God or cause not attributable to the neglect or default to the Tenant to be
unfit for habitation and then the rent hereby reserved shall be suspended until
the said premises shall again be rendered fit for habitation and use. Any
dispute with reference to this provision referred to arbitration in accordance
with the Arbitration Act (Chapter 10).
(b) Notice of Termination in the Event of Fire.
Notwithstanding the provisions of the preceding sub-clause either party may in
the event of the said premises being destroyed or damaged as mentioned in the
sub-clause by at liberty by notice in writing to determine the tenancy hereby
created shall absolutely cease and determine and the deposit to determine and
the deposit paid to the Landlord under clause 2 hereof and any rent paid advance
shall be refunded to the Tenant forthwith without demand but without prejudice
to any right of action which the parties may have against each other in respect
of any antecedent breach of this Agreement by either of the parties.
(c) Option to Renew. The Landlord will on the written
request of the Tenant made not less than two (2) months before the expiration of
the term hereby created and if there shall at the time of such request be no
existing breach or non-observance
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of any of the conditions and provisions on the part of the Tenant herein before
contained at the expense of the Tenant grant to the Tenant a tenancy of the said
premises for further term of TWENTY FOUR (24) months from expiration of the said
term at a rental to be agreed upon by both parties and containing the like
conditions and provisions as are herein contained except this clause for
renewal. In the event that both parties cannot agree on the new rental for the
further term of twenty four (24) months, then there shall be no extension of the
tenancy herein and each party shall have no claim against the other party save
for antecedent rights.
(d) Right to Terminate. The Tenant shall have the right
to terminate the tenancy by giving the Landlord TWO (2) months' notice in
writing or TWO (2) months' rent in lieu of such notice PROVIDED after the first
FORTY EIGHT (48) months of the term hereby created.
(e) Notice. Any notice required to be given or served
by the Landlord or the Tenant shall be in writing and shall sufficiently be
given or served if posted by registered post to the respective addresses
hereinabove stated or to the last known address of the party concerned and shall
be deemed to be received when it would have been delivered in the ordinary
course of post.
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IN WITNESS HEREOF the parties hereto have hereunto set their
Common Seal the day and year first above written.
Dated this 18th day of April, 1996.
The Common Seal of: }
}
ALAMBON TOOLS PRIVATE LIMITED }
}
is hereunto affixed }
in the presence of:
/s/ X. Xxxxxxxxxxx /s/ S. Sivagami
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The Common Seal of: }
}
InTEST PRIVATE LIMITED }
}
is hereunto affixed }
in the presence of:
/s/ Cornelis Hol
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