1
EXHIBIT 10.4
AN AGREEMENT made the 18th day of November 1996 BETWEEN HOUSING & DEVELOP-
MENT BOARD, a Body Corporate incorporated under the Housing & Development Act
and having its office at Bukit Merah Centre, 0000 Xxxxx Xxxxx Xxxxx, Xxxxxxxxx
000000, (hereinafter called "the Licensor" which expression shall where the
context so admits include its successors and assigns) of the one part AND
M/S ST ASSEMBLY TEST SERVICES PTE LTD
00 XXXXXXXXX XXXXXXXXXX XXXXXX XXXX 0
#00-00/00
XXXXXXXXX 000000
(hereinafter called the "the Licensee" which expression shall where the context
so admits include its successors and assigns) of the other part.
WHEREBY IT IS AGREED as follows:-
1 For the period of twenty-four months from 1ST MAR of 1996 (hereinafter
referred to as "the date hereof") or for such further period as may be
extended by the Licensor the Licensee shall have the Licence and authority
to enter upon ALL THAT piece of land more particularly described in the First
Schedule hereto (hereinafter referred to as "the said land") for the
construction of factory buildings and other structures therein and for the
installation of equipment fixtures and fittings thereat for the purpose of
SEMICONDUCTOR MANUFACTURING AND TESTING
in accordance with the stipulation hereinafter contained and for no other
purpose whatsoever.
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2 The Licensee hereby agrees to perform and observe the following
stipulations:-
(i) To hold the said land until the same shall be comprised in a lease
to be granted as hereinafter provided as licensee upon the same
terms relating to the lease referred to in Clause 2(ii) herein at a
licence fee and subject to the same covenants and stipulations so
far as applicable as if a lease thereto has been actually granted
and so that the Licensor shall have all remedies by whatsoever
means for rent in arrears that are incidental to the relationship of
landlord and tenant but so that nothing herein contained shall be
construed as creating a legal demise or any greater interest in
the licence than a tenancy at will;
(ii) To pay in advance as from the date hereof a licence fee calculated
at the same rate and on the dates specified as for the rent reserved
in the lease of the said land set out in the Second Schedule
hereto as if such lease has actually been granted;
(iii) The Licensee shall pay to the Licensor an amount equivalent to the
sum, if any, payable by the Licensor as property tax in respect
of the said land during the term prior to the issue of the
Lease by the Licensor;
(iv) To pay interest at the rate of 8.5% per annum or such higher rate as
may be determined from time to time by the Licensor in respect of
any outstanding amount payable by the Licensee under this Agreement
from the date such amount becomes due until payment in full is
received by the Licensor;
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(v) The Licensee shall also within one calender month from the 1ST
of MAR 1996 submit to the Licensor for its approval layout plans
of the said buildings proposed to be erected on the said land in
accordance in every way with the requirements of the Licensor and
the Competent Authority appointed under Section 3 of the Planning
Act and the Building Control Act (1985 Rev Ed Chapter 29), which
approval the Licensor may either give or refuse at its absolute
discretion;
(vi) The Licensee shall also within four calendar months from the
1ST of MAR 1996 submit to the Deputy Director (Building Control
Division), Public Works Department, or his successor full and
complete plans elevations and specifications of the said
buildings proposed to be erected on the said land in accordance
in every way with the layout approved by the Licensor and the
Competent Planning Authority and with the Building Control Act
(1985 Rec Ed Chapter 29) and the Building Authority under the
Building Control Act;
(vii) The Licensee shall also within eight calendar months from the
1ST of MAR 1996 or within one month from the date of approval by
the Deputy Director (Building Control Division), Public Works
Department whichever shall be the later, commence work on the
erection of the said buildings after but not before the said
plans elevations and specifications have been approved by the
Deputy Director (Building Control Division), Public Works
Department, or his successor;
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(viii) The Licensee shall also at its own expense within twenty-four
(24) calendar months from the 1ST of MAR 1996 build on the said
land and finish the said buildings so as to be completely fit
for occupation. The said buildings shall be erected in every way
in accordance with the said plans elevations and specifications
as submitted to and approved by the Licensor and by the Competent
Authority and the Deputy Director (Building Control Division),
Public Works Department or their respective successors under
sub-clauses (v) and (vi) hereof;
(ix) In the planning, erection, construction and completion of the said
buildings, to develop the said land to a gross plot ratio of not
less than 1.0. In the event the gross plot ratio of the buildings
and structures on the said land is less than 1.0, the Licensor
shall be entitled to impose, and the Licensee shall pay the
Licensor additional licence fee amounting to 10% of the licence
fee payable by the licensee under the terms of this Agreement;
(x) If at any time in the option of the Licensor inferior work or
material is found to have been used, then upon fourteen (14) days'
notice in writing requiring the remedy or removal of such defects
and on default of the Licensee to remedy such defects within the
said fourteen (14) days the Licensor may enter upon the premises
and make good all such defects at the expense of the Licensee;
(xi) In the event of the Licensee continuing to make use of
sub-standard materials and workmanship the Licensor may direct
that this Agreement shall be terminated and the interest of the
Licensee therein shall be forfeited;
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(xii) No extension of time for completion of the said buildings beyond
the period of twenty-four (24) calendar months prescribed shall be
granted provided the Licensor may at his absolute discretion extend
the time for completion of the said buildings and the Licensee may
be required to pay liquidated damages calculated at the rate of
$50/- per day until the date of completion of the development;
(xiii) Not to demise, transfer, assign, mortgage, let, sublet, underlet,
license or part with possession of the said land or any part
thereof in whatsoever manner and not to effect any form of
reconstruction howsoever brought about including any form of
amalgamation or merger with or take-over by another company, firm
or body or party, without first obtaining the consent of the
Licensor in writing. Section 17 of the Conveyancing Law of Property
Act (Chapter 61) shall not apply. Any consent, if granted by the
Licensor shall be given on such terms and conditions as the
Licensor may in its entire and unfettered discretion deem fit to
impose and shall include:-
(a) full revision of the rental to the prevailing market rate from
the date of assignment;
(b) payment of such administrative fee as determined by the
Licensor;
(xiv) On or before the execution of the Building Agreement, the Licensee
shall supply to the Licensor in writing a list of names of its
existing shareholders and particulars of the classes of shares held
by each and every shareholder and the value thereof and such list
shall be duly certified to be correct by a director of the company.
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(xv) Notwithstanding any mortgage or charge or any permitted assignment
the original Licensee shall continue to be liable to the Licensor
for the observance and performance of all the stipulations and
agreements herein contained and on the part of the Licensee to be
observed and performed until the grant of the Lease hereinafter
mentioned;
(xvi) Not to do or omit or suffer to be done or omitted any act matter
or thing in or on or respecting the said land which shall
contravene the provisions of any Ordinance Act of Parliament
Enactment order rule or regulation now or hereafter affecting the
same and the Licensee will at all times hereafter indemnify and
keep indemnified the Licensor against all actions proceedings
costs expenses claims liabilities losses and demand in respect of
any such act matter or thing done or omitted to be done in
contravention of the said provisions;
(xvii) Not to do or permit or suffer to be done in or upon the said land
or any part thereof anything which in the opinion of the Licensor
may be or become a nuisance or annoyance or cause damage to the
Licensor or the Licensees or occupiers of neighbouring premises;
(xviii) Not without the consent in writing of the Licensor to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the
exterior of the said land or of the external walls or rails or
fences thereof any nameplate signboard placard poster or other
advertisement or hoarding;
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(xix) Not to permit or suffer any person to occupy reside or make use of
any building erected on the said land before a Temporary Occupation
Licence or the Certificate of Fitness for Occupation or other
equivalent permission has been issued by the Building Authority;
(xx) To make reasonable provision against and be responsible for all loss
injury or damage to any person or property including that of the
Licensor for which the Licensee may be held liable arising out of or
in connection with the occupation and use of the said land and the
structures erected thereon and to indemnify the Licensor against all
proceedings claims costs and expenses which he may incur or for
which he may be held liable as a result of any neglect or default of
the Licensee its servants contractors or agents or their respective
servants;
(xxi) To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants
generated at the said land to the requirements and satisfaction of
the Licensor and other relevant Government authorities PROVIDED THAT
in the event of any default by the Licensee under this covenant the
Licensor may carry out such remedial measures as it thinks necessary
and all costs and expenses incurred thereby shall be recoverable
forthwith from the Licensee as a debt;
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(xxii) Not to effect a change of name except with the consent in writing
of the Licensor PROVIDED THAT on every change of name the Licensee
shall pay to the Licensor a fee to be specified by the Licensor
in relation to such consent;
(xxiii) Within one month of the completion of the construction of the said
buildings and related civil works to reinstate any damage caused
to the roads roadside xxxxx drains turfing and the said permanent
culvert by the Licensee its servants contractors or agents or
their respective agents to the satisfaction of the Licensor and
the relevant Government or Statutory authorities;
(xxiv) To place with the Licensor a deposit (the amount as and when
determined by the Licensor) which shall be forfeited in the
event of any breach of the provision in sub-clause (xxiii)
herein without prejudice to the rights and remedies of the
Licensor contained in this Agreement and the Lease.
3 The Licensee shall so soon as the said buildings shall have reached a
height of one and a half (1 & 1/2) metres above the ground level insure the
same to the full value thereof in the joint names of the Licensee and the
Licensor against loss or damage by fire with some insurance company approved by
the Licensor and shall increase such insurance to the satisfaction of the
Licensor as the said buildings approach completion and shall keep the same so
insured from time to time and make all payments necessary for the above purpose
within fourteen (14) days after the same shall respectively become payable and
shall whenever required produce to the Licensor the policy or policies of such
insurance and the receipt or receipts for each payment and shall cause
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all moneys received by virtue of any such insurance to be forthwith paid out in
re-building and reinstating the said buildings and make up any deficiency with
its own moneys. Provided Always that if the Licensee shall at any time fail to
keep the said buildings insured as aforesaid the Licensor may do all things
necessary to effect or maintain such insurance and any moneys expended by the
firm for that purpose shall be repayable by the Licensee on demand and be
recoverable forthwith from the Licensee.
4 Until the completion of the said buildings in accordance with the
stipulations hereinbefore contained the Licensor shall have the following
rights powers and authorities that is to say:-
(i) The right of the Licensor or its officers or agents with or
without workmen and others at all reasonable times to enter upon the
said land and the said buildings to view the state and progress of
the said buildings and to inspect and test the materials and
workmanship and for any other reasonable purpose including the
construction, repair or cleansing by or on behalf of the Licensor of
any sewer or drain on or leading from any adjoining or neighbouring
land of the Licensor;
(ii) In case the Licensee shall fail to complete the said buildings
within the time aforesaid (time in this respect being the essence of
the contract) and otherwise in every way in accordance with the
stipulations hereinbefore contained or if the Licensee shall not
proceed with the said works with due diligence or if the rent shall
be in arrears for the space of fourteen (14) days next after being
payable or if he shall fail to observe or perform any of the
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stipulations on its part hereinbefore contained then unless the
Licensor shall full right power and authority to impose such
penalties as he deems fit as well at to re-enter upon and resume
possession of the said land and every building or erection thereon
or any part thereof and thereupon this Agreement shall forthwith
cease and determine and all buildings erections upon the said land
shall belong to the Licensor absolutely and without making to the
Licensee any compensation or allowance for the same and without
prejudice to any right of action or other remedy of the Licensor for
the recovery of any rent or moneys due to him from the Licensee or in
respect of any antecedent breach of this Agreement. PROVIDED ALWAYS
that if the said land has been assigned by way of mortgage the
provisions of this clause shall not take effect until the Licensor
has served upon the mortgagee a notice in writing specifying the
breach and the mortgagee has failed to remedy such breach.
5 If the said buildings shall be completed by the Licensee in accordance with
the covenants agreements and stipulations hereinbefore contained the Licensor
will grant and the Licensee (without any investigations of title or any abstract
or evident thereof) will accept and execute a lease in accordance with the draft
form of Lease set out in the Second Schedule to this Agreement with such modifi-
cations as the parties may agree upon or the circumstances may render necessary.
6 The area of the said land ("the said area") as specified in the First
schedule hereto shall be subject to Government survey or re-survey.
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(i) If upon final survey, the said area is found to differ from the final
surveyed area within +/- 1% of the said area, the final surveyed area
will be adopted for the lease of the said land but the licence fee
shall not be adjusted. Any licence fee revision subsequent to the
final survey shall be calculated based on the final surveyed area.
(ii) If the difference between the said area and the final surveyed area
exceeds the +/- 1% margin, the final surveyed area will be adopted for
the lease of the said land and :-
(a) if the final surveyed area is greater than the said area; the
Licensee shall at the request and absolute discretion of the
Licensor pay to the Licensor additional licence fee for the
additional area;
(b) if the final surveyed area is less than the said area, the
Licensor shall credit the excess licence fee paid by the
Licensee to the account of the Licensee towards payment of the
licence fee.
The additional licence fee payable or to be credited in either instance
will be computed at the same rate as the licence fee payable under the
terms of this Agreement.
7 The Licensee shall pay all costs disbursements fees and charges legal or
otherwise including stamp and/or registration fees in connection with the
preparation stamping and issue of this Agreement and the lease herein agreed to
be granted and any prior accompanying or future documents or deeds
supplementary collateral or in any way relating to this Agreement and the lease.
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8 The Licensee shall pay all cost and fees legal or otherwise including the
Licensor's costs as between solicitor and client in connection with the
enforcement of the covenants and conditions of this Agreement and the lease.
9 If at any time during the said period of twenty-four (24) months and any
extensions thereof granted under Clause 2(xii) the Licensee terminates this
Agreement or subject to the consent in writing of the Licensor surrenders part
of the said land he shall in addition to the licence fee (which at the
discretion of the Licensor may by apportioned for the period commencing from
the date hereof up to the date of delivery of vacant possession of the said land
or part thereof to the Licensor) survey fee property tax and other charges
specified herein pay to the Licensor as liquidated damages a sum made up of
firstly an amount equivalent to three (3) months' licence fee, secondly an
amount equivalent to one (1) additional year's property tax and thirdly an
amount of $500/- being administrative costs PROVIDED THAT before the delivery
of vacant possession as aforesaid if the Licensor shall so desire the Licensee
shall render the said land or part thereof as the case may be to its original
state and condition.
10 All sums payable under this Agreement are exclusive of Goods and Services
Tax. The Licensee shall pay and indemnify the Licensor against Goods and
Services Tax chargeable in respect of any payment made by the Licensee under
the terms of or in connection with this Agreement or in respect of any payment
made by the Licensor where the Licensee hereby agrees in this Agreement to
reimburse the Licensor for such payment.
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AS WITNESS the hands of the parties hereto the day and year first above
written.
THE COMMON SEAL of HOUSING } /s/ XXXXXXX XXX
} -------------------------------
AND DEVELOPMENT BOARD was hereunto } Name: Xxxxxxx Xxx
} Designation: Member
affixed in the presence of:- }
}
} /s/ LIM WEE MIEN
} -------------------------------
} Name: Lim Wee Mien
} Designation: Officer
}
THE COMMON SEAL of } /s/ KWEK BUCK CHYE
} -------------------------------
M/s ST Assembly Test Services Pte Ltd } Name: Kwek Buck Chye
} -------------------------
} Designation: Director
} ------------------
}
}
}
} /s/ CHUA XX XX
} -------------------------------
was hereunto affixed in the } Name: Chua Xx Xx (Mrs)
presence of:- } -------------------------
} Designation: Company Secretary
} ------------------
}
[SEAL]
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THE FIRST SCHEDULE ABOVE REFERRED TO:
All that piece of land known as XXX 0000XX, 0000 XX & 0000 XX Mukim 19 and
situated in the District of NORTH SELETAR in the Republic of Singapore estimated
to contain an area of 29,863.8 square metres or thereabouts being the land edged
RED on the plan attached subject to Government Resurvey.
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THE SECOND SCHEDULE ABOVE REFERRED TO:
-----------------------
L 1 Ver 1
-----------------------
THE LAND TITLES ACT
-----------------------
-----------------------
(For Official Use only)
LEASE
(A) DESCRIPTION OF LAND
------------------------------------------------------------
*CT/SSCT/SCT MK TS Lot No Property Address
Whole or part lot (if
------------- part lot, to state
Vol Fol appd new lot/strata
lot)
------------------------------------------------------------
-- -- 19 -- 1970pt, Part of Lots 1970,
1972pt & 1972 & 1974,
1974pt Mukim 19
------------------------------------------------------------
(B) LESSOR
------------------------------------------------------------
If more than ONE ID/Co regn no:
lessee, please ------------------------------------------------------------
refer to
explanatory notes Name: Housing & Development Board
------------------------------------------------------------
Address: HDB Centre, 0000 Xxxxx Xxxxx Xxxxx,
(xxxxxx Xxxxxxxxx xxx Xxxxxxxxx 000000
service of notice)
------------------------------------------------------------
(the registered proprietor) HEREBY LEASES the registered
estate or interest in the land to:-
(C) LESSEE
------------------------------------------------------------
ID/Co regn no:
------------------------------------------------------------
If more than ONE Name: M/s ST Assembly Test Services Pte Ltd
lessee, please
refer to
explanatory notes ------------------------------------------------------------
Citizenship/Place of Singapore
incorporation
------------------------------------------------------------
Non-Citizens *Permanent Resident/Non-Permanent
Resident
------------------------------------------------------------
Address: 00 Xxxxxxxxx Xxxxxxxxxx Xxxxxx Xxxx 0
(xxxxxx Xxxxxxxxx for #03-01/03
service of notice) Xxxxxxxxx 000000
------------------------------------------------------------
* Please delete whichever is not applicable
16
* to hold as
-----------------------------------------------------------------------------
Manner of Holding
-----------------------------------------------------------------------------
* To complete where there are co-owners. To delete if not applicable.
FOR TERM OF LEASE :
Term of Lease : 30 Years
Term of Option to renew : 30 Years
(Upon exercise of the option to renew)
Commencement date : 1 MAR 1996
Annual Rent : $ 1,328,940.00 per annum
(Yearly Rent) @ $ 44.50 per square metre per annum
-------------------------------------------------------------------------------
(D) SUBJECT TO :
PRIOR ENCUMBRANCES (TO STATE 'NIL' IF THERE ARE NONE) :
-----------------------------------
NIL
-----------------------------------
-------------------------------------------------------------------------------
(E) AND THE FOLLOWING :-
COVENANTS AND CONDITIONS
(a) the covenants, conditions and powers implied by law in instruments of
lease (or to such of them as are not hereinafter expressly negatived
or modified);
(b) the covenants and conditions set forth in the Memorandum of Lease
filed in the Registry of Titles as ML 24.
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SPECIAL COVENANTS AND CONDITIONS
1 AND THE LESSEE for itself and its successors and assigns hereby covenants
with the lessor as follows:-
(i) (a) To pay the Yearly Rent of Dollars ONE MILLION THREE HUNDRED
& TWENTY-EIGHT THOUSAND NINE HUNDRED & FORTY ONLY
($1,328,940.00) calculated at the rate of $44.50 per square
metre per annum from the 1st day of MAR 1996 (hereinafter
referred to as "the Initial Rent") which rate shall be
subject to revision on the 1st day of MAR 1997, and
thereafter annually on the 1st day of MAR of each succeeding
year. The revision on the 1st day of MAR of 1997 and each
subsequent annual revision shall be subject to a rate based
on the market rent on the date of such revision and
determined in the manner following but any increase in the
rent pursuant to the revision on the 1st day of MAR 1997 and
each subsequent annual revision shall not exceed 7.6 per
cent of the yearly rent of each immediate preceding year.
The market rent in this context shall mean the rent per
square metre per annum of the said land excluding the
buildings and other structures erected thereon and shall be
determined by the Lessor on or about the abovementioned rent
revision dates and the decision of the Lessor shall be
final;
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(b) The Yearly Rent aforesaid shall be paid quarterly in advance
without deduction and without demand w.e.f. the 1st day
of MAR 1996 at the office of the Lessor or such other office
as the Lessor may designate.
(ii) To pay the Yearly Rent hereby reserved at the time and in the
manner aforesaid PROVIDED THAT in the event the gross plot
ratio of the buildings and structures on the said land is
less than 1.0, the Lessor shall be entitled to impose, and the
Lessee shall pay the Lessor additional Yearly Rent amounting
to 10% of the Yearly Rent hereby reserved as aforesaid.
(iii) To pay all rates taxes charges assessments outgoings and
impositions whatsoever which now are or which at any time
hereafter during the said term shall or may be charged
assessed or imposed upon the said land or on any part thereon;
(iv) To pay all Public Utilities Board charges for the supply of
water gas sanitation or electric light or power at any time
hereafter during the said term charged or imposed by the
Public Utilities Board in respect of the said land and the
building thereon;
(v) To pay interest at the rate of 8.5% per annum or such higher
rate as may be determined from time to time by the Lessor in
respect of any arrears of rent or other outstanding sums due
and payable under the Lease from the due dates thereof until
payment in full is received by the Lessor;
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(vi) To maintain and keep the said land together with the buildings and
appurtenances standing upon the said land during the said term in
good and tenantable condition and repair and in clean and sanitary
order and condition and to fully comply with all statutory
requirements and the requirements of any Competent Authority for
the maintenance of the said land or for the improvement of the said
land by landscape gardening and any expenses so incurred shall be
borne by the Lessee;
(vii) At the termination of the said term or at the earlier determination
thereof to yield up to the Lessor the said land hereby demised
together with all buildings, structures and fixtures therein in
good and tenantable repair;
(viii) Not at any time during the said term without the previous consent
in writing of the Lessor to make any alteration addition to any
building now standing upon the said land and not without the same
consent to erect or put up any building or erection whatsoever in
addition to the building now standing upon the said land or change
the use of the building or any part thereof as prescribed in
Sub-clause (xi) herein and the Lessor reserves the right to levy a
charge for such consent, if given;
(ix) Not to demise, transfer, assign, mortgage, let, sublet, underlet,
license or part with the possession of the said land or any part
thereof in whatsoever manner and not to effect any form of
reconstruction howsoever brought about including any form of
amalgamation or merger with or take-over by another company, firm
or body or party, without first obtaining the consent of the
Lessor in writing. Section 17 of the Conveyancing Law of Property
Act (Chapter 61) shall not apply. Any
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consent, if granted by the Lessor shall be given on such terms and
conditions as the Lessor may in its entire and unfettered discretion
deem fit to impose and shall include:-
(a) full revision of the rental to the prevailing market
rate from the date of assignment;
(b) payment of such administrative fees as determined by
the Lessor;
(x) On or before the execution of the Lease, the Lessee shall supply
to the Lessor in writing a list of the names of its existing
shareholders and particulars of the classes of shares held by
each and every shareholder and the value thereof and such list
shall be duly certified to be correct by a director of the
company;
(xi) Not to use or to permit or suffer the said land or the building
thereon or any part of the said land and building thereof to be
used otherwise than as SEMICONDUCTOR MANUFACTURING AND TESTING
subject to the approval of the Competent Authority appointed
under Section 3 of the Planning Act;
(xii) Not to use the said land or any part thereof for any illegal or
immoral purpose and not to carry on or permit or suffer to be
carried on in or upon the said land or any part of the building
thereon any noxious noisy dangerous or offensive trade or
business or manufacture whatsoever which may be or become a
nuisance annoyance or inconvenience to the owners tenants or
occupiers of premises neighbouring adjoining or adjacent
thereto or to the Lessor;
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(xiii) Not to erect permit or suffer to be carried out any
construction of chimneys or ducts of any kind whatsoever in or at
any part of the building for the purpose of discharging smoke gas
fume or any other substance connected directly or indirectly with
the manufacturing processes;
(xiv) Not to allow utilise or permit to be utilised any of the
covered or open spaces outside the building for storage purposes of
any kind and all raw materials and finished products shall be
stored within the building erected on the said land;
(xv) To maintain and take whatever steps necessary to keep all
machinery and equipment installed in and upon the building or on
any part thereof during the said terms in such condition that they
be free from generating noises or vibration that will cause
nuisance annoyance or inconvenience to the Lessor or the owners,
tenants or occupiers of neighbouring premises;
(xvi) To permit the Lessor or any officer authorised by him in
writing with or without workmen and others at all reasonable times
during the said term but not more often than once in any calender
month to enter into and upon the said land and upon any building
thereon to view the state and condition thereof and the Lessor may
thereupon serve upon the Lessee notice in writing specifying any
breaches of covenant and require the Lessee forthwith to remedy
such breaches and if the Lessee shall not within ten (10) days
after the receipt of such notice proceed diligently to remedy such
breaches then to permit the Lessor to enter upon the said
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land and take steps as may be necessary to remedy such breaches
and the cost thereof shall be a debt due from the Lessee to the
Lessor and be forthwith recoverable by action;
(xvii) To insure and keep insured against loss or damage by fire the
building upon the said land to the full value thereof with some
Insurance Company approved by the Lessor and to pay all premiums
necessary for that purpose within seven (7) days after the same
shall become due and to produce and show to the Lessor whenever
required the policy of such insurance and the receipt for every
such premium and to cause all moneys received by virtue of any of
such insurances to be forthwith paid out in rebuilding or
reinstating the said land and the building now standing thereon
and to make up any deficiency with the Lessee's own moneys;
(xviii) Not do or omit or suffer to be done or omitted any act matter or
thing in or on or respecting the said land which contravene the
provisions of any Ordinance Act of Parliament Enactment order rule
or regulation now or hereafter affecting the same and the Lessee
will at all times hereafter indemnify and keep indemnified the
Lessor against all actions proceedings costs expenses claims
liabilities losses and demand in respect of any such act matter or
thing done or omitted to be done in contravention of the said
provisions;
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(xix) Not without the consent in writing of the Lessor to affix
or exhibit to erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the exterior
of the demised premises or of the external walls or rails or fences
thereof any nameplate signboard placard poster or other
advertisement or hoarding;
(xx) To make reasonable provision against and be responsible
for all loss injury or damage to any person or property including
that of the Lessor for which the Lessee may be held liable arising
out of or in connection with the occupation and use of the demised
premises and to indemnify the Lessor against all proceedings claims
costs and expenses which he may incur or for which he may be held
liable as a result of any act neglect or default of the Lessee its
servants contractors or agents;
(xxi) Not to effect a change of name without the prior consent
in writing of the Lessor PROVIDED THAT on every change of name the
Lessee shall pay to the Lessor a fee to be specified by the Lessor
in relation to such consent;
(xxii) Not in install and/or use any electrical installations,
machines or apparatus that may cause or causes heavy power surge,
high frequency voltage and current, air borne noise, vibration or
any electrical or mechanical interference or disturbance whatsoever
which may prevent or prevents in any way the service or use of any
communication system or affects the operation of other equipment,
installations, machinery, apparatus or plants of other Lessees and
in connection therewith, to allow the Lessor or any authorised
persons to inspect at all reasonable
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times, such installations, machines or apparatus in the demised
premises to determine the source of he interference or
disturbance and thereupon, to take suitable measures, at the
Lessee's own expense, to eliminate or reduce such interference or
disturbance to the Lessor's satisfaction, if it is found by the
Lessor or such authorised person that the Lessee's electrical
installations, machines or apparatus is causing or contributing
to the said interference or disturbance;
(xxiii) To indemnify the Lessor against any claims, proceedings, action,
losses, penalties, damages, expenses, costs, demands which may
arise in connection with Clause (xxii) above;
(xxiv) To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants
generated at the said land to the requirements and satisfaction
of the Lessor and other relevant Government authorities PROVIDED
THAT in the event of any default by the Lessee under this
covenant the Lessor may carry out such remedial measures as it
thinks necessary and all costs and expenses incurred thereby
shall be recoverable forthwith from the Lessee as a debt.
2 The area of the said land ("the said area") shall be subject to Government
survey or re-survey.
(i) If upon final survey, the said area is found to differ from the
final surveyed area within +/- 1% of the said area, the final
surveyed area will be adopted for the lease of the said land, but
the rent shall not be adjusted. Any rental revision subsequent to
the final survey shall be calculated based on the final surveyed
area.
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(ii) If the difference between the said area and the final surveyed area
exceeds the +/- 1% margin, the final surveyed area will be adopted
for the lease of the said land and:-
(a) if the final surveyed area is greater than the said area; the
Lessee shall at the request and absolute discretion of the
Lessor pay to the Lessor additional rent for the additional
area;
(b) if the final surveyed area is less than the said area, the
Lessor shall credit the excess rent paid by the Lessee to
the account of the Lessee towards payment of the rent. The
additional rent payable or to be credited in either instance
will be computed at the same rate as the rent payable under the
terms of this Lease.
3 The Lessor further covenants with the Lessee that the Lessor shall at the
written request of the Lessee made not less than twelve (12) months before the
expiry of the said term but not earlier than the twenty-eighth (28th) year of
the said term grant to the Lessee a Lease of the said land for a further term
of 30 years (hereinafter referred to as "the further term") which shall
commence from the date immediately following the expiration of the said term
on the same terms and conditions and containing like covenants as are
herein contained with the exception of the present covenant for renewal and
such variations or modifications as shall be imposed by the Lessor PROVIDED
that:-
(i) There be no existing breach(es) or non-observance(s) of any of the
covenants and conditions herein contained on the part of the Lessee
to be observed or performed;
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26
(ii) The rental payable for the further term shall be as set out
hereunder:-
(a) The Yearly Rent for the further term commencing on the 1st day
of MAR 2026 shall be at the rate based on the market rent at
the commencement of the further term (hereinafter referred to
as "the Second Initial Rent") which rate shall however be
subject to a revision on the 1st day of MAR 2027 to a rate based
on the market rent on the date of such revision determined in
the manner following but so that the increase shall not exceed
7.6 percent of the Second Initial Rent;
(b) The Yearly Rent so revised shall be subject to revision every
year from the 1st day of MAR 2027 and shall be at the rate based
on the market rent on the respective dates determined in the
manner following but so that the increase shall not exceed 7.6
percent of the Yearly Rent for each immediately preceding year;
(c) The market rent in this context shall mean the rent per square
metre per annum of the said land excluding the buildings and
other structures erected thereon and shall be determined by the
Lessor on or about the dates mentioned and the decision of the
Lessor shall be final.
(d) The Yearly Rent shall be paid quarterly in advance without
deduction and without demand w.e.f. the 1st day of MAR 2026 at
the office of the Lessor or such other office as the Lessor may
designate;
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27
(e) Any demise, transfer, assignment or parting of possession of
the said land or any part thereof by the Lessee in whatsoever
manner within 5 years of the commencement of the further term
will be approved by the Lessor only upon payment by the Lessee
of a fee (hereinafter called "the additional fee") which shall
be equivalent to the value of the buildings and there shall
also be a full revision of the rental to the prevailing market
rate from the date of assignment and payment of such
administrative fee as determined by the Lessor as provided
under Clause 1(ix) herein contained. The value of the building
shall be determined by the Lessor alone and the Lessor's
assessment shall be final and conclusive and not be subject or
open to review by the Lessee. PROVIDED THAT the Lessee shall
not be required to pay the additional fee for any demise,
transfer, assignment or parting with possession of the said
land or any part thereof by the Lessee in whatsoever manner
after the aforesaid 5 years period;
(f) All costs expenses charges legal or otherwise including stamp
duty and the Lessor's legal costs of or connected with the
preparation completion and registration of the Lease for the
further term of 30 years shall be borne by the Lessee.
(iii) The interest chargeable shall be at the rate of 8.5% per
annum or such higher rate as may be determined from time to time by
the Lessor in respect of any arrears of rent or other outstanding
sums due and payable under the Lease from the due dates thereof
until payment in full is
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28
4 AND the Lessor hereby covenants with the Lessee that the Lessee duly paying
the rent hereinbefore reserved and performing and observing the covenants
conditions and agreements on the part of the Lessee hereinbefore contained shall
and may peaceably and quietly hold and enjoy the said land for the term hereby
granted without any interruption from the Lessor or from any person lawfully
claiming through under or in trust for him.
5 PROVIDED ALWAYS that if the said rent hereby reserved or any part thereof
shall be in arrears for the space of fourteen (14) days next after being payable
(whether the same shall have been formally demanded or not) or if any covenant
on the part of the Lessee hereinbefore contained shall not be performed or
observed or if the Lessee or other person or persons in whom for the time being
the term hereby created shall be vested shall become bankrupt or make an
assignment for the benefit of its or their creditors or enter into an agreement
or make any arrangement with its or their creditors for liquidation of its or
their debts by composition or otherwise then and in any such case it shall be
lawful for the Lessor to impose such penalties as it deems fit as well as to
enter upon and take possession of the said land or any part thereof in the name
of the whole and thereupon the term hereby created shall absolutely cease and
determine without prejudice to any right of action or remedy of the Lessor in
respect of any antecedent breach of any of the Lessee's covenants hereinbefore
contained. Provided Always that if the said land and the buildings thereon have
been assigned by way of mortgage and there should be any breach of the Lessee's
covenants as aforesaid, the Lessor or the officer authorised as aforesaid shall
not enter upon and take possession of the said land and buildings nor shall the
term hereby created cease and determine
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29
until the Lessor has served upon the Mortgage a notice in writing that such
breach has occurred and the Mortgage has failed to remedy such breach within
one (1) calendar month from the date of service of such notice.
6 All sums payable under this Lease are exclusive of Goods and Services Tax.
The Lessee shall pay and indemnify the Lessor against Goods and Services Tax
chargeable in respect of any payment made by the Lessee under the terms of or
in connection with this Lease or in respect of any payment made by the Lessor
where the Lessee hereby agrees in this Lease to reimburse the Lessor for such
payment.
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(F) DATE OF LEASE :
------------------------
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(G) EXECUTION BY LESSOR
-------------------------
SIGNATURE
Witness :
-------------------------
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(H) EXECUTION BY LESSEE
-------------------------
SIGNATURE
Witness :
-------------------------
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(I) CERTIFICATES PURSUANT TO THE RESIDENTIAL PROPERTY ACT AND THE LAND TITLES
RULES AND PRACTICE CIRCULARS:
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30
(J) SIMILAR INTEREST CONFIRMATION (if any)
I, the solicitors for the Lessee hereby confirms that
---------------------
the interest of the Lessee is similar to that in Caveat CV/ .
----------
--------------------------------------------
NAME & SIGNATURE OF SOLICITOR FOR THE LESSEE
(K) CERTIFICATE OF CORRECTNESS:
I, the solicitor for the Lessor hereby certify that
---------------------
this instrument is correct for the purposes of the Land Titles Act.
--------------------------------------------
NAME & SIGNATURE OF SOLICITOR FOR THE LESSOR
I, the solicitor for the Lessee hereby certify that
---------------------
this instrument is correct for the purposes of the Land Titles Act.
---------------------------------------------
NAME & SIGNATURE OF SOLICITOR FOR THE LESSEE
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FOR OFFICIAL USE ONLY
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EXAMINED REGISTERED
Date: Initials of Signing Officer: Registrar of Titles
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Note: This portion shall be printed or typed on the reverse side of the
last page of the application.
Signature
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