COMMERCIAL LEASE
SUITABLE FOR SMALL OFFICE BUILDINGS, FACTORIES AND ANY
SHOP PREMISES WHICH ARE NOT THE SUBJECT OF THE RETAIL
LEASES ACT (1994) WHERE THE TERM OF LEASE (INCLUDING THE
PERIOD OF ANY OPTION) DOES NOT EXCEED THREE YEARS.
THIS LEASE is made in duplicate on the 15th day of April, 1999 at North Sydney
in the State of New South Wales.
BETWEEN VIESTALL PTY LTD OF XXXXX 0, 0 XXXXX XXXXX, XXXXX XXXXXX (CAN 003 016
395), HEAD-LESSEE whose agent is BLAKELEYS PROPERTY CONSULTANTS PTY LTD OF 000
XXXXXXX XXXXXXX, XXXXX XXXXXX, AGENT AND CORVU AUSTRALASIA PTY LTD C/- CRISPIN &
XXXXXXX SUB-TENANT (ACN 050 043 699) XXXXX 0, 00 XXXXXXXXX XXXXXX, XXXXXXX XXX
GUARANTOR.
The landlord leases the premises known as XXXXX 0, 0 XXXXX XXXXX, XXXXX XXXXXX
including all fixtures listed in the inventory which is signed by all parties
and attached as part of this lease.
The premises shall be used only as COMMERCIAL PREMISES.
The rent shall be THIRTEEN THOUSAND DOLLARS $13,000.00 per MONTH commencing on
the FIFTEENTH day of MAY, 1999 and payable in advance by the tenant on the FIRST
day of every MONTH to the landlord/agent at his above address or at any other
reasonable place as he notifies in writing.
The term of the lease shall be ONE YEAR AND FORTY FIVE DAYS commencing on the
FIFTEENTH day of MAY, 1999 and ending on the THIRTIETH day of JUNE, 2000.
Subject to Condition 32 of this lease the landlord offers a renewal of this
lease for a further term of _____ years.
Unless either party gives the other written notice at least one month before the
end of the term that vacant possession shall be given on that day, the lease
shall continue as a periodic lease from month to month at the same rent or at a
rent which both parties agree to.
The tenant's percentage of increases in rates, taxes and insurance premiums to
be paid in accordance with Condition 17 is ______%.
Municipal Rates: _____________19_________
Water and Sewerage Rates: 19_________/19____________
Land Tax: ______________ 19____________
The amount of cover for public liability referred to in Condition 4(b) is
$5,000,000.
The parties agree to the conditions set out above and on the following pages and
also to those conditions implied by Sections 84 and 85 of the Conveyancing Act,
1919, which are not expressly negatived or modified by this lease.
NOTE
It is advisable for the tenant to insure his own property and insure against his
liability for public risk as the occupier.
ISSUED BY THE REAL ESTATE INSTITUTE OF N.S.W.
THE LANDLORD AGREES
1. To give possession of the premises to the tenant on the day on which the term
of the lease commences.
2. To ensure that the premises are in a reasonably fit condition for use at the
commencement of the lease.
3. To ensure that the external doors and windows contain locks and catches in
working order at the commencement of the lease.
4. (a) To insure the premises against damage arising from fire, lightning and
explosion and other hazards (including earthquake, storm and tempest, water
damage, explosion, impact, aircraft, riots/civil commotions and malicious
damage).
(b) To insure for public liability covering all sums which he shall become
legally liable to pay as owner and landlord for a minimum amount as noted on
the front page of this lease.
5. To allow the tenant to use and occupy the premises without unreasonable
interference by the landlord or his agent.
6. To pay council, water and sewerage rates and land tax promptly.
7. To provide the tenant with a stamped copy of the lease signed by both parties
as soon as practicable.
8. To issue rent receipts showing the tenant's name, the address of the
premises, the amount received, the date of payment and payment the period for
which the payment was made.
THE TENANT AGREES
9. To pay the rent promptly and in advance.
10. To obtain at his own expense all necessary consents that may be required
from municipal or shire or other authorities to carry on his proposed business
at the premises (being the use for which the premises are leased).
11. To pay all charges for gas, electricity and telephone and any excess water,
garbage or sanitary charges, relating to the tenant's use of the premises.
12. To take care of the premises and to keep them in a clean condition, and in
particular:
(a) To make no alterations or additions to the premises, including the
erection of any sign or antenna, without the written consent of the landlord.
(b) To do no decorating that involves marking, defacing or painting any part
of the premises, without the written consent of the landlord.
(c) To put nothing down any sink, toilet or drain likely to cause obstruction
or damage.
(d) To keep no animals or birds on the premises, without the written consent
of the landlord.
(e) To ensure that rubbish is not accumulated on the premises and to cause
all trade refuse to be removed regularly in a manner acceptable to the
landlord.
(f) To ensure that nothing is done that might prejudice any insurance which
the landlord has in relation to the premises.
(g) To notify the landlord promptly of any loss, damage or defect in the
premises.
(h) To notify the landlord promptly of any infectious disease, or the
presence of rats, cockroaches or similar pests.
13. Not to sleep or permit anyone to sleep on the premises nor to hold or permit
to be held any sale by action on the premises.
14. To ensure that he, his employees, licensees and agents observe, obey and
perform the Rules and Regulations forming part of this lease and such further
Rules and Regulations as the landlord may from time to time make and communicate
to the tenant (not being inconsistent with this lease) for the safety, care and
cleanliness of the premises and of the building.
15. (a) To do nothing in the building or keep anything therein that would
increase the insurance premium payable by the landlord on the building except
with the written consent of the landlord.
(b) To do nothing which would make any Insurance Policy void.
(c) To insure all external fixed glass and window frames for which the tenant
is responsible.
(d) To pay all insurance premiums increased as a result of his actions.
16. (a) To compensate and meet all claims of
(i) the landlord for the loss of or damage to part of whole of the
premises,
(ii) any person for the loss of or damage to his personal property,
and
(iii) any person for personal injury or death
as a result of any accident or neglect or a deliberate or
careless act on the premises or a breach of any condition of
the lease by the tenant, his employees or agents or any person
present on the premises with the consent of the tenant, his
employees or agents.
(b) In these circumstances the tenant shall meet all claims whether they are
made directly against him or against the landlord. Any resultant repairs to
the premises or to any other parts of the building shall be carried out at
the expense of the tenant by a builder approved by the landlord.
(Delete Condition 17 or 18 as applicable)
17. [Deleted]
18. [Deleted]
BOTH PARTIES AGREE THAT
19. If something happens to the premises so that the whole or a substantial part
can no longer be occupied, and the parties are in no way responsible, then
either party shall have the right to terminate the lease, provided written
notice is given within fourteen days of the event.
20. The landlord or his agent shall inspect the premises at the commencement of
the lease and on its termination and take note of their condition including
state of cleanliness, state or repair, and working order of appliances.
21. (a) The tenant shall have repaired in a proper way any damage to the
premises resulting from neglect or a deliberate or careless act or a breach of
any condition of the lease by the tenant or any person on the premises with his
consent.
(b) Except as in Condition 21(a), the landlord shall carry out without delay
all reasonable repairs necessary for the tenant's ordinary use and occupation
of the premises, having regard to the condition of the premises at the
commencement of the lease.
22. (a) The landlord shall respect the tenant's right to privacy.
(b) The tenant shall allow access to the landlord an his agent:
(i) when it is reasonable that they or either of them should view
the condition of the premises or carry out repairs, or
(ii) to erect "to let" signs and to show the premises to intending
tenants, after notice terminating the lease has been given, or
(iii) to erect "for sale" signs and to show the premises to
intending purchasers, after the landlord has given the tenant
notice of his wish to sell.
(c) The landlord shall give the tenant reasonable notice of the time and date
for such access. As far as possible it shall be convenient for both parties.
(d) The landlord may have access at any time with the consent of the tenant
or in the case of an emergency.
23. (a) The tenant shall pay all reasonable costs relating to the lease,
including stamp duty.
(b) The landlord shall pay all other costs relating to his management of the
premises.
24. Each party shall observe as applicable to himself all relevant statutes,
statutory regulations and by-laws relating to health, safety, noise and other
standards with respect to the premises.
25. Any written notice required or authorized by the lease:
(a) Shall be served on the tenant personally, or by pre-paid post to the
premises, or by being left there in the post box.
(b) Shall be served on the landlord by personal service on him or his agent,
or by pre-paid post to his or his agent's address as shown in the lease or as
notified in writing, or by being left in the post box at that address.
(c) Shall be deemed to be served on the second week day after posting, where
it is sent by pre-paid post.
(d) May take effect on any day of the month if it relates to the termination
of a periodic lease, provided it gives the required length of notice.
26. Where there has been a breach of any of the conditions of the lease by
either party, the other party shall take all reasonable steps to minimize any
resultant loss or damage.
27. (a) After a notice terminating the lease or demanding immediate possession
has been given, any acceptance of or demand for rent or money by the landlord
shall not of itself be evidence of a new lease with the tenant or alter the
legal effect of the notice.
(b) Where the tenant unlawfully remains in possession after the termination
of the lease, the landlord is entitled, in addition to any other claim, to
payments equal to the rent as compensation for the use and occupation of the
premises.
28. In any dispute or proceeding between the parties, both parties shall act
reasonably and without delay and make all admissions necessary to enable the
real issues to be decided.
29. (a) Where the lease has become a periodic lease from month to month, either
party may terminate it by giving one months written notice.
(b) The landlord shall have the right to re-enter the premises peacefully or
to continue the lease as a periodic lease from week to week:
(i) Where the tenant has failed to pay rent for a period in excess
of fourteen days, whether formally demanded or not, or
(ii) Where the tenant has seriously or persistently breached any of
the conditions of the lease, or
(iii) Upon the tenant being declared bankrupt or insolvent according
to the law or making any assignment for the benefit of
creditors or taking the benefit of any Act now or hereafter to
be in force for the relief of bankrupts or insolvents.
(Section 85(1)(d) of the Conveyancing Act, 1919, as amended,
is hereby verified accordingly.
(c) If the landlord intends to exercise his right to re-enter, he shall serve
the tenant with a written notice stating the reason and demanding immediate
possession.
(d) If the landlord intends to exercise his right to continue the lease as a
period lease from week to week, he shall serve the tenant with a written
notice stating the reason and informing the tenant of the variation to the
lease. Upon service of the notice, the lease shall continue with all its
conditions, except for the Term and Holding Over conditions, as a periodic
lease from week to week which may be terminated by one week's written notice
from either party.
(e) The landlord shall have the right to re-enter the premises without
giving notice, if he has reasonable grounds to believe that they have been
abandoned.
(f) The tenant shall have the right to terminate the lease if the landlord
has seriously or persistently breached any of its conditions, he shall give
the landlord fourteen days' written notice, indicating at the same time the
nature of the breach.
(g) Any action by the landlord or tenant in accordance with Conditions 29(b),
(c), (d), (e) or (f), shall not affect any claim for damages in respect of a
breach of a condition of the lease.
(h) The tenant may remove his fixtures and shall remove his signs provided
that any damage or defacement occasioned to any part of the premises in the
course of such removal shall be remedied by the tenant immediately and at his
own expense. If he fails to do so the landlord may do so at the tenants'
expense.
(i) Upon the termination or determination of the lease for any cause the
tenant shall promptly and peacefully give vacant possession of the premises
in the condition and state of repair required by Conditions 12 and 21(a) of
the lease, and at the same time hand over all keys.
30. (a) The tenant shall not assign or sub-let or part with possession of the
premises or any part thereof except with the written consent of the landlord.
(b) The landlord shall not withhold his consent unreasonably, provided that
the tenant gives him fourteen days notice and the tenant pays any reasonable
expenses involved in the landlord giving consent.
31. (a) The landlord will employ the caretaker or any other person or persons he
may think fit to clean all or any of the offices or rooms in the building of
which the premises form part.
(b) [Deleted]
(c) The landlord shall not be responsible to the tenant for any loss of
property from the premises however occurring or for any damage done to the
furniture or other effects of any tenant by the caretaker or any employees
of the landlord or by any other person or persons whatsoever.
32. (a) The tenant shall give to the landlord or his agent nor more than six (6)
months and not less than three (3) months prior to the expiration of the term
granted in this lease in writing if he wishes to take a renewal of the lease for
the further term offered. Provided he has duly and punctually paid the rent and
shall have duly performed and observed on his part all the conditions and
agreements contained in this lease up to the expiration of the term granted,
then the landlord will at the cost of the tenant grant to him the further term
at a rent which would at such time be current market rental of the premises.
(b) In the event of any dispute between the landlord and the tenant as to
such rent the rent shall be determined by the President of the Real Estate
Institute of New South Wales or his appointee. The total rent is not to be
less than the total rent payable just prior to the expiration of this lease
and the lease shall be subject to all other conditions as are contained in
this lease with the exception of the Option Condition. The costs of such
rental determination shall be borne in equal shares by the parties unless
otherwise agreed.
33. (a) The word "agent" in context with "landlord" includes the landlord's
estate agent or managing agent and any other person authorised to act on behalf
of the landlord.
(b) The word "landlord" includes the heirs, executors, administrators and
assigns of the landlord, and where the context permits includes the
landlord's agent.
(c) The word "tenant" includes the executors, administrators and permitted
assigns of the tenant.
(d) The word "fixtures" includes fittings, furniture, furnishings,
appliances, plant, machinery, and equipment.
(e) The word "month" shall mean calendar month.
(f) Where the context permits, words expressed in the singular include the
plural and vice versa, words expressed in the masculine gender include the
feminine, and words referring to a person include a company.
(g) Where two or more tenants or landlords are parties, the conditions of the
lease shall bind them jointly and individually.
(h) When this lease is signed by both parties and witnessed, it is a deed at
law from that time.
(i) Headings in the margin have been inserted to assist the parties but they
do not form a legal part of the lease.
34. In consideration of the landlord leasing the premises to the tenant in
accordance with this lease, the Guarantors for themselves and each of them and
each of their executors and administrators unconditionally agree that they and
each of them will be (with the tenant) jointly and severally liable to the
landlord for the payment of the rent and all other moneys payable by the tenant,
and also for the due performance and observance of all the terms and conditions
on the part of the tenant contained or implied. AND IT IS HEREBY EXPRESSLY
AGREED AND DECLARED that the landlord may grant to the tenant any time or
indulgence and may compound or compromise or release the tenant without
realising or affecting the liability of the Guarantors.
SPECIAL CONDITIONS
Special conditions forming part of this lease are to be signed by
both parties and attached.
RULES AND REGULATIONS
1. No sign, advertisement or notice shall be inscribed or painted or
affixed on any part of the outside or the inside of the premises except
of such colour, size and style and in such place upon or in the
building as are approved in writing by the landlord. Upon request by
the tenant, interior signs on glass doors and on the directory tablets
will be provided for him and at his expense by the landlord.
2. The tenant shall not obstruct the entrance passages, halls, staircases,
or fire escapes of the premises or use them or any part of them for any
purpose other than for going in and out of the premises.
3. The tenant will not obstruct or interfere with the rights of other
tenants or in any way injure or annoy them or conflict with the
regulations of any public authority or with the terms of any insurance
policy upon the building or its contents.
4. The tenant shall not install or position any heavy equipment or article
without first obtaining the written consent of the landlord, which
consent may prescribe the maximum weight and the position in which such
heavy equipment or article may be placed or secured; the tenant shall
make good at his expense all damage caused to the building or any part
of it by the introduction, installation, presence or removal of any
heavy equipment or article of which the tenant has ownership, custody
or control. Before any safe or heavy article is moved into the building
due notice must be given to the landlord and the moving of it in and
about the building shall only be done under the supervision of the
landlord or his agent.
5. In the event of any emergency or other eventuality whereby the toilets
or washrooms on any floor are not available for use the landlord may
temporarily withdraw the right of exclusive use of all or any of toilet
or washroom areas and services not affected so as to ensure
availability of these facilities to all occupants of the building, and
no rental adjustment will be made during such temporary arrangements.
6. In carrying goods or furniture in the lifts priority shall at all times
be given to passenger traffic.
7. All doors and windows of the premises shall be securely fastened on all
occasions when the premises are left unoccupied. The landlord reserved
the right for this agents employees servants and workmen to enter and
fasten them if they are left unfastened or insecurely fastened.
PLEASE READ THIS LEASE THROUGH
CAREFULLY BEFORE AND AFTER SIGNATURE
We hereby enter into this lease and agree to all its conditions SIGNED BY THE
LANDLORD
In the presence of
Name of Witness
Signature of Landlord
Signature of Witness
SIGNED BY THE TENANT
In the presence of
Name of Witness
Signature of Tenant
Signature of Witness
SIGNED BY THE GUARANTOR
In the presence of
Name of Witness
Signature of Guarantor
Signature of Witness
THE COMMON SEAL OF CORVU THE COMMON SEAL OF THE COMMON SEAL of
AUSTRALASIA PTY LTD VIESTALL PTY LTD.
Was hereunto affixed by Was hereunto affixed by was hereunto affixed by
the authority of the the authority of the the authority of the
Board of Directors and Board of Directors and Board of Directors and
in the presence of: in the presence of: in the presence of:
[Signature illegible] [Signature illegible]
FORM OF SURRENDER OF LEASE
I, ______________________ proprietor of the lease do hereby in consideration of
___________________________________ surrender all my estate therein to the
landlord or the other present owner of the reversion thereon expectant.
In witness I have hereto subscribed my name this _____ day of _______________,
19____.
Signed
Accepted
