1
EXHIBIT 10.31
DUPLICATE
XXXXX XXXXXXXXXX
XXX(XX)0000/0000 Xx 1/SY/ZMY
BUILDING AGREEMENT
BETWEEN
JURONG TOWN CORPORATION
AND
SINGAPORE TECHNOLOGIES PTE LTD
RELATING TO
PRIVATE LOT AL2787(a)
XXXXXXXXX XXXXXXXXXX XXXX X,
XXXXX XX. 00 XXXXXXXXX
XXXX: 29,824 SQUARE METRES
2
BUILDING AGREEMENT
FOR LAND AT PRIVATE XXX X00000(x)
XX XXXXXXXXX XXXXXXXXXX XXXX D
(AMALGAMATION/INDEPENDENT)
THIS AGREEMENT is made the 17th day of February 1998 BETWEEN THE JURONG
TOWN CORPORATION a body corporate incorporated under the Jurong Town Corporation
Act and having its Head Office at Jurong Town Hall, Jurong Town Hall Road,
Singapore (hereinafter called "the Owner") of the one part AND SINGAPORE
TECHNOLOGIES PTE LTD a company incorporated in Singapore and having its
registered office at
00 Xxxxxxx Xxxx Xxxxx, #00-00/00 Xxx Xxxxx,
Xxxxxxxxx Xxxxxxx Xxxx, Xxxxxxxxx 000000
(hereinafter called "the Licensee") of the other part.
WHEREAS:-
(A) By a Building Agreement dated the 11TH day of APRIL 1995
(hereinafter called "the First Building Agreement") made, between the owner of
the one part and the Licensee of the other part the Owner granted to the
Licensee the licence and authority to enter upon all that piece of land known as
Private Lot A127875 as more particularly described in the First Schedule thereto
and shown edged on the plan annexed hereto (hereinafter called "Private Xxx
X00000") for a period of THREE (3) YEARS from the 16TH day of FEBRUARY 1994 or
for such further period as may be extended by the owner for the construction of
factory buildings and other structures thereat and for the installation of
equipment fixtures and fittings thereat for the purpose therein mentioned and in
accordance with the stipulations therein contained, and the owner agreed that
upon satisfactory completion of the said construction and installation and
compliance of the terms and stipulations therein contained the Owner would grant
to the Licensee a lease of Xxxxxxx Xxx X00000 for the term of THIRTY (30) years
from the 16th day of FEBRUARY 1994.
(B) By letters dated the 15TH day of NOVEMBER 1995 and 18TH day of
DECEMBER 1995, the Owner agreed to grant to the Licensee a licence to enter upon
the adjoining piece of land known as Private Lot A12787(A) FORMING PART OF
GOVERNMENT SURVEY XXX 0000X, XXXXX XX. 00 SEMBAWANG situated in the Republic of
Singapore as shown edged on the plan annexed hereto and estimated to contain an
area of 29,824 square metres more or less subject to survey (hereinafter called
"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 therein specified and upon, inter alia, satisfactory completion
thereof, a lease or sub-lease of the said land to merge and run concurrently
with the lease or sub-lease of Xxxxxxx Xxx X00000 and the Licensee has accepted
the same.
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(C) Pending the amalgamation of the said land with Xxxxxxx Xxx X00000
(hereinafter together called "the amalgamated premises") the Licensee has agreed
to enter into a Building Agreement in respect of the said land in the manner
hereinafter appearing.
IT IS HEREBY AGREED as follows:-
1 For the period of THREE (3) YEARS from the 16TH day of NOVEMBER 1995
(hereinafter referred to as "the date hereof") or for such further period as may
be extended by the Owner the Licensee shall have the Licence and authority to
enter upon 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 WAFER FABRICATION ONLY in accordance with the
stipulations hereinafter contained and for no other purpose whatsoever.
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 the same rent 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 owner shall
have all the 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 in
respect of the said land 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 First Schedule hereto as if such
lease has actually been granted.
(iii) To pay on the owner's behalf to the Comptroller of Property
Tax an amount equivalent to the sum payable by the Owner as
property tax in respect of the said land, improvements and
structures thereon during the said period or of such extended
period (if any) permitted under clause 3(c) hereof by way of
additional licence fee or for the period prior to the issue of
the lease to be granted under clause 4 herein.
(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 Owner 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 Owner.
(v) To pay to the Owner all survey fees and other charges
including those payable to and claimed by the relevant
Government Planning Authorities for the survey of the said
land for the purpose of sub-division of the land of which the
said land forms part and amalgamation of the said land with
Xxxxxxx Xxx X00000 and for
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the preparation and issue of a Certificate of Title PROVIDED
THAT the Owner shall have the right to employ his own surveyor
to carry out the said survey in which event the Licensee shall
bear all costs incurred.
(vi) At his own cost and expense -
(a) to engage a professional engineer to carry out soil
investigations to advise on the soil conditions and to
design structurally sound buildings proposed to be erected
taking into consideration the condition of the said land;
and
(b) to execute such work as may be required to be done in
respect of the state and condition of the said land
(especially its ground levels, topography and soil
conditions) which state and condition the Licensee shall
be deemed to have full knowledge.
(vii) Without prejudice to sub-clause (vi) above to submit within
three (3) months from the date hereof firstly to the Owner for
his approval and then to the relevant Government Planning and
Building Authorities full and complete plans elevations and
specifications of the buildings proposed to be erected on the
said land in accordance in every way with the requirements
under the Planning Act and the Local Government Integration
Act PROVIDED THAT the owner may give or refuse his approval at
his absolute discretion.
(viii) At his own cost to commence erection on the said land (and on
Xxxxxxx Xxx X00000 if the erection on the said land shall
straddle across or in any way affect or be connected with that
on Private Lot A12787) either within six (6) months from the
date hereof or within one (1) month from the date of approval
of the plans by the relevant Government Building Authorities,
whichever is the earlier, and in a substantial and
xxxxxxx-like manner with the best materials of their available
kinds and in conformity in every respect with the plans,
elevations, sections and specifications approved by the owner
and the relevant Government Building Authorities to finish the
factory buildings, structures and other appurtenances
including the installations of all equipment fixtures and
fittings so as to be completely fit for immediate occupation
and operation within the said period of THREE (3) YEARS from
the date hereof PROVIDED THAT the Licensee shall not install
or use any electrical installation, machine 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 Licensees.
(ix) In the planning, erection, construction and completion of the
said buildings on the said land TOGETHER WITH PRIVATE LOTS
A12787, A12787(b), A12787(d) AND
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ANY OTHER LAND OCCUPIED BY THE LICENSEE WITHIN WOODLANDS
INDUSTRIAL PARK D, to develop to an average gross plot ratio
of not less than 0.6 and not more than the existing permitted
maximum average gross plot of 1.4 except with the prior
written approval of the Owner and the relevant governmental
aid statutory authorities PROVIDED ALWAYS THAT the Licensee
shall pay all development charges/differential premium which
may be imposed on or charged to the Owner by the relevant
governmental and statutory authorities, and any other charges
which may be imposed in connection with any increase in the
said average gross plot ratio beyond 1.4.
(x) At his own cost to take such steps and execute such works upon
the said land as may be necessary for the protection of shores
and embankments if any and for the prevention of earth-slip
erosion of soil and failure of slopes expeditiously in a
xxxxxxx-like manner and to the satisfaction of the Owner and
other relevant governmental and statutory authorities.
(xi) If the Licensee shall fail to complete the said buildings
works and installations and to commence operations within the
period specified in clause 2(viii) or within any extended
period under clause 3(c) hereof the Licensee shall pay to the
Owner a sum calculated at the rate of $200.00 per day as
liquidated damages for the period during which the said
buildings shall so remain or have remained incomplete.
(xii) To remove and replace any materials brought on the said land
or used in any of the said buildings works or installations
which the Owner shall require to be removed as being inferior
or unfit and to make good any workmanship which he shall
consider imperfect and if the Licensee fails to remedy such
defects the Owner may enter upon the said land and remedy such
defects at the expense of the Licensee after expiry of
fourteen (14) days, notice being given to the Licensee to do
so.
(xiii) Not to erect or build or permit or suffer to be erected or
built any building, structure or installation other than those
conforming with the plans elevations sections and
specifications approved by the Owner and the relevant
Government Building Authorities nor to make any alterations in
the external elevation of any of the said buildings when
erected without the prior consent in writing of the owner.
(xiv) In the erection and completion of the said buildings,
structures and installations to do all acts "and things
required by and to perform the works in conformity in all
respects with the provisions of any laws or regulations made
thereunder and to pay and keep the Owner indemnified against
all claims and other payments whatsoever which during the
progress of the works may become payable in respect of the
said works or of anything done under the authority herein
contained and from time to time to discharge and pay all
claims assessments
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and outgoings now or at any time hereafter be chargeable
against the owner under any law or otherwise in regard to the
said land, the said buildings or any structures or
installations thereon.
(xv) 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
owner may be or become a nuisance or annoyance or cause damage
or inconvenience to the Owner or to the Licensees or occupiers
of any adjoining or neighbouring premises or whereby any
insurance for the time being effected on the premises under
sub-clause (xx) herein may be rendered void or voidable or be
in any way affected.
(xvi) Not to sell or dispose of any earth, clay, gravel or sand from
the said land or permit or suffer any of the same to be
removed except so far as shall be necessary for the execution
of the said works PROVIDED nevertheless that the Licensee may
use for the purpose of the said works any of the approved
materials if so required.
(xvii) Not without the prior consent in writing of the Owner to
remove or permit or suffer to be removed until after
completion of the said buildings in accordance with the
provisions herein contained any building materials (other than
inferior or unfit materials removed for the purpose of being
replaced by proper materials) or plant which shall be brought
upon the said land or Xxxxxxx Xxx X00000 for the purpose of
the said works.
(xviii) Not without the prior consent in writing of the Owner 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.
(xix) Not at any time to deposit or make up or manufacture or permit
or suffer to be deposited made up or manufactured upon the
said land or Xxxxxxx Xxx X00000 any building or other
materials except such as shall be actually required for the
buildings to be erected on the said land (and on Xxxxxxx Xxx
X00000 as the case may be) in accordance with this Agreement
and the First Building Agreement and as soon as the buildings
hereinbefore agreed to be erected shall be completed at his
own expense to remove from the road or footpath adjoining the
said land and Xxxxxxx Xxx X00000 or the ground intended to be
used for such road or footpath all building and other
materials and waste whatsoever.
(xx) As soon as any of the said buildings shall have reached a
height of five (5) feet above ground level to insure the same
to the full value thereof in the joint names of the Owner and
the Licensee against loss or damage by fire in some insurance
office approved by the owner and shall increase such insurance
proportionately as the said buildings approach completion and
to keep the same
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so insured until a lease shall be granted as hereinafter
provided and to pay all premiums thereof at least seven (7)
days before the expiry date of such insurance policy and to
produce to the owner or his agent without demand the policy or
policies of such insurance and the receipt for each such
payment and in the event the said buildings or any part
thereof are destroyed or damaged by fire then to forthwith
give to the Owner written notice of such destruction or damage
and to forthwith cause all monies received by virtue of any
such insurance to be forthwith laid out in rebuilding and
reinstating the buildings to the satisfaction of the Owner and
to make up any deficiency thereof out of his own monies, but
the rebuilding and reinstatement shall in any event commence
and be completed within the period specified by the Owner
PROVIDED ALWAYS that if the Licensee shall at any time fail to
keep the premises insured as aforesaid the Owner may without
being under any obligation to do so do all things necessary to
effect or maintain such insurance and any monies expended by
him for that purpose shall be repayable by the Licensee on
demand and be recovered forthwith from the Licensee as a debt
PROVIDED FURTHER THAT NOTWITHSTANDING THE COVENANT CONTAINED
IN THIS CLAUSE 2(XX), THE LICENSEE MAY EXERCISE THE OPTION NOT
TO REBUILD OR REINSTATE THE BUILDINGS SUBJECT TO THE FOLLOWING
CONDITIONS:-
(a) WITHOUT PREJUDICE TO CLAUSE 3(B), THE LICENSEE SHALL GIVE
THE OWNER THREE (3) MONTHS' PRIOR NOTICE IN WRITING TO
PREMATURELY TERMINATE THIS AGREEMENT; AND
(b) THE LICENSEE SHALL FORTHWITH PAY OR CAUSE TO BE PAID TO
THE OWNER (WHOM THE LICENSEE ACKNOWLEDGES TO BE ENTITLED
TO) ALL MONIES RECEIVED BY VIRTUE OF SUCH INSURANCE.
(xxi) Not to assign charge create a trust or agency let sublet or
underlet or grant a licence or part with or share his interest
under this Agreement, or the possession or occupation of the
said land, or any part thereof EXCEPT THAT, subject to the
Owner's prior written consent, which consent shall not be
unreasonably withheld, the Licensee may mortgage or charge his
interest under this Agreement by way of assignment or
debenture (as the case may be) to secure the repayment of such
sum or sums as the Licensee may require for the purpose only
of erecting or completing the building or other structure to
be built on the said land in accordance with the provisions of
this Agreement PROVIDED THAT the Licensee shall thereafter
continue to be liable for the observance and performance of
the several stipulations herein contained until the grant of
the lease as hereinafter provided.
(xxii) Not to permit or suffer any person to occupy reside or make
use of any building erected on the said land before a final or
a temporary Certificate of Fitness for Occupation has been
issued by or except with the permission of the relevant
governmental and statutory authorities.
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(xxiii) To make reasonable provision against and be responsible for
all loss injury and damage to any person (including loss of
life) or property including that of the owner 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 owner 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 Licensee his servants contractors
sub-contractors or agents or their respective servants.
(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 owner and other relevant governmental and
statutory authorities PROVIDED THAT in the event of any
default by the Licensee under this covenant the owner may
carry out such remedial measures as he thinks necessary and
all costs and expenses incurred thereby shall be recoverable
forthwith from the Licensee as a debt.
(xxv) Subject to Clause 2 (xxi) hereinbefore appearing, to give to
the Owner written notice of every change of name within one
month from the date of each change PROVIDED THAT WHERE THERE
HAS BEEN, IS OR WILL ALSO BE ANY CHANGE IN THE SHAREHOLDERS OF
THE LICENSEE OR THE NUMBER OF SHARES HELD BY EACH AND EVERY
SHAREHOLDER OF THE LICENSEE, THE PRIOR WRITTEN CONSENT IN
WRITING OF THE OWNER SHALL BE OBTAINED WHICH CONSENT IF
GRANTED SHALL BE SUBJECT TO SUCH TERMS AND CONDITIONS AS THE
OWNER MAY REQUIRE.
(xxvi) To construct an internal drainage system to the satisfaction
of the Owner to ensure that all surface water collected is
discharged into the public drains and will not flow into
adjoining properties.
(xxvii) Upon his compliance with all the terms, conditions and
obligations of this Agreement, to proceed immediately to have
the said land amalgamated with Xxxxxxx Xxx X00000 with the
approval of the competent authorities under the Planning Act
and to pay for all legal, survey, registration and any other
fees arising from the same.
(xxviii) In the event that the Owner becomes entitled to and does
exercise his right of re-entry upon Xxxxxxx Xxx X00000, or
upon the said land under Clauses 3(b) or 3(d) herein, or the
Licensee terminates this Agreement or his licence under the
First Building Agreement or surrenders part of the said land
or part of Xxxxxxx Xxx X00000 as mentioned in Clause 7 herein
or in the First Building Agreement (hereinafter called "the
determination"), to immediately do any or all of the following
as may be and to the extent required in writing by the Owner
at the cost and expense of the Licensee and without claiming
any compensation, allowance or payment from the Owner
whatsoever:-
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(a) if the Licensee has failed to commence erection of the
buildings proposed to be erected on the said land in
accordance with this Agreement or if any partially or
fully completed building or structure straddles across,
abuts or is very near the common boundary of the said land
and Xxxxxxx Xxx X00000, then the Licensee shall, if the
determination is in respect of the said land, demolish and
remove all partially completed buildings and structures on
the said land and all buildings and structures on the said
land or Xxxxxxx Xxx X00000 which straddle across, abut or
are very near the common boundary of the said land and
Xxxxxxx Xxx X00000, or which would otherwise not comply
with building laws or regulations, but if the
determination is in respect of Xxxxxxx Xxx X00000, then
the Licensee shall in addition surrender and give
possession of the said land and all other buildings,
structures and fixtures thereon, if any; or
(b) during the period from the time a Certificate of Fitness
for Occupation is issued by the relevant Governmental
authority in respect of any building on the said land and
the time the Licensee executes one good lease for the said
land and Xxxxxxx Xxx X00000 by virtue of Clause 4 (b)
herein, the Licensee shall, if the determination is in
respect of either the said land or Xxxxxxx Xxx X00000,
immediately surrender and give possession of Xxxxxxx Xxx
X00000 or the said land respectively, and all buildings,
structures and fixtures thereon; and
(c) reinstate the said land to its original state and
condition;
PROVIDED ALWAYS THAT if the Licensee shall fail to observe or
perform this covenant or any part thereof, the Owner may at
his absolute discretion (but shall not be under obligation so
to do) perform the same or any part thereof and all costs and
expenses thereby incurred shall be recoverable from the
Licensee as a debt AND PROVIDED FURTHER THAT the owner shall
not be liable to the Licensee for any loss (including loss of
life), damage or inconvenience caused thereby. The Owner's
rights under this covenant shall be in addition to the owner's
rights under and shall not prejudice the generality of Clauses
3(b) and 3(d) herein.
(xxix) At the cost and expense of the Licensee, to simultaneously or
immediately upon the execution of this Agreement, execute a
document of Indorsement in respect of Xxxxxxx Xxx X00000 to
incorporate into the First Building Agreement Clause 2(xxviii)
above and all other provisions consequential upon this
Agreement.
(xxx) At his own cost to plant and maintain trees and landscape the
said land in accordance with all the requirements of the Parks
and Recreation Department, Ministry of National Development
and other relevant governmental and statutory authorities.
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(xxxi) At his own cost to execute such work as may be necessary to
divert existing utility services such as pipes, cables and the
like (if any) to the requirements and satisfaction of the
Owner and other relevant Government authorities.
(xxxii) (a) To construct and complete a permanent culvert within nine
(9) months from the date hereof or any extension thereof
as may be approved by the owner and in connection thereof
to submit plans to and to obtain the prior approval in
writing of the Owner for the construction of a temporary
crossing.
(b) Within one (1) month of the completion of the permanent
culvert mentioned in sub-clause (xxxii) (a) above to
remove the temporary crossing and to reinstate any roads,
roadside xxxxx, drains, turfing or the like damaged by the
Licensee, his servants, contractors, subcontractors, or
agents or their respective servants to the satisfaction of
the Owner and the relevant Governmental and Statutory
authorities.
(c) Within one (1) 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 his
servants contractors or agents or their respective agents
to the satisfaction of the owner and the relevant
Governmental and Statutory authorities.
(xxxiii) To place with the Owner a deposit of $5,000.00 which shall be
forfeited in the event of any breach of any of the provisions
in sub-clause (xxxii) herein without prejudice to the rights
and remedies of the Owner contained in this Agreement and the
Lease.
(xxxiv) If the Licensee shall at any time be found to have encroached
upon any area beyond the allocated boundaries of the said
land, the Licensee shall at his own cost and expenses, but
without prejudice to any other right or remedy the Owner may
have against him, immediately or within the time specified (if
any) by the Owner rectify and remove the encroachment to the
satisfaction of the Owner and pay to the owner such
compensation as may be specified by the Owner. If, however,
the Owner in his absolute discretion permits the Licensee to
regularise and retain the encroached area or any part thereof
upon such terms and conditions as may be stipulated by the
owner and any other relevant government and statutory
authorities, the Licensee shall pay licence fees on the
encroached area with retrospective effect from the date
hereof, and the Licensee shall also pay all survey fees,
amalgamation fees, legal fees (including solicitor and client
costs and expense), and all other costs and charges relating
thereto.
(xxxv) Not to keep or allow to be kept livestock or other animals on
the said land or any part thereof.
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(xxxvi) The licence fees and other taxable sums payable by the
Licensee under or in connection with the licence herein shall
be exclusive of the goods and services tax (hereinafter called
"tax") chargeable by any governmental, statutory or tax
authority calculated by reference to the amount of the licence
fees and any other taxable sums received or receivable by the
owner from the Licensee and which tax is payable by the
Licensee. The Licensee shall pay the tax and the Owner acting
as the collecting agent for the governmental, statutory or tax
authority shall collect the tax from the Licensee together
with the licence fees hereinbefore reserved without any
deduction and in advance without demand on the 1st day of each
of the months of January, April, July and October, and in the
manner and within the period prescribed in accordance with the
applicable laws and regulations.
(xxxvii) If any damage of whatsoever nature or description shall at any
time occur or be caused to the said land or any building or
structure or installation thereon, or any part thereof, to
forthwith give to the Owner written notice of the damage and
to remedy the damage to the satisfaction of the Owner within
such time as the owner may specify, all at the cost of the
Licensee.
(xxxviii) Subject to clause 2 (xiii) hereinbefore appearing, to ensure
that the maximum height of any boundary wall or fence
(including the anti-climb) erected by the Licensee shall not
exceed two (2) metres PROVIDED THAT boundary walls or fences
(if any) shall be erected behind baphia or other xxxxxx
planted on the said land.
(xxxix) At the Licensee's own cost, at all times, to comply with and
observe the maximum height restriction of 61.0 metres above
Mean Sea Level and any other height restriction(s) on
buildings and structures at the said land as imposed by any
governmental or statutory authority and to ensure that any
height restriction plan(s) which may be furnished to the
Licensee shall at all times be held in strict confidence and
shall not be shown, revealed or copied to or by any person,
contractor, sub-contractor, watchman, employee, agent,
representative or any other person except with the prior
written consent of the Owner.
(xl) Without prejudice to the generality of Clauses 2(xiii) and 2
(xiv) herein, the Licensee shall not place, construct or erect
or permit the placing, construction or erection of any
building, structure or equipment whatsoever on the 7.6-METRE
AND 15.0-METRE WIDE BUFFERS within the boundary of the said
land as shown on the plan annexed hereto and shall comply with
the requirements of the relevant governmental and statutory
authorities including the Urban Redevelopment Authority and
the Building Control Division of the Ministry of National
Development.
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(xli) The Licensee accepts the said land in its existing state and
condition and further accepts and confirms that the owner has
made no representation nor given any assurance as to the
present or future suitability of the said land or its
surrounding or adjacent lands in relation to the Licensee's
use, operations or occupation at the said land.
(xlii) Subject always to Clauses 2(viii) and 2(ix) herein, to develop
the said land for low rise and low density industrial
development limited to 100 persons per hectare.
3 It is hereby mutually agreed that until the Licensee has performed all
his obligations herein contained the Owner shall possess the rights and powers
following :-
(a) The right for himself and his agents with or without
workmen or others at all reasonable times to enter upon
the said land to view the state and progress of the said
buildings and works and to inspect and test the materials
and workmanship in connection therewith and for any other
reasonable purpose including the construction and
installation of sewers drains pipes and cables on or
leading from any adjoining or neighbouring land of the
Owner as may be required by the owner.
(b) Fullright and liberty in case any of the said buildings
and other structures or installations hereby agreed to be
erected be not completed and fit for immediate occupation
within the period hereinbefore limited (time in this
respect shall be of the essence of the contract) and in
accordance in every way with the stipulations hereinbefore
contained or in case the Licensee shall in any other way
fail to perform and observe any of the stipulations on his
part herein contained or if any charging order writ of
seizure and sale or its equivalent made in respect of the
said land or any structure thereon shall be enforced
without the written consent of the owner having first been
obtained by the Licensee or by the person in whose favour
the charging order writ of seizure and sale or its
equivalent shall have been made, to re-enter upon and take
possession of the said land and all buildings, structures,
fixtures, plant material and effects whatsoever thereon
with power to hold and dispose thereof as if this
Agreement had not been entered into and without making to
the Licensee any compensation or allowance for the same
and this Agreement shall thereupon determine but without
prejudice to any right of action or other remedy of the
Owner for the recovery of any licence fee or monies due to
him from the Licensee or in respect of any breach of this
Agreement PROVIDED ALWAYS THAT the Owner shall, in
addition, also be entitled to claim and to recover from
the Licensee as a debt, firstly liquidated damages
calculated at and in accordance with the same rates as
that stipulated for liquidated damages in clause 3 (e) in
the Lease set out in the First Schedule hereto as if the
respective year of the term of the lease therein referred
to the respective year of the said period of THREE (3)
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YEARS or any extended period in which the owner exercised
its aforesaid right of reentry under this Agreement and
secondly any sum which the Owner may incur in connection
with the demolition and removal of any building,
structure, fitting, fixture or thing which the Owner may
consider necessary to demolish and remove AND PROVIDED
THAT if the said land has been assigned by way of mortgage
the provisions of this clause shall not take effect until
the owner has served upon the mortgagee notice in writing
specifying the breach and the mortgagee has failed to
remedy such breach.
(c) PROVIDED nevertheless that notwithstanding any such
default as aforesaid in completing the said buildings and
works the owner may in his discretion give notice in
writing to the Licensee of his intention not to enforce
the stipulations herein contained and may fix any extended
period for the completion of the said works in
substitution for the said period of THREE (3) YEARS hereby
fixed for such completion and thereupon the obligations
hereunder of the Licensee to complete the said works and
to accept a lease hereinafter mentioned shall be taken to
refer to such substituted period.
(d) Without prejudice to the generality of Clause 3(b) herein
full right and liberty in the event that the Licensee has
failed to either:-
(i) develop the said land to the gross plot ratio
specified in Clause 2(ix) herein; or
(ii) fulfill the investment criterion as stipulated in
Clause 4 herein or in the First Building Agreement
with full and absolute discretion to the Owner to either :-
(i) re-enter upon and take possession of the said land or
any part thereof and all buildings, structures,
fixtures, plant material and effects whatsoever
thereon with power to hold and dispose thereof as if
this Agreement had not been entered into and without
making to the Licensee any compensation or allowance
for the same and this Agreement shall thereupon
determine but without prejudice to any right of
action or other remedy of the Owner or recovery of
any licence fee or monies due to him from the
Licensee or in respect of any breach of this
Agreement, or
(ii) reduce the term of lease in respect of the said land
and Xxxxxxx Xxx X00000 proportionately as the actual
amount invested bears with the required fixed
investment on the said land and Xxxxxxx Xxx X00000 as
stipulated in Clause 4 herein in which event the
Licensee shall execute such documents as the owner
shall deem
-13-
14
necessary and in connection therewith, pay all costs
disbursements fees and charges legal or otherwise as
provided in Clause 5 herein.
PROVIDED ALWAYS that if the said land or Xxxxxxx Xxx X00000
has been assigned by way of mortgage, the provisions of this
sub-clause (d) shall not take effect until the owner had
served upon the Mortgagee notice in writing specifying the
breach and the Mortgagee has failed to remedy such breach.
4 (a) If the said buildings and works shall have been completely finished
to the satisfaction of the Owner and the relevant Government Building
Authorities (to be evidenced by their certificates in writing to that effect)
within the said period of THREE (3) YEARS or of such extended period (if any) as
aforesaid and if the Licensee shall have performed and observed all the
stipulations herein on his part contained other than such as may have been
waived as aforesaid and IF THE LICENSEE'S AVERAGE MINIMUM INVESTMENT FOR THE
SAID LAND AND PRIVATE LOTS A12787 AND A12787(b) SHALL HAVE BEEN THE SUM OF
$1000/- PER SQUARE METRE OF THE GROSS FLOOR AREA OF THE BUILDING(S) ON BUILDING
AND CIVIL AND $500/- PER SQUARE METRE ON PLANT AND MACHINERY WITHIN THREE (3)
YEARS FROM THE 16TH DAY OF NOVEMBER 1995 (DUE PROOF OF SUCH INVESTMENT TO BE
PRODUCED TO THE SATISFACTION OF THE OWNER ON OR BEFORE 15TH DAY OF MAY 1999)
then the Owner shall grant and the Licensee shall accept and execute a
counter-part of one good and sufficient lease or sub-lease of the said land and
premises together with the buildings so erected thereon with their appurtenances
for the term of thirty (30) years from the 16th day of February 1994 at the rent
and in the form containing the reservation exceptions covenants conditions and
provisions set forth in the First Schedule hereto with such modifications as
circumstances may render necessary and such other covenants conditions or
stipulations to be performed by the Licensee governing or regulating the use of
the said land as the owner thinks fit with a view to preserving the value
thereof or protecting the interests of the licensees or occupiers of land or
premises adjacent to the said land from any dangerous or obnoxious or otherwise
harmful activities which may be carried out by the Licensee whether or not such
activities are incidental to the Licensee's trade PROVIDED THAT, and subject to
clause 2 (xxviii) hereinbefore appearing, until such lease is executed the
Licensee shall be deemed to be the Lessee of the said land as though a lease has
been executed at the same rent and subject to the covenants and conditions
contained in the First Schedule hereto so far as the same are applicable.
(b) Upon obtaining the competent authorities' approval for the
amalgamation referred to in Clause 2 (xxvii) above and the Certificate of Title
for the amalgamated premises, the owner shall, subject to the Licensee's
satisfaction of the conditions specified in subclause (a) of this clause and
instead of granting separate leases for the said Xxxxxxx Xxx X00000 and for the
said land as stipulated in subclause (a) of this clause, grant and the Licensee
shall accept and execute one good and sufficient lease or sublease for the
amalgamated premises together with the buildings erected thereon with their
appurtenances for the term of thirty (30) years from the 16th day of February
1994. The said lease or sub-lease shall, subject to such modifications as may be
agreed between the owner and the Licensee or as circumstances may render
necessary, be on the same terms, covenants and stipulations as contained in the
First Schedule of this Agreement.
-14-
15
5 The Licensee shall pay all costs disbursements fees and charges legal or
otherwise including stamp and 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.
6 The Licensee shall pay all costs and fees legal or otherwise including
the Owner's costs as between solicitor and client in connection with the
enforcement of the covenants and conditions of this Agreement and the lease.
7 The Licensee, may at any time during the said period of THREE (3) YEARS
and any extensions thereof granted under Clause 3 (c) herein, terminate this
Agreement or surrender part of the said land or his licence in respect of
Xxxxxxx Xxx X00000 or part of both by giving to the Owner three (3) months,
prior notice in writing subject to the consent and the conditions of the consent
in writing of the Owner in relation to the said land or Xxxxxxx Xxx X00000 or
both (including the right of the Owner to require the Licensee to terminate the
First Building Agreement) PROVIDED ALWAYS THAT such termination or surrender
shall be without prejudice to any right or remedy which may have or will accrue
to the owner prior to the expiry of the three (3) months' notice AND PROVIDED
FURTHER THAT the Licensee shall in addition to the licence fees (which at the
discretion of the Owner may be 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 owner) survey fees, property tax and other charges specified
in this Agreement pay to the Owner as liquidated damages in accordance with and
calculated at the same rates as that stipulated for liquidated damages in Clause
3 (e) of the Lease set out in the First Schedule hereto PROVIDED THAT before the
delivery of vacant possession as aforesaid the Licensee shall at the cost and
expense of the Licensee comply with the requirements of the owner under Clause
2(xxviii) of this Agreement and licence fee and property tax shall continue to
be payable until the same has been completed to the stipulation of the Owner
PROVIDED ALSO THAT THE LICENSEE SHALL, WITHOUT PREJUDICE TO CLAUSES 2(VIII) AND
2(XL), ENSURE THAT THE SAID LAND AND ANY OTHER REMAINING LAND OCCUPIED BY THE
LICENSEE WITHIN WOODLANDS INDUSTRIAL PARK D COMPLY WITH THE SETBACK REQUIREMENTS
AND OTHER PLANNING REQUIREMENTS AND DO NOT EXCEED THE AVERAGE MAXIMUM GROSS PLOT
RATIO OF 1.4 AFTER THE TERMINATION OR SURRENDER AND PROVIDED FURTHER THAT if the
Licensee shall on his own accord terminate the First Building Agreement or
surrender part of Xxxxxxx Xxx X00000 in accordance with the terms therein and
the Owner consequently requires the Licensee to also terminate this Agreement or
to surrender part of the said land then the provisions of this clause shall also
apply to the Licensee as if the Licensee had himself terminated this Agreement.
8 The Licensee hereby agrees that as from the date hereof and as between
the Licensee and the owner the First Building Agreement shall be deemed to have
been accordingly amended by the stipulations contained in this Agreement.
-15-
16
IN WITNESS WHEREOF the parties hereto have hereunto set their respective
hands or seals the day and year first above written.
SIGNED on behalf of )
)
JURONG TOWN CORPORATION )
)
By : HAN CHIAW XXXX ) /s/ HAN CHIAW XXXX
Director )----------------------
Specialised Parks )
Development Group )
in the presence of :- )
/s/ XXXXXX XXXXXX
-----------------------------------------
XXXXXX XXXXXX
The common Seal of )
)
SINGAPORE TECHNOLOGIES )
PTE LTD )
)
was hereunto affixed )
)
in the presence of : - )
Signature: /s/ XX XXXXX
-----------------------------
Name in full: Xx Xxxxx
Designation: Director
Signature: /s/ CHUA XX XX
-----------------------------
Name in full: Chua Xx Xx
Designation: Company Secretary
-16-
17
I,___________________________________________________________________, an
, an Advocate and solicitor of the Supreme Court of Singapore hereby certify
that on the _______ day of 19___ the Common Seal of SINGAPORE TECHNOLOGIES PTE
LTD was duly affixed to the within written instrument at Singapore in my
presence in accordance with the regulations of the said Company which
regulations have been produced and shown to me.
Witness my hand this ______________ day of _________________ 19 _____
-----------------------------
Advocate and Solicitor
Singapore
-17-
18
THE FIRST SCHEDULE ABOVE REFERRED TO
--------- ------ -------
L 1 Ver 1
--------- ------ -------
THE LAND TITLES ACT
------------------------
------------------------
(For official use only)
LEASE
DESCRIPTION OF LAND
---------------------------- ------ ------ ------- -------------------------------------
CT Property Address
----------------------------
MK TS Lot Whole or part (if part
No. lot, to state appd new
Vol Fol lot/strata lot)
--------------- ------------ ------ ------ ------- -------------------------------------
00 Xxxxx
(Xxxxxxx Xxx X00000(x))
--------------- ------------ ------ ------ ------- -------------------------------------
LESSOR
-------------------------------- -------------------------------------------------------
Name: JURONG TOWN CORPORATION
-------------------------------- -------------------------------------------------------
Address: a body corporate incorporated under
Jurong Town Corporation Act and having its
office at Jurong Town Hall, 000 Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxx 000000.
(the registered proprietor) HEREBY LEASES the registered estate or interest in
the land to:-
LESSEE
-------------------------------------------------------------------------------------
Co Regn no: 199004768N
-------------------------------------------------------------------------------------
Name: SINGAPORE TECHNOLOGIES PTE LTD
-------------------------------------------------------------------------------------
Address: 00 Xxxxxxx Xxxx Xxxxx, #00-00/00,
Xxx Xxxxx, Xxxxxxxxx Xxxxxxx Xxxx,
Xxxxxxxxx 000000
-------------------------------------------------------------------------------------
-1-
19
FOR TERM OF LEASE
Term of Lease: THIRTY (30) YEARS
Commencement Date: 16TH DAY OF FEBRUARY 1994 (hereinafter referred
to as "the Commencement Date")
Consideration: The average minimum investment by the Lessee on
building and civil works of $1,000/- per square
metre of the gross floor area and on plant and
machinery of $500/per square metre of Private Lots
A12787, A12787(a) and A12787(c) (hereinafter
referred to as "the fixed investment criteria")
and the average gross plot ratio of not less than
0.6.
Annual Rent: As stipulated in Clause 1(i) of the Special
Covenants and Conditions hereinafter appearing.
Easement: As provided in the Memorandum of Lease I/30809F and
the First Variation of Memorandum of Lease
VML I/076384J hereinafter referred to.
SUBJECT TO:
PRIOR ENCUMBRANCES:
--------------------------------------------------------------------------------
N I L
--------------------------------------------------------------------------------
-2-
20
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 and
the First Variation of Memorandum of Lease filed in the Registry of
Titles and numbered as ML I/30809F and VML 1/076384J respectively with
the exception of covenants 1(i), 1(xi) and 1(xvii) of ML I/30809F and
covenants 1(x) and 1(xxv) of VML I/076384J.
SPECIAL COVENANTS AND CONDITIONS
1 (i) To _ _ from the 16TH day of NOVEMBER 1995 the yearly rent of
DOLLARS FIVE HUNDRED AND EIGHTY-FIVE THOUSAND ONE HUNDRED AND
FORTY-SIX AND CENTS EIGHTY EIGHT ONLY ($585,146.88CTS) to be
paid by equal quarterly installments on the 1st day of each of
the months of January, April, July and October in every year
of the said term without any deduction and in advance without
demand at the office oil the Lessor or at such other office as
the Lessor may designate calculated at the rate of $19.62CTS
per square metre per annum (hereinafter referred to as "the
Initial Rent") of the demised premises having an area of
29,824 square metres (hereinafter referred to as "the
preliminary survey are all, which may at any time be adjusted
on completion of final survey, if any, and in which event if
the area adjusted exceeds five square metres more, or less,
than the preliminary survey area the rental paid or payable by
the Lessee shall accordingly also be adjusted and be paid and
payable or refunded as the case may be in respect of the full
difference between the preliminary survey area and the final
survey area, with retrospective effect from the commencement
of the said term of the Lease herein), which rate was last
increased on the 16TH day of FEBRUARY 1996 to the rate of
$21.39CTS per square metre per annum. The yearly rent so
increased on the 16th day of FEBRUARY 1996 shall be increased
by 9% per annum (compounded annually) on the 16TH day of
FEBRUARY 1997 and on the 16TH day of FEBRUARY of every year
thereafter.
(x) As often as any building or structure on the demised premises
or any part thereof shall be destroyed or damaged as aforesaid
forthwith to give to the Lessor written notice of such
destruction or damage and forthwith to cause all monies
received by virtue of such insurance to be laid out in
rebuilding and reinstating the same to the satisfaction of the
Lessor and in accordance with the plans and specifications
approved by the Lessor and in accordance with the laws,
bye-laws regulations and planning schemes of every relevant
governmental and statutory authority prevailing at the time,
and in case the monies so received shall be insufficient for
that purpose then to make up the deficiency out of his own
monies PROVIDED
-3-
21
THAT the rebuilding and reinstatement shall in any event
commence and be completed within the period specified by the
Lessor PROVIDED FURTHER THAT notwithstanding the covenant
contained in this Clause 1 (x) , the Lessee may exercise the
option not to rebuild or reinstate the buildings subject to
the following conditions:
(a) the Lessee shall give the Lessor three (3) months' prior
notice in writing to prematurely terminate the term of
lease herein created but without prejudice to Clause 3 (e)
herein and any right or remedy which may have or will
accrue to the Lessor prior to the expiry of the three (3)
months' notice under the terms and conditions of the Lease
herein; and
(b) the Lessee shall forthwith pay or cause to be paid to the
Lessor (whom the Lessee acknowledges to be entitled to)
all monies received by virtue of such insurance.
(xi) Not to demise assign create a trust or agency mortgage charge
let sublet or underlet or grant a licence or part with or
share the possession or occupation of the demised premises in
whole or in part at anytime within the period of FIVE (5)
YEARS from the 16TH day of NOVEMBER 1995 (hereinafter referred
to as "the restrictive period") EXCEPT THAT and subject to the
Lessor's prior written consent, the Lessee may mortgage or
charge by way of a Debenture his interest in the demised
premises for the purposes of obtaining financing for the
Lessee's operations at the demised premises. After the
restrictive period the Lessee shall not demise assign create a
trust or agency mortgage charge let sublet or underlet or
grant a licence or part with or share the possession or
occupation of the demised premises in whole or in part at
anytime without first obtaining the consent of the Lessor in
writing PROVIDED ALWAYS THAT IN THE EVENT THAT ANY CONSENT TO
ASSIGN IS GIVEN, SUCH CONSENT SHALL, WITHOUT PREJUDICE TO
CLAUSES 1(XLII) AND I(XLIII), AT ALL TIMES BE SUBJECT TO THE
COMPANY (HEREINAFTER DEFINED IN CLAUSE 1(XLII)) AND THE
ASSIGNEE, WHERE APPLICABLE, COMPLYING WITH THE SETBACK
REQUIREMENTS AND ANY OTHER PLANNING REQUIREMENTS AND NOT
EXCEEDING THE AVERAGE MAXIMUM GROSS PLOT RATIO OF 1.4 IN
RESPECT OF THE DEMISED PREMISES AND ANY OTHER REMAINING LAND
OCCUPIED BY THE COMPANY WITHIN WOODLANDS INDUSTRIAL PARK D
AFTER THE ASSIGNMENT. The restrictions contained in Section 17
of the Conveyancing and Law of Property Act (Chapter 61) shall
not apply. In addition, the Lessor may in its absolute
discretion in giving the consent require, inter alia, that the
fixed investment criteria be met and due proof thereof be
shown within such period of time as the Lessor may stipulate,
and in the event of the non-observance thereof, the Lessor
shall, without prejudice to any other right or remedy the
Lessor may have, be entitled to exercise its rights under
Clause 3(c) of VML I/076384J.
(xvii) At the termination, by notice by the Lessee, or reentry by the
Lessor or by expiry or otherwise, of the term hereby created,
to yield up the demised premises to the
-4-
22
Lessor in tenantable repair in accordance with the Lessee's
covenants herein contained PROVIDED THAT, if so required by
the Lessor and upon notice thereof, the Lessee shall at his
own cost and expense properly demolish and remove such
buildings, structures, fixtures and fittings, or any part
thereof, as may be specified by the Lessor and reinstate the
demised premises to the satisfaction of the Lessor and if the
Lessee shall fail to observe or perform this covenant the
Lessor may (but shall not be under any obligation to do so)
execute such works and recover the costs thereof from the
Lessee as a debt.
(xxv) Subject always to Clause 1(xi) herein, to give to the Lessor
written notice of every change of name within one month from
the date of each change PROVIDED THAT where there has been, is
or will also be a change in the shareholders of the Lessee or
the number of shares held by each and every shareholder of the
Lessee, the prior written consent in writing of the Lessor
shall be obtained which consent if granted shall be subject to
such terms and conditions as the Lessor may require.
(xli) Not to use or permit or suffer the demised premises
or any part thereof to be used otherwise than for
WAFER FABRICATION only except with the prior consent
in writing of the Lessor. In giving its consent, the
Lessor may in its absolute discretion require, inter
alia, the Lessee to meet the fixed investment
criteria and to show due proof thereof within such
period of time as the Lessor may stipulate, and in
the event of the non-observance thereof, the Lessor
shall be entitled to exercise its rights under Clause
3(c) of VML I/076384J. For the avoidance of any
doubt, the words "meet" in this clause and "met" in
Clause 1(xi) herein shall include the maintenance of
the fixed investment criteria and if it has not been
maintained, then that it be met.
(xlii) (a) To ensure that the gross plot ratio shall not be
less than 0.6 but shall not exceed the existing
maximum gross plot ratio of 1.4 permitted for the
demised premises except with the prior written
approval of the Lessor and the relevant governmental
and statutory authorities PROVIDED ALWAYS THAT and
without prejudice to clause 1(viii) of ML I/30809F,
the Lessee shall pay all development
charges/differential premium which may be imposed on
or charged to the Lessor by the relevant governmental
and statutory authorities, and any other charges
which may be imposed in connection with any increase
in the gross plot ratio beyond 1.4.
(b) Notwithstanding Clause 1 (xlii) (a) herein, if
the Lessee is Singapore Technologies Pte Ltd
(hereinafter referred to as "the Company"), the
Company shall ensure that the average gross plot
ratio for PRIVATE LOTS A12787, A12787(a), A12787(b),
A127879(d) AND ANY OTHER LAND OCCUPIED BY THE COMPANY
WITHIN WOODLANDS INDUSTRIAL PARK D shall not be less
than 0.6 but shall not exceed the existing
-5-
23
permitted maximum average gross plot ratio of 1.4
except with the prior written approval of the Lessor
and the relevant governmental and statutory
authorities PROVIDED ALWAYS THAT and without
prejudice to clause 1(viii) of ML I/30809F, the
Lessee shall pay all development charges/differential
premium which may be imposed on or charged to the
Lessor by the relevant governmental and statutory
authorities, and any other charges which may be
imposed in connection with any increase in the said
average gross plot ratio beyond 1.4. For the
avoidance of doubt, Clause 1(xlii)(a) herein must be
strictly complied with in the event that the Company
ceases to be the Lessee.
(xliii) Not to place, construct or erect or permit the
placing, construction or erection of any building,
structure or equipment whatsoever on the 7.6-METRE
AND 15.0-METRE WIDE BUFFERS within the boundary of
the demised premises and to comply with the
requirements of the relevant governmental and
statutory authorities including the Urban
Redevelopment Authority and the Building Control
Division of the Ministry of National Development.
(xliv) The Lessee shall not at any time hold the Lessor
liable for any claim, demand, action, proceeding,
inconvenience, loss, damages, costs or expenses of
whatsoever kind or description which the Lessee or
any other person may suffer in connection with or
arising from the Easement referred to in VML
I/076384J or any works carried out in relation
thereto.
(xlv) At all times throughout the term of lease hereby
created to keep in full operation and continue
operations at the whole of the demised premises in
accordance with the use permitted in Clause 1(xli)
herein.
(xlvi) If the Registrar of Titles issues in favour of the
Lessee a Certificate of Title for the leasehold
estate comprised in the lease hereby created, the
Lessee must, within one (1) month of receipt of the
said Certificate of Title submit a copy of it to the
Lessor.
(xlvii) If the term of lease hereby created shall at any time
be determined by expiry or otherwise, the Lessee must
at his own cost and expense immediately surrender or
cause to be surrendered the said Certificate of Title
for the leasehold estate (and any duplicate
instrument) to the Registrar of Titles for custody
and cancellation by the Registrar and the Lessee
shall simultaneously give to the Lessor written
notice of such surrender.
(xlviii) The Lessee accepts the demised premises in its
existing state and condition and further accepts and
confirms that the Lessor has made no representation
nor given any assurance as to the present or future
-6-
24
suitability of the demised premises or its
surrounding or adjacent lands in relation to the
Lessee's use, operations or occupation at the demised
premises.
(xlix) Subject always to Clause 1(xlii) herein, to develop
the demised premises for low rise and low density
industrial development limited to 100 persons per
hectare.
(1) At the Lessee's own cost and at all times, to comply
with and observe the maximum height restriction of
61.0 metres above Mean Sea Level and any other height
restriction(s) on buildings and structures at the
demised premises as imposed by any governmental or
statutory authority and to ensure that any height
restriction plan(s) which may be furnished to the
Lessee shall at all times be held in strict
confidence and shall not be shown, revealed or copied
to or by any person, contractor, sub-contractor,
watchman, employee, agent, representative or any
other person except with the prior written consent of
the Lessor.
(li) Subject to Clause 1 (vii) of ML I/30809F, to ensure
that the maximum height of any chain-link fence
(including the anti-climb) or boundary wall erected
by the Lessee at the demised premises shall not
exceed two (2) metres PROVIDED THAT the chain-link
fence or boundary wall shall be erected behind any
hedge that may be planted at the boundary of the
demised premises.
2A The Lessor further covenants with the Lessee that he shall grant to the
Lessee a lease of the demised premises for a further term of THIRTY (30) YEARS
(hereinafter referred to as "the further term") from the expiry of the said term
upon the same terms and conditions and containing like covenants as are
contained in this lease with the EXCEPTION of the present covenant for renewal
PROVIDED THAT:
(i) at the expiry of the said term, there be no existing breach or
non-observance of any of the covenants and conditions herein
contained on the part of the Lessee to be observed or
performed;
(ii) if required by the Lessor, the Lessee shall within four (4)
months from the commencement of the further term and at his
own cost and expense, carry out and complete such improvements
to the landscaping at the demised premises as may be
stipulated in writing by the Lessor;
(iii) the Lessee shall six (6) months before the expiry of the said
term submit, for the approval of the Lessor and the relevant
governmental and statutory authorities, plans for the
upgrading of the exterior of buildings on the demised premises
to the same highest quality of new buildings which the Lessor
will be building at that time, and the Lessee shall
expeditiously do all acts and things necessary to obtain the
approval, all at the cost and expense of the Lessee; and
-7-
25
(iv) the Lessee shall at his own cost and expense complete, within
eighteen (18) months from the commencement of the further
term, the upgrading of the buildings in accordance with the
plans approved by the Lessor and the relevant governmental and
statutory authorities and to the satisfaction of the Lessor.
3 (d) The Lessee may at any time prematurely terminate the term
of lease herein created by giving to the Lessor three (3)
months' prior notice in writing, but without prejudice to any
right or remedy which may have or will accrue to the Lessor
prior to the expiry of the three (3) months' notice under the
terms and conditions of the Lease herein created or in respect
of the termination.
(e) Subject to Clause 3(f) hereinafter appearing in the event that
premature termination shall occur at any time within EIGHT (8)
YEARS from the commencement of the said term of lease herein
created or if the Lessor shall at any time within the said
eight (8) years exercise its right of re-entry under Clause
3(c) of ML I/30809F then in addition to rent, interest,
property tax and other sums payable by the Lessee to the date
of premature termination or re-entry as the case may be,
liquidated damages for the sum of $17.7 MILLION ("the said
sum") shall be payable and paid by the Lessee to the Lessor
and it is acknowledged and agreed by the Lessee that the said
sum shall constitute liquidated damages and shall not be
considered under any circumstances as a penalty.
(f) Notwithstanding anything contained herein, the Lessor hereby
agrees to a waiver, of the liquidated damages provided in
Clause 3(e) of the Special Covenants and Conditions
hereinbefore appearing in the event of any transfer or
assignment of the lease in accordance with clause 1(xi)
hereinbefore appearing PROVIDED THAT:
(i) the transfer or assignment is approved in writing by the
Lessor and all other relevant governmental and statutory
authorities and
(ii) the Lessor reserves the right to revise the land rent to
the prevailing market rate at the time of the transfer or
assignment.
-8-
26
EXECUTION OF LESSOR
THE COMMON SEAL OF )
)
JURONG TOWN CORPORATION )
)
was hereunto affixed )
)
in the presence of :- )
-----------------------------------------
CHIEF EXECUTIVE OFFICER
-----------------------------------------
SECRETARY
EXECUTION OF LESSEE )
)
The common Seal of )
)
)
)
was hereunto affixed )
)
in the presence of : - )
Signature:
-----------------------------
Name:
Designation:
-9-
27
Signature:
-----------------------------
Name:
Designation:
-10-
28
CERTIFICATE OF CORRECTNESS
I,
------------------------------------------------------------------------------
a duly authorised officer of the Jurong Town Corporation, under Section 31 of
the Jurong Town Corporation Act (Cap 150) for and on behalf of the Lessor hereby
certify that this instrument is correct for the purposes of the Land Titles Act.
--------------------------------------------
Signature of Authorised Officer
I,
------------------------------------------------------------------------------
the Solicitor for the Lessee hereby certify that this instrument is correct for
the purposes of the Land Titles Act.
--------------------------------------------
Signature of Solicitor
-11-
29
ML I/30809F
OFFICE USE ONLY
----- -------------- ---
THE LAND TITLES ACT
(CHAPTER 157)
----- -------------- ---
$
-------------------- ---
M E M O R A N D U M
To the Registrar of Titles
on behalf of THE JURONG TOWN CORPORATION, a body corporate incorporated under
the Jurong Town Corporation Act and having its office at Jurong Town Hall,
Jurong Town Hall Road, Singapore, the Registered proprietor.
I, XXXXXX XXX SIEW CEOO, certify that this memorandum (comprising seven pages),
contains the provisions which are deemed to be incorporated in any instrument in
which the abovementioned corporation is named as a lessor and such instrument
has reference to this memorandum.
Signature
Authorised Officer
---------------------------------------------
Filed in the REGISTRY OF TITLES
LODGED BY :
ON 26TH JUNE, 1990
JURONG TOWN CORPORATION
XXXXXX XXXX XXXX
XXXXXX XXXX XXXX XXXX
XXXXXXXXX 0000 REGISTRAR OF TITLES
---------------------------------------------
-12-
30
SPECIAL COVENANTS AND CONDITIONS
1 The Lessee hereby covenants with the Lessor as follows:-
(i) To pay the yearly rent hereinbefore reserved on the days and
in the manner appearing in the addendum.
(ii) To pay unto the Lessor on demand by way of additional rent a
sum equal to all such sums as the Lessor may from time to time
pay for insuring and keeping insured the demised premises
against loss or damage by fire in case the Lessee shall make
default in insuring and keeping insured the demised premises
pursuant to the covenant in that behalf hereinafter contained
PROVIDED ALWAYS THAT nothing herein shall render it obligatory
on the part of the Lessor to insure and keep insured the
demised premises or any part thereof.
(iii) To pay all rates, taxes, assessments and outgoings whatsoever
which now are or which at any time hereafter during the said
term may be imposed or charged upon or in respect of the
demised premises or any part thereof.
(iv) To repair and keep in tenantable repair the demised premises
and every part thereof throughout the said term.
(v) To pay a reasonable proportion of the expense of constructing
repairing rebuilding and cleansing all party walls fences
sewers drains pipes water-courses and other things the use of
which is common to the demised premises and the occupiers of
any adjoining or neighbouring premises and such proportion in
the case of a dispute shall be conclusively determined by the
Lessor's surveyor for the time being.
(vi) To permit the Lessor and his surveyors or agents with or
without workmen or others during the said term at reasonable
times in the day-time to enter upon the demised premises and
every part thereof to examine the state and condition of the
same and of defects decays and wants of reparations and of all
breaches of covenant there found and the Lessor may thereupon
serve on the Lessee notice in writing by leaving the same at
or on the demised premises to or for the Lessee to make good
the same within such reasonable time as specified in such
notice.
(vii) To perform and observe all the obligations which the Lessor of
the demised premises may be liable to perform or observe
during the term hereby created by any direction or requirement
of any governmental or statutory authority and if the Lessee
shall fail to observe or perform this covenant the Lessor may
in its absolute discretion perform the same and all expenses
and costs incurred thereby shall be recoverable from the
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Lessee as a debt PROVIDED ALWAYS THAT the Lessor shall not be
liable to the Lessee for any loss damage or inconvenience
caused thereby.
(viii) Not to make or cause to be made any addition or alteration
affecting the elevation external structure or stability of the
demised premises or any part thereof without the prior written
consent of the Lessor and the relevant governmental and
statutory authorities PROVIDED THAT on the granting of such
consent and without prejudice to other terms and conditions
which may be imposed the Lessee shall give to the Lessor
security that the proposed addition alteration or rebuilding
will in fact be carried out within a reasonable time.
(ix) Forthwith to insure and keep insured the demised premises
against loss or damage by fire to the full value thereof with
a well established insurance company approved by the Lessor
and to make all payments necessary for that purpose within
seven days after the same shall become payable and upon
reasonable notice to produce to the Lessor the policy or
policies of such insurance and the receipts for all such
payments.
(x) As often as the demised premises or any part thereof shall be
destroyed or damaged as aforesaid forthwith to cause all
monies received by virtue of such insurance to be laid out in
rebuilding and reinstating the same in accordance with the
plans and specifications approved by the Lessor and in
accordance with the existing laws, bye-laws, regulations and
planning schemes of every relevant governmental and statutory
authority prevailing at the time, and in case the monies so
received shall be insufficient for that purpose then to make
up the deficiency out of his own monies PROVIDED THAT the
rebuilding and reinstatement shall in any event commence and
be completed within the period specified by the Lessor.
(xi) Not to demise assign mortgage let sublet or underlet or grant
a licence or part with or share the possession or occupation
of the demised premises in whole or in part without first
obtaining the consent of the Lessor in writing. The
restrictions contained in Section 17 of the Conveyancing and
Law of Property Act (Chapter 61) shall not apply. In addition,
the Lessor may in its absolute discretion in giving the
consent require, inter alia, that the fixed investment
criteria be met and due proof thereof be shown within such
period of time as the Lessor may stipulate, and in the event
of the non-observance thereof, the Lessor shall be entitled to
exercise its rights under Clause 3(c) herein.
(xii) Within six months of the devolution of the interest of the
Lessee not perfected by an assent to, give notice thereof in
writing with particulars
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thereof to the Lessor and produce to the Lessor such
documentary evidence as may be required by the Lessor.
(xiii) Not to use the demised premises or any part thereof for any
illegal or immoral purpose and not to do or permit or suffer
to be done upon the demised premises anything which in the
opinion of the Lessor may be or become a nuisance annoyance or
cause damage or inconvenience to the Lessor or his lessees or
the occupiers of any adjoining or neighbouring premises or
whereby any insurance for the time being effected on the
demised premises may be rendered void or voidable or be in any
way affected.
(xiv) Not without the prior consent in writing of the Lessor 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 demised premises or of the external
rails or fences thereof any nameplate signboard placard poster
or other advertisement or hoarding.
(xv) 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 his servants contractors
subcontractors or agents.
(xvi) 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 this Lease from the due dates thereof until
payment in full is received by the Lessor.
(xvii) At the termination, by expiry or otherwise, of the term hereby
created, to yield up the demised premises to the Lessor in
tenantable repair in accordance with the Lessee's covenants
herein contained PROVIDED THAT, if so required by the Lessor
and upon notice thereof, the Lessee shall remove the fixtures
and fittings, or any part thereof, as may be specified by the
Lessor and reinstate the demised premises to the satisfaction
of the Lessor and if the Lessee shall fail to observe or
perform this covenant the Lessor shall execute such works and
recover the costs thereof from the Lessee as a debt.
(xviii) To make good and sufficient provision for the safe and
efficient disposal of all waste including but not limited to
pollutants to the requirements and satisfaction of the Lessor
PROVIDED THAT in the event of default by the Lessee under this
covenant the Lessor may carry out such
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remedial measures as he thinks necessary and all costs and
expenses incurred thereby shall forthwith be recoverable from
the Lessee as a debt.
(xix) Not to do or omit or suffer to be done or omitted any act
matter or thing in or on the demised premises in respect of
the operations business, trade or industry carried out or
conducted therein which shall contravene the provisions of any
laws, bye-laws, orders, rules or regulations now or hereafter
affecting the same but at his own cost and expense to comply
with all such provisions and at all times hereafter to
indemnify and keep indemnified the Lessor against all actions,
proceedings, costs, expenses, claims, fines, losses, penalties
and demands in respect of any act matter or thing done or
omitted to be done in contravention of the said provisions.
(xx) To pay all costs disbursements fees and charges legal or
otherwise including stamp and registration fees in connection
with the preparation stamping and issue of this Lease and any
prior accompanying or future documents or deeds supplementary
collateral or in any way relating to this Lease.
(xxi) To pay all costs and fees legal or otherwise including costs
as between solicitor and client in connection with the
enforcement of the covenants and conditions herein.
(xxii) To pay to the Lessor all survey fees and other charges
including those payable to and claimed by the relevant
Government Planning Authorities and other relevant
governmental and statutory authorities for the survey of the
demised premises for the purpose of sub-division of the land
of which the demised premises forms part and issue of this
Lease and a Certificate of Title PROVIDED THAT the Lessor
shall have the right to employ his own surveyor to carry out
the said survey in which event the Lessee shall bear all costs
thereby incurred.
(xxiii) At his own cost to take such steps and execute such works upon
the demised premises as may be necessary for the protection of
shores and embankments if any and for the prevention of
earthslip erosion of soil and failure of slopes expeditiously
in a workmanlike manner and to the satisfaction of the Lessor.
(xxiv) To construct an internal drainage system within the demised
premises to the satisfaction of the Lessor to ensure that all
surface water collected thereon is discharged into the public
drains.
(xxv) Not to effect a change of name except with the prior consent
in writing of the Lessor PROVIDED THAT on every change of name
the Lessee
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shall pay to the Lessor a fee to be specified by the Lessor in
relation to such consent.
(xxvi) To perform and observe the covenants on the Lessor's part
contained in the Head Lease made between the President of the
Republic of Singapore and the Lessor so far as they are not
varied herein and to keep the Lessor indemnified against all
claims damages costs and expenses in any way relating thereto.
(xxvii) To maintain the demised premises and every part thereof in a
neat and tidy condition, and forthwith to comply with the
Lessor's direction to remove and clear any materials, goods or
articles of whatever nature and description from the demised
premises or such part thereof as may be stipulated in writing
by the Lessor.
(xxviii) At his own cost to plant and maintain trees and landscape the
demised premises in accordance with all the requirements of
the Parks and Recreation Department, Ministry of National
Development and other relevant governmental and statutory
authorities.
(xxix) Not to install or use any electrical installation, machine 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 in connection therewith,
to allow the Lessor or any authorised person to inspect at all
reasonable times, such installation, machine or apparatus in
the demised premises to determine the source of the
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 installation, machine or apparatus is
causing or contributing to the said interference or
disturbance.
(xxx) To indemnify the Lessor against each and every claim,
proceeding, action, loss, penalty, damage, expense, cost and
demand which may arise in connection with clause (xxix) above.
(xxxi) At the Lessee's own cost to execute such works as may be
necessary to divert existing utility services such as pipes,
cables and the like (if any) to the requirements and
satisfaction of the Lessor and other relevant governmental and
statutory authorities.
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(xxxii) Subject to that clause in the Special Covenants and Conditions
of this Lease which stipulates the specific use the Lessor
permits for the demised premises, the Lessee shall use and
shall ensure that at least sixty per centum (60%) of the total
floor area of the demised premises shall be used for purely
industrial activities, and may use the remaining floor area
for ancillary stores and offices, neutral areas, communal
facilities and such other uses as may be approved in writing
by the Lessor and the relevant governmental and statutory
authorities PROVIDED THAT the said ancillary offices shall not
exceed twenty-five per centum (25%) of the total floor area
AND PROVIDED FURTHER THAT the Lessee shall not use and occupy
the demised premises for the purpose of commercial office and
storage unrelated to the Lessee's approved industrial
activity.
(xxxiii) If the Lessee shall at any time be found to have encroached
upon any area beyond the boundaries of the demised premises,
the Lessee shall at his own cost and expenses, but without
prejudice to any other right or remedy the Lessor may have
against him, immediately or within the time specified (if any)
by the Lessor rectify and remove the encroachment to the
satisfaction of the Lessor and pay to the Lessor such
compensation as may be specified by the Lessor. If, however,
the Lessor in his absolute discretion permits the Lessee to
regularise and retain the encroached area or any part thereof
upon such terms and conditions as may be stipulated by the
Lessor and any other relevant governmental and statutory
authorities, the Lessee shall pay land rent on the encroached
area with retrospective effect from the date of commencement
of the term hereby created, and the Lessee shall also pay all
survey fees, amalgamation fees, legal fees (including
solicitor and client costs and expense), and all other costs
and charges relating thereto.
(xxxiv) If any damage of whatsoever nature or description shall at any
time occur or be caused to the demised premises or any part
thereof, to forthwith give to the Lessor written notice of the
damage and to remedy the damage to the satisfaction of the
Lessor within such time as the Lessor may specify, all at the
cost of the Lessee.
(xxxv) Not to keep or permit to be used or stored in the demised
premises or any part thereof any materials of a dangerous or
explosive nature without the prior consent in writing of the
Lessor and to keep the Lessor indemnified against all damages
claims and action caused by the use of storage of such
materials whether or not the same is done with the consent of
the Lessor.
2 The Lessor hereby covenants with the Lessee that the Lessee paying the
rent hereinbefore reserved and performing and observing the covenants conditions
and agreements on the part of
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the Lessee hereinbefore contained shall peaceably hold and enjoy the demised
premises during the term hereby granted without any interruption of or by the
Lessor or any person lawfully claiming through under or in trust for him.
3 PROVIDED ALWAYS and it is hereby agreed between the parties as follows:-
(a) That no estate or interest in the soil of the road and
footpath adjacent to the demised premises is or shall be
deemed to be included in the demise hereinbefore contained.
(b) That the Lessee shall not be entitled to any right of access
of light or air to the demised premises or any part thereof,
which would restrict or interfere with the user of any
adjoining or neighbouring land for building or any other
purpose.
(c) That if the said rent hereby reserved or any part thereof
shall be unpaid for fourteen days after becoming payable
(whether the same shall have been formally demanded or not) or
if any of the covenants or obligations on the part of the
Lessee herein contained shall not be performed or observed or
if any charging order made in respect of the demised premises
shall be enforced by sale or by entry into possession without
the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall
also not apply in such event) by the Lessee or by the person
in whose favour the charging order shall have been made, then
and in any such case it shall be lawful for the Lessor or any
person or persons authorised by him in that behalf at any time
thereafter to re-enter upon the demised premises or any part
thereof in the name of the whole and thereupon the term hereby
created shall absolutely determine but without prejudice to
any right of action or remedy of the Lessor in respect of any
breach of any of the covenants or conditions by the Lessee
herein contained PROVIDED THAT if the demised premises have
been assigned by way of mortgage the provisions of this clause
shall not take effect until the Lessor has served upon the
mortgagee a notice in writing that such breach has occurred
and the mortgagee has failed to remedy such breach.
4 In this Lease where the context so requires or permits, words importing
the singular number or the masculine gender include the plural number or the
feminine gender and words importing persons include corporation and vice versa,
the expression "the Lessor" shall include its successors-in-title and assigns,
the expression "the Lessee" shall include its successors-in-title and permitted
assigns (if any), where there are two or more persons included in the
expression "the Lessee" covenants expressed to be made by "the Lessee" shall be
deemed to be made by such persons jointly and severally, and except where
otherwise provided the expression "the demised premises" shall mean the land
hereby demised and all buildings, structures, fixtures and fittings therein.
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BELOW THIS LINE FOR OFFICE USE ONLY
--------------------------------------- ----------------------------------------
Special Remarks Endorsing Instruction
First Schedule:
Second Schedule:
--------------------------------------- ----------------------------------------
EXAMINED REGISTERED ON
------------------
Initials of
Signing
Officer
Date: REGISTRAR OF TITLES
--------------------------------------- ----------------------------------------
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--------- ------ -------
VML 1 Ver 1
--------- ------ -------
THE LAND TITLES ACT
------------------------
------------------------
(For official use only)
FIRST VARIATION OF MEMORANDUM OF LEASE
LESSOR
-------------------------------- -----------------------------------------------
Name: JURONG TOWN CORPORATION
-------------------------------- -----------------------------------------------
Address: a body corporate incorporated under
Jurong Town Corporation Act and having its
office at Xxxxxx Xxxx Xxxx, 000 Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxx 0000.
-------------------------------- -----------------------------------------------
AUTHORISED OFFICER OF LESSOR
-------------------------------- -----------------------------------------------
Name: XXXXXX XXX XXXX XXXX
-------------------------------- -----------------------------------------------
I, the abovementioned authorised officer of the Lessor, certifies that in any
instrument of the Lessor's in which both the Memorandum of Lease filed in the
Land Titles Registry as No 1/30809F (hereinafter referred to as "ML I/30809F")
and the variation of Memorandum of Lease have reference:
(a) the following Easement provisions set out in Schedule herein shall be
inserted in addition to the clause incorporated in ML I/30809F;
(b) the following sub-clause(s) as set out in SCHEDULE II shall be in
substitution of the sub-clauses incorporated 1 clause 1 and clause 3
contained in ML 1/30809F and more particularly set out in SCHEDULE III; and
(c) the following sub-clauses as set out in Schedule IV shall be inserted in
addition to the sub-clauses in clause contained in ML 1/30809F.
39
SCHEDULE I - Easement
EASEMENT: RESERVING TO THE LESSOR, and all others to whom the Lessor has granted
or may grant, as appurtenant to each and every premises adjoining and
neighbouring the demised premises which are capable of so enjoying, a
free and uninterrupted RIGHT OF PASSAGE AND RUNNING of water soil
electricity power gas telephone communication and other services from
the adjoining and neighbouring premises thereon through or by means of
sewers drains pipes channels wires cables and ducts upon over or under
the demised premises and to make connections with such sewers drains
pipes channels wires cables and ducts or any of them for the purpose
of exercising the said right of passage and of running the aforesaid
services upon over or under the demised premises herein AND all other
easements, ancillary rights and obligations as are or may be implied
by the Land Titles Act (Cap 157).
SCHEDULE II - Replacement sub-clauses
1 (x) As often as any building or structure on the demised premises
or any part thereof shall be destroyed or damaged as aforesaid
forthwith to give to the Lessor written notice of such
destruction or damage and forthwith to cause all monies
received by virtue of such insurance to be laid out in
rebuilding and reinstating the same to the satisfaction of the
Lessor and in accordance with the plans and specifications
approved by the Lessor and in accordance with the laws,
bye-laws regulations and planning schemes of every relevant
governmental and statutory authority prevailing at the time,
and in case the monies so received shall be insufficient for
that purpose then to make up the deficiency out of his own
monies PROVIDED THAT the rebuilding and reinstatement shall in
any event commence and be completed within the period
specified by the Lessor.
(xxv) Subject always to clause 1(xi) herein, to give to the Lessor
written notice of every change of name within one month from
the date of each change.
3 (c) That if the said rent hereby reserved or any other sums due under this
Lease, or any part thereof shall be unpaid for fourteen days after
becoming payable (whether the same shall have been formally demanded or
not) or if any of the covenants or obligations an the part of the Lessee
herein contained shall not be performed or observed or if any charging
order writ of seizure and sale or its equivalent made in respect of the
demised premises shall be enforced by sale or by entry into possession
without the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall also not
apply in such event) by the Lessee or by the person in whose favour the
charging order writ of seizure and sale or its equivalent shall have
been made, then and in any such case it shall be lawful for the Lessor
or any person or persons authorised by him in that behalf at any time
thereafter to re-enter upon the
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demised premises or any part thereof in the name of the whole and
thereupon the term hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in respect of
any breach of any of the covenants or conditions by the Lessee herein
contained PROVIDED THAT if the demised premises have been assigned by
way of mortgage the provisions of this clause shall not take effect
until the Lessor has served upon the mortgagee a notice in writing that
such breach has occurred and the mortgagee has failed to remedy such
breach.
SCHEDULE III - Previous sub-clauses
1 (x) As often as the demised premises or any part thereof shall be destroyed
or damaged as aforesaid forthwith to cause all monies received by virtue
of such insurance to be laid out in rebuilding and reinstating the
same in accordance with the plans and specifications approved by the
Lessor and in accordance with the existing laws, bye-laws regulations
and planning schemes of every relevant governmental and statutory
authority prevailing at the time, and in case the monies so received
shall be insufficient for that purpose then to make up the deficiency
out of his own monies PROVIDED THAT the rebuilding and reinstatement
shall in any event commence and be completed within the period specified
by the Lessor.
(xxv) Not to effect a change of name except with 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.
3 (c) That if the said rent hereby reserved or any part thereof shall be
unpaid for fourteen days after becoming payable (whether the same shall
have been formally demanded or not) or if any of the covenants or
obligations on the part of the Lessee herein contained shall not be
performed or observed or if any charging order made in respect of the
demised premises shall be enforced by sale or by entry into possession
without the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall also not
apply in such event) by the Lessee or by the person in whose favour the
charging order shall have been made, then and in any such case it shall
be lawful for the Lessor or any person or persons authorised by him in
that behalf at any time thereafter to re-enter upon the demised premises
or any part thereof in the name of the whole and thereupon the term
hereby created shall absolutely determine but without prejudice to any
right of action or remedy of the Lessor in respect of any breach of any
of the covenants or conditions to the Lessee herein contained PROVIDED
THAT if the demised premises have been assigned by way of mortgage the
provisions of this clause shall not take effect until the Lessor has
served upon the mortgagee a notice in writing that such breach has
occurred and the mortgagee has failed to remedy such breach.
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SCHEDULE IV - Additional sub-clauses
1 (xxxvi) At the Lessee's own cost and expense and subject to the
Lessor's prior written approval, to execute such works as may
be deemed necessary by the Lessee in respect of the state and
condition of the demised premises (especially its ground
levels topography and soil condition) which state an,
condition the Lessee shall be deemed to have full knowledge.
(xxxviii) Not to keep or allow to be kept any livestock or other animals
at the demised premises or any part thereof.
(xxxviii) At the Lessee's own cost, to properly install and maintain
exit lightings and exit signs at staircases, exit passageways
and exits of the demised premises in accordance with all
requirements of the Building Control Division.
(xxxix) To forthwith install and at all times to properly maintain
sufficient emergency lighting in the product ion area of the
demised premises in accordance with all requirements of the
Fire Services Bureau and to liaise directly with the Fire
Services Bureau in relation thereto, and in the event that any
alteration or addition to the demised premises shall thereby
be necessary, then to obtain the prior written consent of the
Lessor and the relevant governmental and statutory authorities
in accordance with Clause l(viii) of ML I/30809F, all at the
cost of the Lessee.
(xl) without prejudice to the generality of Clauses 1(iii) and
1(vii) of ML I/30809F, the rent and other taxable sums payable
by the Lessee under or in connection with this lease shall be
exclusive of the goods and services tax (hereinafter called
"tax") chargeable by any government, statutory or tax
authority calculated by reference to the amount of rent and
any other taxable sums received or receivable by the Lessor
from the Lessee and which tax is payable by the Lessee. The
Lessee shall pay the tax and the Lessor acting as the
collecting agent for the government, statutory or tax
authority shall collect the tax from the Lessee together with
the rent hereinbefore reserved without any deduction and in
advance without demand on the 1st day of each of the months of
January, April, July and October, and in the manner and within
the period prescribed in accordance with the applicable laws
and regulations.
DATE OF APPLICATION: 4th day of May 1995
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EXECUTION BY THE AUTHORISED OFFICER:
-----------------------------
XXXXXX XXX XXXX XXXX
Witness:
-----------------------------
XXXXX XX XXX XXX nee AU
LODGED BY:
------------------------- ------------------------------------------------------
Name: JURONG TOWN CORPORATION
------------------------- ------------------------------------------------------
Address: a body corporate incorporated under
Jurong Town Corporation Act and having its
office at Xxxxxx Xxxx Xxxx, 000 Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxx 0000.
------------------------- ------------------------------------------------------
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