THIS AGREEMENT MADE AS OF THE 27th DAY OF SEPTEMBER, 2000 BETWEEN:
EXHIBIT
10.6
THIS
AGREEMENT MADE AS OF THE 27th
DAY OF
SEPTEMBER,
2000
BETWEEN:
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SUNSHINE
COAST HOLDINGS LTD.,
a
company duly incorporated under the laws of the Province of British
Columbia, and having its registered office at 300 - 0000 Xxxxxx Xxxxx
in
the City of Surrey, in the Province of British
Columbia;
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(hereinafter
called the "Landlord")
OF
THE
FIRST PART
AND:
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FORTUNE
OIL AND GAS INC.,
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#000
- 0000 XXXXXX XXXXX,
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XXXXXX,
X.X. X0X 0X0
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(hereinafter
called the "Tenant and/or Guarantor")
OF
THE
SECOND PART
WHEREAS:
A.
The
Landlord is the registered owner of the certain parcel or tract of land and
premises situate, lying and being in the City of Surrey, Province of British
Columbia, and known and described as:
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Xxx
0 xx xxx Xxxxx Xxxx Xxxxxxx of Xxxxxxx 00, Xxxxxxxx 0, Xxxx 00000,
except
part subdivided by Plan 60277, New Westminster
District
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(hereinafter
called the "Land")
upon
which is situate a building municipally known as 0000 Xxxxxx Xxxxx and is the
subject of this document.
(hereinafter
called the "Building")
B.
The
Landlord and the Tenant are desirous of entering into a lease of that portion
of
the Building outlined in red on Schedule "A" attached hereto:
(hereinafter
called the "Demised Premise")
NOW
THEREFORE WITNESSETH THIS AGREEMENT that in consideration of the mutual
covenants, agreements, representations, and warranties and of the consideration
hereinafter contained, the parties agree as follows:
2
ARTICLE
1 DEFINITIONS
1.01 The
terms
defined in this Article shall for all purposes of this Lease or other
instruments supplemental hereto, have the meanings herein specified, unless
the
context expressly or by necessary implication otherwise requires:
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(a)
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"Basic
Rent" as of any particular time shall mean the net monthly basic
rental
provided for in this Lease at the rate of $2,200.00
per month during the term of this Lease;
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(b)
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"Building
Equipment" shall mean all machinery, plumbing, wiring, heating,
air
conditioning and lighting and other equipment, if any, other than
Tenant's
Equipment which is an integral part of the Building;
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(c)
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"Demised
Premise" shall mean all that portion of the Building which is leased
or
intended to be leased by the Landlord to the Tenant by this Lease,
including any additions and improvements to the Building herein
provided;
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(d)
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"Lease"
shall mean this instrument as originally executed and delivered,
or, if
amended or supplemented or renewed, as so amended or supplemented
or
renewed;
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(e)
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"Tenant's
Equipment" shall mean all personal property, fixtures, apparatus,
machinery and equipment other than Building Equipment owned by
the Tenant
and used or intended for use in connection with the operation of
the
business of the Tenant and whether installed prior to the commencement
of
the term of the Lease or at any time and from time to time during
the said
term;
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(f)
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"Tenant's
Proportionate Share" shall mean the fraction (expressed as a percentage)
the numerator of which is the Rentable Area of the Demised Premise
and the
denominator of which is the Total Rentable Area;
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(g)
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"Realty
Taxes" shall mean all real property taxes, assessments, rates,
charges and
other governmental impositions general or special, ordinary or
extraordinary, foreseen or unforseen of every kind, including assessments
for local or public improvements and school taxes which may at
any time
during the term imposed, assessed or levied in respect of the Land,
building or Demised Premise, and all fixtures and improvements
from time
to time thereon;
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(h)
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"Structural
Repairs" shall mean repairs to the foundations, supports, beams,
exterior
roof, gutters, and bearing walls of the Building. In the event
of any
dispute arising between the parties as to the definitions of Structural
Repairs, then the matter shall be resolved by a duly qualified
Civil
Engineer named by the Landlord and the decision of such Civil Engineer
shall be binding upon the parties
thereto;
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3
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(i)
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"Rentable
Area" shall include all area occupied and shall be computed by
measuring
from the exterior surface of the outer Building walls to the
exterior
surface of corridor walls or other permanent partitions and to
the centre
of partitions which separate the area occupied by adjoining Rentable
Areas
without deduction for columns and projections necessary to the
Building,
and shall include an area equal to the Tenant's Proportionate
Share of the
sum of the areas of the building corridors, Janitor rooms, electrical
and
mechanical rooms, lobby, public washrooms and the like areas
excepting
only any major vertical penetrations of the first
floor.
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(j)
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"Total
Rentable Area" shall mean the total rentable area of the building
whether
rented or not, computed by measuring to the exterior surface
to the
permanent outer building walls, excluding any major penetrations
of the
floor. The underground parking is excluded but the parking lobby
is
included.
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ARTICLE
2 GRANT OF LEASE
2.01 The
Landlord demises and leases unto the Tenant and the Tenant hereby takes and
rents the Demised Premise.
ARTICLE 3 TERM OF LEASE
3.01 The
Tenant shall have and hold the Demised Premise for and during the term of
three
(3)
years
and six
(6)
months
commencing on the 1st
day of
October,
2000.
ARTICLE
4 RENT
4.01 The
Tenant shall pay during the term of this Lease the sum of Ninety Two Thousand
Four Hundred ($92,400.00) DOLLARS payable monthly in advance on the first
day of
each and every month in consecutive monthly instalments equal to the Basic
Rent,
the first such monthly instalments or a pro-rated portion thereof in the
event
this Lease is executed other than on the first day of a month shall be paid
on
and delivered to the Landlord by the first day of each and every month during
the term hereby demised.
4.02 The
aforesaid Rentable Area is calculated on the basis of the area of the Demised
Premise being 1,760
square
feet at the rate of $15.00
for each
square foot of rentable area.
4
4.03 The
rent
reserved hereunder shall be paid in Canadian funds to the Landlord at #310
-
1676 Xxxxxx Drive, Surrey, British Columbia, unless another place of payment
is
designated by the Landlord, and the Tenant duly notified thereof in writing.
Remittances for rent, if mailed, shall be sent to the attention of such person
as the Landlord may from time to time designate in writing for the
Tenant.
4.04 The
Lease
shall be a net Lease and the rental provided to be paid by the Landlord
hereunder shall be net to the Landlord, and shall yield to the Landlord the
entire such rental during the full term of this Lease without abatement,
deduction or set-off of any nature whatsoever and all costs, expenses, rates,
taxes, charges and obligations of every kind and nature whatsoever relating
to
the Demised Premise, whether or not herein referred to and whether or not of
a
kind known existing or within the contemplation of the parties hereto, shall
be
paid by the Tenant, excepting only any income tax or taxes other than business
tax imposed or levied by an authority whatever on the income received by the
Landlord from the Demised Premise.
4.05 Any
money
payable to the Tenant to the Landlord in addition to the rent referred to in
Article 4.01 shall be deemed to be rent. All monies payable by the Tenant to
the
Landlord pursuant to the Lease shall bear interest at the rate of two percent
(2%) per month from the date of default.
ARTICLE
5 PAYMENT OF ADDITIONAL RENT
5.01 The
Tenant shall pay the following as additional rent to the Landlord in each year
of the term hereby created within thirty (30) days after demand:
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(a)
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the
Tenant's Proportionate Tax Share of Property Taxes;
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(b)
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all
taxes levied by a provincial, municipal or school authority in
respect to
the Land and Building as shall be attributable to the assessment
for any
purpose of all things erected or placed in, upon or under or fixed
to the
Demised Premise by or with the consent or permission of the Tenant
during
the term of the Lease, including all fixtures, machines, equipment
and
other things of any nature or description not the property of the
Landlord
or which may be lawfully removed by the Tenant;
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(c)
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the
Tenant's Proportionate Share in all actual operating and expenses
of the
Landlord, Building and Demised Premises, which operating costs
and
expenses shall be deemed to include any and all expenses properly
chargeable against income incurred by the Landlord in connection
with the
operation, maintenance or repair of the Land, Building and Demised
Premises and by way of example and without limiting the generality
of the
foregoing, shall include the cost of the
following:
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5
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(i)
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fuel
used for heating, ventilating and air conditioning purposes and
all
electricity used throughout the Building;
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(ii)
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water
and sewer charges;
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(iii)
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all
labour, wages, including employees' benefits and Workmen's Compensation,
and other payments made to janitors, caretakers, supervisory
personnel and
other employees of the Landlord involved in the care, security,
maintenance, cleaning or operation of the Building and Land and
the total
charges of any independent service contractor employed in the
care,
security, maintenance, cleaning or operation of the Building
and
Land;
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(iv)
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all
supplies, including those supplies the necessity of which is
occasioned by
ever day wear and tear;
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(v)
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gardening
and landscaping, maintenance of parking areas and driveways,
the removal
of snow and garbage removal and scavenging charges;
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(vi)
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insurance
obtained pursuant to Article 7.01 of this Lease;
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(vii)
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rental
of equipment and signs;
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(viii)
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any
management fees paid by the Landlord;
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but
shall not include:
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(ix)
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depreciation;
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(x)
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cost
of altering and redecorating vacated premises;
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(xi)
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all
major repairs incurred for the purpose of maintaining the Building's
resale value;
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(xii)
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general
administration expenses;
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(xiii)
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all
finance charges;
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(xiv)
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maintenance
and operating costs of the display sign on the perimeter of the
second
floor of the Building.
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(d)
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the
total cost of all local improvements and utility charges in any
and all
charges for water, gas, electric light, heat or power, telephone,
or other
similar services used, rendered or supplied upon or in connection
with the
Demised Premise throughout the term of the Lease and will pay
all charges
or costs in respect to garbage removal, or incineration thereof,
or other
disposal thereof, and will indemnify the Landlord and save it
harmless
from and against any liability or damages on such
account.
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5.02 The
Tenant may take advantage of any provisions of law whereby Property Taxes may
be
paid by instalment or deferred from some portion of the fiscal year to which
they relate, provided that no fine, penalty or cost is incurred, except accrued
interest on the unpaid balance of such taxes. If any Property Taxes upon or
with
respect to the Demised Premise relating to a fiscal period of the taxing
authority, a part of which period is included within the term of this Lease,
and
a part of which period commences prior to the commencement of the term herein,
or extends beyond the date of termination of this Lease, whether or not such
Property Taxes shall be assessed, levied, confirmed or imposed or become payable
during the term of this Lease, shall be adjusted proportionately as between
the
Landlord and the Tenant as of the date of commencement or termination of this
Lease as is required. If the Tenant shall fail to pay any Property Taxes, the
Tenant shall pay any fine, penalty, interest, and expense arising therefrom
and
the Landlord shall be at liberty to pay the same (after 10 days written notice
to the Tenant of its intention so to do) and may add to the next ensuing
instalment of rent the amounts so paid including penalties, charges and interest
in connection therewith.
5.03 The
Tenant shall have the right to contest the amount or validity of any Property
Taxes imposed in respect of the Demised Premises but this shall not relieve
the
Landlord of its obligation to pay such Property Taxes or authorize the Tenant
to
defer payment of such Property Taxes, unless such deferment is
lawful.
5.04 If
the
Tenant is contesting in good faith the amount or validity of any Property Taxes
and has complied with the provisions of this Article and if it becomes necessary
for the Landlord to join in or consent to such proceedings the Landlord shall
join or consent as required, but the Tenant shall indemnify the Landlord against
all expense arising therefrom.
5.05 Notwithstanding
the provisions of Article 5 at any time during the term of this Lease, the
Landlord shall have the option to require the Tenant to pay and the Tenant
shall
pay to the Landlord on each date upon which the Basic rent is payable such
amount or amounts as the Landlord may from time to time estimate as being
necessary so that the Landlord will have sufficient funds on hand to pay
Property and all operating costs next to become due and payable, and if the
Property Taxes or operating costs actually charged or payable in any calendar
year shall exceed such estimate by the Landlord for that year, the Tenant shall
pay to the Landlord forthwith on demand the amount required to make up the
deficiency. No interest shall accrue on the monies so collected by the
Landlord.
ARTICLE
6 TENANT'S EQUIPMENT
7
6.01 At
any
time and from time to time during the term of this Lease, the Tenant may
install, maintain, and replace in the Demised Premise, any Tenant's Equipment
as
the Tenant in its sole discretion may desire. Notwithstanding the fact that
the
Tenant's Equipment may be installed in such a manner that, but for the agreement
of the Landlord herein contained, the same would form a part of the Demised
Premise, the Tenant's Equipment shall nevertheless be and remain at all times
the property of the Tenant.
6.02 The
Tenant may not remove any part of the Tenant's Equipment at any time during
the
term of this Lease without the written consent of the Landlord, which shall
not
be unreasonably withheld. The Tenant shall be responsible for and will repair
all or any damage to any part of the Demised Premise, including structural
portions thereof caused by the installation or removal of any of the Tenant's
Equipment, fixtures, alterations or improvements where installed as aforesaid.
Any of the Tenant's Equipment remaining in the Demised Premise at the
termination of this Lease may be removed and stored by the Landlord, who shall
thereupon have the first and paramount lien against the Tenant's Equipment
and
the Landlord shall not be required to release possession thereof until the
cost
of removal and storage and any other obligations due under this Lease have
been
paid by the Tenant. If the Tenant does not pay for the removal and storage
of
the Tenant's Equipment after demand in writing by the Landlord, the Landlord
shall have the right to sell the same applying the proceeds firstly in payment
of the costs of such removal,storage and secondly to the Tenant's
account.
6.03 The
Landlord shall not be responsible for any loss or damage occurring to the
Tenant's Equipment, save and except for loss or damage caused by the negligence
of the Landlord, or persons for whom in law the Landlord is
responsible.
ARTICLE
7 INSURANCE
7.01 The
Landlord, acting reasonably and as a prudent owner of similar Land and building
shall carry such insurance for the amount and benefit of the Landlord from
time
to time considers useful, expedient or beneficial, including without limitation,
any or all of the following:
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(a)
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Insurance
against all risks of loss or damage to property owned by the Landlord
relative to the Land and buildings;
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(b)
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Insurance
against all explosions or failure of boilers, pressure vessels,
air
conditioning equipment and miscellaneous electrical apparatus on
a blanket
basis with broad form cover, including repair and
replacement;
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(c)
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Insurance
against loss of insurable gross profits attributable to all perils
insured
against by the Landlord or commonly insured against by prudent
landlords,
including loss of all rents receivable from tenants in the Building
in
accordance with the provisions of their leases including Basic
Rent and
all other charges payable as additional rent in such amount or
amounts as
the Landlord or its mortgagees from time to time
require;
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(d)
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Insurance
against third party liability hazards, including exposure to personal
injury, bodily injury and property damage on an occurrence basis,
including insurance for all contractual obligations, and covering
also
actions of all employees, other persons, subcontractors and agents
while
working on behalf of the Landlord;
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(e)
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Insurance
against any other form or forms of loss that the Landlord or its
mortgagees reasonably requires from time to time for like properties
similarly situated and from amounts against which a prudent landlord
would
insure itself.
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Notwithstanding any contribution by the Tenant to insurance premiums as provided
for in this Lease, no insurable interest is conferred upon the Tenant under
policies carried by the Landlord. The Landlord shall in no way be accountable
to
the Tenant regarding the use of any insurance proceeds arising from any claims,
and the Landlord shall not be obliged on account of such contributions to apply
such proceeds to the repair or restoration of that which was insured. Where
the
Tenant may desire to receive indemnity by way of insurance for any property,
work or thing whatsoever, the Tenant shall insure same for its own account
and
shall not look to the Landlord for reimbursements or recovery in the event
of
loss or damage from any cause, whether or not the Landlord has insured same
and
recovered therefore.
7.02 The
Tenant shall, during the entire term thereof, at its sole cost and expense,
take
out and keep in full force and effect, in the name of the Tenant, the Landlord
and the Landlord's mortgagees, the following:
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(a)
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property
insurance, which shall include coverage on property of every description
and kind owned by the Tenant or for which the Tenant is responsible
or
legally liable pursuant to the terms of this Lease, or which is installed
by or on behalf of the Tenant, including the Tenant's equipment,
in an
amount at least equal to the full insurable value thereof calculated
on a
replacement cost basis without deduction for depreciation and without
co-insurance requirements. The perils insured against shall include
fire
and such additional perils as are normally insured against in the
circumstances by prudent tenants, and as any mortgagee having a security
interest in the premises reasonably requires, or as the Landlord
from time
to time demands. In the event that a dispute arises as to that sum
which
represents full replacement costs, the decision of the Landlord shall
be
conclusive;
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(b)
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public
liability insurance applying to all operations of the Tenants and
which
shall include bodily injury, liability and property damage, personal
injury liability, contractual liability, contingent liability and
tenant's
legal liability with respect to the occupancy by the Tenant of the
demised
premise. Such policy shall be written on a comprehensive basis with
such
limits as the Landlord or its mortgagees reasonably requires from
time to
time.
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(c)
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any
other form or forms of insurance as the Landlord of the Landlord's
mortgagee reasonably requires from time to time in amounts and from
perils
against which a prudent Tenant would protect itself in similar
circumstances.
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9
7.03 All
property damage policies written on behalf of the Tenant shall contain a waiver
of any subrogation rights which the Tenant's insurers may have against the
Landlord and against those for whom the Landlord is, in law, responsible,
whether any such damage is caused by the act, omission or negligence of the
Landlord or by those for whom the Landlord is in law responsible. The Tenant
releases and agrees to hold harmless the Landlord from and against all liability
for any loss or damage to the Tenant, its property or improvements, by
oversight, fault or any other cause whatsoever.
7.04 All
policies shall be taken out with insurers acceptable to the Landlord and on
policies in a form satisfactory from time to time to the Landlord. The Tenant
agrees that certificates of insurance, or, if required by the Landlord or its
mortgagees, certified copies of each such insurance policy will be delivered
to
the Landlord within thirty (30) days of the commencement date. All policies
shall contain an undertaking by the insurers to notify the Landlord and its
mortgagees in writing not less than thirty (30) days prior to any material
change in terms, cancellation or other termination thereof.
7.05 The
Tenant agrees that if the Tenant fails to take out or keep in force any such
insurance referred to in this Article 7 or should any such insurance not be
reasonably approved by either the Landlord or its mortgagees and the Tenant
does
not rectify the situation within forty-eight (48) hours after written notice
by
the Landlord to the Tenant (stating, if the Landlord or its mortgagees do not
approve of such insurance, the reasons therefore), the Landlord shall have
the
right, without assuming any obligation in connection therewith, to effect such
insurance at the sole cost of the Tenant and all outlays by the Landlord shall
be immediately payable by the Tenant to the Landlord as additional rent and
shall be due on the first day of the next month following said payment by the
Landlord without prejudice to any other rights and remedies of the Landlord
under this Lease.
7.06 The
Tenant agrees that it will not keep, use, sell, or offer for sale in or upon
the
demised premise, any articles which may be prohibited by the standard form
of
fire insurance policy in force from time to time covering the land and building.
In the event that Tenant's occupancy of, or conduct of business in the demised
premise, whether or not the landlord has consented to the same causes any
increase in premiums for the insurance carried from time to time by the Landlord
with respect to the land and building, the Tenant shall pay any such increase
in
premiums as additional rent within ten (10) days after bills for such additional
premiums are rendered by the Landlord.
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ARTICLE
8 REPAIRS
8.01 The
Tenant will during the term of this Lease, at its own costs and expenses, keep
and maintain the demised premise in good order and condition, will make all
necessary repairs excluding structural repairs, both exterior and interior
to
the demised premise to the end that the same shall at all times be kept in
good
and rentable condition for the purposes for which the demised premise is being
used.
ARTICLE
9 CHANGES, ALTERATION AND ADDITIONS
9.01 Hereafter
and at any time during the term of this Lease, the Tenant shall have the right,
at its expense to make such changes and alterations in or to the demised premise
as the Tenant shall deem necessary or desirable in connection with the
requirements of its business but no structural changes or alteration shall
be
undertaken until detailed plans and specifications therefore have first been
furnished to an approved in writing by the landlord, provided such approval
may
not be reasonably delayed or withheld.
9.02 The
Tenant shall be responsible for procuring and paying for all required municipal
and other governmental permits and authorizations of the various municipal
departments and government divisions having jurisdiction necessary or advisable
in connection with such changes. The Landlord will join in application for
such
permits and authorization whenever such action is necessary.
9.03 All
work
to be done in connection with any change or alteration shall be done promptly
and in good and workmanlike manner, and in compliance with the valid and
applicable building and zoning laws and with other valid laws, ordinances,
orders, rules, regulations and requirements of all federal, provincial, and
municipal governments, and the appropriate departments, commissions, boards,
and
officers thereof, in accordance with the orders, rules and regulations of the
Canadian Fire Underwriters Association, or any other body hereafter constituted
exercising similar functions; the cost of any such change or alteration shall
be
paid or secured so that the demised premise shall at all times be free and
clear
of liens for labour and materials supplied, or claimed to have been supplied
to
the demised premise.
9.04 All
changes, alterations, additions and improvements made to or installed upon
or in
the demised premise which in any manner are attached in, to, on, or under the
floors, walls, or ceilings during the term hereof by the Tenant, shall be and
remain part of the demised premise and the title thereto shall immediately
vest
in the Landlord without any liability on its part to pay for the same; provided
however the Tenant shall be at liberty to remove any or all such changes,
alterations, additions and improvements with the written consent of the
Landlord, such consent may not be unreasonably withheld. It shall not be
unreasonable to refuse such consent unless the Tenant shall have first
adequately secured the Landlord for loss or damage to the demised premise
arising from such removal.
The
Tenant shall be responsible for and will repair all or any damage to any part
of
the demised premise, including structural portions thereof, caused by the said
changes, alterations, additions and improvements (or removal thereof) and shall
restore the demised premise to the same condition as they were in before such
changes, alterations and additions and improvements were made.
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ARTICLE
10 DAMAGE OR DESTRUCTION
10.01 In
case
the demised premise is damaged or destroyed by any peril or hazard covered
by or
recoverable from insurance maintained by the Landlord under Article 7, then
the
Landlord shall immediately select a reputable contractor and if such
contractor:
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(a)
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is
of the opinion that the damage or destruction is capable of repair
with
reasonable diligence within ninety (90) days of the date of the damage
then the Landlord shall deliver notice of its intention to rebuild
or
repair and shall repair the damage with reasonable diligence,
or
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(b)
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is
of the opinion that the damage or destruction is not capable of repair
within ninety (90) days of the date of the damage, then the Landlord
may
elect either to repair such damage or destruction or to terminate
this
Lease.
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10.02 If
this
Lease is not terminated by reason of such damage or destruction and if such
damage or destruction is such as to render the demised premise wholly unfit
for
occupancy then the rent to be paid by the Tenant hereunder shall xxxxx until
the
Landlord delivers a notice to the Tenant that the repairs have been
substantially completed at which time all rent payable by the Tenant hereunder
shall commence.
10.03 If
the
Landlord herein does not give the Tenant notice of its intention to either
repair such damage or destruction or to terminate this Lease within thirty
(30)
days of the damage or destruction, then the Tenant may by notice in writing
delivered to the Landlord, terminate this Lease or require the Landlord to
repair the damage or destruction.
10.04 In
case
the demised premise is damaged or destroyed by any peril or hazard not covered
by or recoverable from insurance maintained by the Landlord under Article
7,
then the Landlord may elect to either repair such damage or destruction or
not
to repair.
ARTICLE
11 USE OF DEMISED PREMISE
11.01 The
Tenant shall use the demised premise only for a general
office
and for
no other purposes without the written consent of the Landlord, such consent
may
be reasonably withheld.
11.02 During
the term of this Lease, the Tenant in the use, occupation, alteration or
repair
of the demised premise, or any property used in connection therewith, shall
comply with the requirements of every applicable valid law, ordinance, rule
or
regulation. The Tenant shall further comply with the requirements of all
policies or public liability, fire and kinds of insurance at the time in
force
with respect to the demised premise or any part thereof.
11.03 The
Tenant covenants and agrees that it will carry on its business in the demised
premise continuously during the term of this Lease.
12
ARTICLE
12 CERTAIN RIGHTS AND DUTIES OF THE LANDLORD
12.01 The
Tenant will permit the Landlord and authorized representatives of the Landlord
to enter into the demised premise at all reasonable times during the usual
business hours, for the purpose of inspecting the same and or ascertaining
whether the Tenant has failed or neglected to perform any act which it is
required to perform under the provisions of this Lease, and also the Landlord
shall be permitted to enter as aforesaid for the purpose of making any necessary
repairs to the demised premise and performing any work therein, which the
Tenant
has failed to do, that may be necessary to comply with any valid law, ordinance,
rule or regulations of any public authority, or any similar body, or to comply
with the requirements of insurance policies then in force with respect to
the
demised premise. Nothing herein shall imply any duty upon the part of the
Landlord to do or to pay for any work which under any provision of this lease
the Tenant may be required to perform and the performance thereof by the
Landlord in the event the Tenant does not perform the same after demand shall
not constitute a waiver of the Tenant's default in failing to perform the
same.
12.02 The
Tenant upon paying the Basic Rent and all other charges herein provided for,
and
observing and keeping the covenants, agreements and conditions of this Lease
on
its part to be kept, shall lawfully and quietly enjoy, hold, occupy, control
and
manage the demised premise during the term of this Lease without hindrance
or
molestation of the Landlord, or any person or persons claiming under the
Landlord, save as expressly provided for by this Lease.
12.03
The
Landlord shall deliver Schedule "A" in a form registrable under the Land
Titles
Act of British Columbia.
ARTICLE
13 CONDITIONAL LIMITATIONS - DEFAULT PROVISIONS
13.01 In
case
the term of this Lease or any of the goods and chattels of the Tenant shall
be
at any time seized in execution or attachment by a creditor of the Tenant
or the
Tenant shall make any assignment for benefit of creditors or any bulk sale
or
become bankrupt or insolvent or take the benefit of any Act now or hereafter
in
force for bankrupt or insolvent debtors, or, if the Tenant is a corporation
and
any order shall be made for the winding-up of the Tenant, or other termination
of the corporate existence of the Tenant, or a Receiver or Receiver-Manager
is
appointed for the Tenant under any debenture or other security or lease shall
at
the option of the Landlord, immediately cease and terminate and the term
shall
immediately become forfeited and void and the then month's rent and the next
ensuing three (3) months rent shall immediately become due and be paid and
the
Landlord may, without notice, re-enter and take possession of the Demised
Premise as though the Tenant or other occupant or occupants of the demised
premise was or were holding over after the expiration of the term without
any
right whatsoever.
13.02 If,
during the term of this Lease, or any renewal thereof, the Tenant shall make
default in the payment of any rent due under this Lease, and such default
shall
continue for ten (10) days after notice thereof by the Landlord, this Lease
shall, at the option of the Landlord, cease and come to an end on a date
to be
specified in the said notice, which date shall not be less than five (5)
days
after the delivery of such notice. The Tenant will then quit and surrender
the
demised premise to the Landlord.
13
13.03 If,
during the term of this Lease or any renewal thereof, the Tenant shall not
observe, perform or keep any of the other covenants in this Lease and such
default shall continue for ten (10) days after written notice thereof by
the
Landlord to the Tenant, or if the Tenant fails to proceed promptly and with
all
due diligence to cure such default after service of notice by the Landlord
of
such default, then and in any such case, unless the default upon which said
notice was based has been cured in the meantime, this Lease shall cease and
come
to an end on a day to be specified in the said notice, which date shall not
be
less than ten (10) days, the ten (10) day period shall be extended for such
time
as shall allow the Tenant proceeding promptly and with all due diligence
a
reasonable opportunity to cure such default.
13.04 All
costs, charges and expenses incurred by the Landlord in recovering or enforcing
payment of monies owing hereunder, in enforcing the terms and conditions
of this
Lease, and in preparing this agreement, including the costs of the Landlord
as
between solicitor and client on a lump sum basis, expenses of taking possession
of the demised premise and realizing upon goods and chattels of the tenant
shall
be paid by the Tenant and such sums shall be deemed to be rent payable under
this Lease.
ARTICLE
14 DISTRESS
14.01 Whensoever
the Landlord shall be entitled to levy distress against goods and chattels
of
the Tenant, it may use such force as it may deem necessary for the purpose
and
for gaining admission to the demised premise without being liable to any
action
in respect thereof or for any loss or damage occasioned thereby, and the
tenant
hereby expressly releases the Landlord from allocations, proceedings, claims
or
demands whatsoever for or on account for or on account or in respect of any
such
forcible entry for any loss or damage sustained by the Tenant in connection
therewith.
ARTICLE
15 LANDLORD COVENANTS
The Landlord covenants with the Tenant as follows:
15.01 To
provide to the demised premise during normal business hours (including Saturday
and Sunday) by means of a system for heating, cooling, filtering and circulating
air, processed air in such quantities and at such temperatures as shall maintain
in the demised premise conditions of reasonable temperature and comfort in
accordance with good standards of interior climate control generally pertaining
at the date of this Lease applicable to normal occupancy of premises for
office
purposes, but the Landlord shall have no responsibility for any inadequacy
or
performance of said system if the Tenant shall have installed partitions
or
other installations in locations which interfere with the proper operation
of
the said system or if the window covering on exterior windows shall not be
fully
closed while such windows are exposed to direct sunlight.
15.02 Subject
to the supervision of the Landlord, to furnish for use by the Tenant and
its
employees and invitees in common with other persons entitled thereto, passenger
elevator service to the demised premise, and to furnish for the use of the
Tenant in common with others entitled thereto at reasonable intervals and
at
such hours as the Landlord may select, elevator service to the demised premise
for the carriage of furniture, equipment, deliveries and supplies, provided
however, that if the elevator shall become inoperative or shall be damaged
or
destroyed the Landlord shall have a reasonable time within which to repair
such
damage or replace such elevator and the Landlord shall repair or replace
the
same as soon as reasonably possible, but shall in no event be liable for
indirect or consequential damages or other damages for personal discomfort
or
illness during such period of repair or replacement.
14
15.03 To
permit
the Tenant and its employees and invitees to have the use during normal business
hours in common with others entitled thereto of the common entrances, lobbies,
stairways and corridors of the building giving access to the demised
premise.
15.04 To
permit
the Tenant and its employees and invitees in common with others entitled
thereto
to use the washrooms in the building on the floor and floors in which the
demised premises are situate.
15.05 To
cause
the elevator common entrances, lobbies, stairways, corridors, and other parts
of
the building from time to time provided for common use and enjoyment, to
be
swept, cleaned or otherwise maintained.
15.06 Not
so as
to restrict the generality of the foregoing but for greater certainty, the
Landlord shall keep the building, other than the demised premise and premises
of
other tenants, and the land in a good reasonable state of repair and consistent
with a first class office building, including the foundation, roof, exterior
walls, including glass portions thereof, the system for interior climate
control, the elevator, entrances, stairways, corridors, lobbies, parking
areas
and washrooms from time to time provided for use in common areas by the Tenants
and other Tenants of the building and systems providing utilities to the
demised
premise.
ARTICLE
16 MISCELLANEOUS COVENANTS
16.01 The
Landlord shall not be liable for any damage to any property or person at
any
time in or on the demised premise through steam, waterworks, water, rain
or snow
which may leak into, issue or flow from any part of the demised premise,
or from
any other place not due to the negligence or wilful act of the Landlord,
its
servants, employees or agents.
16.02 The
Tenant covenants with the Landlord to indemnify and save harmless the Landlord
against and from any and all claims, including without limiting the generality
of the foregoing, all claims for personal injury or property damage arising
from
any act or omission of servants, employees, invitees or licensees of the
Tenant,
and against from all costs, counsel fees, expenses and liabilities incurred
in
or about any such claim or any action or proceeding brought
thereon.
16.03 During
the term of this Lease, or any renewal thereof, the Tenant shall not suffer
or
permit any Builder's or other liens or encumbrances for work, labour, service
or
material to be filed against or attached to the demised premise or any portion
thereof.
16.04 Subject
to the provisions of Article 10 hereof, upon termination of this Lease for
any
reason whatever, the Tenant shall surrender to the Landlord the demised premise,
together with all alterations and replacements and additions thereof (except
the
Tenant's equipment) in good order, condition and repair, reasonable wear
and
tear excepted.
15
16.05 The
Landlord shall have the right to transfer title to the demised premise
at any
time or assign its interest under this Lease agreement.
Any
assignment or sub-lease of the demised premise by the Tenant shall in no
way
relieve or release the Tenant from its covenants and obligations
hereunder.
16.07 If
the
Tenant herein is a private corporation and if by the sale or other disposition
of its shares or securities the control or the beneficial ownership of
such
corporation is changed at any time after the execution of the lease or
during
the term, the Landlord may, at its option, cancel this Lease and the term
hereby
granted upon the giving of sixty (60) days notice to the Tenant of its
intention
to cancel this Lease and the term shall thereupon be cancelled.
16.08 In
the
event the Tenant enters into any sublease, the Tenant shall not collect rental
from the sub-lessee more than one month in advance of the due date
thereof.
16.09 It
is
agreed by and between the parties hereto that the Landlord may mortgage the
demised premise, the said mortgage to be registered in priority to this lease,
and the Tenant covenants and agrees to execute postponements of any encumbrances
it may place upon the Title to the demised premise to protect its interest
under
the Lease for the purpose of allowing any such mortgage or to have priority
over
any encumbrances the Tenant may register as aforesaid, provided however,
that
such mortgagee or their respective successors or assigns in favour of which
such
attornment has been made shall recognize this Lease and the rights of the
Tenant
thereunder as long as the Tenant shall not be in default in the performance
of
its obligations under this Lease. It is further agreed that the Landlord
may
assign the rents hereunder to such mortgagees and notice to that effect,
signed
by the Landlord, shall be sufficient authority for the Tenant to pay the
rent,
or such portion thereof as is assigned to the mortgagee, and the receipt
of the
Mortgagee shall be a full and adequate discharge to the Tenant for such
payment.
16.10 If
the
Tenant shall remain in possession of the demised premise after termination
of
the term hereby granted, or any renewal thereof, without further written
agreement between the Landlord and the Tenant, a tenancy from year to year
shall
not be created by the implication of law, but the Tenant shall be deemed
to be a
monthly tenant only at the Basic Rent payable immediately prior to such
termination and subject in all other respects to the terms of this
Lease.
16.11 The
failure of either party to insist upon strict performance of any covenant
or
condition contained in this Lease or to exercise any right or option hereunder
shall not be construed as a waiver or relinquishment for the future of any
such
covenant, condition, right or option. The acceptance of any rent from or
the
performance of any obligation hereunder by a person other than the Tenant
shall
not be construed as an admission by the Landlord of any right, title or interest
of such person as a sub-lessee, assignee, transferee, or otherwise in the
place
and stead of the Tenant.
16
16.12 Any
notice required or permitted to be given hereunder shall be in writing and
shall
be deemed to have been duly given if delivered by hand or mailed by prepaid
mail
as follows:
TO
THE LANDLORD: 000
-
0000 Xxxxxx Xxxxx
Xxxxxx,
X.X. X0X 0X0
TO THE
TENANT: 000
-
0000 Xxxxxx Xxxxx,
Xxxxxx, X.X. X0X 0X0
or
such
other address as the respective parties may in writing advise. Any such notice
shall be deemed to have been given and received, if delivered, and if mailed,
seventy-two (72) hours following the mailing thereof.
16.13 The
Tenant hereby accepts this Lease subject to the conditions, restrictions
and
covenants herein set forth and implied.
16.14 This
Lease may be executed in counterpart.
16.15 Wherever
the singular or masculine or neuter are used throughout this Lease, they
shall
be construed as if the plural, neuter feminine or body corporate had been
used,
where the context or the party or parties hereto so require, and the rest
of the
sentence shall be construed as if the necessary grammatical and terminological
changes thereby rendered necessary had been made.
16.16 This
Lease and the covenants and agreements herein contained shall enure to the
benefit of and be binding upon the parties hereto, and their respective heirs,
legal personal representatives, successors and permitted assignees and
subleases.
16.17 Time
shall be of the essence of this Lease.
16.18 In
the
event of any calculation or determination by the Landlord of the Rentable
Area
of any premises (including the demised premise) or of the Total Rentable
Area is
disputed or called into question, it shall be calculated or determined by
the
Landlord's architect or quantity surveyor from time to time appointed for
the
purpose whose certificate shall be conclusive.
16.19 The
Tenant shall permit the Landlord and its authorized agents and employees
to show
the demised premise to prospective tenants during normal business hours of
the
last six (6) months of the term.
16.20 The
Tenant shall not paint, display, inscribe, place or affix any sign, symbol,
notice or lettering of any kind anywhere outside the demised premise (whether
on
the outside or inside of the building) or within the demised premise so as
to be
visible from the outside of the demised premise, with the exception only
of an
identification sign at or near the entrance of the demised premise subject
to
the approval of the Landlord, which approval shall not be unreasonably withheld
and a directory listing in the main lobby of the Building in each case
containing only the name of the Tenant, provided however, the Tenant may,
subject to the written approval of the Landlord, erect a sign on the storefront
of the demised premise or suspend an identification sign from the overhead
canopy formed by the mezzanine floor of the Building.
17
16.22 The
Tenant shall observe, and cause its employees and other over whom the Tenant
can
reasonably be expected to exercise control to observe, the rules and regulations
attached hereto as Schedule "B", and such further and other reasonable
regulations and amendments and changes therein as may hereinafter be made
by the
Landlord, of which notice in writing shall be given to the Tenant, and all
such
rules and regulations shall be deemed to be incorporated into and form part
of
this Lease.
16.23 If
the
Tenant shall bring in or upon the demised premise any equipment, article
or
thing that shall cause any increase in any charge, a part of which the Tenant
is
required to pay a proportional share, then the Tenant shall pay any such
increases as additional rent forthwith.
16.24 Notwithstanding
Article 5.01(c)(xiv) where the demised premise is located on the ground floor
of
the Building, then the Tenant shall pay the costs (maintenance and operating
costs including lighting and sign rental charges) of the display sign in
the
same proportion that the length of sign adjacent to the demised premise bears
to
the total length of the sign.
ARTICLE
18 GUARANTEE
18.01 IN
CONSIDERATION of the Landlord granting this Lease, the said GUARANTOR HEREBY
COVENANTS, promises and agreed that if at any time default shall be made
in the
payment of any rent or interest or any other monies for the time being due
to
the Landlord pursuant to this lease, the Guarantor will pay to the Landlord
the
whole such rent and interest and other monies which shall then be due to
the
Landlord as aforesaid on the days and times and in the manner provided by
this
Lease, and will otherwise observe and perform the covenants, conditions and
provisos herein, and the Guarantor will further pay the Landlord all costs
that
may arise in consequence of the said non-performance of the said covenant
of any
of them, and it shall not be necessary to notify the Guarantor of any default,
and liability of the Guarantor shall in no way be diminished or affected
nor
shall the Guarantor be released by reason of the omission of the Landlord
to
exercise any of its rights or remedies in the Lease, provided the Landlord
may
grant time, renewals, extensions, releases and discharges, to compromise,
compound with or otherwise deal with the Tenant or any person liable under
the
Lease, without notice to the Guarantor and without any consent on the part
of
the Guarantor, and without discharging or in any way affecting the liability
of
the Guarantor hereunder.
18
PROVIDED
that the
Guarantor, his heirs, executors, administrators, and assigns are and shall
be
bound by the covenants and stipulations herein contained on the part of the
Guarantor shall enure to, and every power herein contained may be exercised
by
the successor and assign of the Landlord, and against the heirs, executors,
administrators and assigns of the Guarantor and that all covenant herein
contained are to be construed as both joint and several.
IN WITNESS WHEREOF
the Tenant has hereunto set their hands and seals and the Landlord has hereunto
affixed its corporate seal in the presence of its proper officers authorized
in
that behalf, all as of the day and year first written above.
| THE CORPORATE SEAL OF SUNSHINE COAST | ) | ||
| HOLDINGS LTD. was affixed in the | ) | ||
|
presence
of:
|
) | C/S | |
| ) | |||
| /s/ Xxxxx Xxxx Xxxxxxxx | ) | ||
|
|
) | ||
|
(authorized
signatory)
|
) |
19
| SIGNED, SEALED AND DELIVERED BY THE | ) | ||
| TENANT in the presence of: | ) | ||
| ) | |||
| ) | |||
| /s/ Xxxxxxx Xxxxxxx | ) | FORTUNE OIL & GAS, INC. | |
|
(witness' signature) |
) | PER /s/ Xxxxx Xxxx | |
| Xxxxxxx Xxxxxxx | ) | ||
| Administrator | ) | C/S | |
| (occupation) | ) | ||
| #000 0000 Xxxxxx Xxxxx | ) | ||
| Xxxxxx, X.X. Xxxxxx X0X 0X0 | ) | ||
| (address) | ) | ||
| ) | |||
| ) | |||
|
|
) |
|
|
| (as to all signatures) | ) | ||
20
SCHEDULE
"A" TO LEASE
Insert
drawing here
21
SCHEDULE
"B" TO LEASE
RULES
AND REGULATIONS
Revised
December 1, 1992
The
Tenant shall observe the following Rules and Regulations (as amended, modified
or supplemented from time to time by the Landlord as provided in this
Lease):
1. The
Tenant shall not use or permit the use of the Demised Premise in such a manner
as to create any objectionable noises, odours or other nuisances or hazards,
or
breach any applicable provisions of municipal by-laws or other lawful
requirements applicable thereto or any requirements of the Landlord's insurers.
Smoking of tobacco shall be deemed to create an objectionable odour and a
hazard
to the health of others. Its use on the Demised Premise is expressly
prohibited.
2. The
Tenant shall not abuse, misuse, or damage the Demised Premise or any of the
improvements or facilities in the Building, and in particular shall not deposit
rubbish in any plumbing apparatus or use it for other than purposes for which
it
is intended, and shall not deface or xxxx any walls or other parts of the
Building.
3. The
Tenant shall not perform, patronize or (to the extent under its control)
permit
any canvassing, soliciting or peddling in the Building, shall not install
in the
Demised Premise any machine for vending or dispensing refreshment or merchandise
and shall not permit food or beverage to the brought to the Demised Premise,
except by such means, at such times and by such persons as have been authorized
by the Landlord.
4. The
entrances, lobbies, elevators, staircases and other facilities of the Building
are for use only for access to the Demised Premise and other parts of the
Building and the Tenant shall not obstruct or misuse such facilities or permit
them to be obstructed or misuse such facilities or permit them to be obstructed
or misused by its agents, employees, invitees and others under its
control.
5. No
safe
or heavy office equipment shall be moved by or for the Tenant unless the
consent
of the Landlord is first obtained and unless due care is taken. Such equipment
shall be moved upon appropriate steel bearing plates, skids or platforms,
and
subject to the Landlord's direction, and at such times, by such means and
by
such persons as the Landlord shall have approved. No furniture, freight,
or
bulky matter of any description shall be moved in or out of the Demised Premise
or carried in the elevator except during such hours as the Landlord shall
have
approved. Hand trucks and similar appliances shall be equipped with rubber
tires
and other safeguards approved by the Landlord, and shall be used only by
prior
arrangements with the Landlord.
22
6. The
Tenant shall permit and facilitate the entry of the Landlord, or those
designated by it, into the Demised Premise for the purpose of inspection,
repair, window cleaning and the performance of other janitor services, and
shall
not permit access to main heater ducts, janitor and electrical closets and
other
necessary means of access to mechanical, electrical and other facilities
to be
obstructed by the placement of furniture or otherwise. The Tenant shall not
place any additional lock or other security devices upon any doors of the
Demised Premise without the prior written approval of the Landlord and subject
to any conditions imposed by the Landlord for the maintenance of necessary
access.
7. The
Landlord may require all or any persons entering and leaving the building
at any
time other than normal business hours to satisfactorily identify themselves
and
register in books kept for that purpose and may prevent any person from entering
the Demised Premise unless provided with a key thereto and a pass or other
authorization from the Tenant in a form satisfactory to the Landlord and
may
prevent any person from removing any goods therefrom without written consent
authorization.
8. The
Tenant shall refer to the Building only by the name from time to time designated
by the Landlord for it and shall use the name only for the business address
of
the Demised Premise and not for any promotion or other purposes.
9. The
Tenant shall not install or operate any interior drapes installed by the
Tenant
so as to interfere with the exterior appearance of the Building.
10. The
Tenant shall extinguish all lights and lock the Demised Premise each time
he
leaves the Demised Premise vacant; if this occurs outside normal business
hours,
the Tenant shall be responsible for locking the exterior door through which
he
left the Building.
11.
Where
the
Demised Premises are located on the ground floor of the
Building:
|
The
Tenant will not permit at any time any debris, garbage, trash,
waste or
refuse to be placed or left, or permitted to be placed or left
in, on or
upon any part of the Land (including common areas and corridors
inside the
Building) adjacent or proximate to the Demised Premise (or within
the
Demised Premise).
|
|
The
Tenant will at the end of each business day leave the Demised Premise
and
that part of the Land referred to above in a clean and attractive
condition.
|
|
The
Landlord may from time to time require and direct the Tenant to
police the
areas in observance of this rule, and whenever necessary, provide
receptacles specifically designated by the Landlord for waste.
Such
receptacles will be provided by the Tenant at the Tenant's
expense.
|
|
Whenever
the Tenant neglects or refuses to observe this rule, the Landlord
may, but
shall not be required to, police the areas in observance of this
rule on
behalf
of
the Tenant and the cost thereof, including janitorial labour
charges shall
immediately be payable by the Tenant to the Landlord as additional
rent.
|
23
The foregoing Rules and Regulations as from time to time amended, are not
necessarily of uniform application but may be waived in whole or in part
in
respect to other tenants without affecting their enforceability with respect
to
the Tenant and the Demised Premises, and may be waived in whole or in part
with
respect to the Demised Premise without waiving them as to future application
in
the Demised Premise, and the imposition of such rules and regulations shall
not
create or imply any obligation of the Landlord for their
non-enforcement.
THIS
AGREEMENT made as of the 21st
day of
September, 2001.
BETWEEN:
SUNSHINE
COAST HOLDINGS LTD.,
a
company duly incorporated under the laws of the Province of British Columbia,
and having its registered office at #300 - 0000 Xxxxxx Xxxxx in the City
of
Surrey, in the Province of British Columbia;
(hereinafter
called the "Landlord")
OF
THE
FIRST PART
AND:
FORTUNE
OIL AND GAS INC.
#000
- 0000 Xxxxxx Xxxxx,
Xxxxxx,
X.X.
X0X
0X0
(hereinafter
called the "Assignor")
OF
THE
SECOND PART
AND:
FORTUNE
PACIFIC MANAGEMENT LTD.
#000
- 0000 Xxxxxx Xxxxx,
Xxxxxx,
X.X.
X0X
0X0
(hereinafter
called the "Assignee")
OF
THE
THIRD PART
WHEREAS:
By
a
lease (hereinafter called the "Original Lease"), made as of the 27th
day of
September, 2000, the Landlord did lease and demise unto the Assignor a
portion
of a building (hereinafter and in the Original Lease called the "Building")
at
0000 Xxxxxx Xxxxx, Xxxxxx, Xxxxxxx Xxxxxxxx, which property is more particularly
described in the Original Lease as follows:
Xxx
0 xx
xxx Xxxxx Xxxx Xxxxxxx of Xxxxxxx 00, Xxxxxxxx 0, Xxxx 00000, except part
subdivided by Plan 60277, New Westminster District.
2
NOW
THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the premises,
the
grants and mutual agreements herein contained and other good and valuable
consideration, receipt of which the parties hereby grant, covenant and
agree as
follows:
|
1.
|
The
Assignor wishes to transfer the Lease, and all of its rights
and
obligations to the Assignee commencing October 1, 2001. The Assignee
agrees to assume the Lease and all the rights and obligations.
The
Landlord agrees to the transfer.
|
|
2.
|
The
parties agree that the $3,438.41 deposit shall be retained by
the Landlord
as a credit in favour of the Assignee.
|
|
3.
|
This
Agreement shall be read and construed with the Original Lease
and the
Original Lease shall, effective as of the commencement date,
be treated as
being modified and amended.
|
|
4.
|
Except
as modified by this Agreement and the renewals thereof, the Original
Lease
is in all respects hereby confirmed and is, and shall remain,
in full
force and effect.
|
|
5.
|
This
Agreement shall enure to the benefit of and be binding upon the
parties
hereto and their respective successors, assigns and legal personal
representatives.
|
3
IN
WITNESS WHEREOF the parties have executed this Agreement as of the day
and year
first above written.
| The Corporate Seal of SUNSHINE COAST | ) | ||
| HOLDINGS LTD. was hereunto affixed | ) | ||
| in the presence of: | ) | c/s | |
| ) | |||
| /s/ Xxxxx Xxxx Xxxxxxxx | ) | ||
|
|
) | ||
| (authorized signatory) | ) | ||
| SIGNED, SEALED AND DELIVERED by | ) | ||
| the Assignor in the presence of: | ) | ||
| ) | |||
| /s/ X.X. Xxxxxx | ) | /s/ Xxxxx X. Xxxxxxxx | |
|
(witness's signatory) |
) |
|
|
|
Occupation:
Accountant
Address:
0000 Xxxxxxx Xx.
Xxxxxxx
X.X. X0X 0X0
|
)
)
)
|
FORTUNE
OIL AND GAS INC. |
|
| SIGNED, SEALED AND DELIVERED by | ) | ||
| the Assignee in the presence of: | ) | ||
| ) | |||
| /s/ X.X. Xxxxxx | ) | /s/ Xxxxx Xxxx | |
|
(witness's signatory) |
) |
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Occupation:
Accountant
Address:
0000 Xxxxxxx Xx.
Xxxxxxx
X.X. X0X 0X0
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)
)
)
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FORTUNE
PACIFIC MANAGEMENT LTD.
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|
THIS
AGREEMENT
made as
of the 25th
day of March, 2004.
BETWEEN:
SUNSHINE
COAST HOLDINGS LTD.,
a
company duly incorporated under the laws of the Province of British Columbia,
and having its registered office at 300 - 0000 Xxxxxx Xxxxx in the City
of
Surrey, in the Province of British Columbia, which company holds the
lands, in
fee simple, and the premises herein described, as bare trustee, owned
by X.X.
Xxxxxxx, doing business as Sunshine Coast Holdings;
(the
“Landlord”)
AND:
FORTUNE
PACIFIC MANAGEMENT LTD., of
#000
- 0000 Xxxxxx Xxxxx,
Xxxxxx,
X.X.
X0X
0X0
(the
“Tenant “)
WHEREAS:
A.
By
a
lease (hereinafter called the “Original Lease”) made as of the 27th
day
of September, 2000,
the
Landlord did lease and demise unto the Tenant a portion of a building
(hereinafter and in the Original Lease called the “Building”) at 0000 Xxxxxx
Xxxxx, Xxxxxx, Xxxxxxx Xxxxxxxx, which property is more particularly
described
in the Original Lease as follows:
Xxx 0 xx xxx Xxxxx Xxxx Xxxxxxx of Xxxxxxx 00, Xxxxxxxx 0, Xxxx 00000,
except
part subdivided by Plan 60277, New Westminster District.
B.
The
term
of the Original Lease was for three
(3) years and six (6) months commencing on the day of October, 2000,
and ending
on the day of March, 2004,
with
rights of renewal as provided in the Original Lease.
C.
The Original Lease had as Tenant and Guarantor Fortune
Oil and Gas Inc.
D.
By
agreement, dated September 21, 2001, the Landlord and Tenant changed
terms of
the Lease as more particularly set out therein;
2
E.
The
Landlord and Tenant have agreed to renew the Original Lease for a further
term
of three
(3) years and six (6) months commencing on the 1st
day of April, 2004.
The
Tenant shall pay annual base rent during the term of this renewal lease
in the
sum of Ninety Two Thousand and Four Hundred Dollars ($92,400)
payable
monthly in advance on the first day of each and every month in consecutive
monthly installments equal to the base rent of Two Thousand Two Hundred
and
Twenty Dollars ($2,220)
each
month during the term of this renewal.
The aforesaid base rent is calculated on the basis of $
15.00
for each
square foot of the 1,760
square
feet of Rentable Area as specified in the Original Lease.
F.
The
Landlord agrees to install new one (1) inch horizontal lowered blinds,
to the
building standard, to all exterior windows within six (6) weeks of the
tenant
signing this document.
NOW
THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the premises,
the
grants and mutual agreements herein contained and other good and valuable
consideration, receipt of which the parties hereby grant, covenant and
agree as
follows:
|
1.
|
This
Agreement shall be read and construed with the Original Lease
and the
Original Lease shall, effective as of the commencement date,
be treated as
being modified and amended.
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2.
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Smoking
of tobacco products is not permitted.
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3.
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Except
as modified by this Agreement and the renewals thereof, the
Original Lease
is in all respects hereby confirmed and is, and shall remain,
in full
force and effect.
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4.
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This
Agreement shall enure to the benefit of and be binding upon
the parties
hereto and their respective successors, assigns and legal personal
representatives.
|
3
IN
WITNESS WHEREOF the parties have executed this Agreement as of the day
and year
first above written.
| Signed, sealed and delivered | Sunshine Coast Holdings Ltd. | |
| by the Landlord in the presence of: | by its authorized signatory | |
| /s/ Xxxxxx Kirilanti | /s/ Xxxxx Xxxx Xxxxxxxx | |
|
|
|
|
|
(witness'
signature)
Print Name: Xxxxxx
Kirilanti
Residence: 00000
Xxxxxxxx Xxx.
Address:
White
Rock, B.C.
VYB1J2
Occupation: Admin.
Assistant
|
Xxxxx Xxxx Xxxxxxxx |
| Signed, sealed and delivered | Fortune Pacific Management | |
| By the Tenant in the presence of: | by its authorized signatory | |
| /s/ Xxxx Xxxxxx | /s/ Xxxxx Xxxx | |
|
|
|
|
|
(witness'
signature)
Print
Name: Xxxx Xxxxxx
Residence:
00000 00xx
Xxx.
Xxxxxxx:
X. Xxxxx, X.X. X0X0X0
Occupation:
Managing Director
|
Xxxxx Xxxx |
