1
VIE DE FRANCE NORWAY A/S PAGE 1 OF 4
Lease contract
TRANSLATION FROM NORWEGIAN
LEASE CONTRACT
The following is entered into between Xxxxxxxxxx municipality as lessor and Vie
de France Norway A/S as lessee for the lease of the property designated gnr.
65, bnr, 52 in Xxxxxxxxxx:
1. LEASE OBJECT
The lease object comprises gnr. 65, bnr. 52 with existing industrial building
and production facility. The plot is 4894, 1 square metres on two floors.
2. LEASE PERIOD
The lease between Xxxxxxxxxx municipality and Vie de France Norway A/S is valid
from 1 September 1994 to 31 August 2014.
Vie de France Norway A/S may terminate the contract by giving six months'
notice in the event of a force majeure situation, for example if the market
situation changes for instance due to boycott actions against Norwegian
products or lack of raw materials. Such a situation must persist for minimum
three months. Should such a situation arise and Vie de France Norway A/S
therefore terminates the contract, the company shall be obligated to pay the
outstanding rent for a period of three years from the date of signature of this
contract. The rent shall not be changed for the remaining part of such period.
3. RENTAL AND ADJUSTMENT THEREOF
From 1 September 1994 the rental is payable in the amount of NOK 308,000 per
quarter. The rental is payable in advance on 1 September, 1 December, 1 March
and 1 June every year. Penalty interest of 12 per cent per annum shall accrue
for any late payment.
The rental is the sum of interest and instalments on the lessor's loan in
respect of the building, insurance, and the costs of the lessor's maintenance
obligation.
The interest rate is fixed at 0.2 per cent above the nominal
interest rate on the above-mentioned loan. Interest and instalments are
calculated as an annuity with 80 instalments over 20 years each of NOK
11,500,000.
The insurance of the buildings and does not included liability in
respect of production losses.
Translation from Norwegian
2
VIE DE FRANCE NORWAY A/S PAGE 2 OF 4
Lease contract
The maintenance cost are the costs for which the lessor is responsible.
The basis is the stipulated annual costs, with a step-wise increment as the
building gets older.
Either party hereto can demand that the rental be adjusted once a year in
accordance with the actual changes in the above three cost factors.
If Xxxxxxxxxx municipality enters into a new agreement concerning the above
mentioned loan, the Vie de France Norway A/S shall be given an opportunity to
make its position clear. If a new agreement is signed then in principle it
will be based on the most favourable offer.
The rental does not include expenses such as electricity and municipal rates
for water, sewage and refuse collection.
4. TAKE-OVER
The property is taken over by the lessee from 1 September 1994 and is leased in
the condition it is in upon signature of this contract unless otherwise agreed
in a special protocol. The lessee does not assume any obligation that the
lessor may have in respect of contractors that have erected the building.
In the event the lease is terminated during the contract period, Vie de France
Norway A/S accepts that the production equipment shall remain intact on the
production premises for a period of one year after vacating the premises.
During that year Xxxxxxxxxx municipality shall have the option to purchase the
equipment at the market rate. After such period the company reserves the right
to remove the equipment.
5. USE OF LEASE OBJECT
The facility shall be used for the production and processing of foods, and
other activities naturally connected therewith. Any other use of the premises
is not permitted without the lessor's consent.
6. LESSOR'S OBLIGATIONS
The lessor is responsible for external maintenance of the building, including
windows, and the outdoor area. Such maintenance includes road, water and
sewage up to the building's wall, and all outdoor lighting. All maintenance
work shall be performed in accordance with the relevant regulation and in such
a manner that it involves the least possible disruption of the lessee's
production. The lessor shall be responsible for insurance of the building.
Translation from Norwegian
3
VIE DE FRANCE NORWAY A/S PAGE 3 OF 4
Lease contract
7. LESSEE'S OBLIGATIONS
The lessee is responsible for all maintenance inside the building, including
fixtures, refrigeration and freezing equipment, and entrance doors. This
responsibility includes replacement of equipment with a useful life of less
than 20 years.
The lessee shall be responsible for ensuring that the premises and equipment
meet the authorities' requirements, i.e. those of the Labour Inspection. Major
maintenance work shall be approved by the lessor. If the lessee fails to
fulfil his maintenance obligation, then the lessor may have the work performed
for the lessee's account.
The lessee must not make any changes to the building without the lessor's
written consent. Such consent may not be unreasonable withheld.
8. SUBLETTING
Subletting in whole or in part is not permitted without the lessor's written
consent. Such consent may not be unreasonably withheld by lessor.
9. BREACH OF CONTRACT AND EVICTION ORDER
In the event the rental or other undisputed claims are not paid within 30 days
after a written demand after the due date, the lessee may be evicted without
legal action and judgment under section 13-2, third paragraph of the
Enforcement Act. Should the lessee otherwise materially breach this lease
contract, then the lessor may cancel the contract, in which case the lessee
shall be obligated to move out forthwith. If the lessee moves out due to an
eviction order or breach of contract, he shall be obligated to pay rental for
the time which remains of the lease period, with the deduction of any amount
the lessee receives under andy new lease. In addition, the lessee must pay the
costs of eviction, legal action and any cleaning of the premises.
10. VACATING THE PREMISES
Upon vacating the premises the lessee shall return the premises in a clean and
tidy condition, and in a high standard of maintenance. The lessor may have any
defects that the lessee has failed to correct repaired for the lessee's
account. Fixtures and other fixed furniture installed by the lessee must not
be removed unless the lessee is able to bring the premises back to the state
they were in when taking over the building. Such articles shall nevertheless
be removed should the lessor so demand. Any costs associated therewith shall
be reimbursed by the lessee.
Translation from Norwegian
4
VIE DE FRANCE NORWAY A/S PAGE 4 OF 4
Lease contract
11. LEGAL VENUE
The parties adopt the legal venue of the property for any and all disputes in
connection with the lease contract.
12. SPECIAL PROVISIONS
Provided the lease takes the form described in this contract the lessee will
acquire the property after twenty years at not further cost.
The lessee may at may time initiate negotiations to purchase the property. In
the event the price shall be determined on the basis of the lessor's costs and
the time remaining of the lease period.
The parties are agreed that where changes in production or other conditions
require the lessor's consent, then such consent shall not unreasonably by
refused.
13. RELATIONSHIP TO THE RENT ACT
Unless otherwise specified in this contract the Rent Act of 16 June, no 6, 1939
shall apply.
14. REPLACEMENT AND REGISTRATION
This contract may be publicly registered for the property designated gnr, 65,
bnr,52 in Xxxxxxxxxx and shall replace the interim lease contract sighed by the
parties on 11 May 1994 and registered for the same property.
XXXXXXXXXX, 24 FEBRUARY 1995
FOR XXXXXXXXXX MUNICIPALITY VIE DE FRANCE NORWAY A/S
/S/ XXXXX XXXXX /S/XXXXXXX SVANDAL
XXXXXXXXXX MUNICIPALITY (STAMP) /S/XXXXXX XXXXX
MAYOR
Translation from Norwegian
/s/ Xxxx X. Xxxxxxxx
---------------------------
Chief Financial Officer
Vie de France Corporation
