EXHIBIT 10.11
LICENCE TO OCCUPY
THIS Licence is made the First of January two thousand and five between
Electronic Game Card Inc whose office is at 000 Xxxxx Xxxxxx 00xx Xxxxx Xxx Xxxx
XX 00000 (hereinafter called "the Licensor") of the one part and Bioaccelerate
Inc whose registered office is at 000 Xxxxx Xxxxxx 00xx Xxxxx Xxx Xxxx XX 00000
(hereinafter called "the Licensee") of the other part WITNESSETH as follows:
1. THE Licensor shall permit the Licensee to occupy part of the premises known
as 000 Xxxxx Xxxxxx 00xx Xxxxx Xxx Xxxx XX 00000 ("the Premises") more
fully described in the First Schedule.
2. The period of occupation by the Licensee shall be for a period of one year
less one day commencing on the date hereof ("the Licence Period").
3. THE Licensee hereby agrees and undertakes with the Licensor as follows:
(A) To pay a monthly licence fee at the rate of $2500.00 per month in
advance from the date hereof.
(B) To pay and discharge all telephone charges, Internet, electricity and
ancillary charges in respect of the Premises for such services as used
by the Licensee during the Licence Period.
(C) To indemnify the Licensor from and against all and any claims demands
damages costs and expenses which may be brought or made against or
suffered or incurred by the Licensor in respect of or arising out of
any accident or invitation (either expressed or implied) of the
Licensee and to indemnify the Licensor against any loss or claim or
expenses incurred by the Licensor by reason of any damage caused to
the Premises (other than by any risk against which the Licensor is
insured) by the Licensee
(D) Not to make any alterations or additions to the Premises or any part
or parts thereof
(E) Not to part with possession of the premises or any part or parts
thereof
(F) To reinstate the Premises and fixtures and fittings therein upon the
expiry of the Licence Period to their condition at the date hereof
(G) To vacate the Premises on the expiry of the Licence Period.
4. This Licence may be terminated prior to the expiry of the Licence Period :
(A) by the Licensor giving notice to the Licensee at any time during the
License Period in the event of a breach by the Licensee of any of his
agreements contained in Clause 3 hereof in which event this Licence
(and the rights granted to the Licensee hereunder) shall determine
forthwith upon service of such notice but without prejudice to the
rights of either party in respect of any breaches of this Licence
which may have occurred prior to the date of determination as
aforesaid.
(B) by either party to this Licence giving three month's notice in writing
to the other party pursuant to this sub-clause such notice not to be
given until after the expiry of six months from the date of this
Licence in which event this Licence (and the rights granted to the
Licensee hereunder) shall determine one month after service of such
notice but without prejudice to the rights of either party in respect
of any breaches of this Licence which may have occurred prior to the
date of determination as aforesaid.
/s/ Xxxxxx Xxxxx
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SIGNED as a deed on behalf of Authorised Signatory
Electronic Game Card, Inc
/s/ Xxxx Xxxxx
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SIGNED as a deed on behalf of Authorised Signatory
Bioaccelerate Inc
SCHEDULE 1
Office space on the 19th Floor of 000 Xxxxx Xxxxxx facing Sixth Avenue and
including use of meeting rooms, staff kitchen and toilet facilities.
