Duplicate
Lease Agreement for Space in Building
of Bangkok International Airport
Agreement No. 1-10/2543
This agreement is made at the Airports Authority of Thailand on 9 November 2000,
between the Airports Authority of Thailand, represented by Flight Lieutenant
Usar Borisuth, Deputy Managing Director, Acting Managing Director of the
Airports Authority of Thailand, hereinafter called the "Lessor" of one part, and
King Power Tax Free Co., Ltd., registered as a juristic person Company Limited
under the Civil and Commercial Code, with the head office at 26th-27th Floors,
Siam Tower, 989 Rama I Road, Pathum Wan Sub-district, Pathum Wan District,
Bangkok Metropolis, represented by Mr. Viratana Suntaranond, the person
empowered to enter juristic act binding King Power Tax Free Co., Ltd. according
to the Certificate No. Phor.Hor. 0014573 dated 7 September 2000, issued by the
Office of Partnership/Company Registration, Bangkok, hereinafter called the
"Lessee" of the other part.
Whereas the Lessor agrees to lease out and the Lessee agrees to lease the
property of the Lessor for use as the business premises for selling souvenirs
and miscellaneous items.
Therefore, both parties agree as follows :
The Lessor agrees to lease out and the Lessee agrees to lease the property
according to the "Terms and Conditions of Lease" and the following Appendixes
which shall be deemed part of this agreement.
(Revenue Stamps)
Appendix A Details of the leased property,
lease period, rents, fees and
charges, chart showing location of
the leased premises
Appendix B Performance Guarantee
Appendix C Documents showing juristic person
registration of the Lessee, and the
person empowered to sign as the
Lessee
Appendix D Others (if any)
This agreement is made in duplicated copies. Both parties, having read and
understood it entirely, hereunder sign their names and affix seal (if any) in
the presence of witnesses and each retaining one copy.
(Seal of King Power Tax Free Co., Ltd.)
The Lessor The Lessee
---------- ----------
- signed - - signed -
(Flight Lieutenant Usar Borisuth) (Mr. Viratana Suntaranond)
Witness Witness
- signed - - signed -
(Mr. Krit Phakhakit) (Miss Sarinthon Chongchaidejwong)
Terms and Conditions of Lease
Chapter 1 General Terms and Conditions
Chapter 2 Special Terms and Conditions
--------------------
Chapter 1 General Terms and Conditions
1.1 Scope of Lease
The Lessee agrees to lease the property of the Lessor, hereinafter
called the "leased premises" according to the details prescribed in
Appendix A.
1.2 Lease Period
The Lessor agrees to permit the Lessee to make use of the leased
premises under this agreement for the period prescribed in Appendix A.
1.3 Remuneration and Method of Payment
1.3.1 The Lessee agrees to pay remuneration to the Lessor as
follows:
(a) Fee for entering into the agreement, Baht 5,000.00
(Five Thousand Baht Only) not including the value
added tax;
(b) Rents and charges as prescribed in Appendix A
1.3.2 Payment of the fee for entering into the agreement under
Clause 1.3.1(a) shall be made to the Lessor on the signing
date of this agreement.
1.3.3 Payment of the rents and charges as prescribed in Appendix A
shall be made, on monthly basis, to the Lessor in advance by
the 5th of every month.
1.3.4 The Lessee agrees to be responsible for all expenses such as
electricity, telephone, water supply charges and other
expenses incurred from the lease under this agreement, and
shall make payment to the Lessor within the due date indicated
in the invoices.
1.3.5 The Lessee agrees to be responsible for the building and land
taxes and other taxes incurred from the lease under this
agreement, payable under the existing and future provisions of
laws, on behalf of the Lessor.
The rate of monthly building and land taxes indicated in
Appendix A is based on the average rents the Lessee has to pay
in each year. If it appears that the concerned government
agency has appraised and collected higher building and land
taxes, the Lessee consents to pay the increased amount to the
Lessor within 30 (thirty) days from the date of receipt of the
Lessor's notice.
1.3.6 All payment under this agreement shall be made at Finance
Division, Finance Department, of the Lessor. After the Lessee
has made payment to the Lessor, a receipt shall be issued to
the Lessee as evidence. The receipt shall have the signatures
of the Director, Finance Division, Finance Department, of the
Lessor or the designated person, jointly with the cashier of
Finance Division, Finance Department, or the designated person
who must be a financial staff of the Lessor.
1.3.7 If the Lessee is in default of payment of the rents, building
and land taxes or other tax or other expenses payable to the
Lessor under this agreement, the Lessee consents to pay
penalty to the Lessor at a rate of 1.5 percent (one point
five) per month of the outstanding amount for the whole period
of default. A fraction of month shall be counted as one month.
The Lessee agrees that the first paragraph is a separate part
and without prejudice to the right of the Lessor to terminate
this agreement and claim for damages.
1.4 Duties and Responsibilities of the Lessee
1.4.1 The Lessee shall not make use of the leased premises for any
business other than prescribed herein, unless a written
permission has been obtained from the Lessor first.
1.4.2 The Lessee shall not sub-lease the leased premises, either in
whole or in part, or transfer the leasehold to a third party,
or allow a third party to make use of the leased premises,
either in whole or in part, unless a written permission has
been obtained from the Lessor first.
1.4.3 The Lessee shall not alter, change, or make addition to the
leased premises, unless a written permission has been obtained
from the Lessor first.
If any alteration, change, addition or repair, whether major
or small repair, in the leased premises and under any
circumstance, it shall become the property of the Lessor from
the date of building, and the Lessee shall not claim for any
expense or damages from the Lessor.
1.4.4 The Lessee shall maintain the leased premises to be in proper
condition and clean at all times. If the leased premises
appear to be dirty, unbecoming or deteriorated, the Lessee
shall arrange for cleaning or repair at the Lessee's own
expense.
1.4.5 The Lessee shall arrange to have fire extinguishers, as
endorsed by the Lessor, in the leased premises at the Lessee's
own expense.
1.4.6 The Lessee shall comply, and ensure that the Lessee's
attendants or the persons whom the Lessee has appointed or
assigned or hired or ordered to perform the works of the
Lessee, shall comply with the existing instructions,
regulations and directives of the Lessor, and those to be
issued in the future, and be cautious not allowing any person
to take any illegal action in the leased premises, or use it
as a storage or hiding place of any illegal item. In this
case, if any damage occurred, the Lessee shall be liable to
the Lessor for the consequences due to the action of the said
persons as if having been committed by the Lessee.
1.4.7 Throughout the lease period, the Lessee shall facilitate and
permit the Lessor or the Lessor's staff to inspect the leased
premises from time to time, during reasonable hours.
1.5 Rights on Adjustment of Rents and Charges
During the lease period, the Lessor reserves the right to adjust the
rents and charges related to the lease as deemed appropriate. Whereby,
the Lessee shall be notified in advance, and the Lessee consents to pay
the new rents and charges related to the lease to the Lessor
accordingly.
1.6 Termination of Agreement
1.6.1 During the period of this agreement, if the Lessor wishes to
terminate this agreement prior to the expiration date
prescribed in Appendix A, the Lessor is entitled to do so;
provided that a written notice must be given to the Lessee at
least thirty (30) days in advance. Thereby, the Lessee agrees
not to xxx or claim for any damages from the Lessor.
If the Lessee wishes to terminate this agreement prior to the
expiration date prescribed in Appendix A, the Lessee is
entitled to do so; provided that a written notice must be
given to the Lessor at least 90 days in advance and that the
Lessee has no outstanding payment to AAT.
1.6.2 Each and every clause of this agreement is deemed essential.
If it appears that the Lessee acts or omits to act in
violation of or non-compliance with any clause herein, or
becomes bankrupt, the Lessor is entitled to immediately
terminate this agreement, claim for damages and forfeit the
performance guarantee.
1.7 Return of the Leased Premises
1.7.1 Upon expiration of the lease or the date of termination of
this agreement by the Lessor according to Clause 1.6, as the
case may be, this agreement shall end immediately. The Lessee
shall arrange for demolition or removal of the Lessee's
property from the leased premises and return the same to the
Lessor within seven (7) days from the expiration date or
termination date of the agreement, as the case may be.
1.7.2 In failing to comply with Clause 1.7.1, the Lessee consents
the Lessor to immediately repossess the leased premises and
remove the Lessee's property therefrom. Furthermore, the
Lessee consents to reimburse the expenses the Lessor has to
pay in doing so, and should any damage occurred the Lessee
shall not claim for any compensation.
1.7.3 Besides consenting the Lessor to repossess the leased premises
according to Clause 1.7.2, the Lessee also consents to pay a
daily fine to the Lessor at the rate prescribed in Appendix A,
from the supposed date of return of the leased premises to the
date on which the Lessee and attendants vacate the leased
premises and return the same or the Lessor has carried out
according to Clause 1.7.2, as the case may be.
1.8 Performance Guarantee
Unless otherwise specified in Chapter 2 of the Terms and Conditions of
Lease, in entering into this agreement, the Lessee shall deposit cash
or submit a Letter of Guarantee issued by a local bank for the amount
equivalent to three (3) times of the rent plus the relevant service
fees and monthly building and land taxes, to the Lessor as performance
guarantee.
The above performance guarantee shall be returned after the Lessee has
been relieved from all obligations under this agreement.
In case of an amendment of this agreement, resulting in an increase of
the rent, the Lessee shall submit the performance guarantee to cover
the increased amount accordingly.
1.9 Notice
All notices under this agreement shall be made in writing and deemed
legally forwarded if having been forwarded by one of the following :
- hand delivery to the concerned person of either party; or
- registered mail to the addresses indicated by parties to this
agreement in Chapter 2 herein.
1.10 Dispute
In case any dispute has arisen in connection with this agreement, both
parties agree that it shall be presented to the court in Bangkok
Metropolis.
Appendix B
Performance Guarantee
In entering into this agreement, the Lessee has submitted the Letter of
Guarantee No. L 43-1112, dated 24 October 2000, of Bangkok Metropolitan Bank
Public Company Limited, for Baht 348,300.00 (Three Hundred Forty-Eight Thousand
Three Hundred Baht Only), to the Lessor as performance guarantee for compliance
with this agreement.
The performance guarantee submitted by the Lessee in the first paragraph shall
be returned after the Lessee has been relieved from all obligations under this
agreement.
(Revenue Stamps)
-----------------------------------------
Upon expiration or release of obligation,
please return it to the Bank.
-----------------------------------------
BANGKOK METROPOLITAN BANK PUBLIC COMPANY LIMITED
Xx. 0, Xxxxxxx Xxxx 0 Xxxx, Xxxxxxx Metropolis
Tel. 0000000, 0000000
X/X Xx. X 00-0000
Xxxxxx of Guarantee
24 October 2000
We, Bangkok Metropolitan Bank Public Company Limited, with offices at 2 Chaloem
Khet 4 Road, Thepsirin Sub-district, Pom Prap Sattru Phai District, Bangkok
Metropolis, hereby issue this Letter of Guarantee to the Airports Authority of
Thailand, as follows :
1. Whereas King Power Tax Free Co., Ltd. has entered into the Lease
Agreement No. 1-10/2543 with the Airports Authority of Thailand for
leasing space in the Domestic Passenger Terminal, the Bangkok
International Airport, and a Letter of Guarantee is required as
performance guarantee for an amount of Baht 348,300.00 (Three Hundred
Forty-Eight Thousand Three Hundred Baht Only).
2. By means of this letter, Bangkok Metropolitan Bank Public Company
Limited, guarantee that if King Power Tax Free Co., Ltd. fails to
comply with the contract or is in breach of any clause of the said
contract, thereby the Airports Authority of Thailand is entitled to
impose fines to and/or claim for indemnity from King Power Tax Free
Co., Ltd., Bangkok Metropolitan Bank Public Company Limited shall pay
an amount not exceeding Baht 348,300.00 (Three Hundred Forty-Eight
Thousand Three Hundred Baht Only) to the Airports Authority of Thailand
on behalf of King Power Tax Free Co., Ltd.
This Letter of Guarantee is valid from 18 March 2000 to 17 March 2003, after
which Bangkok Metropolitan Bank Public Company Limited shall be relieved from
the responsibility or obligation as indicated herein. As evidence of this
guarantee, Bangkok Metropolitan Bank Public Company Limited hereunder sign our
names in the presence of witnesses.
For Bangkok Metropolitan Bank Public Company Limited
- signed - Guarantor - signed - Guarantor
(Mr. Phatsakorn Chiansewetkun) (Mrs. Siriphon Sewikun)
Guarantee Manager
- signed - Witness - signed - Witness
(Xx. Xxxxxxx Xxxxxxxxxx) (Miss Suwari Sinthuphutthikun)
Appendix A
(3 sheets)
Details of Rents and Location of the Leased Premises Page 1
----------------------------------------------------
Agreement No. 1-10/2543 dated 9 November 2000
---------------------------------------------
----------------------------------------------------------------------------------------------------------------------------
Area Rents Rent Service Fee Building/ Fine Lease Period
Leased Premises Sqm. Baht/Sqm. Baht/Month Baht/Month Land Tax
Per month Baht/Month Baht/Day From To
----------------------------- ----- --------- ---------- ----------- ---------- -------- ------------- -------------
Domestic Passenger Terminal
Arrival Hall, Ground Floor
--------------------------
Old Building
------------
- Xxxx Xx. 000 X 30.00 750.00 22,500.00 3,375.00 2,812.50 1,912.50 18 Mar. 2000 17 Mar. 2003
2nd Floor, Extension from
-------------------------
Old Building to New Part
------------------------
- Zone No. 2653 40.00 750.00 30,000.00 4,500.00 3,750.00 2,550.00 18 Mar. 2000 17 Mar. 2003
- Zone No. 2654 50.00 750.00 37,500.00 5,625.00 4,687.50 3,187.50 18 Mar. 2000 17 Mar. 2003
----------------------------------------------------------------------------------------------------------------------------
(Seal of King Power Tax Free Co., Ltd.)
The Lessor The Lessee
---------- ----------
- signed - - signed -
(Flight Lieutenant Usar Borisuth) (Mr. Viratana Suntaranond)
Witness Witness
------- -------
- signed - - signed -
(Mr. Krit Phakhakit) (Miss Sarinthon Chongchaidejwong)
