EXHIBIT 6.2
[JTC Logo]
XXXXX XXXXXXXXXX
XXX(XX)0000/0000 XX 1/LP/SL(ZMY)
BUILDING AGREMENT
BETWEEN
JURONG TOWN CORPORATION
AND
SINGAPORE TECHNOLOGIES PTE LTD
relating to:
PRIVATE LOT A12787(e)
X.X.XX. 3696K MUKIM NO. 13
BUILDING AGREEMENT FOR LAND
AT PRIVATE LOT A12787(e) IN WOODLANDS INDUSTRIAL PARK D
(INLAND)
THIS AGREEMENT is made the 30th day of July 0000 XXXXXXX XXXXXX XXXX CORPORATION
a body corporate incorporated under the Jurong Town Corporation Act and having
its Head Office at JTC Summit, 0 Xxxxxx Xxxx Xxxx Xxxx, Xxxxxxxxx 000000
(hereinafter called "the Owner" which expression shall include its
successors-in-title and assigns) of the one part AND SINGAPORE TECHNOLOGIES PTE
LTD a company incorporated in Singapore and having its registered office at
00 XXXXXXX XXXX, #00-00,
XXXXXXXXX 000000
(hereinafter called "the Licensee" which expression shall include its
successors-in-title) of the other part.
WHEREBY IT IS AGREED as follows:
1 For the period of three (3) years from the 1ST DAY OF MARCH 2000
(hereinafter referred to as "the date hereof") or for such further period
as may be extended by the Owner the Licensee shall have the Licence and
authority to enter upon all that piece of land known as PRIVATE LOT
A12787(e) FORMING PART OF GOVERNMENT SURVEY LOTS 3696K MUKIM NO. 13 and
situated in the Republic of Singapore as shown on the plan annexed hereto
and estimated to contain an area of 42,165 square metres more or less
subject to survey (hereinafter called "the said land") for the construction
of factory buildings and other structures therein and for the installation
of equipment fixtures and fittings thereat for the purpose of WAFER
FABRICATION AND ITS ANCILLARY ACTIVITIES ONLY in accordance with the
stipulations hereinafter contained and for no other purpose whatsoever.
1
Licensee's Obligations
2 The Licensee hereby agrees to perform and observe the following
stipulations:-
Lease Schedule
2.01 To hold the said land until the same shall be comprised in a lease to
be granted as hereinafter provided as licensee upon the same terms
relating to the lease referred to in clause 2.02 herein at the same
rent and subject to the same covenants and stipulations so far as
applicable as if a lease thereto has been actually granted and so that
the Owner shall have all the remedies by whatsoever means for rent in
arrears that are incidental to the relationship of landlord and tenant
but so that nothing herein contained shall be construed as creating a
legal demise or any greater interest in the licence than a tenancy at
will.
License Fees
2.02 To pay in advance as from the date hereof a licence fee calculated at
the same rate and on the dates specified as for the rent reserved in
the lease of the said land set out in the FIRST SCHEDULE hereto as if
such lease has actually been granted.
Property Tax
2.03 To pay on the Owner's behalf to the Comptroller of Property Tax an
amount equivalent to the sum payable by the Owner as property tax in
respect of the said land, improvements and structures thereon during
the said period or of such extended period (if any) permitted under
clause 3.03 hereof by way of additional licence fee or for the period
prior to the issue of the lease to be granted under clause 4 herein.
Interest
2.04 To pay interest at the rate of 8.5% per annum or such higher rate as
may be determined from time to time by the Owner in respect of any
outstanding amount payable by the Licensee under this Agreement from
the date such amount becomes due until payment in full is received by
the Owner.
Survey Fee
2.05 To pay to the Owner all survey fees and other charges including those
payable to and claimed by the relevant Government Planning Authorities
for the survey of the said land for the purpose of sub-division of the
land of which the said land forms part and the preparation and issue
of a Certificate of Title PROVIDED THAT the Owner shall have the right
to employ his own surveyor to carry out the said survey in which event
the Licensee shall bear all costs incurred.
2
Soil Conditions
2.06 At his own cost and expense -
(a) to engage a professional engineer to carry out soil investigation
to advise on the soil conditions and to design structurally sound
buildings proposed to be erected taking into consideration the
condition of the said land; and
(b) to execute such work as may be required to be done in respect of
the state and condition of the said land (especially its ground
levels, topography and soil conditions) which state and condition
the Licensee shall be deemed to have full knowledge.
Plans
2.07 Without prejudice to clause 2.06 above to submit within three (3)
months from the date hereof firstly to the Owner for his approval and
then to the relevant Government Planning and Building Authorities full
and complete plans elevations and specifications of the buildings
proposed to be erected on the said land in accordance in every way
with the requirements under the Planning Act, Building Control Act,
Fire Safety Act, Water Pollution Control and Drainage Act and any
other relevant statutory provisions PROVIDED THAT any of the said
plans elevations and specifications which have been approved by the
Owner shall not be amended except with the prior written consents of
the Owner irrespective of whether written permission for the
amendments have been granted by the Urban Redevelopment Authority or
any other relevant Building Authority AND PROVIDED ALSO THAT the Owner
may give or refuse his approval at his absolute discretion.
3
Commencement of building [GPR Cases Only]
2.08 At his own cost to commence erection on the said land either within
six (6) months from the date hereof or within one (1) month from the
date of approval of the plans by the relevant Government Building
Authorities, whichever is the earlier, and in a substantial and
xxxxxxx-like manner with the best materials of their available kinds
and in conformity in every respect with the plans, elevations,
sections and specifications approved by the Owner and the relevant
Government Building Authorities to finish the factory buildings,
structures and other appurtenances including the installations of all
equipment, fixtures and fittings so as to be completely fit for
immediate occupation and operation within the said period of three (3)
years from the date hereof PROVIDED ALWAYS THAT in the planning,
erection, construction and completion of the said buildings, to
develop PRIVATE LOTS A 12787, A12787(a), A12787(b), A12787(d),
A12787(e) AND ANY OTHER LAND THAT MAY BE OCCUPIED BY THE LICENSEE
WITHIN WOODLANDS INDUSTRIAL PARK D to a gross plot ratio of not less
than 0.6 and not more than 1.4 and in the event that the aforesaid
gross plot ratio exceeds 1.4 the Licensee shall obtain the prior
written consent of the Owner and the relevant governmental and
statutory authorities and at his own cost and expense be responsible
for all developmental charges/differential premium and any other
charges that may be payable in consequence thereof AND PROVIDED
FURTHER THAT the Licensee shall not install or use any electrical
installation, machine or apparatus that may cause or causes heavy
power surge, high frequency voltage and current, air borne noise,
vibration or any electrical or mechanical interference or disturbance
whatsoever which may prevent or prevents in any way the service or use
of any communication system or affects the operation of other
equipment, installations, machinery, apparatus or plants of other
Licensees.
Protection of slopes
2.09 At his own cost to take such steps and execute such works upon the
said land as may be necessary for the protection of shores and
embankments if any and for the prevention of earth-slip erosion of
soil and failure of slopes expeditiously in a xxxxxxx-like manner and
to the satisfaction of the Owner and other relevant governmental and
statutory authorities.
4
Liquidated Damages
2.10 If the Licensee shall fail to complete the said buildings works and
installations and to commence operations within the period specified
in clause 2.08 or within any extended period under clause 3.03 hereof
the Licensee shall pay to the Owner a sum calculated at the rate of
$200.00 per day as liquidated damages for the period during which the
said buildings shall so remain or have remained incomplete PROVIDED
THAT such payment shall not prejudice any other right or remedy the
Owner may have against the Licensee including its right of re-entry
under Clauses 3.02 and 3.04.
Removal & Replacement of Construction Materials
2.11 To remove and replace any materials brought on the said land or used
in any of the said buildings works or installations which the Owner
shall require to be removed as being inferior or unfit and to make
good any workmanship which he shall consider imperfect and if the
Licensee fails to remedy such defects the Owner may enter upon the
said land and remedy such defects at the expense of the Licensee after
expiry of fourteen (14) days' notice being given to the Licensee to do
so.
Additions & Alterations
2.12 Not to erect or build or permit or suffer to be erected or built any
building, structure or installation other than those conforming with
the plans elevations sections and specifications approved by the Owner
and the relevant Government Building Authorities nor to make any
alterations in the external elevation of any of the said buildings
when erected without the prior consent in writing of the Owner.
Compliance with laws & regulations
2.13 In the erection and completion of the said buildings, structures and
installations to do all acts and things required by and to perform the
works in conformity with all respects with the provisions of any laws
or regulations made thereunder and to pay and keep the Owner
indemnified against all claims and other payments whatsoever which
during the progress of the works may become payable in respect of the
said works or of anything done under the authority herein contained
and from time to time to discharge and pay all claims, assessments and
outgoings now or at any time hereafter be chargeable against the Owner
under any law or otherwise in regard to the said land, the said
buildings or any structures or installations thereon.
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Nuisance
2.14 Not to do or permit or suffer to be done in or upon the said land or
any part thereof anything which in the opinion of the Owner may be or
become a nuisance or annoyance or cause damage or inconvenience to the
Owner or to the Licensees or occupiers of any adjoining or
neighbouring premises or whereby any insurance for the time being
effected on the premises under sub-clause 2.19 herein may be rendered
void or voidable or be in any way affected.
Disposal/ Removal of earth, etc.
2.15 Not to sell or dispose of any earth, clay, gravel or sand from the
said land or permit or suffer any of the same to be removed except so
far as shall be necessary for the execution of the said works PROVIDED
nevertheless that the Licensee may use for the purpose of the said
works any of the approved materials if so required.
Excess Building Materials
2.16 Not without the prior consent in writing of the Owner to remove or
permit or suffer to be removed until after completion of the said
buildings in accordance with the provisions herein contained any
building materials (other than inferior or unfit materials removed for
the purpose of being replaced by proper materials) or plant which
shall be brought upon the said land for the purpose of the said works.
Nameplates, Signboards, etc.
2.17 Not without the prior consent in writing of the Owner to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the exterior of
the said land or of the external walls or rails or fences thereof any
nameplate, signboard, placard, poster or other advertisement or
boarding.
Storage of materials necessary for construction
2.18 Not at any time to deposit or make up or manufacture or permit or
suffer to be deposited made up or manufactured upon the said land any
building or other materials except such as shall be actually required
for the buildings to be erected on the said land in accordance with
this Agreement and as soon as the buildings hereinbefore agreed to be
erected shall be completed at his own expense to remove from the road
or footpath adjoining the said land or the ground intended to be used
for such road or footpath all building and other materials and waste
whatsoever.
6
Insurance
2.19 As soon as any of the said buildings shall have reached a height of
five (5) feet above ground level to insure the same to the full value
thereof in the joint names of the Owner and the Licensee against loss
or damage by fire in some insurance office approved by the Owner and
shall increase such insurance proportionately as the said buildings
approach completion and to keep the same so insured until a lease
shall be granted as hereinafter provided and to pay all premiums
thereof at least seven (7) days before the expiry date of such
insurance policy and to produce to the Owner or his agent without
demand the policy or policies of such insurance and the receipt for
each such payment and in the event the said buildings or any part
thereof are destroyed or damaged by fire then to forthwith give to the
Owner written notice of such destruction or damage and to forthwith
cause all monies received by virtue of any such insurance to be
forthwith laid out in rebuilding and reinstating the buildings to the
satisfaction of the Owner and to make up any deficiency thereof out of
his own monies, but the rebuilding and reinstatement shall in any
event commence and be completed within the period specified by the
Owner PROVIDED ALWAYS THAT if the Licensee shall at any time fail to
keep the premises insured as aforesaid the Owner may without being
under any obligation to do so do all things necessary to effect or
maintain such insurance and any monies expended by him for that
purpose shall be repayable by the Licensee on demand and be recovered
forthwith from the Licensee as a debt PROVIDED FURTHER THAT
NOTWITHSTANDING THE COVENANT CONTAINED IN THIS CLAUSE 2.19, THE
LICENSEE MAY EXERCISE THE OPTION NOT TO REBUILD OR REINSTATE THE
BUILDINGS SUBJECT TO THE FOLLOWING CONDITIONS:
(a) WITHOUT PREJUDICE TO CLAUSE 3(b), THE LICENSEE SHALL GIVE THE
OWNER THREE (3) MONTHS' PRIOR NOTICE IN WRITING TO PREMATURELY
TERMINATE THIS AGREEMENT; AND
(b) THE LICENSEE SHALL FORTHWITH PAY OR CAUSE TO BE PAID TO THE OWNER
(WHOM THE LICENSEE ACKNOWLEDGES TO BE ENTITLED TO) ALL MONIES
RECEIVED BY VIRTUE OF SUCH INSURANCE.
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Assignment
2.20 Not to assign charge create a trust or agency let sublet or underlet
or grant a license or part with or share his interest under this
Agreement, or the possession or occupation of the said land, or any
part thereof EXCEPT THAT, subject to the Owner's prior written
consent, which consent shall not be unreasonably withheld, the
Licensee may mortgage or charge his interest under this Agreement by
way of assignment or debenture (as the case may be) to secure the
repayment of such sum or sums as the Licensee may require for the
purpose only of erecting or completing the building or other structure
to be built on the said land in accordance with the provisions of this
Agreement PROVIDED THAT the Licensee shall thereafter continue to be
liable for the observance and performance of the several stipulations
herein contained until the grant of the lease as hereinafter provided.
Use before TOP/CSC
2.21 Not to permit or suffer any person to occupy reside or make use of any
building erected on the said land before a Temporary Occupation Permit
or Certificate of Statutory Completion has been issued by the relevant
Governmental and Statutory authority.
Occupier's Liability
2.22 To make reasonable provision against and be responsible for all loss,
injury and damage to any person (including loss of life) or property
including that of the Owner for which the Licensee may be held liable
arising out of or in connection with the occupation and use of the
said land and the buildings and structures erected thereon and to
indemnify the Owner against all proceedings, claims, costs and
expenses which he may incur or for which he may be held liable as a
result of any act, neglect or default of the Licensee or his servants,
contractors, sub-contractors, or agents or their respective servants.
Waste
2.23 To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants
generated at the said land to the requirements and satisfaction of the
Owner and other relevant Governmental and Statutory authorities
PROVIDED THAT in the event of any default by the Licensee under this
covenant the Owner may carry out such remedial measures as he thinks
necessary and all costs and expenses incurred thereby shall be
recoverable forthwith from the Licensee as a debt.
8
Change of Name
2.24 Subject always to clause 2.20 hereinbefore appearing to give to the
Owner written notice of every change of name within one month from the
date of each change.
Internal Drainage System
2.25 To construct an internal drainage system to the satisfaction of the
Owner to ensure that all surface water collected is discharged into
the public drains and will not flow into adjoining properties.
Temporary Crossing, Wash Bay, Culvert, etc.
2.26 (a) To submit plans for the construction of the Licensee's temporary
crossing, wash bay, silt trap and such like to the Owner for his
approval.
(b) To construct and complete the said temporary crossing, wash bay,
silt trap and such like as approved by the Owner within one (1)
month of the commencement of erection on the said land in
accordance with clause 2.08.
(c) To maintain the said temporary crossing, wash bay, silt trap and
such like in good condition at all times until removal.
(d) To construct and complete a permanent culvert within nine (9)
months from the date hereof or any extension thereof as may be
approved by the Owner.
(e) To remove the said temporary crossing, wash bay, silt trap and
such like within one (1) month of the completion of the permanent
culvert.
(f) To reinstate, within one (1) month of the completion of the
permanent culvert, any damage to roads, roadside xxxxx and
sidetables, drains, turf, trees, services and the like to the
satisfaction of the Owner and the relevant governmental and
statutory authorities.
(g) To reinstate, within one (1) month of the completion of said
buildings and works, any damage to roads, roadside xxxxx and
sidetables, drains, turf, trees, services and the like to the
satisfaction of the Owner and the relevant governmental and
statutory authorities.
(h) To construct a permanent road access from the said land to the
main road to the satisfaction of the relevant governmental and
statutory authorities.
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(i) Not to place any materials, equipment or any other thing on the
roadside xxxxx and sidetables and to be responsible for any
damage to the roadside xxxxx and sidetables.
(j) To daily wash and clean up the stretch of road, box culverts,
drains and inlet xxxxxxxx fronting the land free of mud and silt,
and clear away all debris, litter and the like at the roadside
xxxxx and sidetables until completion of the said buildings and
work.
(k) To take measures to prevent the road, box culverts, drains and
inlet xxxxxxxx fronting the land from being silted or littered
with debris, litter and the like.
(l) To provide a vehicle wash bay on the said land at all times until
completion of the said buildings and works and to ensure that
every vehicle which leaves said land shall have been washed clean
of soil and dirt.
(m) To ensure that there is no spillage of any earth, soil, grease,
construction material or debris on or at any part of the
surrounding estate and public roads bordering the estate.
(n) To be responsible for all damage to the footpaths, trees, road
pavement, roadside xxxxx and sidetables, box culverts and drains
fronting the said land and to repair all damage immediately to
the Owner's satisfaction.
(o) To confine all construction activities within the boundary of the
said land.
(p) To erect aesthetically pleasing and safe hoarding approved by the
Owner along the whole boundary of the said land before commencing
any construction activities.
(q) To ensure that no unauthorised excavation works are carried out.
10
(r) To engage a Qualified Person to certify in writing to the Owner
within one month after the completion of the said buildings and
works that all the reinstatement and construction works required
under clause 2.26 and consequent excavation works have been
carried out and completed satisfactorily.
(s) To remain responsible for and remedy any defects in the said
reinstatement and construction works required under clause 2.26
and consequent excavation works even after the Qualified Person's
certification or the return or expiry of the Deposit mentioned in
clause 2.27.
Deposit
2.27 (a) To place with the Owner a deposit OF DOLLARS FIFTEEN THOUSAND
ONLY ($15,000/-) (hereinafter called "the Deposit") which shall
be forfeited or from which deductions shall be made by the Owner
in the event of a breach of any of the provisions in clause 2.26.
(b) To immediately make good any deductions from or any forfeiture of
the Deposit so that the Deposit is at all times maintained at the
sum of DOLLARS FIFTEEN THOUSAND ONLY ($15,000/-).
(c) If the Deposit is by way of a cash deposit then the Owner shall
repay the same without interest to the Licensee twelve (12)
months after the Qualified Person's certification subject to
appropriate deductions, forfeiture or payments to the Owner for
damages or other sums due to a breach of any of the provisions in
clause 2.26.
(d) If the Deposit is by way of a banker's guarantee then the Owner
shall return the said guarantee to the Licensee twelve (12)
months after the Qualified Person's certification subject to
appropriate deductions, forfeiture or payments to the Owner for
damages or other sums due to a breach of any of the provisions in
clause 2.26.
(e) Any forfeiture of or deductions from the Deposit shall be without
prejudice to the rights and remedies of the Owner contained in
this Agreement and the Lease.
11
Landscaping
2.28 At his own cost to plant and maintain trees and landscape the said
land in accordance with all the requirements of the National Parks
Board and other relevant Governmental and Statutory authorities.
Diversion of existing utility services
2.29 At his own cost to execute such work as may be necessary to divert
existing utility services such as pipes, cables and the like (if any)
to the requirements and satisfaction of the Owner and other relevant
Governmental and Statutory authorities.
Encroachment
2.30 (a) If the Licensee shall at any time be found to have encroached
upon any area beyond the allocated boundaries of the said land,
the Licensee shall at his own cost and expense, but without
prejudice to any other right or remedy the Owner may have against
him, immediately or within the time specified (if any) by the
Owner to rectify and remove the encroachment to the satisfaction
of the Owner and pay to the Owner such compensation as may be
specified by the Owner.
(b) If, however, the Owner in his absolute discretion permits the
Licensee to regularise and retain the encroached area or any part
thereof upon such terms and conditions as may be stipulated by
the Owner and any other relevant Governmental and Statutory
authorities, the Licensee shall pay license fee on the encroached
area with retrospective effect from the date hereof, and the
Licensee shall also pay all survey fees, amalgamation fees, legal
fees (including solicitor and client costs and expense), and all
other costs and charges relating thereto.
Notice of Damage
2.31 If any damage of whatsoever nature or description shall at any time
occur or be caused to the said land or any building or structure or
installation thereon, or any part thereof, to forthwith give to the
Owner written notice of the damage and to remedy the damage to the
satisfaction of the Owner within such time as the Owner may specify,
all at the cost of the Licensee.
No animals
2.32 Not to keep or allow to be kept any livestock or other animals on the
said land or any part thereof.
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GST
2.33 The licence fees and other taxable sums payable by the Licensee under
or in connection with the licence herein shall be exclusive of the
goods and services tax (hereinafter called "tax") chargeable by any
governmental, statutory or tax authority calculated by reference to
the amount of the licence fees and any other taxable sums received or
receivable by the Owner from the Licensee and which tax is payable by
the Licensee. The Licensee shall pay the tax and the Owner acting as
the Collecting agent for the governmental, statutory or tax authority
shall collect the tax from the Licensee together with the licence fees
hereinabove reserved without any deduction and in advance without
demand on the 1st day of each of the months of January, April, July
and October, and in the manner and within the period prescribed in
accordance with the applicable laws and regulations.
No construction on buffers & sewer easements
2.34 Without prejudice to the generality of clauses 2.12 and 2.13
hereinbefore appearing, the Licensee shall not place, construct or
erect or permit the placing, construction or erection of any building,
structure or equipment whatsoever on buffers or sewer easements or
other underground services (if any) within the boundary of the said
land and shall comply with the requirements of the relevant
governmental and statutory authorities including the Urban
Redevelopment Authority and the Building Control Division of the
Ministry of National Development.
Connection of sewer pipelines
2.35 Without prejudice to the generality of the rights which the Owner has
during the licence period in respect of the Easement referred to in
VML I/076384J of the Lease contained in the First Schedule hereto
(herein referred to as "the Easement"), to allow the Owner its
workmen, agents, contractors, sub-contractors and authorised lessees,
tenants and licensees and their workmen and contractors a right to
enter and work upon the said land free of charge for the purpose of
connecting sewer pipelines, if required, into the boundary of the said
land at any time during the period of the licence herein PROVIDED
ALWAYS THAT the Licensee shall not at any time hold the Owner liable
for any claim, demand, action, proceeding, inconvenience, loss,
damage, costs or expenses of whatsoever kind or description which the
Licensee or any other person may suffer in connection therewith
including such entry, works or pipeline or in other way connected with
the Easement.
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Plans endorsement
2.36 The Owner's endorsement on plans shall be null and void should there
by any subsequent amendment made thereon without the Owner's prior
written consent even though Written Permission from Urban
Redevelopment Authority has been obtained.
Boundary walls
2.37 The Licensee shall at its own cost ensure that the building, boundary
walls, landscaping works fronting the Bukit Timah Expressway are
aesthetically designed to the Owner's satisfaction.
General Height Restriction
2.38 To comply with and to observe any height restriction(s) on buildings
and structures at the said land as imposed by the Authorities and to
ensure that any height restriction plan(s) which may be furnished to
the Licensee shall at all times be held in strict confidence and shall
not be shown, revealed or copied to or by any person, contractor,
sub-contractor, watchman, employee, agent, representative or any other
person except with the prior written consent of the Owner.
Owner's Rights
3 It is hereby mutually agreed that until the Licensee has performed all his
obligations herein contained the Owner shall possess the rights and powers
following:
Inspection
3.01 The right for himself and his agents with or without workmen or others
at all reasonable times to enter upon the said land to view the state
and progress of the said buildings and works and to inspect and test
the materials and workmanship in connection therewith and for any
other reasonable purpose including the construction and installation
of sewers, drains pipes and cables on or leading from any adjoining or
neighbouring land of the Owner as may be required by the Owner.
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Re-entry
3.02 Full right and liberty in case any of the said buildings and other
structures or installations hereby agreed to be erected be not
completed and fit for immediate occupation within the period
hereinbefore limited (time in this respect shall be of the essence of
the contract) and in accordance in every way with the stipulations
hereinbefore contained or in case the Licensee shall in any other way
fail to perform and observe any of the stipulations on his part herein
contained or if any charging order writ of seizure and sale or its
equivalent made in respect of the said land or any structure thereon
shall be enforced without the written consent of the Owner having
first been obtained by the Licensee or by the person in whose favour
the charging order writ of seizure and sale or its equivalent shall
have been made, to re-enter upon and take possession of the said land
and all buildings structures fixtures plant material and effects
whatsoever thereon with power to hold and dispose thereof as if this
Agreement had not been entered into and without making to the Licensee
any compensation of any kind, any refund of any portion of the licence
fee or any other sums or allowance for the same and this Agreement
shall thereupon determine but without prejudice to any right of action
or other remedy of the Owner for the recovery of any licence fee or
monies due to him from the Licensee or in respect of any breach of
this Agreement PROVIDED ALWAYS THAT if the said land has been assigned
by way of mortgage the provisions of this clause shall not take effect
until the Owner has served upon the mortgagee notice in writing
specifying the breach and the mortgagee has failed to remedy such
breach.
Extension of Time
3.03 PROVIDED nevertheless that notwithstanding any such default as
aforesaid in completing the said buildings and works the Owner may in
his discretion give notice in writing to the Licensee of his intention
not to enforce the stipulations herein contained and may in his
absolute discretion fix any extended period for the completion of the
said works, subject to such terms and condition as the Owner may
impose, in substitution for the said period of three (3) years hereby
fixed for such completion and thereupon the obligations hereunder of
the Licensee to complete the said works and to accept a lease
hereinafter mentioned shall be taken to refer to such substituted
period.
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Re-entry/ Reduction of lease
3.04 Without prejudice to the generality of clause 3.02 hereof full right
and liberty in the event that the Licensee has failed to either:
(a) fulfill the investment criteria as stipulated in clause 4; or
(b) develop the said land in accordance with 2.08.
with full and absolute discretion to the Owner to either:-
(i) re-enter upon and take possession of the said land or any part
thereof and all buildings, structures, fixtures, plant, material
and effects whatsoever thereon with power to hold and dispose
thereof as if this Agreement had not been entered into and
without making to the Licensee any compensation or any kind, any
refund of any portion of the licence fee or any other sums or
allowance for the same and this Agreement shall thereupon
determine but without prejudice to any right of action or other
remedy of the Owner or recovery of any licence fee or monies due
to him from the Licensee or in respect of any breach of this
Agreement, or
(ii) reduce the total offered lease term OF THIRTY (30) YEARS in
accordance with Annex A (hereinafter referred to as "the Reduced
Term") and the Licensee shall execute all such documents as the
Owner shall deem necessary and in connection therewith, pay all
costs disbursements fees and charges, legal or otherwise as
provided in clause 5.
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Investment Criteria
4 If the said buildings and works shall have been completely finished to the
satisfaction of the Owner and the relevant Governmental Building
Authorities (to be evidenced by their certificates in writing to that
effect) within the said period of three (3) years or of such extended
period (if any) as aforesaid and of the Licensee shall have performed and
observed all the stipulations herein on his part contained other than such
as may have been waived as aforesaid AND IF THE LICENSEE'S MINIMUM
INVESTMENT SHALL HAVE BEEN THE SUM OF $900/- PER SQUARE METRE OF THE ACTUAL
GROSS FLOOR AREA ON BUILDING AND CIVIL WORKS (OF WHICH AT LEAST 1.0% OF
THIS INVESTMENT OR A MINIMUM $75,000/- WHICHEVER IS LOWER, MUST BE ON
LANDSCAPING WITH PARTICULAR EMPHASIS ON THE LANDSCAPING A THE SAID LAND'S
BOUNDARIES FACING BUKIT TIMAH EXPRESSWAY AND WOODLANDS ROAD) AND A MINIMUM
INVESTMENT OF $800/- PER SQUARE METRE OF THE MINIMUM GROSS FLOOR AREA ON
PLANT AND MACHINERY WITHIN THREE (3) YEARS FROM THE 1ST DAY OF MARCH 2000
(DUE PROOF OF SUCH INVESTMENT TO BE PRODUCED TO THE SATISFACTION OF OWNER
ON OR BEFORE THE 31ST DAY OF AUGUST 2003) then the Owner shall grant and
the Licensee shall accept and execute a counter-part of one good and
sufficient lease or sub-lease of the said land and premises together with
the buildings so erected thereon with their appurtenances for the term of
THIRTY (30) YEARS from THE 1ST DAY OF MARCH 2000 at the rent and in the
form containing the reservation, exceptions, covenants conditions and
provisions set forth in the FIRST SCHEDULE hereto with such modification as
circumstances may render necessary and such other covenants, conditions or
stipulations to be performed by the Licensee governing or regulating the
use of the said land as the Owner thinks fit with a view to preserving the
value thereof or protecting the interests of the licensees or occupiers of
land or premises adjacent to the said land from any dangerous or obnoxious
or otherwise harmful activities which may be carried out by the Licensee
whether or not such activities are incidental to the Licensee's trade
PROVIDED THAT until such lease is executed the Licensee shall be deemed to
be the Lessee of the said land as though a lease has been executed at the
same rent and subject to the covenants and conditions contained in the
FIRST SCHEDULE hereto so far as the same are applicable.
Costs for documents
5 The Licensee shall pay all costs, disbursements, fees and charges legal or
otherwise including stamp and registration fees in connection with the
preparation, stamping and issue of this Agreement and the Lease herein
agreed to be granted and any prior accompanying or future documents or
deeds supplementary collateral or in any way relating to this Agreement and
the lease.
17
Costs in general
5A The Licensee shall pay all costs and fees legal or otherwise, including the
Owner's costs as between solicitor and client, in connection with the
enforcement of the covenants and conditions of this Agreement and the
lease.
Marginal Notes
6 All marginal notes are for ease of reference only and shall not be taken
into account in the construction or interpretation of the clause or
paragraph to which they refer.
Termination
7 The Licensee may, at any time during the said period of three (3) years and
any extensions thereof granted under clause 3.03 and subject to the prior
written consent and the conditions of consent of the Owner, terminate this
Agreement or surrender part of the said land PROVIDED ALWAYS THAT such
termination or surrender shall be without prejudice to any right or remedy
of the Owner which may have accrued prior to such termination or surrender
AND PROVIDED FURTHER THAT the Licensee shall in addition to the license fee
(which at the discretion of the Owner may be apportioned for the period
commencing from the date hereof up to the date of delivery of vacant
possession of the said land or part thereof to the Owner) survey fees,
property tax and other charges specified herein pay to the Owner as
liquidated damages a sum made up of firstly an amount equivalent to three
(3) month's licence fee, secondly an amount equivalent to one (1)
additional year's property tax and thirdly an amount of $500/- being
administrative costs or such other sum as may be determined from time to
time by the Owner, AND PROVIDED FURTHER THAT before the delivery of vacant
possession as aforesaid if the Owner shall so desire the Licensee shall at
the cost and expense of the Licensee PROPERLY DEMOLISH AND REMOVE SUCH
BUILDING, STRUCTURE, FIXTURE, FITTING OR THING AS MAY BE STIPULATED IN
WRITING BY THE OWNER AS WELL AS PROPERLY render the said land or part
thereof as the case may be to its original state and condition and licence
fee and property tax shall continue to be payable until the same has been
completed to the satisfaction of the Owner PROVIDED ALSO THAT THE LICENSEE
SHALL, WITHOUT PREJUDICE TO CLAUSES 2.08 AND 2.34, ENSURE THAT THE SAID
LAND AND ANY OTHER REMAINING LAND OCCUPIED BY THE LICENSEE WITHIN WOODLANDS
INDUSTRIAL PARK D COMPLY WITH THE SETBACK REQUIREMENTS AND OTHER PLANNING
REQUIREMENTS AND DO NOT EXCEED THE AVERAGE MAXIMUM GROSS PLOT RATIO OF 1.4
AFTER THE TERMINATION OR SURRENDER.
18
Decontamination
8 The Licensee also hereby agrees as follows:
8.01 The Owner and the Licensee shall accept and be bound by the results of
the Environmental Baseline Study (hereinafter referred to as "the
first Baseline Study") dated the 3rd day of March 2000 and conducted
by the Environmental Technology Institute to determine the presence of
minerals and hydrocarbons on and beneath the said land.
8.02 In the event of re-entry by the Owner under clause 3.02 or 3.04 or
before the Licensee delivers possession under clause 7 of this
Agreement, (herein referred to as "the said Event") the Licensee shall
at his own cost:
(a) remove all fixtures, fittings and equipment as may be required by
the Owner;
(b) engage a reputable independent consultant to conduct another
Environmental Baseline Study (hereinafter referred to as "the
Subsequent Study") to determine the level of minerals and
hydrocarbons on the beneath the said land and submit a written
copy of the Subsequent Study to the Owner;
(c) if the results of the Subsequent Study indicate that:
(i) the level of minerals and hydrocarbons present a the time of
the Subsequent Study exceeds that of the First Baseline
Study, or
(ii) the level of minerals and hydrocarbons is equal to or
exceeds the Intervention Values of the Dutch Standards then
prevailing (hereinafter referred to as "the Dutch Standard")
19
whichever is less stringent (hereinafter referred to as "the
contamination"), then the Licensee shall at his own cost and
within a reasonable time period (for these purposes, "reasonable
time period" shall mean the length of time taken for
decontamination using the then prevailing best practical
technology which is commercially available) properly carry out
all works necessary to decontaminate the said land to the state
and condition existing at the time of the First Baseline Study or
the prevailing Dutch Standard, whichever is less stringent, and
to the satisfaction of the Owner and the relevant governmental
and statutory authorities UNLESS the Licensee proves to the
reasonable satisfaction of the Owner that the contamination is
caused solely by:
- natural occurrence of minerals and hydrocarbons; or
- third parties
and is not in any way caused or contributed by the Licensee's
acts or omissions or those of its agents and PROVIDED THAT the
Licensee shall at all times, whether prior to or after the said
Event promptly notify the Owner in writing after the Licensee has
notice of contamination entering onto or beneath the said land.
Further, the parties hereto may, but shall not be obliged to,
remedy or cause to be remedied any contamination solely caused by
third parties or by natural occurrence to the said land and
neither party shall hold the other liable in any way for the
same. However, the parties hereto shall at all times comply with
the requirements of the prevailing environmental laws at their
own costs.
(d) reinstate the said land to its original state and condition, fair
wear and tear excepted, to the satisfaction of the Owner,
(hereinafter referred to as "the decontamination and reinstatement
works").
20
8.03 During and for as long as the Licensee shall after the said Event
occupy and continue to occupy the said land or any part thereof by
himself or his agents, servants, contractors or subcontractors or any
other permitted persons for purposes of or in connection of the
decontamination and reinstatement works or any part thereof, the
Licensee shall be and shall be deemed to be the occupier of the said
land and every part thereof for purposes of liabilities arising or
which may arise under or by virtue of occupiers' liability and the
Licensee shall indemnify the Owner in relation to all such
liabilities.
8.04 If the Licensee shall for any reason fail to carry out the
decontamination and reinstatement works or to observe or perform his
obligations under and in accordance with this clause 8 or any part
thereof, the Owner may upon re-entry or delivery of possession as the
case may be, and without prejudice to any other right or remedy the
Owner may have in law, appoint or cause to be appointed a reputable
independent consultant to carry out or cause to be carried out the
decontamination and reinstatement works or such part thereof as the
Owner may deem fit, and all costs and expenses incurred thereby shall
be recoverable by the Owner from the Licensee as a debt.
8.05 In addition, the Owner shall be entitled to further recover from the
Licensee and the Licensee shall pay all licence fees, tax, property
tax and other amounts which the Owner would have been entitled to
receive from the Licensee had the period within which the
decontamination and reinstatement works are effected by the Licensee
or the Owner been added to the period of the licence under this
Agreement.
8.06 The Licensee shall not cause or suffer to be caused or permit entry
from the said land onto or beneath any adjoining or neighbouring
premises ("xxx Xxxxxxxxx Xxxx") any minerals or hydrocarbons to a
level which is in contravention of the prevailing environmental laws,
or, in the absence of such laws, the prevailing Dutch Standard. If the
Licensee fails to comply with this clause, the Licensee shall properly
carry out all works necessary to decontaminate the Adjoining Land to
the state and condition in compliance with such prevailing laws or
Dutch Standard PROVIDED THAT:-
21
(i) the Owner shall first prove the contamination of the Adjoining
Land; and
(ii) the Licensee shall not be liable for the contamination of the
Adjoining Land if the Licensee had not caused or contributed in
any way to the same by its acts or omissions.
22
IN WITNESS WHEREOF the parties hereto have hereunto set their respective
hands or seals the day and year first above written.
SIGNED on behalf of )
)
JURONG TOWN CORPORATION )
)
By: KOH CHWEE ) /s/ Koh Chwee
Director )
Industrial Parks Development )
Group )
in the presence of:-
/s/ Xxxxx Xxxxx Aeria
---------------------------------
XXXXX XXXXX AERIA
Advocate & Solicitor
Singapore
The Common Seal of )
)
SINGAPORE TECHNOLOGIES PTE LTD ) [SEAL]
)
was hereunto affixed )
)
in the presence of:- )
SIGNATURE : /s/ Xx Xxxxx
-----------------------------
NAME (IN FULL): Xx Xxxxx (Ms.)
DESIGNATION : President & CEO
SIGNATURE : /s/ Chua Xx Xx
-----------------------------
NAME (IN FULL): Chua Xx Xx (Mrs.)
DESIGNATION : Company Secretary
23
I, , an Advocate and solicitor of the Supreme Court of
Singapore hereby certify that on the day of
the Common Seal of SINGAPORE TECHNOLOGIES PTE LTD was duly affixed to the within
written instrument at Singapore in my presence in accordance with
the regulations of the said Company which regulations have been produced and
shown to me.
Witness my hand this day of
------------------------------------
Advocate and Solicitor
Singapore
24
ANNEX A
PRORATING OF LEASE TERM
(1) The Minimum Required Investment under the contract is:
(a) Minimum required Gross Floor Area: 42165 sm
Minimum required Gross Plot Ratio: 1:00
(b) Minimum required investment on Plant & Machinery: $33,732,000
(c) Minimum required investment on Building & Civil Works: $900.00 psm of
the actual GFA
(2) If the Minimum Required Investment is not met, then the total lease term
offered shall be REDUCED to the SHORTEST lease term that the
Licensee/Lessee is eligible for based on the table below.
ACTUAL INVESTMENT ACTUAL INVESTMENT
REDUCED TERM ACTUAL GROSS ON PLANT & ON BUILDING &
(YR) FLOOR AREA (SM) MACHINERY ($) CIVIL WORKS ($ PSM)
------------ --------------- ----------------------- -------------------
1 20,637 - 22,198 2,297,337 - 3,512,388 15 - 29
2 22,199 - 23,397 3,512,389 - 4,549,377 30 - 44
3 23,398 - 24,407 4,549,378 - 5,494,194 45 - 59
4 24,408 - 25,298 5,494,195 - 6,380,108 60 - 74
5 25,299 - 26,102 6,380,109 - 7,224,181 75 - 89
6 26,103 - 26,843 7,224,182 - 8,036,550 90 - 104
7 26,844 - 27,531 8,036,551 - 8,823,817 105 - 119
8 27,532 - 28,179 8,823,818 - 9,590,572 120 - 134
9 28,180 - 28,791 9,590,573 - 10,340,152 135 - 149
10 28,792 - 29,373 10,340,153 - 11,075,081 150 - 164
11 29,374 - 29,929 11,075,082 - 11,797,316 165 - 179
12 29,930 - 30,462 11,797,317 - 12,508,415 180 - 194
13 30,463 - 30,976 12,508,416 - 13,209,641 195 - 209
14 30,977 - 31,471 13,209,642 - 13,902,036 210 - 224
15 31,472 - 31,950 13,902,037 - 14,586,469 225 - 239
16 31,951 - 32,414 14,586,470 - 15,244,336 240 - 254
17 32,415 - 32,865 15,244,337 - 15,759,162 255 - 269
18 32,866 - 33,303 15,759,163 - 16,266,155 270 - 284
19 33,304 - 33,731 16,266,156 - 16,765,917 285 - 299
20 33,732 - 34,009 16,765,918 - 17,258,978 300 - 314
21 34,010 - 34,281 17,258,979 - 17,745,804 315 - 329
22 34,282 - 34,547 17,745,805 - 18,226,812 330 - 344
23 34,548 - 34,809 18,226,813 - 18,702,373 345 - 359
24 34,810 - 35,066 18,702,374 - 19,172,819 360 - 374
25 35,067 - 35,318 19,172,820 - 19,638,453 375 - 389
26 35,319 - 35,565 19,638,454 - 20,099,546 390 - 404
27 35,566 - 35,809 20,099,547 - 20,556,346 405 - 419
28 35,810 - 36,048 20,556,347 - 21,009,079 420 - 434
29 36,049 - 36,284 21,009,080 - 21,457,951 435 - 449
30 36,285 - 36,516 21,457,952 - 21,903,153 450 - 464
31 36,517 - 36,745 21,903,154 - 22,344,859 465 - 479
32 36,746 - 36,970 22,344,860 - 22,783,231 480 - 494
33 36,971 - 37,192 22,783,232 - 23,218,417 495 - 509
34 37,193 - 37,411 23,218,418 - 23,650,556 510 - 524
35 37,412 - 37,628 23,650,557 - 24,079,777 525 - 539
36 37,629 - 37,841 24,079,778 - 24,506,200 540 - 554
37 37,842 - 38,052 24,506,201 - 24,929,937 555 - 569
38 38,053 - 38,260 24,929,938 - 25,351,092 570 - 584
39 38,261 - 38,466 25,351,093 - 25,769,763 585 - 599
40 38,467 - 38,669 25,769,764 - 26,186,043 600 - 614
41 38,670 - 38,870 26,186,044 - 26,600,017 615 - 629
42 38,871 - 39,069 26,600,018 - 27,011,767 630 - 644
43 39,070 - 39,266 27,011,768 - 27,421,370 645 - 659
44 39,267 - 39,460 27,421,371 - 27,828,899 660 - 674
45 39,461 - 39,653 27,828,900 - 28,234,420 675 - 689
46 39,654 - 39,843 28,234,421 - 28,638,000 690 - 704
47 39,844 - 40,032 28,638,001 - 29,039,699 705 - 719
48 40,033 - 40,219 29,039,700 - 29,439,576 720 - 734
49 40,220 - 40,403 29,439,577 - 29,837,686 735 - 749
50 40,404 - 40,587 29,837,687 - 30,234,081 750 - 764
51 40,588 - 40,768 30,234,082 - 30,628,812 765 - 779
52 40,769 - 40,948 30,628,813 - 31,021,925 780 - 794
53 40,949 - 41,126 31,021,926 - 31,413,467 795 - 809
54 41,127 - 41,303 31,413,468 - 31,803,479 810 - 824
55 41,304 - 41,478 31,803,480 - 32,192,005 825 - 839
56 41,479 - 41,651 32,192,006 - 32,579,083 840 - 854
57 41,652 - 41,823 32,579,084 - 32,964,750 855 - 869
58 41,824 - 41,994 32,964,751 - 33,349,044 870 - 884
59 41,995 - 42,164 33,349,045 - 33,731,999 885 - 899
60 42,165 - Above 33,732,000 - Above 900 - Above
(3) FOR THE AVOIDANCE OF DOUBT, IN NO EVENT SHALL THE REDUCED TERM EXCEED THE
TOTAL OFFERED LEASE TERM.
(4) If the Licensee/Lessee is eligible for a Reduced Term of at least or more
than 30 years, then the initial lease term shall be for a maximum of 30
years and the further lease term shall be for the remaining number of
years, if any.
(5) If the License/Lessee is eligible for a Reduced Term of less than 30 years,
then the lease term shall be for the reduced duration only and no further
lease term shall be granted.
THE FIRST SCHEDULE ABOVE REFERRED TO
---------------------------------
L 1 Ver 1
---------------------------------
THE LAND TITLES ACT
---------------------------------
---------------------------------
(For official use only)
LEASE
DESCRIPTION OF LAND
--------------------------------------------------------------------------------
CT/SSCT/SCT MK TS Lot No Property Address
------------- Whole or part (if part lot, to
Vol Fol state appd new lot/strata lot)
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
LESSOR
--------------------------------------------------------------------------------
Name: JURONG TOWN CORPORATION
--------------------------------------------------------------------------------
Address: a body corporate incorporated the under Jurong Town Corporation
Act and having its office at the JTC Summit, 0 Xxxxxx Xxxx Xxxx
Xxxx, Xxxxxxxxx 000000.
--------------------------------------------------------------------------------
(the registered proprietor) HEREBY LEASES the registered estate or interest in
the land to:
AND
LESSEE
--------------------------------------------------------------------------------
Co regn no: 199004768N
--------------------------------------------------------------------------------
Name: SINGAPORE TECHNOLOGIES PTE LTD
--------------------------------------------------------------------------------
Place of Incorporation: SINGAPORE
--------------------------------------------------------------------------------
Address:
(within Singapore for 00 XXXXXXX XXXX, #00-00, XXXXXXXXX 000000.
service of notice
--------------------------------------------------------------------------------
25
FOR TERM OF LEASE
Term of Lease: THIRTY (30) YEARS
Commencement Date: 1st DAY OF MARCH 2000 (hereinafter referred to as "the
Commencement Date")
Consideration: (a) An annual rent as stipulated in clause 1(i) of the
Special Covenants and Conditions hereinafter appearing.
(b) The minimum investment by the Lessee on building and
civil works exceeding $900/- per square metre of the
actual gross floor area and on plant and machinery
exceeding $800/- per square metre of the minimum
gross floor area, (hereinafter referred to as
"the fixed investment criteria").
(c) A minimum gross plot ratio of not less than 0.6 and not
more than 1.4 for XXXXXXX XXXX X00000, X00000(x),
A12787(b), A12787(d) and A12787(e) and any other land
that may be occupied by the Lessee within Woodlands
Industrial park D taken together.
Easement: As provided in the Memorandum of Lease I/30809F and the
First Variation of Memorandum of Lease VML I/076384J
hereinafter referred to.
SUBJECT TO:
PRIOR
ENCUMBRANCES:
--------------------------------------------------------------------------------
NIL
--------------------------------------------------------------------------------
26
AND the following:-
COVENANTS AND CONDITIONS
(a) the covenants, conditions and powers implied by law in instruments of lease
(or to such of them as are not hereinafter expressly negatived or
modified);
(b) the covenants and conditions set forth in the Memorandum of Lease and the
First Variation of Memorandum of Lease filed in the Registry of Titles and
numbered as ML I/30809F and VML I/076384J with the exception of covenants
1(i), 1(x), 1(xi), 1(xvii), 1(xxv), 1(xxviii) and 1(xxxii) of ML I/30809F.
SPECIAL COVENANTS AND CONDITIONS
Rent-4% Annual Fixed Increase
1 (i) To pay from the 1ST DAY OF MARCH 2000 the yearly rent of
DOLLARS ONE MILLION THREE HUNDRED AND EIGHTY-THREE THOUSAND AND
TWELVE ONLY ($1,383,012/-) by equal quarterly instalments on the
1st day of each Increase of the months of January, April, July
and October in every year of the said term without any deductions
and in advance without demand at the office of the Lessor or at
such other office as the Lessor may designate calculated at the
rate of $32.80cts per square metre per annum (hereinafter
referred to as "the Initial Rent") of the demised premises having
an area of 42,165 square metres (hereinafter referred to as "the
preliminary survey area", which may at any time be adjusted on
completion of final survey, if any, and in which event if the
area adjusted exceeds five square metres more, or less, than the
preliminary survey area the rental paid or payable by the Lessee
shall accordingly also be adjusted and be paid and payable or
refunded as the case may be in respect of the full difference
between the preliminary survey area and the final survey area,
with retrospective effect from the commencement of the said term
of the Lease herein), which rate shall, on THE 1ST DAY OF MARCH
2001 and on the 1ST DAY OF MARCH of every year thereafter, be
subject to a yearly fixed rental increase of 4% over the yearly
rent for each immediately preceding year. PROVIDED THAT all sums
payable or refundable retrospectively under this clause shall be
paid or refunded, as the case may be without interest, EXCEPT
THAT interest under clause 1(xvi) shall be payable by the Lessee
if the Lessee fails to make payment after the said sums become
due.
27
(x) As often as any building or structure on the demised premises or
any part thereof shall be destroyed or damaged as aforesaid
forthwith to give to the Lessor written notice of such destruction
or damage and forthwith to cause all monies received by virtue of
such insurance to be laid out in rebuilding and reinstating the
same to the satisfaction of the Lessor and in accordance with the
plans and specifications approved by the lessor and in accordance
with the laws, bye-laws, regulations and planning schemes of every
relevant governmental and statutory authority prevailing at the
time, and in case the monies so received shall be insufficient for
that purpose then to make up the deficiency out of his own monies
PROVIDED THAT the rebuilding and reinstatement shall in any event
commence and be completed within the period specified by the
Lessor PROVIDED FURTHER THAT notwithstanding the covenant
contained in this Clause 1(x), the Lessee may exercise the option
not to rebuild or reinstate the buildings subject to the
following conditions:
(a) the Lessee shall give the Lessor three (3) months' prior
notice in writing to prematurely terminate the term of lease
herein created but without prejudice to any right or remedy
which may have or will accrue to the Lessor prior to the
expiry of the three (3) months' notice under the terms and
conditions of the Lease herein; and
(b) the Lessee shall forthwith pay or cause to be paid to the
Lessor (whom the Lessee acknowledges to be entitled to) all
monies received by virtue of such insurance.
Assignment
(xi) (a) Not to demise, assign, charge, create a trust or agency,
mortgage, let, sublet, grant a licence or part with or share
the possession or occupation of the demised premises in the
whole or in part (hereinafter referred to as "the
Prohibition") within five years of obtaining all the
necessary Temporary Occupation Permits issued by the relevant
governmental and statutory authorities for the buildings and
structures at the demised premises (hereinafter referred to
as "the Prohibition Period") EXCEPT THAT the Lessee may
mortgage or sublet the demised premises with the Lessor's
prior written consent.
28
(b) After the Prohibition Period, not to demise, assign, charge,
create a trust or agency, mortgage, let, sublet, grant a
licence or part with or share the possession or occupation of
the demised premises in whole or in part without the
Lessor's prior written consent (hereinafter referred to as
"the Restriction").
(c) Notwithstanding clauses 1(xi)(a) and 1(xi)(b), the Lessor in
granting any consent relating to the Prohibition, the
Restriction or otherwise, may in its absolute discretion,
impose terms and conditions including but not limited to
requiring:-
(c.1) the Lessee to take all necessary steps to ensure that
all the land the Lessee retains taken together comply
with all setback and planning requirements and maintain
a gross plot ratio of not less 0.6 but not more than
1.4;
(c.2) the assignee to take all necessary steps to ensure
that the demised premises comply with all setback and
planning requirements and maintain a gross plot ratio
of not less than 0.6 but not more than 1.4;
(c.3) the fixed investment criteria to be met and due proof
thereof be shown within such period of time as the
Lessor may stipulate;
(c.4) an assignee to be subject to the Prohibition for a
period of three (3) years from the date of the
assignment EXCEPT THAT the assignee may mortgage or
sublet the demised premises with the Lessor's prior
written consent; and
(c.5) The payment of monies, fee or deposit.
The restrictions in section 17 of the Conveyancing and Law
of Property Act (Chapter 61) shall not apply.
(d) In the event of non-observance of the terms and conditions
imposed in accordance with clause 1(xi)(c), the Lessor shall,
without prejudice to any other right or remedy the Lessor
may have, be entitled to exercise its rights under
clause 3(c).
Reinstatement
(xvii) Without prejudice to the provisions in clause 1(vii) of
ML I/30809F, at the termination of the term hereby created, by
expiry or otherwise, (herein referred to as "the said Event") at
the Lessee's own cost:
29
(a) to remove all fixtures and fittings, or any part thereof as
may be required by the Lessor;
(b) to engage a reputable independent consultant to conduct
another Environmental Baseline Study (hereinafter referred
to as "the Subsequent Study") to determine the level of
minerals and hydrocarbons on and beneath the demised premises
and submit a written copy of the Subsequent Study to the
Lessor;
(c) If the results of the Subsequent Study indicate that:
(i) the level of minerals and hydrocarbons present at the
time of the Subsequent Study exceeds that of the First
Baseline Study, or
(ii) the level of minerals and hydrocarbons is equal to or
exceeds the Intervention Values of the Dutch Standards
then prevailing (hereinafter referred to as "the Dutch
Standard");
whichever is less stringent (hereinafter referred to as "the
contamination") then the Lessee shall at his own cost and
within a reasonable time period (for these purposes,
"reasonable time period" shall mean the length of time taken
for decontamination using the then prevailing best practical
technology which is commercially available) properly carry
out all works necessary to decontaminate the demised
premises to the state and condition existing at the time of
the First Baseline Study or to the prevailing Dutch
Standard, whichever is less stringent, and to the
satisfaction of the Lessor and the relevant governmental and
statutory authorities UNLESS the Lessee proves to the
reasonable satisfaction of the Lessor that the contamination
is caused solely by:
- natural occurrence of minerals and hydrocarbons; or
- third parties
30
and is not in any way caused or contributed by the Lessee's
acts or omissions or those of its agents and PROVIDED THAT
the Lessee shall at all times, whether prior to or after the
said Event promptly notify the Lessor in writing after the
Lessee has notice of contamination entering onto or beneath
the demised premises. Further, the parties hereto may, but
shall not be obliged to, remedy or cause to be remedied any
contamination solely caused by third parties or by natural
occurrence to the demised premises and neither party shall
hold the other liable in any way for the same. However, the
parties hereto shall at all times comply with the
requirements of the prevailing environmental laws at their
own costs;
(d) to reinstate any damage to and yield up the demised premises
in tenantable repair (fair wear and tear excepted) in
accordance with the Lessee's covenants herein,
(hereinafter referred to as "the decontamination and reinstatement
works") and in any event the Lessee agrees as follows:
(e) during and for as long as the Lessee shall after the said
Event occupy and continue to occupy the demised premises or
any part thereof by himself or his agents, servants,
contractors or subcontractors or any other permitted persons
for purposes of or in connection with any of the
decontamination and reinstatement works, the Lessee shall be
and shall be deemed to be the occupier of the demised
premises and every part thereof for purposes of liabilities
arising or which may arise under or by virtue of occupiers'
liability and the Lessee shall indemnify the Lessor in
relation to all such liabilities;
31
(f) if the Lessee shall for any reason fail to carry out the
decontamination and reinstatement works or to observe or
perform his obligations under and in accordance with this
clause 1(xvii) or any part thereof the Lessor may, without
prejudice to any other right or remedy the Lessor may have,
appoint or cause to be appointed a reputable independent
consultant to carry out the Subsequent Study and/or carry
out or cause to be carried out the decontamination and
reinstatement works or such part thereof as the Lessor may
deem fit, and all costs and expenses incurred thereby shall
be recoverable by the Lessor from the Lessee as a debt;
(g) the Lessor shall also be entitled to recover from the Lessee
and the Lessee shall pay all rents, tax, property tax and
other amounts which the Lessor would have been entitled to
receive from the Lessee had the period within which the
decontamination and reinstatement works are effected by the
Lessee or the Lessor been added to the term of lease hereby
created.
(h) the Lessee shall not cause or suffer to be caused or permit
entry from the demised premises onto or beneath any
adjoining or neighbouring premises ("xxx Xxxxxxxxx Xxxx")
any minerals or hydrocarbons to a level which is in
contravention of the prevailing environmental laws, or in
the absence of such laws, the prevailing Dutch Standard. If
the Lessee fails to comply with this clause, the Lessee
shall properly carry out all works necessary to
decontaminate the Adjoining Land to the state and condition
in compliance with such prevailing laws or Dutch Standard
PROVIDED THAT :-
(i) the Lessor shall first prove the contamination of the
Adjoining Land; and
(ii) the Lessee shall not be liable for the contamination of
the Adjoining Land if the Lessee had not caused or
contributed in any way to the same by its acts or
omissions.
32
(xxv) Subject always to Clause 1(xi) herein, to give to the Lesso
written notice of every change of name within one month from the
date of each change PROVIDED THAT where there has been, is or will
also be a change in the shareholders of the Lessee or the number
of shares held by each and every shareholder of the Lessee, the
prior written consent in writing of the Lessor shall be obtained
which consent if granted shall be subject to such terms and
conditions as the Lessor may require.
Landscaping
(xxviii) To plant and maintain trees and landscape the demised premises in
accordance with all the requirements of the National Parks Board
and any other relevant governmental and statutory authority.
Easements - Non liability
(xxxii) The Lessee shall not at any time hold the Lessor liable for any
claim, demand, action, proceeding, inconvenience, loss, damages,
costs or expenses of whatsoever kind or description which the
Lessee or any other person may suffer in connection with or
arising from the Easement referred to in VML I/076384J or any
works carried out in relation thereto.
Use
(xli) (a) To commence full operations within six (6) months of
obtaining all the necessary Temporary Occupation Permits for
the buildings and structures at the demised premises for the
purpose of WAFER FABRICATION AND ITS ANCILLARY ACTIVITIES
ONLY (hereinafter referred to as "the Authorised Use") and
for no other purpose whatsoever.
(b) Thereafter, to maintain full and continuous operations and
use and occupy the whole of the demised premises for the
Authorised Use only and for no other purpose whatsoever
except with the prior written consent of the Lessor. In
giving its consent, the Lessor may in its absolute discretion
require, inter alia, the Lessee to meet the fixed investment
criteria and to show due proof thereof within such period of
time as the Lessor may stipulate, and in the event of the
non-observance thereof, the Lessor shall be entitled to
exercise its rights under Clause 3(c) of VML I/076384J. For
he avoidance of any doubt, the words "meet" in this clause
and "met" in Clause 1(xi) herein shall include the
maintenance of the fixed investment criteria and if it has
not been maintained, then that it be met.
33
Gross Plot Ratio - Maximum
(xlii) (a) To ensure that the gross plot ratio shall not be less than
0.6 but shall not exceed the existing maximum gross plot
ratio of 1.4 permitted for the demised premises except with
the prior written approval of the Lessor and the relevant
governmental and statutory authorities PROVIDED ALWAYS THAT
and without prejudice to clause 1(viii) of ML I/30809F, the
Lessee shall pay all development charges/differential
premium which may be imposed on or charged to the Lessor by
the relevant governmental and statutory authorities, and any
other charges which may be imposed in connection with any
increase in gross plot ratio beyond 1.4.
(b) Notwithstanding Clause 1(xlii)(a) herein, if the Lessee is
SINGAPORE TECHNOLOGIES PTE LTD (hereinafter referred to as
"the Company"), the Company shall ensure that the average
gross plot ratio for Private Lots A12787, A12787(a),
A12787(b), A12787(d), A12787(e) AND ANY OTHER LAND OCCUPIED
BY THE COMPANY WITHIN WOODLANDS INDUSTRIAL PARK D shall not
be less than 0.6 but shall not exceed the existing permitted
maximum average gross plot ratio of 1.4 except with the prior
written approval of the lessor and the relevant governmental
and statutory authorities PROVIDED ALWAYS THAT and without
prejudice to clause 1(viii) of ML I/30809F, the Lessee shall
pay all development charges/differential premium which may be
imposed on or charged to the Lessor by the relevant
governmental and statutory authorities, and any other charges
which may be imposed in connection with any increase in the
said average gross plot ratio beyond 1.4. For the avoidance
of doubt, Clause 1(xlii)(a) herein must be strictly complied
with in the event that the Company ceases to be the Lessee.
Master Plan Zoning
(xliii) Without prejudice to clause 1(xli) above and clause 1(xix) of
ML I/30809F:
(a) to ensure that the use of the demised premises complies with
the master Plan zoning; and
(b) if the Lessee requires a change in the Master Plan zoning:
34
(b.1) to obtain the prior written approval of the Lessor and
the relevant governmental and statutory authorities;
and
(b.2) if such approval is obtained, to bear all charges
which may be imposed on or charged to the Lessor by the
relevant governmental and statutory authorities, and
any other costs that arise in connection with the
change in the Master Plan zoning.
Car Park
(xliv) Without prejudice to the generality of clause 1(xxvii) in ML
I/30809F the Lessee shall not at any time use the car park in
front of the demised premises for storing or stacking of any goods
materials, equipment or container.
No construction on buffers & sewer easements
(vlv) Without prejudice to the generality of Clause 1(vii) in
ML I/30809F, the Lessee shall not place, construct or erect or
permit the placing, construction or erection of any building,
structure or equipment whatsoever on any buffers, sewer easements
or other underground services (if any) within the boundary of the
demised premises and shall comply with the requirements of the
relevant governmental and statutory authorities including the
Urban Redevelopment Authority and the Building Control Division
of the Ministry of National Development.
Plans Endorsement
(xlvi) The Lessor's endorsement on plans shall be null and void should
there be any subsequent amendment thereon without the Lessor's
rior written consent even though Written Permission from Urban
Redevelopment Authority has been obtained.
Connection of sewer pipelines
(xlvii) To allow the Lessor its workmen, agents, contractors,
sub-contractors and authorised lessees, tenants and licensees and
their workmen and contractors a right to enter and work upon the
demised premises free of charge for the purpose of connecting
sewer pipelines, if required, within the boundary of the demised
premises at any time during the term of the lease herein PROVIDED
ALWAYS THAT the Lessee shall not at any time hold the Lessor
liable for any claim, demand, action, proceeding, inconvenience,
loss, damage, costs or expenses of whatsoever kind or description
which the Lessee or any other person may suffer in connection
therewith including such entry, works or pipeline or in other way
connected with the easement referred to above.
35
General Height Restriction
(xlviii) At the Lessee's own cost, at all times, to comply with and observe
any height restriction(s) on buildings and structures at the
demised premises as imposed by any governmental or statutory
authority and to ensure that any height restriction plan(s) which
may be furnished to the Lessee shall at all times be held in
strict confidence and shall not be shown, revealed or copied to or
by any person, contractor, sub-contractor, watchman, employee,
agent, representative or any other person except with the prior
written consent of the Lessor.
Boundary walls
(xlix) To ensure that the building, boundary walls, landscaping works
fronting the Bukit Timah Expressway are aesthetically designed to
the Lessor's satisfaction.
Certificate of Title
(l) If the Registrar of Titles issues in favour of the Lessee a
Certificate of Title for the leasehold estate comprised in the
lease hereby created, the Lessee must, within one (1) month of
receipt of the said Certificate of Title submit a copy of it to
the Lessor.
Surrender of Certificate of Title
(li) If the term of lease hereby created shall at any time be
determined by expiry or otherwise, the Lessee must at his own cost
and expense immediately surrender or cause to be surrendered the
said Certificate of Title for the leasehold estate (and any
duplicate instrument) to the Registrar of Titles for custody and
cancellation by the Registrar and the Lessee shall simultaneously
give to the Lessor written notice of such surrender.
(lii) To perform and observe all covenants, conditions, terms,
stipulations and obligations required to be performed or observed
by the Lessee at his own cost and expense, whether expressly
stipulated or not.
36
Option Term
2A The Lessor further covenants with the Lessee that he shall grant to the
Lessee a lease of the demised premises for a further term of THIRTY (30)
YEARS (hereinafter referred to as "the further term") from the expiry of
the said term upon the same terms and conditions and containing like
covenants as are contained in this lease with the EXCEPTION of the present
covenant for renewal and IN CONSIDERATION of a gross plot ratio of not less
than 0.6 but not more than 1.4, a minimum investment by the Lessee of
$900/- per square metre of the actual gross floor area on buildings and
civil works (of which at least 1.0% or a minimum of $75,000/- whichever is
lower must be on landscaping) and $800/- per square metre of the minimum
gross floor area on plant and machinery, (in this Lease also referred to as
"the fixed investment criteria"), AND PROVIDED THAT:
(i) at the expiry of the said term there be no existing breach or
non-observance of any of the covenants and conditions herein
contained on the part of the Lessee to be observed or performed; and
(ii) the rental payable for the further term shall be as set out
hereunder:
(a) the yearly rent for the further term shall be at the rate based
on the market rent at the commencement of the further term
(hereinafter referred to as "the Second Initial Rent");
4% Fixed Annual Rent Increase
(b) the Second Initial Rent shall, on the 1st DAY OF MARCH 2031 and
on the 1st DAY OF MARCH of every year thereafter be subject to a
yearly fixed rental increase of 4% over the yearly rent for each
immediately preceding year;
(c) the yearly rent for the further term shall be payable by equal
quarterly instalments without any deductions and in advance
without demand on the 1st day of each of the months of January,
April, July and October in every year of the further term at the
office of the Lessor or at such other office as the Lessor may
designate the 1st of such payments to be made on or before the
commencement of the further term; and
37
(d) for the purposes of (a) above, the market rent shall mean the
rent per square metre per annum of the demised premises excluding
the buildings and other structures erected thereon and shall be
determined by the Lessor on or about the dates mentioned (and
payable retrospectively with effect from the date mentioned if
determined after the date mentioned) and the decision of the
Lessor shall be final;
(iii) if required by the Lessor, the Lessee shall within four (4) months
from the commencement of the further term and at his own cost and
expense, carry out and complete such improvements to the landscaping
at the demised premises as may be stipulated in writing by the
Lessor;
(iv) the Lessee shall six (6) months before the expiry of the said term
submit, for the approval of the Lessor and the relevant governmental
and statutory authorities, plans for the upgrading of the exterior of
buildings on the demised premises to the same highest quality of new
buildings which the Lessor will be building at that time, and the
Lessee shall expeditiously do all acts and things necessary to obtain
the approval, all at the cost and expense of the Lessee; and
(v) the Lessee shall at his own cost and expense complete, within
eighteen (18) months from the commencement of the further term, the
upgrading of the buildings in accordance with the plans approved by
the Lessor and the relevant governmental and statutory authorities
and to the satisfaction of the Lessor.
3(d) The Lessee may at any time prematurely terminate the term of lease herein
created by giving to the Lessor three (3) months' prior notice in writing,
but without prejudice to any right or remedy which may have or will accrue
to the Lessor prior to the expiry of the three (3) months' notice under the
terms and conditions of the Lease herein created or in respect of the
termination.
Marginal Notes
5 All marginal notes are for ease of reference only and shall not be taken
into account in the construction or interpretation of the clause or
paragraph to which they refer.
38
EXECUTION OF LESSOR
THE COMMON SEAL OF )
)
JURONG TOWN CORPORATION )
)
was hereunto affixed )
)
in the presence of :- )
-----------------------
CHIEF EXECUTIVE OFFICER
-----------------------
SECRETARY
EXECUTION OF LESSEE
The Common Seal Of )
)
)
)
)
was hereunto affixed )
)
in the presence of : )
SIGNATURE :
------------------------------
NAME (IN FULL) :
DESIGNATION :
SIGNATURE :
------------------------------
NAME (IN FULL) :
DESIGNATION :
39
CERTIFICATE OF CORRECTNESS
I,
a duly authorised officer of the Jurong Town Corporation, under Section 31
of the Jurong Town Corporation Act (Cap 150) for and on behalf of the
Lessor hereby certify that this instrument is correct for the purposes of
the Land Titles Act.
--------------------------------------------
Signature of Authorised Officer
I,
the Solicitor for the Lessee hereby certify that this instrument is correct
or the purposes of the Land Titles Act.
--------------------------------------------
Signature of Authorised Officer
40
OFFICE USE ONLY
--------------------------------------------------------------------------------
EXAMINED REGISTERED ON
Date:
Registrar of Titles
Initial of
Signing Officer
--------------------------------------------------------------------------------
ML I/30809F
OFFICE USE ONLY
THE LAND TITLES ACT
(CHAPTER 157)
-----------------
-----------------
$
-----------------
M E M O R A N D U M
To the Registrar of Titles
On behalf of THE JURONG TOWN CORPORATION, a body corporate incorporated under
the Jurong Town Corporation Act and having its office at Jurong Town Hall,
Jurong Town Hall Road, Singapore, the Registered proprietor.
I, XXXXXX XXX XXXX XXXX, certify that this memorandum (comprising seven pages),
contains the provisions which are deemed to be incorporated in any instrument in
which the abovementioned corporation is named as a lessor and such instrument
has reference to this memorandum.
Signature
Authorised Officer
Filed in the REGISTRY OF TITLES
ON 26TH JUNE, 1990
REGISTRAR OF TITLES
LODGED BY:
Jurong Town Corporation
Xxxxxx Xxxx Xxxx
Xxxxxx Xxxx Xxxx Xxxx
Xxxxxxxxx 0000
SPECIAL COVENANTS AND CONDITIONS
1 The Lessee hereby covenants with the Lessor as follows:-
(i) To pay the yearly rent hereinbefore reserved on the days and in the
manner appearing in the reddendum.
(ii) To pay unto the Lessor on demand by way of additional rent a sum
equal to all such sums as the Lessor may from time to time pay for
insuring and keeping insured the demised premises against loss or
damage by fire in case the Lessee shall make default in insuring and
keeping insured the demised premises pursuant to the covenant in that
behalf hereinafter contained PROVIDED ALWAYS THAT nothing herein
shall render it obligatory on the part of the Lessor to insure and
keep insured the demised premises or any part thereof.
(iii) To pay all rates taxes assessments and outgoings whatsoever which now
are or which at any time hereafter during the said term may be
imposed or charged upon or in respect of the demised premises or any
part thereof.
(iv) To repair and keep in tenantable repair the demised
premises and every part thereof throughout the said term.
(v) To pay a reasonable proportion of the expense of constructing
repairing rebuilding and cleansing all party walls fences sewers
drains pipes water-courses and other things the use of which is
common to the demised premises and the occupiers of any adjoining or
neighbouring premises and such proportion in the case of a dispute
shall be conclusively determined by the Lesser's surveyor for the
time being.
(vi) To permit the Lessor and his surveyors or agents with or without
workmen or others during the said term at reasonable times in the
day-time to enter upon the demised premises and every part thereof to
examine the state and condition of the same and of defects decays and
wants of reparations and of all breaches of covenant there found and
the Lessor may thereupon serve on the Lessee notice in writing by
leaving the same at or on the demised premises to or for the Lessee
to make good the same within such reasonable time as specified in
such notice.
(vii) To perform and observe all the obligations which the Lessor of the
demised premises may be liable to perform or observe during the term
hereby created by any direction or requirement of any governmental or
statutory authority and if the Lessee shall fail to observe or
perform this covenant the Lessor may in its absolute discretion
perform the same and all expenses and costs incurred thereby shall be
recoverable from the Lessee as a debt PROVIDED ALWAYS THAT the Lessor
shall not be liable to the Lessee for any loss damage or
inconvenience caused thereby.
1
(viii) Not to make or cause to be made any addition or alteration
affecting the elevation external structure or stability of the
demised premises or any part thereof without the prior written
consent of the Lessor and the relevant governmental and statutory
authorities PROVIDED THAT on the granting of such consent and without
prejudice to other terms and conditions which may be imposed the
Lessee shall give to the Lessor security that the proposed addition
alternation or rebuilding will in fact be carried out within a
reasonable time.
(ix) Forthwith to insure and keep insured the demised premises against
loss or damage by fire to the full value thereof with a well
established insurance company approved by the Lessor and to make all
payments necessary for that purpose within seven days after the same
shall become payable and upon reasonable notice to produce to the
Lessor the policy or policing of such insurance and the receipts for
all such payments.
(x) As often as the demised premises or any part thereof shall be
destroyed or damaged as aforesaid forthwith to cause all monies
received by virtue of such insurance to be laid out in rebuilding and
reinstating the same in accordance with the plans and specifications
approved by the Lessor and in accordance with the existing laws,
bye-laws, regulations and planning schemes of every relevant
governmental and statutory authority prevailing at the time, and in
case the monies so received shall be insufficient for that propose
then to make up the deficiency out of his own monies PROVIDED THAT
the rebuilding and reinstatement shall in any event commence and be
completed within the period specified by the Lessor.
(xi) Not to demise assign mortgage let sublet or underlet or grant a
license or part with or share the possession or occupation of the
demised premises in while or in part without first obtaining the
consent of the Lessor in writing. The restrictions contained in
Section 17 of the Conveyancing and Law of Property Act (Chapter 61)
shall not apply. In addition, the Lessor may in its absolute
discretion in giving the consent require, inter alia, that the fixed
investment criteria be met and due proof thereof be shown within such
period of time as the Lessor may stipulate, and in the event of the
non-observance thereof, the Lessor shall be entitled to exercise its
rights under Clause 3(c) herein.
(xii) Within six months of the devolution of the interest of the
Lessee not perfected by an assent to give notice thereof in writing
with particulars thereof to the Lessor and produce to the Lesser
such documentary evidence as may be required by the Lessor.
2
(xiii) Not to use the demised premises or any part thereof for any illegal or
immoral purpose and not to do or permit or suffer to be done upon the
demised premises anything which in the opinion of the Lessor may be or
become a nuisance annoyance or cause damage or inconvenience to the
Lessor or his lessees or the occupiers of any adjoining or
neighbouring premises or whereby any insurance for the time being
affected on the demised premises may be rendered void or voidable or
be in any way affected.
(xiv) Not without the prior consent in writing of the Lessor to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the exterior of
the demised premises or of the external rails or fences thereof any
nameplate signboard placard poster or other advertisement or boarding.
(xv) To make reasonable provision against and be responsible for all loss
injury or damage to any person or property including that of the
Lessor for which the Lessee may be held liable arising out of or in
connection with the occupation and use of the demised premises and to
indemnify the Lessor against all proceedings claims costs and expenses
which he may incur or for which he may be held liable as a result of
any act neglect or default of the Lessee his servants contractors
sub-contractors or agents.
(xvi) To pay interest at the rate of 8.5% per annum or such higher rate as
may be determined from time to time by the Lessor in respect of any
arrears of rent or other outstanding sums due and payable under this
Lease from the due dates thereof until payment in full is received by
the Lessor.
(xvii) At the termination, by expiry or otherwise, of the term hereby
created, to yield up the demised premises to the Lessor in tenantable
repair in accordance with the Lessee's covenants herein contained
PROVIDED THAT, if so required by the Lessor and upon notice thereof,
the Lessee shall remove the fixtures and fittings, or any part
thereof, as may be specified by the Lessor and reinstate the demised
premises to the satisfaction of the Lessor and if the Lessee shall
fail to observe or perform this covenant the Lessor shall execute such
works and recover the costs thereof from the Lessee as a debt.
(xviii) To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants to the
requirements and satisfaction of the Lessor PROVIDED THAT in the event
of default by the Lessee under this covenant the Lessor may carry out
such remedial measures as he thinks necessary and all costs and
expenses incurred thereby shall forthwith be recoverable from the
Lessee as a debt.
3
(xix) Not to do or omit or suffer to be done or omitted any act matter or
thing in or on the demised premises in respect of the operations
business, trade or industry carried out or conducted therein which
shall contravene the provisions of any laws, bye-laws, orders, rules
or regulations now or hereafter affecting the same but at his own cost
and expense to comply with all such provisions and at all times
hereafter to indemnify and keep indemnified the Lessor against all
actions, proceedings, costs, expenses, claims, fines, losses,
penalties and demands in respect of any act matter or thing done or
omitted to be done in contravention of the said provisions.
(xx) To pay all costs disbursements fees and charges legal or otherwise
including stamp and registration fees in connection with the
preparation stamping and issue of this Lease and any prior
accompanying or future documents or deeds supplementary collateral or
in any way relating to this Lease.
(xxi) To pay all costs and fees legal or otherwise including costs as
between solicitor and client in connection with the enforcement of the
covenants and conditions herein.
(xxii) To pay to the Lessor all survey fees and other charges including those
payable to and claimed by the relevant Government Planning Authorities
and other relevant governmental and statutory authorities for the
survey of the demised premises for the purpose of sub-division of the
land of which the demised premises forms part and issue of this Lease
and a Certificate of Title PROVIDED THAT the Lessor shall have the
right to employ his own surveyor to carry out the said survey in
which event the Lessee shall bear all costs thereby incurred.
(xxiii) At his own cost to take such steps and execute such works upon the
demised premises as may be necessary for the protection of shores
and embankments if any and for the prevention of earthslip erosion of
soil and failure of slopes expeditiously in a workmanlike manner and
to the satisfaction of the Lessor.
(xxiv) To construct an internal drainage system within the demised premises
to the satisfaction of the Lessor to ensure that all surface water
collected thereon is discharged into the public drains.
(xxv) Not to effect a change of name except with the prior consent in
writing of the Lessor PROVIDED THAT on every change of name the Lessee
shall pay to the Lessor a fee to be specified by the Lessor in
relation to such consent.
(xxvi) To perform and observe the covenants on the Lessor's part
contained in the Head Lease made between the President of the Republic
of Singapore and the Lessor so far as they are not varied herein and
to keep the Lessor indemnified against all claims damages costs and
expenses in any way relating thereto.
4
(xxvii) To maintain the demised premises and every part thereof in a neat
and tidy condition, and forthwith to comply with the Lessor's
direction to remove and clear any materials, goods, or articles of
whatever nature and description from the demised premises or such part
thereof as may be stipulated in writing by the Lessor.
(xxviii) At his own cost to plant and maintain trees and landscape the
demised premises in accordance with all the requirements of the Parks
and Recreation Department, Ministry of National Development and other
relevant governmental and statutory authorities.
(xxix) Not to install or use any electrical installation, machine or
apparatus that may cause or causes heavy power surge, high frequency
voltage and current, air borne noise, vibration or any electrical or
mechanical interference or disturbance whatsoever which may prevent or
prevents in any way the service or use of any communication system or
affects the operation of other equipment, installations, machinery,
apparatus or plants of other Lessees in connection therewith, to allow
the Lessor or any authorised person to inspect at all reasonable
times, such installation, machine or apparatus in the demised premises
to determine the source of the interference or disturbance and
thereupon, to take suitable measures, at the Lessee's own expense, to
eliminate or reduce such interference or disturbance to the Lessor's
satisfaction, if it is found by the Lessor or such authorised person
that the Lessee's electrical installation, machine or apparatus is
causing or contributing to the said interference or disturbance.
(xxx) To indemnify the Lessor against each and every claim, proceeding,
action, loss, penalty, damage, expense, cost and demand which may
arise in connection with clause (xxix) above.
(xxxi) At the Lessee's own cost to execute such works as may be necessary to
divert existing utility services such as pipes,cables and the like (if
any) to the requirements and satisfaction of the Lessor and other
relevant governmental and statutory authorities.
(xxxii) Subject to that clause in the Special Covenants and Conditions of
this Lease which stipulates the specific use the Lessor permits for
the demised premises, the Lessee shall use and shall ensure that at
least sixty per centum (60%) of the total floor area of the demised
premises shall be used for purely industrial activities, and may use
the remaining floor area for ancillary stores and offices, neutral
areas, communal facilities and such other uses as may be approved in
writing by the Lessor and the relevant governmental and statutory
authorities PROVIDED THAT the said ancillary offices shall not exceed
twenty-five per centum (25%) of the total floor area AND PROVIDED
FURTHER THAT the Lessee shall not use and occupy the demised premises
for the purpose of commercial office and storage unrelated to the
Lessee's approved industrial activity.
5
(xxxiii) If the Lessee shall at any time be found to have encroached upon
any area behind the boundaries of the demised premises, the Lessee
shall at his own cost and expenses, but without prejudice to any
other right or remedy the Lessor may have against him, immediately or
within the time specified (if any) by the Lessor rectify and remove
the encroachment to the satisfaction of the Lessor and pay to the
Lessor such compensation as may be specified by the Lessor. If,
however, the Lessor in his absolute discretion permits the Lessee to
regularise and retain the encroached area or any part thereof upon
such terms and conditions as may be stipulated by the Lessor and any
other relevant governmental and statutory authorities, the Lessee
shall pay land rent on the encroached area with retrospective effect
from the date of commencement of the term hereby created, and the
Lessee shall also pay all survey fees, amalgamation fees, legal fees
(including solicitor and client costs and expense), and all other
costs and charges relating thereto.
(xxxiv) If any damage of whatsoever nature or description shall at any time
occur or be caused to the demised premises or any part thereof, to
forthwith give to the Lessor written notice of the damage and to
remedy the damage to the satisfaction of the Lessor within such time
as the Lessor may specify, all at the cost of the Lessee.
(xxxv) Not to keep or permit to be used or stored in the demised premises or
any part thereof any materials of a dangerous or explosive nature
without the prior consent in writing of the Lessor and to keep the
Lessor indemnified against all damages claims and action caused by
the use of storage of such materials whether or not the same is done
with the consent of the Lessor.
2 The Lessor hereby covenants with the Lessee that the Lessee
paying the rent hereinbefore reserved and performing and observing the covenants
conditions and agreements on the part of the Lessee hereinbefore contained shall
peaceably hold and enjoy the demised premises during the term hereby granted
without any interruption of or by the Lessor or any person lawfully claiming
through under or in trust for him.
3 PROVIDED ALWAYS and it is hereby agreed between the parties as follows:-
(a) That no estate or interest in the soil of the road and footpath
adjacent to the demised premises is or shall be deemed to be included
in the demise hereinbefore contained.
(b) That the Lessee shall not be entitled to any right of access of light
or air to the demised premises or any part thereof, which would
restrict or interfere with the user of any adjoining or neighbouring
land for building or any other purpose.
6
(c) That if the said rent hereby reserved or any part thereof shall be
unpaid for fourteen days after becoming payable (whether the same
shall have been formally demanded or not) or if any of the covenants
or obligations on the part of the Lessee herein contained shall not be
performed or observed or if any charging order made in respect of the
demised premises shall be enforced by sale or by entry into possession
without the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall also not
apply in such event) by the Lessee or by the person in whose favour
the charging order shall have been made, then and in any such case it
shall be lawful for the Lessor or any person or persons authorised by
him in that behalf at any time thereafter to re-enter upon the demised
premises or any part thereof in the name of the whole and thereupon
the term hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in respect of
any breach of any of the covenants or conditions by the Lessor herein
contained PROVIDED THAT if the demised premises have been assigned by
way of mortgage the provisions of this clause shall not take effect
until the Lessor has served upon the mortgagee a notice in writing
that such breach has occurred and the mortgagee has failed to remedy
such breach.
4 In this Lease where the context so requires or permits, words importing the
singular number or the masculine gender include the plural number or the
feminine gender and words importing persons include corporation and vice versa,
the expression "the Lessor" shall include its successors-in-title and assigns,
the expression "the Lessee" shall include its successors-in-title and permitted
assigns (if any), where there are two or more persons included in the expression
"the Lessee" covenants expressed to be made by "the Lessee" shall be deemed to
be made by such persons jointly and severally, and except where otherwise
provided the expression "the demised premises" shall mean the land hereby
demised and all buildings, structures, fixtures and fittings therein.
7
BELOW THIS LINE FOR OFFICE USE ONLY
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Special Remarks Endorsing Instruction
First Schedule:
Second Schedule:
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EXAMINED REGISTERED ON
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Initials of
Signing
Officer
REGISTRAR OF TITLES
Date:
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VML 1 Ver 1
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THE LAND TITLES ACT
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(For official use only)
FIRST VARIATION OF MEMORANDUM OF LEASE
LESSOR
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Name: JURONG TOWN CORPORATION
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Address: a body corporate incorporated under
Jurong Town Corporation Act and having its
office at Xxxxxx Xxxx Xxxx, 000 Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxx 0000.
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AUTHORISED OFFICER OF LESSOR
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Name : XXXXXX XXX XXXX XXXX
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I, the abovementioned authorised officer of the Lessor, certify that in any
instrument of the Lessor's in which both the Memorandum of Lease filed in the
Land Titles Registry as No: I/30809F (hereinafter referred to as "ML I/30809F")
and this Variation of Memorandum of Lease have reference:
(a) the following Easement provisions set out in Schedule I herein shall be
inserted in addition to the clauses incorporated in ML I/30809F;
(b) the following sub-clause(s) as set out in Schedule II shall be in
substitution of the sub-clauses incorporated in clause 1 and clause 3
contained in ML I/30809F and more particularly set out in Schedule III; and
(c) the following sub-clauses as set out in Schedule IV shall be inserted
in addition to the sub-clauses in clause 1 contained in ML I/30809F.
SCHEDULE I - Easement
EASEMENT: RESERVING TO THE LESSOR, and all others to whom the Lessor has
granted or may grant, as appurtenant to each and every premises
adjoining and neighbouring the demised premises which are capable of
so enjoying, a free and uninterrupted RIGHT OF PASSAGE AND RUNNING of
water soil electricity power gas telephone communication and other
services from the adjoining and neighbouring premises thereon through
or by means of sewers drains pipes channels wires cables and ducts
upon over or under the demised premises and to make connections with
such sewers drains pipes channels wires cables and ducts or any of
them for the purpose of exercising the said right of passage and of
running the aforesaid services upon over or under the demised premises
herein AND all other easements, ancillary rights and obligations as
are or may be implied by the Land Titles Act (CAP 157).
SCHEDULE II - Replacement sub-clauses
1 (x) As often as any building or structure on the demised premises or
any part thereof shall be destroyed or damaged as aforesaid forthwith
to give to the Lessor written notice of such destruction or damage and
forthwith to cause all monies received by virtue of such insurance to
be laid out in rebuilding and reinstating the same to the satisfaction
of the Lessor and in accordance with the plans and specifications
approved by the Lessor and in accordance with the laws, bye-laws
regulations and planning schemes of every relevant governmental and
statutory authority prevailing at the time, and in case the monies so
received shall be insufficient for that purpose then to make up the
deficiency out of his own monies PROVIDED THAT the rebuilding and
reinstatement shall in any event commence and be completed within the
period specified by the Lessor.
(xxv) Subject always to clause 1(xi) herein, to give to the Lessor written
notice of every change of name within one month from the date of each
change.
2
3 (c) That if the said rent hereby reserved or any other sums due under
this Lease, or any part thereof shall be unpaid for fourteen days
after becoming payable (whether the same shall have been formally
demanded or not) or if any of the covenants or obligations on the part
of the Lessee herein contained shall not be performed or observed or
if any charging order writ of seizure and sale or its equivalent made
in respect of the demised premises shall be enforced by sale or by
entry into possession without the written consent of the Lessor having
first been obtained (Section 17 of the Conveyancing and Law of
Property Act shall also not apply in such event) by the Lessee or by
the person in whose favour the charging order writ of seizure and sale
or its equivalent shall have been made, then and in any such case it
shall be lawful for the Lessor or any person or persons authorised by
him in that behalf at any time thereafter to re-enter upon the demised
premises or any part thereof in the name of the whole and thereupon
the term hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in respect of
any breach of any of the covenants or conditions by the Lessee herein
contained PROVIDED THAT if the demised premises have been assigned by
way of mortgage the provisions of this clause shall not take effect
until the Lessor has served upon the mortgagee a notice in writing
that such breach has occurred and the mortgagee has failed to remedy
such breach.
SCHEDULE III - Previous sub-clauses
1 (x) As often as the demised premises or any part thereof shall be
destroyed or damaged as aforesaid forthwith to cause all monies
received by virtue of such insurance to be laid out in rebuilding and
reinstating the same in accordance with the plans and specifications
approved by the Lessor and in accordance with the existing laws,
bye-laws, regulations and planning schemes of every relevant
governmental and statutory authority prevailing at the time, and in
case the monies so received shall be insufficient for that purpose
then to make up the deficiency out of his own monies PROVIDED THAT the
rebuilding and reinstatement shall in any event commence and be
completed within the period specified by the Lessor.
3
(xxv) Not to effect a change of name except with the prior consent in
writing of the Lessor PROVIDED THAT on every change of name the Lessee
shall pay to the Lessor a fee to be specified by the Lessor in
relation to such consent.
3 (c) That if the said rent hereby reserved or any part thereof shall be
unpaid for fourteen days after becoming payable (whether the same
shall have been formally demanded or not) or if any of the covenants
or obligations on the part of the Lessee herein contained shall not be
performed or observed or if any charging order made in respect of the
demised premises shall be enforced by sale or by entry into possession
without the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall also not
apply in such event) by the Lessee or by the person in whose favour
the charging order shall have been made, then and in any such case it
shall be lawful for the Lessor or any person or persons authorised by
him in that behalf at any time thereafter to re-enter upon the demised
premises or any part thereof in the name of the whole and thereupon
the term hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in respect of
any breach of any of the covenants or conditions by the Lessee herein
contained PROVIDED THAT if the demised premises have been assigned by
way of mortgage the provisions of this clause shall not take effect
until the Lessor has served upon the mortgagee a notice in writing
that such breach has occurred and the mortgagee has failed to remedy
such breach.
SCHEDULE IV - Additional sub-clauses
1 (xxxvi) At the Lessee's own cost and expense and subject to the
Lessor's prior written approval, to execute such works as may be
deemed necessary by the Lessee in respect of the state and condition
of the demised premises (especially its ground levels, topography and
soil condition) which state and condition the Lessee shall be deemed
to have full knowledge.
4
(xxxvii) Not to keep or allow to be kept any livestock or other animals at
the demised premises or any part thereof.
(xxxviii) At the Lessee's own cost, to properly install and maintain exit
lightings and exit signs at stair-cases, exist passageways and exits
of the demised premises in accordance with all requirements of the
Building Control Division.
(xxxix) To forthwith install and at all times to properly maintain
sufficient emergency lighting in the production area of the demised
premises in accordance with all requirements of the Fire Services
bureau and to liaise directly with the Fire Services Bureau in
relation thereto, and in the event that any alteration or addition to
the demised premises shall thereby be necessary, then to obtain the
prior written consent of the Lessor and the relevant governmental and
statutory authorities in accordance with Clause 1(viii) of ML
I/30809F, all at the cost of the Lessee.
(xl) Without prejudice to the generality of Clauses 1(iii) and 1(vii) of ML
I/30809F, the rent and other taxable sums payable by the Lessee under
or in connection with this lease shall be exclusive of the goods and
services tax (hereinafter called "tax") chargeable by any government,
statutory or tax authority calculated by reference to the amount of
rent and any other taxable sums received or receivable by the Lessor
from the Lessee and which tax is payable by the Lessee. The Lessee
shall pay the tax and the Lessor acting as the collecting agent for
the government, statutory or tax authority shall collect the tax from
the Lessee together with the rent hereinbefore reserved without any
deduction and in advance without demand on the 1st day of each of the
months of January, April, July and October, and in the manner and
withinthe period prescribed in accordance with the applicable laws and
regulations.
DATE OF APPLICATION: 4th day of May 1995
5
EXECUTION BY THE AUTHORISED OFFICER:
-------------------------
XXXXXX XXX XXXX XXXX
Witness:
-------------------------
XXXXX XX XXX XXX nee AU
LODGED BY:
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Name: JURONG TOWN CORPORATION
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Address: a body corporate incorporated under Jurong Town
Corporation Act and having its office at
Xxxxxx Xxxx Xxxx, 000 Xxxxxx Xxxx Xxxx Xxxx,
Xxxxxxxxx 0000.
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6
OFFICE USE ONLY
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EXAMINED REGISTERED ON
Registrar of Titles
Date: Initial of
Signing Officer
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[MAP]
NOTE:
All grid references shown on this plan are based on Singapore Survey Department
origin. (N30000 E30000)
All distances are in metres.
Dimensions and area are subject to final survey.
Lessee is required to consult other relevant authorities for services laid by
them.
Lessee is required to obtain clearances from the relevant authorities on all the
planning and technical requirements.
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[JTC LOGO] Jurong Town Corporation
Technical Services Group
Survey Department
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AGREEMENT PLAN
A12787(e): Known as Lot 3696KP+.
Mukim No.13
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Approved
for/s/ TAN XXXX XXX 12/12/2000
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TAN XXXX XXX Date
DEPUTY DIRECTOR (SURVEY)
--------------------------------------------------------------------------------
Approved
/s/ Toh Keng Yew 12/12/2000
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Surveyor-in-charge Date
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NAME DATE SCALE 1:2000
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SURVEYED LU K.S. 11.9.2000 PLAN NO.
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DRAWN XXXXX 7.12.2000 S/LA 499-6
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CHECKED HUM W.W 7.12.2000
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