106-0000 XXXXX XXXXXX XXX
BURNABY, B.C.
(THE "BUILDING")
OFFER TO LEASE
BETWEEN
MARINE WAY ESTATES LTD.
(LANDLORD)
AND
PREMIUM CIGARS INTERNATIONAL
(TENANT)
Colliers Xxxxxxxx Xxxxxxx Inc.
Industrial Division
(Agent)
OFFER TO LEASE
106-0000 XXXXX XXXXXX XXX
BURNABY, B.C.
("Building")
TO: MARINE WAY ESTATES LTD. ("Landlord")
500-0000 Xxxxxxxx Xxxxxx
Xxxxxxxxx, X.X.
WE: PREMIUM CIGARS INTERNATIONAL ("Tenant")
c/o 000-0000 Xxxxx Xxxx
Xxxxxxx, X.X.
hereby offer to lease from the Landlord, upon the following terms and
conditions, approximately 3,064 square feet of warehouse and office space in the
Building located at 000-0000 Xxxxx Xxxxxx Xxx, Xxxxxxx, X.X.
Legal Description:
Lot 1, District Lot 161, Land District 37, Group 1,
Plan 79633
(hereinafter referred to
as the "Leased
Premises")
The area of the Lease Premises is shown outlined in black on the plan forming
Schedule "A" to the Offer to Lease.
1. TERM
The Term of the lease shall be three (3) years and zero (0) months
commencing the 14th day of July, 1997 subject to the terms of the
lease.
2. BASIC RENT
The Basic Rent shall be payable in advance on the 1st day of each and
every month during the Term in accordance with the following schedule:
LEASE YEAR PER SQUARE FOOT PER MONTH
PER ANNUM
1 $7.50 $1915.00
2 $7.50 $1915.00
3 $8.50 $2170.33
3. RENTAL ABATEMENT
The Landlord shall provide a monthly rental abatement of $255.33 per
month, (calculated as $1.00 per square foot per annum), for the first
year of the lease term.
4. NET LEASE
The Lease is to be a fully net lease with the Tenant responsible for
paying all property taxes and operating expenses, including but not
limited to utilities, building insurance, common area maintenance,
landscaping, general maintenance, structure maintenance (excluding
inherent structure defects), property management and Goods and Services
Tax on a monthly basis, in advance on the 1st day of each month in
addition to the Basic Rent.
The Tenant's proportionate share of the above-noted expenses is
estimated at $2.77 per square foot, per annum for 1997.
5. DEPOSIT
A cheque for $4371.30 (the "Deposit") payable to the Landlord's Agent,
Colliers Xxxxxxxx Xxxxxxx, Inc., in trust shall be tendered within 48
hours of mutual acceptance of this Offer to apply as a deposit and to
be applied in payment on the first months rent and one month security
deposit as per the Lease Document, with applicable Goods and Services
Tax and only to be returned if the Landlord conditions contained in
Clause 10 are not satisfied. In the event the Tenant defaults under the
terms hereof, the Landlord may terminate this agreement and retain the
Deposit on account of damages and not as a penalty without prejudice to
any other remedy.
6. LEASE
The Lease shall be in the form attached hereto incorporating only the
terms of this Offer (the "Lease") and shall be delivered by the
Landlord to the Tenant within five (5) days after acceptance of this
Offer. The Lease shall be executed and delivered by the Tenant to the
Landlord within five (5) days of receipt by the Tenant but in any event
before the date of commencement of the Term and prior to the Tenant
taking possession of, or making any improvements to the Leased
Premises.
7. USE
The Leased Premises shall be used only for the purpose of a
distribution facility and sales office for cigars and related goods.
8. TENANT IMPROVEMENTS
The Leased Premises are leased "as is" and any alterations shall be
subject to the Tenant obtaining the approval of the local Municipal
authority, the Landlord and the Landlord's mechanical electrical,
structural consultants and architects, at the Tenant's cost.
This shall include providing a copy of the proposed tenant improvements
and specifications to the Landlord for approval within three (3) days
of Acceptance; said approval shall not be unreasonably or arbitrarily
withheld, prior to commencement of any tenant improvements.
9. LEASEHOLD IMPROVEMENTS ALLOWANCE
The Landlord will pay to the Tenant, as a contribution towards the cost
of the Tenant Improvements, installed by or on behalf of the Tenant,
the lesser of the actual costs of such improvements or the sum of
$16,756.00 plus GST. Such contribution shall be payable to the approved
contractor in installments as agreed between Landlord and Tenant and
the approved contractor, on submission of the contractor's invoices
duly certified as correct by the Tenant that the specified work has
been carried out. The final ten (10%) percent payment shall be made
after the time limited for filing a lien has expired and following
receipt by the Landlord of a statutory declaration as to the
non-existence of any liens.
10. LANDLORD TO DETERMINE FINANCIAL STRENGTH OF TENANT
Acceptance of this Offer by the Landlord is conditional upon the Tenant
providing the Landlord with information regarding the financial status
of the Tenant as the Landlord may reasonably require for the purposes
of determining the financial strength of the Tenant. The Landlord shall
have three (3) days from the date of receipt of the aforesaid
information to determine whether or not the Tenant is of sufficient
financial strength. The condition referred to in this paragraph shall
have been satisfied when the Landlord has so notified the Tenant in
writing within the time limited above. If no such notification in
writing is given or the Landlord advises the Tenant that it is not
satisfied with the Tenant's financial strength this Offer shall become
null and void and the Deposit returned in full.
11. NO REPRESENTATION
There are no covenants, representations, agreements, warranties or
conditions in any way relating to the subject matter of this agreement
expressed or implied, collateral or otherwise, except as
expressly set forth herein.
12. TIME OF THE ESSENCE
Time is of the essence of the Agreement with respect to the covenants
of the Tenant.
13. TIME FOR ACCEPTANCE
This Offer shall be irrevocable and open for acceptance by the Landlord
until twelve o'clock noon on the 4th day of July, 1997 after which time
if not accepted this Offer shall become null and void
and the Deposit shall be returned in full.
Acceptance of this Offer may be communicated by facsimile transmission
of an accepted Offer or by delivery of such facsimile without limiting
other methods of communicating acceptance available
to the parties.
14. DEFINITIONS
Words defined in the Lease and used herein shall have the same meaning
ascribed to them by the Lease.
15. OFFER PROVISIONS
All terms of this Offer shall survive the completion of this
transaction and shall not merge. In the event of any conflict between
the terms of this Offer and the terms of the Lease, the terms of this
Offer shall prevail.
16. DISCLOSURE
The Landlord and Tenant acknowledge and agree that:
(i) in accordance with the Code of Ethics of the Canadian Real
Estate Association, Colliers Xxxxxxxx Xxxxxxx Inc. (the
"Agent") has disclosed that it is representing the Landlord
and the Tenant in the transaction described in this Agreement.
(ii) the Agent, in order to accommodate the transaction described
in this Agreement, was and is entitled to pass any relevant
information it receives from either party or from any other
source to either of the parties as the Agent sees fit, without
being in conflict of its duties to either party; and
(iii) the Landlord shall pay the commission and compensation due to
the Agent pursuant to the transaction described in this
Agreement.
The Landlord acknowledges and agrees that the Agent is entitled to pass
any relevant information it receives from the Landlord or from any
other source to the Tenant as the Agent sees fit, without
being in conflict of its duty to the Landlord.
DATED this 1st of July, 1997
PREMIUM CIGARS INTERNATIONAL
(Tenant)
Per: /s/ Xxxxxx X. Xxxxxxxxx CEO
-----------------------------------
Name
Per:
-----------------------------
Name
Witness:
-----------------------------
Name
ACCEPTANCE
Marine Way Estates Ltd, hereby accept the above offer this 24th day of June,
1997.
MARINE WAY ESTATES LTD.
(Landlord)
Per: /s/ [illegible]
-----------------------------
Name
Per:
-----------------------------
Name
