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Lease Part 2
SCHEDULE "A"
TO THE AFOREMENTIONED LEASE ENTERED INTO BY AND BETWEEN :
......................................................................................................................
as LESSOR
AND
......................................................................................................................
as LESSEE
1. DELAY IN COMMENCEMENT :
Notwithstanding said Commencement Date, if for any reasons whatsoever the
LESSOR
cannot deliver possession of the PREMISES to the LESSEE on said date, then the
LESSEE undertakes to accept such possession from such later date on which it
will
become available, and in such case the LESSEE shall have no claim for damages or
any
right of action whatsoever against the LESSOR nor be entitled to terminate this
lease
by reason of the fact that the LESSEE will be unable to obtain possession of the
PREMISES on the said date provided, however, in such an event, the LESSEE will
be
entitled to a proportional remission of rent for the period from the
commencement
date to the date upon which occupation of the PREMISES is tendered.
2. DEPOSIT PAYABLE BY LESSEE :
a. The LESSEE shall on the signing of this Lease pay the LESSOR an amount equal
to one (1) month's rental which will be retained by the LESSOR during the
currency of this Lease, as a deposit and guarantee for prompt payment by
the LESSEE of all amounts that are payable by the LESSEE for any cause
whatsoever in terms of this Lease.
b. The LESSEE shall not be entitled to set off against the deposit any rentals
or other amounts payable by the LESSEE to the LESSOR in terms of this Lease.
The LESSOR shall be entitled in its sole and absolute discretion at any time
during the period of this Lease or its renewal to apply the whole or part of the
deposit for :
(i) the payment of any amount for which the LESSEE may become indebted to the
LESSOR.
(ii) effecting any maintenance, replacements or repairs to the PREMISES for
which the LESSEE is liable in terms of this Lease.
3. COMPLIANCE WITH BY-LAWS BY LESSEE :
It is a condition of this Lease that the LESSEE shall be responsible for
requirements of the Local Authority or any other authority, in connection with
the LESSEE's business conducted or to be conducted on the PREMISES.
LICENCES :
(a). The LESSOR does not warrant or represent that the PREMISES are fit for the
purpose of the business to be conducted in terms of this Lease or any other
purpose.
...3/(b)
(b).There shall further be no obligations or responsibility on the LESSOR to
perform any work or to make any alterations to the PREMISES so that the PREMISES
comply with such provisions as may be required by any authority.
(c) The LESSEE shall be liable for obtaining all necessary permits, licences,
authorities or other consents in respect of the conduct of the LESSEE's business
in
the PREMISES.
4. UTILITIES :
The LESSEE shall be liable for and shall be obliged to pay for all
electricity and water
charges in respect of the PREMISES, including charges for electricity actually
consumed and other charges payable in terms of the Eskom's or the relevant Local
Authority's Electricity Tariffs and Bylaws as amended from time to time. If it
is applicable, the LESSEE shall also be liable for and shall pay all fees levied
by or payable to the Transitional Metropolitan Council or authorised
Metropolitan sub-structures for any sanitary refuse sewerage and vacuum tank
services and/or removals connected therewith and for all increases in respect of
these items from time to time. The LESSEE shall make arrangements directly with
them to charge the LESSEE in respect thereof.
Should the Local Authority not render accounts directly to the LESSEE, the
LESSEE shall pay to the LESSOR such charges as are due and payable to the Local
Authority immediately upon being called to do so and shall pay to the LESSOR
such electricity and water deposit as is required by the LESSOR, which the
LESSOR in its sole and absolute discretion may apply against the amounts owing
by the LESSEE in respect of electricity and water charges.
Where it is not possible to assess the specific cost of use by Tenants of any of
the
services stated above, allocation of charges to Tenants for such service shall
be
determined by the LESSOR on an estimate basis, having regard to the number of
Tenants sharing the use of such services and the nature of their business
activities, by
which estimate the LESSEE hereby acknowledges itself to be bound.
5. RATES :
The LESSOR shall be liable for Municipal rates levied on the PREMISES.
However, notwithstanding anything to the contrary contained herein, it is
specifically agreed that in the event of Municipal rates & taxes being
increased; any other levies whatsoever being increased; or any trade or domestic
effluent charges, sanitary fees, refuse removal fees or any other fees or
charges which the LESSOR has agreed to be held liable for payments to the
relevant authorities in respect of the PREMISES be increased at any time after
the ……………………………………………………………….
any such increase shall be borne and paid for by the LESSOR for the rent free
period and
thereafter shall be borne by the LESSEE, as additional rental to the rental
specified in
Clause C hereof.
.... / 7.
7. SUBLETTING
The LESSEE shall not be entitled to sublet the PREMISES or any part thereof, or
cede or assign this Lease or part with possession of the PREMISES, without the
consent in writing of the LESSOR first being obtained, which shall not be
unreasonably withheld. In the event of cession or assignment, the LESSOR's
consent shall, however,
always be subject to the LESSEE interposing himself as Surety and Co-Principal
Debtor
for the obligations of the cessionary or assignee. Upon receipt of written
application
by the LESSEE to sub-let the PREMISES, the LESSOR shall have the right, if he so
desires, to cancel this Agreement with the LESSEE and to enter into a Deed of
Lease
directly with such Third Party in respect of the PREMISES. In such an event, the
LESSEE shall be released of all obligations in terms of the Agreement. The
LESSEE
however, shall be liable for proper performance of all liablities and
obligations
conferred upon him in the Agreement until such date of cancellation.
8. LIMITATION
(a) The LESSEE will not do or suffer anything to be done upon the PREMISES
which will cause structural damage to the PREMISES, and shall ensure that the
PREMISES will not be overloaded by electrical current and that no machinery,
apparatus or other appliances shall be used or operated in or upon the PREMISES
which will in any manner damage, vibrate or shake the PREMISES or the building.
If the LESSEE should desire electrical current beyond that available at the
PREMISES at that time of execution of the Lease, the LESSEE shall pay the cost
of installing all equipment required for that purpose, whereby the LESSEE shall
first notify the LESSOR and receive its written approval before such equipment
shall be installed.
(b) The LESSEE shall not do or permit any act, matter or thing in the conduct
of its business or otherwise on the PREMISES which may be or become a nuisance,
or shall cause any annoyance or discomfort to the LESSOR or any
occupier of the portion of the property not included in this Lease.
(c) The LESSEE shall not make any alterations or additions to the PREMISES
without the written consent of the LESSOR first being obtained, which consent
shall not be unreasonably withheld, and unless otherwise agreed upon in writing,
any alterations or additions made shall be the property of the LESSOR and the
LESSEE shall not be entitled to any compensation thereto.
A list of alterations, additions or improvements which the LESSEE might
contemplate or propose during the currency of this Lease, shall be submitted in
writing to the LESSOR for the LESSOR's approval, which shall be pre-requisite to
the LESSEE making any such alterations, additions or improvements.
At the termination of this Lease, whether by effluxion of time or otherwise the
LESSOR shall, at its own option, be entitled to call upon the LESSEE to restore
the PREMISES to the same condition as they were before the alterations and
additions were effected, or to accept the PREMISES with such alterations or
additions, in which event the LESSOR shall not be obliged to compensate the
LESSEE in respect thereof.
.... / (d)
(d) The LESSEE shall not be entitled to affix any signs, written or otherwise,
anywhere on or about the PREMISES without the prior permission and approval of
the LESSOR or the LESSOR's architects first being obtained, and subject to such
conditions as may be imposed by either of them.
All signs shall, at the termination of this Lease, whether by effluxion of
time or otherwise, be removed by the LESSEE at its own expense, failing which,
the LESSOR shall be entitled to do so and recover the costs thereof from the
LESSEE.
(e) The LESSEE shall keep the PREMISES clean and in a tidy condition and free
from all rubbish or pools. Furthermore, the LESSEE shall not permit the
accumulation of any objectionable matter or rubbish, in or about the
PREMISES, the yard or any part of the LESSOR's property.
(f) The LESSEE shall not contravene or permit any contravention of any law,
regulation, ordinance, proclamation of any provincial, local, municipal or
other authority, but shall at all times conform to same.
9. USE OF ENTRANCES, PASSAGES, PARKING etc :
The LESSEE undertakes that :
(a) It will not cause or permit vehicles belonging to or used by it or its
directors, principals or employees to be parked in the customers parking areas
or driveways; and that
(b) No obstruction shall be placed or permitted to be placed by it or its
directors, principals or servants in the said driveways which may interfere with
their use; and that
(c) No vehicles driven by it or its principals, employees, directors,
licensees or invitees shall obstruct the free flow of traffic, the entrances or
exits of the driveways or the pedestrian entrances to the building or any
premises therein;
(d) The entrances to the building, or any part thereof, and the passages,
lifts and stairways shall not be obstructed by the LESSEE or any of its
employees and shall be used by them with due regard to the rights in respect
thereof enjoyed by other occupants of the premises.
.... / 10.
10. REPAIR AND MAINTENANCE
(a) Within 7 (seven) days of occupation of the PREMISES, the LESSEE shall give
to the LESSOR written notice of defects therein, if any, and in the event of the
LESSEE failing to do so, or in the event of the LESSEE having done so and such
defects having been rectified by the LESSOR, the LESSEE shall be deemed to have
acknowledged that the PREMISES and all installations, airconditioning, fittings
and appurtenances therein generally, including keys, locks, glass windows,
sewerage and sanitary installations, including sewerage pans and pipes, water
pipes, taps, geyser elements and basins and electrical fittings, are in a good
state of repair, and the LESSEE hereby promises and undertakes to care for and
maintain same during continuance of this Lease, or any renewal thereof, and at
the termination of this Lease, whether by effluxion of time or otherwise, to
return and redeliver the same to the LESSOR in like good order and condition,
fair wear and tear excepted. Throughout this Lease or any renewal thereof the
LESSEE shall immediately make good and repair, at his own expense, all damages
or breakages to same, and shall be responsible for all replacements to the
LESSOR's premises. Should the LESSEE fail to do so, the LESSOR shall be
entitled, but not obliged, to do so and to recover the cost thereof from the
LESSEE without prejudice to the LESSOR's rights under this Lease.
(b) The LESSEE shall prevent any obstruction or blockage to any sewerage or
water pipes or drains in or used in connection with the PREMISES, and shall
remove, at its own cost, any obstruction or blockage which may so occur which
emanates in or from the PREMISES.
11. DESTRUCTION OF PREMISES :
Should the building be destroyed or substantially damaged by fire or any other
cause, or should the PREMISES be so destroyed or damaged to an extent which
prevents the LESSEE from having beneficial occupation of the PREMISES, then
(i) The LESSEE shall have no claim of any nature whatsoever against the
LESSOR as a result thereof;
(ii) The LESSOR shall be entitled to determine whether or not this Lease
shall be cancelled and shall notify the LESSEE of its decision in writing;
Should the LESSOR not notify the LESSEE of that decision within 1 (one) month
after such destruction or damage, then it shall be deemed to have elected to
cancel this Lease.
Should the LESSOR elect, or be deemed to have elected to cancel this Lease then
the LESSEE shall have no claim of any nature whatsoever against the LESSOR as a
result of that cancellation of the Lease.
Should the LESSOR elect not to cancel this Lease then :
The LESSOR shall reinstate the PREMISES at its own cost as expediently as is
reasonably possible in the circumstances making any reasonable alterations in
the design and structure thereof as may be necessary or desirable:
The LESSEE shall not be liable for any rental for so long as it is deprived of
beneficial
occupation of the PREMISES:
…/ Should
Should the LESSEE take beneficial occupation from time to time of the
PREMISES,
then the LESSEE shall pay rental therefor on a pro-rata basis, as may be
determined by the LESSOR.
Should any part, but not the whole of the PREMISES be destroyed or damaged by
fire or any other cause then:
(i) This Lease shall not be cancelled.
(ii) The rental then payable by the LESSEE shall be reduced pro-rata having
regard to the extent which, and the period for which, it is deprived of
beneficial occupation of the PREMISES.
(iii) The LESSOR shall repair at its own cost damaged or destroyed portions
of the PREMISES as expediently as it is reasonably possible in the
circumstances.
(iv) The LESSEE shall not have claim of any nature whatsoever against the
LESSOR as a result of the said destruction or damage from whatsoever cause the
same arises.
Any dispute between the LESSOR and the LESSEE in regard to the amount of the
remission of rental and the date on which, or period for which the PREMISES are
available or unavailable for occupation by the LESSEE shall be decided by the
LESSOR's Auditors who shall consult with the LESSOR's architect thereon, but in
the event of the LESSEE indicating that the said LESSOR's Auditor's and
Architect's decision is not acceptable, then such a decision shall be submitted
for settlement by arbitration in terms of the Arbitration Act of 1965.
12. FIRE EXTINGUISHERS :
The LESSEE shall be obliged throughout the period of this Lease, or any
renewal
thereof, to install fire extinguishers, subject to the specifications of the
fire
department of the relevant local authority, and to maintain and recharge same at
his
own cost.
13 ENTRY AND INSPECTION :
The LESSOR or his duly authorised agent, caretaker or workmen shall be at
liberty at all reasonable times to enter into or upon the PREMISES for purpose
of inspection and repairs.
During the 3 (three) months before the expiration of this Lease, the LESSOR
shall
have the right to affix "TO LET" or "FOR SALE" notices to
the PREMISES and the
LESSEE shall permit prospective tenants to view the interior of the PREMISES at
all
reasonable times.
.... / 14.
14. INSURANCE :
(a) The LESSEE shall be responsible for all damages to the plate glass on the
PREMISES from whatsoever cause, and shall be obliged throughout the period of
this
Lease or any renewal thereof, to keep such plate glass insured with an insurance
company approved of or appointed by the LESSOR, and to pay all premiums in
respect
of such insurance promptly on due date to the said company, and to furnish the
LESSOR with proof thereof, whenever called upon by the LESSOR so to do.
(b) The LESSEE shall not at any time do or carry on or suffer to be done or
carried
on in the PREMISES any matter or thing whereby the insurance effected by the
LESSOR against damage by fire on the PREMISES may become void or voidable. The
LESSEE further binds himself not to use apparatus or to carry on any trade or
process nor to keep any combustibles or hazardous goods on the PREMISES which
would in any way vitiate the LESSOR's fire policy. Should the premium of the
LESSOR's present policy be increased by reason of the nature of the LESSEE's
business the LESSEE undertakes to pay the LESSOR the amount of such increase
upon
demand.
(c) The LESSEE shall be obliged at its cost to take out and keep in force during
this Lease period a Public Liability Insurance Policy for such amount as will
provide
indemnity in respect of all claims which may forseeably be made against the
LESSEE
arising out of its trading in the PREMISES.
(d) In the event of the insurance premiums, payable by the LESSOR in respect
of
the PREMISES, increasing as the result of the nature of the LESSEE's business,
the
LESSEE undertakes to pay, and shall be obliged to pay to the LESSOR as
additional
rental to the rental specified in Clause C hereof, such additional premiums. It
is
recorded that the LESSOR shall pay any increases during the rent free period and
thereafter shall be borne by the LESSEE, as additional rental to the rental
specified in
Clause C hereof.
15. FORCED ENTRY, THEFT OR BURGLARY :
The LESSEE shall be responsible for repairing at its own cost, all damages to
the
PREMISES caused by or arising from any actual or attempted forced entry, theft
or
burglary to the extent that the LESSOR's insurers, subject to the conditions
contained herein, do not repair such damage.
16. LESSOR'S LIABILITY :
(a) The LESSEE shall have no claim against the LESSOR in regard to any accident,
injury, loss or damage arising out of "vis major, casus fortuites" or
any other
cause wholly or partly outside the LESSOR's control or arising from any change
in the name of the building complex, shopping centre in which the PREMISES
are situated, or in the description or address of the PREMISES or building.
(b) The LESSEE shall further not have any claim of any nature whatsoever
against
the LESSOR for any accident, injury, loss or damage caused through any
negligence whatsoever on the part of the LESSOR its principals, directors,
employees or agents.
... / 16(c)
( c) The LESSEE may not withhold or delay payment of any amounts due to the
LESSOR in terms of this Lease by reasons of the PREMISES or the building
being in a defective condition or in a state of disrepair or any particular
repair
not being effected by the LESSOR.
The LESSOR shall similarly not be responsible for any damage done to the
LESSEE's
stock, books, papers, fixtures, fittings and any other assets on the PREMISES by
leakage or by rain, hail, wind, lightning, flood, explosion, fire, or by reason
of
strikes, riots, nuclear holocaust, enemies of the Republic or the act of any
person
or persons not being a servant of the LESSOR acting within the scope and
authority of their employment with the LESSOR
17. FAILURE OF SERVICES :
The LESSOR shall not be liable for the failure or breakdown of lifts,
escalators, hoists
or the electricity or water supply, or air-conditioning, or by reason of any
defect in
any equipment of the LESSOR servicing the PREMISES or building complex from any
cause whatsoever, and the LESSEE shall not have claim for damages, not be
entitled
to cancel this Lease or to receive any dimunition or abatement or remission of
rental
by reason of the fact that any of the services have failed or been interrupted
nor
shall the LESSOR be responsible for any delays occasioned by the breakdown of
any
escalators, lifts, hoists or other services mentioned.
18. DEFAULT :
Should the LESSEE abandon or vacate the PREMISES, such default or breach shall
give
the LESSOR, with or without terminating this Lease, the right to re-enter the
PREMISES or any part thereof either with or without process of law, remove and
put
out the LESSEE or any person or persons occupying the PREMISES and remove all
personal property, equipment, fixtures and fittings therefrom. Furthermore, the
LESSOR shall have the right to repossess and sell said fixtures, etc. without
notice to
or demand upon the LESSEE. The LESSEE hereby irrevocably constitutes the LESSOR
as his agent for effecting the sale of such and for effecting of the aforegoing
purposes.
19. FURNISHING OF RESOLUTION :
In the event of the LESSEE hereto being a Company, the LESSEE shall, prior to
commencement date, furnish the LESSOR with a duly certified copy of a Resolution
confirming that the party signing this Agreement on behalf of the said Company
is duly
authorised to do so.
20. DISHONOURING OF CHEQUES :
No indulgence, waiver or concession to the LESSEE in regard to the payment of
rental
or otherwise, shall be regarded as binding on the LESSOR, nor preclude the
LESSOR
from relying on the full rights and recourse available in terms hereof, it being
specifically agreed that the payment of rental by way of cheque is an indulgence
to
the LESSEE, and n the event of such cheque being dishonoured for any reason
whatsoever, the LESSEE, shall be obliged to effect payment of any amount due in
cash,
and the LESSEE shall thereafter be obliged to likewise effect all further
payments of
any amounts due in terms hereof in cash and the LESSOR shall be entitled, in
addition, to recover from the LESSEE, over and above the costs and
.... / other
other charges due in terms hereof the administration costs involved in
re-depositing or
clearing such cheques, in an agreed amount of R100.00 per cheque, per deposit
or clearance.
21. ARREAR RENTAL :
Without prejudice to and in addition to the rights and remedies of the LESSOR,
the
LESSEE shall pay the LESSOR interest on any monies due but unpaid by the LESSEE
in
terms of this Lease, such interest to be calculated at the rate of 2% (Two per
centum)
per annum higher than the prime rate of interest charged from time to time by
the
LESSOR's bankers on overdraft facilities, provided that the interest shall not
be less
than 10% (Ten per centum) per annum. Such interest shall be compounded monthly
from
the due date for payment of the monies in respect of which interest is
chargeable until
the payment of such monies in full.
22 BREACH OF CONTRACT
(1) Should the LESSEE :
(a) Fail to pay any amount due by it in terms of this Lease on due
date or
(b) Commit any other breach of any condition of this Lease,
whether such breach goes to the root of this contract or not,
and fail to remedy that breach within a period of 7 (seven) days
after the giving of written notice to that effect to it by the
LESSOR (provided that should that breach be one which is not
reasonably capable of being remedied within the said period
of 7 (seven) days, then the LESSEE shall be allowed such
period as is reasonably required therefor), or
(c) Breach any of the conditions of the Lease (whether the same
condition or not) within a period of 12 (twelve) months after
the earlier breach aforesaid, or
(d) commit any act of insolvency,
then and in any such events the LESSOR shall, without prejudice to its rights
to damages or its rights to eject the LESSEE from the PREMISES or to any
other claim of any nature whatever that the LESSOR may have against the
LESSEE as a result thereof -
(i) be entitled to cancel this Lease, or
(ii) in the case of sub-clause (b) hereof be entitled to remedy such breach
and immediately recover the total cost incurred by the LESSOR in so doing from
the LESSEE.
(2) While the LESSEE remains in occupation of the PREMISES and irrespective
of any dispute between the parties, including but not being restricted to a
dispute as to the LESSOR's right to cancel this Lease, then -
... / 2(i)
(i) The LESSEE shall continue to pay all amounts due to the LESSOR in terms of
this Lease on the due dates of same.
(ii) The LESSOR shall be entitled to recover and accept those payments.
(iii) the acceptance by the LESSOR of those payments shall be without
prejudice to and shall not in any manner whatsoever affect the LESSOR's claim to
cancellation of this Lease or for damages of any other nature whatsoever. Should
the
dispute between the LESSOR and the LESSEE be determined in favour of the LESSOR,
then the payments made to the LESSOR in terms of this sub-clause shall be
regarded
as amounts paid by the LESSEE on account of the loss and/or damages sustained by
the LESSOR as a result of the holding over by the LESSEE of the PREMISES.
(3) On the event of the LESSOR instructing its attorney to take measures for
the enforcement of any of the LESSOR's rights under this Lease, the LESSEE shall
pay to the LESSOR such collection charges and other legal costs, on an attorney
and client basis, as shall be lawfully charged by such attorneys to the LESSOR.
23. LESSOR'S LATITUDE, INDULGENCE OF TIME AND EXCLUSION OF ESTOPPEL :
(a) No relaxation or indulgence which the LESSOR may show to the LESSEE, nor
any
failure or neglect upon the part of the LESSOR in enforcing compliance with any
of the terms and conditions of this Lease or any observance of any of the terms
and conditions hereof, shall in any way prejudice the LESSOR's right hereunder,
or
be tantamount to a waiver thereof, and in particular, no acceptance by the
LESSOR
of rent after due date (whether on one or more occasions) shall preclude or stop
the
LESSOR from exercising any rights enjoyed by reason of any subsequent payment
not being made strictly by the due date.
(b) Further receipt by the LESSOR or its agents of rental or any other
payments
shall in no way whatsoever prejudice or operate as a waiver, rescission or
abandonment of any cancellation or right of cancellation effected or acquired
prior
to such receipt.
(c) Should the LESSEE fail to comply with any of its obligations hereunder,
the
LESSOR may carry out such obligations on behalf of the LESSEE, and recover the
costs thereof from the LESSEE without prejudice to any of the LESSOR's other
rights hereunder.
24. RECEIVER OF REVENUE :
In the event of any refund becoming payable to the LESSEE by the Receiver of
Revenue or any other authority or person by virtue of the cancellation or
termination
of the Lease, or for any other reason the LESSEE irrevocably constitutes the
LESSOR as its agents to apply for the recovery of any such amount/s and hereby
authorises it to apply any amount/s so recovered towards the reduction of any
amounts claimed by the LESSOR from the LESSEE.
.... / 25.
25. COMMON USE :
The LESSOR and the LESSEE record and agree that all the terms and conditions
of the
Lease relating to the PREMISES shall relate mutatis mutandis to all portions of
the
property of which the LESSEE has the common use together with other tenants.
26. VARIATION :
No variation of this Agreement shall be of any force or effect unless reduced to
writing and signed by the LESSOR and the LESSEE or their agents.
THUS DONE AND SIGNED AT ON THE DAY OF
__________________ ___________________________ AS WITNESS Duly authorised
thereto for the LESSEE
THUS DONE AND SIGNED AT ON THE DAY OF
__________________ ____________________________
AS WITNESS Duly authorised thereto for the LESSOR
THUS DONE AND SIGNED BY THE AGENTS AT
THIS THE DAY OF
In acceptance of the benefits of the contract (stipulatio alteri)
____________________ __________________________ AS WITNESS for
