EXHIBIT 10.3
THIS LEASE MADE IN DUPLICATE THE 10TH DAY OF FEBRUARY 2004
BETWEEN:
REGION OF QUEENS MUNICIPALITY, A BODY CORPORATE INCORPORATED
UNDER THE LAWS OF THE PROVINCE OF NOVA SCOTIA, THE MUNICIPAL
GOVERNMENT ACT WITH HEAD OFFICE IN LIVERPOOL, QUEENS COUNTY,
NOVA SCOTIA (HEREINAFTER CALLED "LANDLORD")
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LTBG TELESERVICES ULC, AN INCORPORATED COMPANY UNDER THE LAWS
OF THE PROVINCE OF NOVA SCOTIA WITH HEAD OFFICES IN
BURLINGTON, MA, U.S.A. (HEREINAFTER CALLED "TENANT")
- AND -
LIGHTBRIDGE, INC., AN INCORPORATED COMPANY WITH HEAD OFFICES
IN BURLINGTON, MA, U.S.A. (HEREINAFTER CALLED "GUARANTOR")
1. PREMISES
(A) In consideration of the rents reserved and the covenants and
agreements herein on the part of the Tenant, the Landlord leases to the
Tenant the lands and premises situate at 54 Harley Umphrey Drive in
Liverpool, County of Queens and Province of Nova Scotia, more
particularly described in Schedule "A" attached to this Lease (the
"Premises"), which include the building constructed on the land and the
parking areas surrounding that building. The lands included hereunder
contain approximately 5.5 acres and are more fully described in
Schedule "A" attached hereto.
(B) The premises include a single story building containing 32,144
square feet of useable area as confirmed by the Architect's Certificate
using BOMA standards, which is attached hereto as Schedule "B".
(C) The Tenant having had full and ample opportunity to inspect the
premises agrees to accept the same as it currently exists, with no
further alterations or modifications being required to be completed by
the Landlord prior to or during the term of the lease except as may be
specifically provided for herein.
2. TERM
(A) Unless otherwise terminated in accordance with the provisions
hereof, the term of this lease shall be for a period of five years
commencing on May 1, 2004 and ending on April 30, 2009.
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3. RIGHT TO RENEW
Provided it is not in material default of the terms and conditions
under this Lease, and provided it gives written notice to the Landlord
at least nine (9) months prior to the expiry of the then current term,
the Tenant shall have the right to renew this Lease for successive
terms of three (3) years each on the same terms and conditions as are
applicable to the primary term with the exception of the rent to be
paid during any renewal period, which amount is to be negotiated and
mutually agreed upon by the parties at least six (6) months prior to
the commencement of any renewal period, failing which the issue of the
new rent to be paid may be submitted to binding arbitration in
accordance with the provisions of the Nova Scotia Arbitration Act.
4. RENT
(A) The Tenant shall pay as rent hereunder for the months of May, June,
July, August, and September, 2004 the annualized sum of Six Dollars and
Sixty Cents ($6.60) per square foot of useable area and for the month
of October, 2004 and each month thereafter during the term of the lease
an annualized sum of Twelve Dollars ($12.00) per square foot of usable
area payable in equal, monthly installments in advance on the first day
of each month to the Landlord at Liverpool, Nova Scotia. The first
rental payment is to be made on May 1, 2004.
(B) Subject to such adjustments as may be required to recognize the
payment to be made under subparagraph 4(D) hereof, the Tenant agrees to
provide to the Landlord post-dated cheques to cover the first twelve
(12) monthly rental payments due hereunder. Thereafter until the end of
the term and during any renewal periods, arrangements shall be made
between the Tenant and the Landlord for the rent payments to be made by
pre-authorized bank transfers from the bank account of the Tenant to
the bank account of the Landlord.
(C) The Tenant agrees that any rental payment due hereunder which
remains unpaid for more than ten (10) days beyond its due date, shall
thereafter bear interest at the rate of 2% per month until full payment
is made.
(D) The Tenant agrees to pay to the Landlord upon the execution of this
lease, a lump sum payment of Seventy Five Thousand Dollars
($75,000.00), which amount will subsequently be applied by the Landlord
to installments of rent as they fall due hereunder.
(E) All amounts to be paid hereunder shall be paid in Canadian funds
and all amounts referred to herein are exclusive of any applicable
Harmonized Sales Tax which tax shall be in addition thereto.
5. TENANT'S RIGHT OF EARLY TERMINATION
Notwithstanding paragraph 2 hereof, the Tenant shall have a one-time
option to terminate this lease after the expiry of thirty six (36) full
months from the commencement date of the
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term by giving at least three (3) months written notice of its
intention to do so.
6. TENANT'S IMPROVEMENTS
(A) The Tenant shall be provided exclusive possession of the premises
for the installation of its leasehold improvements and fixtures and for
such other uses as may be reasonably required, ninety (90) days prior
to the commencement of the term. This 90 day period shall be known as
the "Early Occupancy Period". No rents shall be due or payable by the
Tenant within the Early Occupancy period, however, the Tenant shall be
responsible for the hook-up and payment of all utilities used by the
Tenant. A copy of the Tenant's Insurance Coverage shall be submitted to
and be reasonably acceptable to the Landlord prior to the Early
Occupancy Period.
(B) The Tenant is to outfit the building as necessary to meet its
requirements at its sole cost. Specifics of the work to be done to
complete the outfitting of the building are subject to the prior
written approval of the Landlord, which approval will not be
unreasonably withheld or delayed.
(C) It is also agreed and understood that as part of the outfitting of
the building, the Tenant, may at its option, install and supply the
following trade fixtures of Tenant under this Lease at its sole
expense:
Hook-up of systems furniture (including electrical hook-up)
Voice and data cabling
Systems for Telecom Room
Battery Monitor with Installation
UPS Unit and Maintenance Bypass Installation
Furniture and appliances
Security system and cameras
Signage
Any communications dishes or apparatus
Such other equipment, furniture and fixtures that are
necessary for the Tenant's purposes
7. TENANT'S COVENANTS
The Tenant covenants with the Landlord as follows:
(A) Rent - to pay the rent as specified herein;
(B) Electric charges - to pay the cost of electric current supplied to
the Premises and the cost of electric light bulbs, tubes, starters, and
ballast;
(C) Business Occupancy Tax - to pay all business occupancy taxes levied
in respect of the Tenant's occupancy of the Premises or in respect of
the personal property of the Tenant located on the Premises, as and
when they become due;
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(D) Cleaning and waste removal - to arrange and pay for reasonable
custodian and janitorial services and solid waste disposal (excepting
that portion of such services normally provided by the Landlord to the
commercial sector);
(E) HVAC - to pay for all heating, ventilation and air-conditioning,
including the HVAC maintenance contract, provided such contract is
agreed to by the Tenant (but excluding major repairs to the HVAC, with
a major repair being defined as any single instance of repair where the
cost exceeds $2,000.00);
(F) Utilities and services - to pay for all utilities and services
consumed by Tenant in respect of the Premises with the exception of
sewer user fees;
(G) Repair - to maintain and repair the leased premises, reasonable
wear and tear and damage by fire, lightning and tempest only excepted,
and to leave the Premises in good repair. The Landlord shall be
permitted to enter and view the state of repair of the premises on a
periodic basis. It is agreed that the Tenant shall not be responsible
for major repairs or repairs or replacement which are of a structural
nature. The Tenant shall however be responsible for all maintenance
contracts and repairs to the emergency generator and all sprinklers and
fire suppressant devices;
(H) Assigning or subletting - The Tenant shall have the right to sublet
or assign the Premises in whole or in part at any time during the Term
or renewal thereof only with the Landlord's prior written consent,
which consent is not to be unreasonably or arbitrarily withheld or
delayed. Any such subletting or assignment approved by the Landlord, in
whole or in part, shall not however release the Tenant from any of its
obligations under this Lease;
(I) Tenant's Insurance - Throughout the Term, including any renewals
thereof, the Tenant shall at its expense, take and keep in force the
following insurance:
(i) Fire and standard extended perils or "all risks"
coverage on Tenant's property;
(ii) Five million dollars ($5,000,000) inclusive limits
per occurrence in the form of general commercial
liability insurance;
(iii) Such other forms of insurance as may be standard for
such premises and as reasonably required by the
Landlord; and
(iv) Copies of all insurance policies as referred to
herein shall be provided to the Landlord upon
request.
(v) At the request of the Landlord, the Tenant will
obtain a waiver of the insurer's right of subrogation
as against the Landlord under such insurance,
provided such waiver is obtainable by the Tenant from
its insurers.
(J) Use of Premises - The Tenant hereby agrees (i) not to use the
Premises except in a
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lawful manner so as, at all times, to be in compliance with all by-laws
and regulations which are now or hereafter will be set forth by the
Region of Queens Municipality, Province of Nova Scotia or the
Government of Canada, as they are applicable to the Premises, (ii) not
to do, omit or permit to be done or omitted upon the Premises anything
which causes the Landlord's rate of insurance upon the Building to be
increased; (iii) if the rate of insurance upon the Building is
increased by the use made of the Premises or by anything done, omitted
or permitted to be done or omitted by the Tenant or by anyone permitted
by the Tenant to be upon the Premises, the Tenant shall pay forthwith
to the Landlord the amount of the increase; (iv) if any insurance
policy upon the Building is cancelled by the insurer because of the use
or occupation of the Premises or any part thereof by the Tenant or by
any assignee or subtenant of the Tenant or by anyone permitted by the
Tenant to be upon the Premises, and if Tenant is not able to secure
such insurance within a reasonable time after notice from Landlord, the
Landlord may at its option terminate this Lease forthwith by leaving
upon the Premises notices in writing of its intention to terminate and
thereupon rent and any other payments for which the Tenant is liable
under this lease shall be apportioned and paid in full to the date of
termination and the Tenant shall immediately deliver up possession of
the Premises to the Landlord and the Landlord may re-enter and
repossess them;
(K) Observance of law - in its use and occupation of the Premises, the
Tenant agrees not to violate any law or ordinance or any order, rule,
regulation or requirement of any federal, provincial, or municipal
government or any department, commission, board or officer thereof;
(L) Nuisance and Waste - The Tenant agrees not to do or suffer any
waste or damage, disfiguration or injury to the Premises or the
fixtures and equipment therein or permit or suffer any overloading of
the floors thereof; and not to use or permit the use of any part of the
Premises for any dangerous, noxious, or offensive trade or business and
not to cause or maintain any nuisance in, at or on the Premises;
(M) Entry by Landlord - The Tenant agrees to permit the Landlord and/or
its agents or employees to enter upon the Premises upon reasonable
notice and at reasonable times for the purpose of inspecting and/or
making repairs, alterations, or improvements to the Premises and the
Tenant is not entitled to compensation for any inconvenience, nuisance
or discomfort occasioned thereby;
(N) Indemnity - The Tenant agrees to indemnify and save harmless the
Landlord against any and all claims of whatsoever kind and nature by
any person, firm, or corporation arising from the Tenant's use or
occupancy of the premises or through any act of negligence of the
Tenant or any assignee, subtenant, agent, contractor, servant, employee
or licensee of the Tenant, with such indemnity to extend to all
reasonable costs, counsel fees, expenses and liabilities incurred by
the Landlord with respect to any action or proceeding brought against
the Landlord, provided that:
(i) The Landlord has promptly notified the Tenant of any
such claim after first becoming aware or having
notice thereof;
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(ii) The Landlord has provided the Tenant with the option
to participate in the defense of such claim at the
Tenant's expense; and
(iii) The claim does not relate to any peril or hazard
against which the Landlord is or ought to have been
insured under the terms of this Lease.
(O) Exhibiting Premises - if the Tenant does not exercise its right of
renewal hereunder, the Tenant then agrees to permit the Landlord or its
agents to exhibit the Premises to prospective tenants upon reasonable
notice during normal business hours for the last nine (9) months of the
then current term;
(P) Alterations and installations - The Tenant shall have the right to
make further alterations and installations to the Premises at its sole
cost and expense, provided the Tenant has received the prior written
consent of the Landlord, which consent shall not be unreasonably
withheld or delayed. The Tenant shall not be responsible for removal of
any approved alterations or installations at the end of the Term or any
earlier termination of the Lease, and is responsible for surrendering
the Premises in a clean, good and tenantable condition save for normal
wear and tear;
(Q) Signs - The Tenant, at the Tenant's expense shall have the right to
install Landlord approved exterior signage on the Building and within
the Premises. Such Landlord approval shall not be unreasonably withheld
or delayed. The Tenant shall insure, erect and maintain such signage at
its sole expense, and shall obtain all necessary municipal and other
permits and approvals as may be required with respect to the same;
(R) The Tenant further specifically agrees to use the premises
primarily for call center services, training and general office
purposes and other such ancillary uses;
(S) The Tenant shall be permitted to install and maintain at its sole
cost, a satellite dish on the roof of the building under lease provided
however that the Tenant shall ensure that in exercising its right
hereunder that it will take no action which would adversely impact on
the warranty given to the Landlord by the roofing contractor who
installed the roofing materials on the roof of the building.
8. LANDLORD'S COVENANTS
The Landlord covenants with the Tenant:
(A) Quiet enjoyment - for quiet enjoyment of the Premises, without any
undue interruption or disturbance from the Landlord, or any other
person(s) lawfully claiming by, from or under the Landlord, and the
Landlord represents and warrants that it has good and marketable title
to the Premises free and clear of all encumbrances and has the
requisite power and authority to enter into this Lease;
(B) Taxes - To pay the real property taxes levied against the Premises
or the Landlord on account thereof;
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(C) Maintenance - To pay the cost of snow plowing and/or removal of
snow from parking areas, driveways, walkways and entrances such that
the Tenant shall enjoy reasonable access to the premises at all
reasonable times during the year and to pay also the cost of yard and
lawn maintenance to keep the grasses and shrubbery in reasonably good
order;
(D) To provide sewer services to the leased premises at no cost to the
Tenant;
(E) Landlord's insurance - The Landlord shall take out and keep in
force throughout the Term, including any renewal period thereof, upon
such terms and conditions and in such amounts as would be maintained by
a prudent owner of a property similar to the Building in question, the
following insurance:
(i) Public liability and property damage liability
insurance with respect to the Building;
(ii) Fire and standard extended perils or "all risks"
coverage and boiler and machinery insurance on all
real and personal property owned by the Landlord or
for which the Landlord is legally responsible located
upon the Premises; and
(iii) Such other forms of insurance as the Landlord may
from time to time consider advisable.
At the request of the Tenant, the Landlord shall obtain a waiver of
subrogation in favour of the Tenant with respect to its casualty
insurance provided such waiver is obtainable from the Landlord's
insurers.
(F) Landlord covenants, warrants and represents that to the best of its
knowledge, after thorough investigation, the Premises and the Building
(including the land thereunder) do not, and will not contain any
environmental contaminants.
(G) The Landlord agrees to indemnify and hold the Tenant harmless from
any and all damages, losses, expenses (including reasonable attorney's
fees), claims or actions related to or arising out of any discovery of
environmental contamination at the Premises or the Building (including
the land thereunder) or from any breach of Landlord's obligations under
this Lease.
(H) To provide the Tenant, its employees and invitees access to the
Premises twenty-four hours a day, seven days a week.
(I) To provide and pay for all repairs or replacements to the building
that are of a structural nature.
(J) To pay for all major HVAC repairs as defined under paragraph 7(E)
hereof.
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9. PROVISOS
Provided always that it is agreed as follows between the Landlord and
the Tenant:
(A) Fixtures - All installations, alterations, additions, partitions
and fixtures except trade or Tenant's fixtures upon the Premises,
whether placed there by the Tenant or the Landlord, are the Landlord's
property without compensation therefore to the Tenant and shall not be
removed from the Premises at any time, either during or after the Term.
(B) Damage to premises - If during the term, the Premises are damaged
by fire, lightning or tempest, then and in every such event if the
damage or destruction is such that the Building is rendered wholly
unfit for occupancy, or it is impossible or unsafe to use and occupy
it, and if in either event the damage, in the opinion of a reputable
firm of architects selected by the Landlord the damage:
(i) Cannot be repaired with reasonable diligence within
one hundred and twenty (120) days from the happening
of the damage, either party may within five (5) days
next succeeding the giving of the architect's opinion
terminate this Lease by giving to the other party
notice in writing, in which event this Lease shall
cease as of the date of the damage and the rent and
all other payments for which the Tenant is liable
under this Lease shall be apportioned and paid in
full to the date of damage. If neither the Landlord
nor the Tenant terminates this Lease, then the
Landlord shall repair the Premises with all
reasonable speed and the rent shall abate from the
date of the happening of the damage until the damage
shall be made good and the Tenant can again use and
occupy the Premises; or
(ii) Can be repaired with reasonable diligence within one
hundred and twenty (120) days from the happening of
the damage, then the rent shall abate from the date
of the happening of the damage until the damage shall
be made good and the Tenant can again use the
Premises and the Landlord shall repair the damage
with all reasonable speed; or
(iii) Is such that the Premises are capable of being
partially used for the purposes for which they are
leased, then until the damage has been repaired the
rent shall be reduced by the fraction that the area
of that part of the Building which is rendered unfit
for occupancy is to the area of the Building, and the
Landlord shall repair the damage with all reasonable
speed.
(C) Damage to property - The Landlord is not liable nor responsible in
any way for any loss or damage or injury to any property belonging to
the Tenant or to its employees or to any other person while the
property is on the Premises or in the Building unless the loss, damage,
or injury is caused by the negligence, act, fault, or default of the
Landlord or of its employees, servants, agents.
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(D) Default of Tenant - If the rent is not paid within ten (10) days
after when due, whether lawfully demanded or not, or in the case of
breach or non-observance or non-performance of any of the covenants or
agreements herein contained or referred to on the part of the Tenant to
be observed and performed, which are not cured within thirty (30) days
after notice by Landlord to Tenant, or in the case the Term is taken in
execution or attachment for any cause, then the Landlord is entitled to
enter upon the Premises or any part thereof in the name of the whole
and to repossess and enjoy the Premises as of their former estate.
(E) Bankruptcy of Tenant - In case the Term or any of the goods and
chattels of the Tenant are seized in execution or attachment by a
creditor of the Tenant or if the Tenant makes any assignment for the
benefit of creditors or becomes bankrupt or insolvent or takes the
benefit of any act now or hereafter in force for bankrupt or insolvent
debtors and an order is made for the winding-up of the Tenant, then
this Lease shall at the option of the Landlord cease and the Term shall
immediately be forfeited and the current month's rent and the next
ensuing three months' rent shall immediately become due and payable and
the Landlord may re-enter and take possession of the Premises as though
the Tenant or other occupant of the Premises was holding over after the
expiration of the Term.
(F) Distress - The Tenant waives the benefit of any present or future
statute taking away or limiting the Landlord's right of distress, and
agrees that none of the goods and chattels of the Tenant on the
Premises at any time during the Term is exempt from levy by distress
for rent in arrears.
(G) Right of Re-Entry - On the Landlord's becoming entitled to re-enter
the Premises under any of the provisions of this Lease, the Landlord in
addition to all other rights, may do so as the agent of the Tenant,
using force if necessary, without being liable for prosecution
therefore, and may re-let the Premises as agent of the Tenant, and
receive the rent therefore, and as agent of the Tenant may take
possession of furniture or other property on the Premises and sell it
at public or private sale without notice or apply the proceeds of sale
and rent derived from re-letting the Premises upon account of the rent
due under this lease, and the Tenant is liable to the Landlord for any
deficiency.
(H) Right of Termination - On the Landlord's becoming entitled to
re-enter the Premises under any of the provisions of this Lease, the
Landlord, in addition to all other rights, has the right to determine
this Lease forthwith by leaving upon the Premises notice in writing of
its intention, and thereupon rent and any other payments for which the
Tenant is liable under this Lease shall be computed, apportioned and
paid in full to the date of such determination, and the Tenant shall
immediately deliver up possession of the Premises to the Landlord, and
the Landlord may re-enter and repossess the Premises.
(I) Non-waiver - Any condoning, excusing or overlooking by the Landlord
of any default, breach or non-observance by the Tenant of any covenant,
proviso or condition herein contained does not operate as a waiver of
the Landlord's rights hereunder in
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respect of subsequent defaults, breaches or non-observances and does
not defeat or affect in any way the rights of the Landlord herein in
respect of any subsequent defaults or breaches.
(J) Overholding - If the Tenant continues to occupy the Premises after
the expiration of this Lease with or without the consent of the
Landlord, and without any further written agreement, the Tenant shall
be a monthly tenant on the terms and conditions herein set out except
as to length of tenancy and as to the amount of rent to be paid which
rent would under such circumstances be the subject of a reasonable
increase to be immediately imposed by the Landlord.
(K) Subject to the Tenant's right of early termination as provided for
in paragraph 5 hereof, the Tenant shall not be in default for vacating
the Premises prior to the expiration of the Term so long as the Tenant:
(i) provides ninety (90) days advance written notice to
the Landlord of its vacating of the premises; and
(ii) is not in default under any of the provisions of the
lease; and
(iii) continues to pay the rent through to the expiration
of the term; and
(iv) continues to maintain the alarm systems within the
building; and
(v) continues to heat the building so as to adequately
protect the structural and functional integrity of
the premises; and
(vi) continues to carry out to the end of the Term such
periodic checks as may be required under the
Landlord's insurance policies.
(L) The Tenant shall not be permitted to assign its rights or
obligations under this lease without the prior written approval of the
Landlord;
(M) Notice - Any notice required by this Lease is deemed sufficiently
given if contained in writing and addressed -
In the case of notice to the Landlord:
Chief Administrative Officer
Region of Queens Municipality
249 White Point Road
PO Box 1264
Liverpool, NS B0T 1K0
Fax No. (902)354-7473
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In the case of notice to the Tenant:
President & Chief Executive Officer
Lightbridge, Inc.
67 South Bedford Street
Burlington, MA
U.S.A.
018013
Fax No. 781-359-4171
Notice shall be effective when personally delivered or sent by fax on
that business day. A notice sent by prepaid post shall be deemed to be
effective on the third business day after its mailing.
The parties agree to notify each other immediately of any change of
address from that set forth above.
10. FURTHER ASSURANCES
The Parties covenant and agree with each other to execute such further
documents as may be reasonably requested by the other to give effect
to, or notice of, the provisions contained herein, including but not
limited to a short form Notice of Lease for registration purposes.
11. AMENDMENTS
Any amendments to this Lease shall be in writing and signed by both
parties.
12. HEADINGS
The headings in this Lease have been inserted as a matter of
convenience and for reference only and in no way define, limit or
enlarge the scope or meaning of this lease nor of any provisions
hereof.
13. TIME OF ESSENCE
Time shall be of the essence in all respects in relation to the
interpretation and enforcement of the terms of this lease.
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14. SOLE AGREEMENT
There are no covenants, agreements, conditions or material
representations relating to the subject matter of this Lease, which
will subsist between the parties upon its acceptance, except as
expressly set forth herein.
15. EFFECT OF LEASE
This Lease and everything herein contained shall extend to and bind and
may be taken advantage of by the successors and permitted assigns, of
each of the parties hereto. Should either party request the other's
consent to an assignment of this Lease, such consent shall not be
unreasonably withheld.
16. TENANT'S AND GUARANTOR'S CONDITIONS PRECEDENT
The obligation of the Tenant and Guarantor to be bound by the terms of
this Lease is subject to the Tenant receiving confirmation of an
incentive package from the Government of Nova Scotia to provide
financial incentives to the Tenant, in an amount acceptable to the
Tenant to be determined on or before February 20, 2004.
17. GUARANTOR CLAUSE
The Guarantor, hereby covenants and agrees with the Landlord that the
Guarantor will well and duly pay and satisfy all monies at any time
secured by this Lease should the Tenant fail to pay the same when due.
Further, the Guarantor hereby further acknowledges and agrees that the
liability of the Guarantor hereunder shall be joint and several with
that of the Tenant and shall not be released nor affected by any
variation or alteration at any time of the terms or provisions of this
lease. The Guarantor also acknowledges and agrees that the Landlord
shall not be bound to exhaust its remedies against the Tenant or
against any other person or persons before enforcing its rights
hereunder against the Guarantor.
18. DISPUTE RESOLUTION
In the event of a dispute hereunder, the parties shall make all
reasonable efforts to resolve their dispute by amicable negotiations.
If a dispute has not been resolved within ten (10) days after the
responding party has replied (or failing such reply within ten (10)
days after receipt of the notice) either party may refer the dispute to
be finally resolved by a final, conclusive and binding arbitration by a
single arbitrator under the provisions of the Commercial Arbitration
Act (Nova Scotia). The parties shall agree jointly on the appointment
of an arbitrator, failing which, either party may apply to a court of
competent
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jurisdiction for the appointment of an arbitrator. Each party shall
bear its own costs in connection with any matter referred to dispute
resolution provided however, the cost of the arbitrator shall be paid
in accordance with the decision of the arbitrator.
19. FACSIMILE AND COUNTERPART
This Lease may be delivered by facsimile machine and signed on a
facsimile copy. Both parties agree to accept the facsimile copy as a
legal and binding document. If facsimile copies are utilized, the
originals will subsequently be delivered to the Landlord and Tenant for
execution. It is further agreed that this Lease may be executed in one
or more counterparts with the same effect as if all parties had signed
the same document. All counterparts shall be construed together and
shall for all purposes constitute one agreement, binding on the
parties, notwithstanding the fact that all parties have not signed the
same counterpart. Whether signing facsimile copies or original
documents, the parties mutually agree to initial all pages, including
all Schedules, of such documents.
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20. The Law governing this Lease shall be the law of the Province of Nova
Scotia, Canada.
IN WITNESS WHEREOF the parties hereto have hereunto set their hands and
affixed their seals the day and year first above written.
SIGNED, SEALED AND DELIVERED) REGION OF QUEENS MUNICIPALITY
in the Presence of :
/s/ Stephanie Nickerson Per: /s/ John Leefe
Mayor
/s/ Stephanie Nickerson Per: /s/Chris McNeill
Regional Clerk
SIGNED, SEALED AND DELIVERED) LTBG TELESERVICES ULC.
in the Presence of:
/s/ Debra Michelson Per: /s/ Harlan Plumley
A Notary Public Harlan Plumley, Treasurer
/s/ Debra Michelson Per: /s/ Eugene DiDonato
A Notary Public Eugene DiDonato, Secretary
SIGNED, SEALED AND DELIVERED) LIGHTBRIDGE, INC.
in the presence of: (AS GUARANTOR)
/s/ Debra Michelson Per: /s/ Pamela D.A. Reeve
A Notary Public Pam Reeve -- President & CEO
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PROVINCE OF NOVA SCOTIA
COUNTY OF QUEENS
I CERTIFY that on this 10th day of February, A. D., 2004, The Region of Queens
Municipality, one of the parties mentioned in the foregoing and annexed
Indenture caused the same to be executed by its duly authorized officers and its
corporate seal to be thereunto affixed in my presence and I have signed as a
witness to such execution.
/s/ Stephanie Nickerson
A Commissioner of the Supreme Court
of the Province of Nova Scotia
COUNTY OF
STATE OF MASSACHUSETTS
I CERTIFY that on this 23rd day of January, A. D., 2004, LTBG Teleservices ULC,
one of the parties mentioned in the foregoing and annexed Indenture caused the
same to be executed by its duly authorized officers and its corporate seal to be
thereunto affixed in my presence and I have signed as a witness to such
execution.
/s/ Debra Michelson
A Notary Public in and for the State of
Massachusetts
COUNTY OF
STATE OF MASSACHUSETTS
I CERTIFY that on this 23rd day of January, A. D., 2004, Lightbridge, Inc., one
of the parties mentioned in the foregoing and annexed Indenture caused the same
to be executed by its duly authorized officers and its corporate seal to be
thereunto affixed in my presence and I have signed as a witness to such
execution.
/s/ Debra Michelson
A Notary Public in and for the State of
Massachusetts
-16-
SCHEDULE "A"
All that certain lot, piece, or parcel of land situated, lying, and being in the
Community of Liverpool, County of Queens, Province of Nova Scotia, and more
particularly bounded and described as follows:
Beginning at a point marking the northwest intersection of West Street and
Harley Umphrey Drive in Liverpool;
Thence N 38(Degree) 06' 31" W along West Street a distance of 309.7 feet to a
survey marker;
Thence N 41(Degree) 35' 21" W a distance of 29.26 feet to a survey marker;
Thence N 53(Degree) 10' 37" W a distance of 67.98 feet to a survey marker;
Thence N 64(Degree) 41' 47" W a distance of 28.69 feet to a survey marker at the
intersection of West Street and White Point Road;
Thence N 21(Degree) 25' 22" E along White Point Road a distance of 362 feet to a
survey marker;
Thence S 71(Degree) 42' 55" E a distance of 507 feet to a survey marker
bordering Harley Umphrey Drive;
Thence S 00(Degree) 18' 31" E along Harley Umphrey Drive a distance of 50 feet
to a survey marker; Thence S 11(Degree) 17' 53" W a distance of 155.93 feet to a
survey marker;
Thence S 37(Degree) 27' 09" W a distance of 194.67 feet to a survey marker;
Thence S 52(Degree) 00' 00" W a distance of 216.47 feet to the place of
beginning.
The above-described parcel of land containing 5.5 acres + or - being subject to
certification by a professional Nova Scotia Land Surveyor.