1
Exhibit 10.44
JTC(L)3729/427 Pt 1/KM/FAZ
TENANCY OF FLATTED FACTORY NOS. #05-09
514 CHAI CHEE LANE
BEDOK INDUSTRIAL ESTATE
BETWEEN
JURONG TOWN CORPORATION
AND
FLEXTRONICS SINGAPORE PTE LTD
2
TENANCY OF FLATTED FACTORY UNIT
This Tenancy is made the 28th day of February 1996 Between the JURONG
TOWN CORPORATION incorporated under the Jurong Town Hall Corporation Act, having
its Head Office at Jurong Town Hall, Jurong Town Hall Road, Singapore
(hereinafter called "the Landlord" of the one part and FLEXTRONICS SINGAPORE PTE
LTD a company incorporated in Singapore and having its registered office at
BLK 514 CHAI CHEE LANE #04-13
SINGAPORE 469029
(hereinafter called " the Tenant" which expression shall where the context so
admits include the Tenant's successors and permitted assigns) of the other part.
WITNESSETH as follows:-
1 The Landlord hereby lets and the Tenant hereby takes ALL that portion
of the FIFTH (5TH) storey(s) of the Building known as 514 CHAI CHEE
LANE (hereinafter called "the Building") containing an approximate area
of 246.0 square metres (which said area may be adjusted on completion
of survey, if any) more particularly delineated and edged red on the
plan annexed hereto (which portion is hereinafter called "the Factory
Unit") TOGETHER with the use of the lavatories and conveniences thereat
together also with use for the Tenant, the Tenant's servants and
visitors of the lifts and the entrances staircases corridors and
passages and accesses to the Building for the purpose only of ingress
and egress to and from the Factory Unit with or without parcels and
packages TO HOLD the same UNTO the Tenant for the term of THREE (3)
YEARS from the 1ST DAY OF JANUARY 1996 YIELDING AND PAYING therefor
during the said term the rent of DOLLARS THIRTEEN ONLY ($13/-) PER
SQUARE METRE PER MONTH to be paid, without any deduction and in advance
without demand on the 1st day of each of the calendar months of the
year (i.e., the 1st day of January, February, March, etc.) the first of
such payments to be made on the 1ST DAY OF JANUARY 1996.
TA/FF/PTE LTD(m. rent/psmpm)9.1/AN/h1
(NEW Offer)
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2 The Tenant hereby covenants with the Landlord as follows:
(1) To pay the said rent on the days and in the manner aforesaid.
(2) To pay in addition to the said rent during the said term the
sum of DOLLAR ONE AND CENTS SEVENTY ONLY ($1.70CTS) per square
metre per month in advance on the same dates and in the same
manner as for the said rent as charges for services to be
undertaken by the Landlord as hereinbefore mentioned
(hereinafter referred to as "the Service Charge") PROVIDED
THAT if the cost of services shall increase, the Landlord may
revise the Service Charge and on serving a notice in writing
to the Tenant to this effect such revised Service Charge shall
be payable as from the date specified in the said notice.
(3) (i) To pay a cash deposit equivalent to three (3) months'
rent and service charge on or before the execution of
this Agreement or commencement of the said term,
whichever is the earlier, as security against breach
of any of the covenants herein contained which cash
deposit shall be maintained at this figure during the
said term and shall be repayable without interest on
the termination of this tenancy subject however to an
appropriate deduction as damages in respect of any
such breach.
(ii) In lieu of the aforesaid cash deposit to provide an
acceptable banker's guarantee for the same equivalent
amount, which guarantee shall be valid and
irrevocable for the whole of the said term or the
unexpired portion of the said term, as the case may
be, plus six months after the date of expiry of the
said term and in a form approved by the Landlord or
to provide such other form of security as the
Landlord may in the Landlord's absolute discretion
permit or accept.
TA/FF/(m. rent/psmpm)/9.1A/Revised Nov 93/GO/ZMY
(NEW OFFER)
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(iii) If the Service Charge has been increased by the
Landlord in accordance with Clause 2(2) hereof to pay
the amount of such increase so that the cash deposit
stipulated in sub-clause (i) above shall at all times
be equal to three (3) months' rent and service
charge.
(4) During the said term or any renewal thereof to pay any
increase of property tax which may be imposed whether by way
of an increase in the annual value or an increase in the rate
per centum. For the purpose of ascertaining the additional
amount payable under this clause any such increase in property
tax shall be apportioned in the same proportion as the rent
payable under this Agreement bears to the total assessed
annual value of the Building at the date such increase comes
into force.
(5) To pay all charges and outgoings whatsoever in respect of the
supply of electricity and water used by the Tenant at the
Factory Unit as shown by the separate meters belonging thereto
and also pay all charges for the use and maintenance of such
meters PROVIDED ALWAYS that subject to the prior written
consent of the Landlord and to all approvals being obtained by
the Tenant from the relevant governmental and statutory
authorities the water sub-meter will be installed in the
Factory Unit by the Tenant at the Tenant's own cost.
(6) At all times to use and occupy the Factory Unit for the
purpose of ASSEMBLY OF COMPUTER AND MEDICAL RELATED
ELECTRONICS CONTROL CARDS ONLY and for no other purposes
whatever.
(7) Not to place or allow to be placed upon the Factory Unit or on
any of the floors in the Building any article machinery or
load in excess of 7.5 kiloNewtons per square metre and not to
place or allow to be placed in the goods lifts of the Building
any article machinery or load in excess of 2000 kilograms.
TA/FF/CL 2(7) max floor loading/9.1A/(Revised Nov 93)/GO/ZMY
(NEW OFFER)
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(8) To keep the interior of the Factory Unit (including the doors
and windows thereof and all the Landlord's other fixtures and
fittings therein) clean and in good and substantial repair and
condition (fair wear and tear and damage by fire lightning
riot or tempest alone excepted) and also to clean and keep
clean the exterior of the windows thereof.
(9) Not to make or cause to be made any alteration in or addition
to the Factory Unit without the prior written consent of the
Landlord 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 Tenant shall place with the Landlord a deposit
equivalent to such amount as the Landlord may deem sufficient
for the reinstatement of the Factory Unit to its original
condition. Further, the Tenant shall not use any flammable
building materials for internal partitioning.
(10) Not to modify any existing electrical wirings or modify or
replace any existing fire alarm fixtures and fittings or affix
or install any further or additional electrical and fire alarm
wiring extension in or about the Factory Unit without the
written consent of the Landlord having been first obtained and
PROVIDED FURTHER THAT all such work shall be carried out by a
licensed electrical contractor or competent person as approved
by the Landlord to be employed and paid by the Tenant who
shall ensure as part of the work that the existing circuits
and equipment are not overloaded or unbalanced. Prior to any
electrical and fire alarm installation or modification work,
the Tenant shall submit the necessary plans as hereinafter
specified under clauses 2(29) and 2(30) to the Landlord for
approval.
(11) To permit the Landlord or the Landlord's agents with or
without workmen or others at all reasonable times to enter the
Factory Unit to take inventories of the Landlord's fixtures
and fittings therein and to view the condition thereof and
examine the state of repair of the Factory Unit and thereupon
the Landlord may serve upon the Tenant notice in writing
specifying any work or repairs necessary to be done which are
within the responsibility of the Tenant under the terms of
this Agreement and require the Tenant forthwith to execute the
same and the Tenant shall pay the Landlord's reasonable costs
of survey attending the preparation of the notice and if the
Tenant shall not within ten days after the service of such
notice proceed diligently and in workman-like manner with the
execution of such work or repairs then to permit the Landlord
(who
TA/FF/CLS 2(9) AND 2(10) amdmt Nov 93/9.1A/GO/ZMY
(NEW OFFER)
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shall not be under any obligation so to do) to enter upon the
Factory Unit and execute such work or repairs and the cost
thereof shall be a debt due from the Tenant to the Landlord
and be forthwith recoverable PROVIDED ALWAYS that the Landlord
shall not be liable to the Tenant for any loss damage or
inconvenience caused by such work or repairs.
(12) To be wholly responsible for all damages and to bear the full
cost of repairs and reinstatement of such damaged building
equipment fixtures drains wiring and piping above and below
ground level if the cause or causes of such damages can be
traced directly or indirectly back to the Tenant's activities.
(13) To permit the Landlord, the Landlord's agents or workmen and
others to enter the Factory Unit at reasonable hours to do
structural or external repairs and execute such work as may be
necessary to the Factory Unit or to other portions of the
Building of which the Factory Unit may form a part but which
are not conveniently accessible otherwise than from or through
the Factory Unit.
(14) In complying with Clause 2(13) hereof and if so required by
the Landlord the Tenant shall remove such installation,
machinery or any article to permit the Landlord to execute the
said repairs and works and if the Tenant shall fail to observe
or perform this covenant the Landlord shall remove the same
and all costs and expenses incurred thereby shall be
recoverable from the Tenant as a debt PROVIDED ALWAYS that the
Landlord shall not be liable to the Tenant for any loss damage
or inconvenience caused by such removal.
(15) Subject always to clause 2(27) hereinafter appearing, to give
to the Landlord written notice of every change of name within
one month from the date of each change.
(16) To make good and sufficient provision for and to ensure the
safe and efficient disposal of all waste generated at the
Factory Unit including but not limited to pollutants to the
requirements and satisfaction of the Landlord and the relevant
governmental and statutory authorities PROVIDED THAT in the
event of any default by the Tenant under this covenant the
Landlord may at the discretion of the Landlord and without
prejudice to any other rights and remedies the Landlord may
have in law or under this Agreement, carry out such remedial
measures and works as the Landlord thinks necessary and all
costs and expenses incurred thereby shall forthwith be
recoverable in full from the Tenant as a debt.
TA/FF/CL 2(15) change of name/(July 93)/CL 2(16) amdmt Nov
93/GO/ZMY/9.1A
(NEW OFFER)
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(17) To provide and maintain refuse receptacles for all waste and
refuse produced at the Factory Unit in conformity with the
requirements and standards prescribed by the health authority
and to keep the same out of sight of the public during the
hours of business and to transfer such waste and refuse in
suitable receptacles to such area and at such times each day
as may be prescribed by the Landlord.
(18) Not to keep or allow to be kept livestock or other animals at
the Factory Unit.
(19) Not to do or suffer to be done on or in the Factory Unit
anything whereby the insurances of the same or of the Building
or any part thereof may be rendered void or voidable or
whereby the premium thereon may be increased and to repay to
the Landlord on demand all sums paid by the Landlord by way of
increased premium and all expenses incurred by the Landlord in
connection therewith and all loss damages and expenses
resulting from a breach or non-observance of this covenant
without prejudice to any other rights and remedies available
to the Landlord.
(20) Not to do or permit or suffer to be done anything in or upon
the Factory Unit or any part of the Building which in the
opinion of the Landlord is or may be a nuisance or cause
annoyance to or in any way interfere with the business or the
quiet or comfort of the other occupants of the Building
PROVIDED THAT the Landlord shall not be responsible to the
Tenant for any loss, damage or inconvenience as a result of
nuisance, annoyance or any interference whatsoever caused by
the other occupants of the Building.
(21) Not to use the Factory Unit for any illegal or immoral
purpose.
(22) Not to cause any obstruction in or on the approaches, private
roads or passage way adjacent to or leading to the Building by
leaving or parking or permitting to be left or parked any
motor vehicle or other carriages belonging to or used by the
Tenant or by any of the Tenant's friends servants or visitors.
And also to observe and ensure observance of all regulations
made by the Landlord relating to the parking of such vehicles
or carriages and to pay such carpark charges as may be imposed
by the Landlord or his agent.
(23) Not to effect any sale by auction in the Building.
TA/FF/CL(22) amdmt Nov 93/9.1A/GO/ZMY
(NEW OFFER)
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(24) Not to affix paint or otherwise exhibit on the exterior of the
Factory Unit or the windows thereof or of the Building or in
any of the passages corridors or stairs of the Building any
name plate placard poster or advertisement or any flag-staff
or other thing whatsoever save only the name of the Tenant in
such places only and not elsewhere and in such manner and
position only as shall be approved in writing by the Landlord.
(25) Not to cause any obstruction to the common stairways
passageways and other common parts of the Building or accesses
to the Building. PROVIDED ALWAYS that the Landlord shall have
the full right and liberty and absolute discretion to remove
and clear any such obstruction and all costs and expenses
incurred thereby shall be recoverable from the Tenant as a
debt. FURTHER PROVIDED THAT the Landlord shall not be liable
to the Tenant or any third party for any loss damage or
inconvenience caused by such removal and the Tenant hereby
indemnifies the Landlord in this respect.
(26) Not to install any machinery or fixture in the Factory Unit
without the permission in writing of the Landlord and to
submit a layout plan of the Tenant's machinery for the
approval of the Landlord and the relevant governmental and
statutory authorities prior to the actual fixing of the
machinery.
(27) Not to assign create a trust sublet grant a licence or part
with or share the possession or occupation of the Factory Unit
or any part thereof or leave the Factory Unit or any part
thereof vacant and unoccupied at any time during the said
term.
(28) Not to do or omit or suffer to be done or omitted any act
matter or thing in or on the Factory Unit and/or in respect of
the business trade or industry carried out or conducted
therein which shall contravene the provisions of any laws
rules or regulations now or hereafter affecting the same and
at all times hereafter to indemnify and keep indemnified the
Landlord 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.
(29) To install electrical switch board wirings and equipment to
the Factory Unit including the following electrical protective
devices, all at the Tenant's own expense, subject to the
approval of the Landlord:-
(a) Overcurrent protective devices in the Landlord's
Switch Room;
TA/FF/CL 2(27) no subletting + non-vacant/9.1A/(Revised Nov
93)/GO/ZMY
(NEW OFFER)
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(b) Overcurrent and earth-leakage protective devices in
the Factory Unit,
PROVIDED THAT-
(i) the Tenant shall submit 3 sets of 'electrical
single- line diagram' of the Factory Unit
wirings for the approval of the Landlord prior
to the actual installation of the wirings; and
(ii) it shall be the responsibility of the Tenant to
keep all or any of the aforesaid switch board
wirings, equipment and devices installed by the
Tenant in good condition at all times.
(30) To carry out such modification work on the existing fire alarm
wirings, heat detectors and fixtures in the Factory Unit as
shall be necessary to suit the factory operation, including
the installation of additional wirings and connections of the
heat detectors and fixtures to the Landlord's common fire
alarm system, to the approval of the Landlord and all at the
Tenant's own expense PROVIDED THAT:
(a) The Tenant shall submit 2 copies of the fire alarm
drawings of the Factory Unit indicating the existing
fixtures, the proposed modifications and the layout
of the Tenant's machinery for the approval of the
Landlord prior to the commencement of the
modification work.
(b) The Tenant shall at the Tenant's own expense ensure
that the existing fire alarm wirings, heat detectors
and fixtures and any additional wirings and fixtures
installed by the Tenant in the Factory Unit are
serviced monthly and in good condition at all times
including the payment of any fee(s) in connection
with servicing and maintenance works.
(c) Any item of replacement required for the effective
maintenance of the fire alarm wirings, heat detectors
and fixtures shall be of a quality and shall have an
operational characteristic similar to the item to be
replaced and shall be subject to the approval of the
Landlord. The Tenant shall at his own cost forthwith
replace any or all items of dissimilar quality and
operational characteristic found in use.
(31) To close the Factory Unit during such hours as the Landlord
may specify by notice in writing to the Tenant for any
maintenance or repair work to be executed by the Landlord.
TA/FF/CL 2(30)(C) amdmt Nov 93/9.1A/GO/ZMY
(NEW OFFER)
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(32) At all times during the three calendar months immediately
preceding the determination of the said term to permit
intending tenants and others with written authority from the
Landlord or his agents at reasonable times of the day to view
the Factory Unit.
(33) At the determination of the said term by expiry or otherwise
to yield up the Factory Unit and all the Landlord's fixtures
fittings fastenings or appertaining in such good and
substantial repair fair wear and tear excepted as shall be in
accordance with the covenants of the Tenant herein contained
and with all locks and keys complete.
(34) In addition to the foregoing and immediately prior to the
determination of the said term or the renewal thereof as the
case may be to restore the Factory Unit in all respects to its
original state and condition if so required by the Landlord to
redecorate including painting the interior thereof to the
satisfaction of the Landlord PROVIDED ALWAYS that if the
Tenant shall fail to observe or perform this covenant the
Landlord may in its absolute discretion, and without prejudice
to any other rights and remedies the Landlord may have against
the Tenant, execute such work for the said restoration and
redecoration and shall recover all costs thereof from the
Tenant together with all rent and service charge, tax and
other amounts which the Landlord would have been entitled to
receive from the Tenant had the period within which such
restoration and redecoration are effected by the Landlord been
added to the said term.
(35) 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 Landlord in
respect of any outstanding amount payable under this Agreement
from the date such amount becomes due until payment in full is
received by the Landlord PROVIDED THAT, if any payment or
tender of payment of any sums by the Tenant hereunder shall be
rejected or returned or refunded by the Landlord by reason of
the Landlord doing so with a view to avoiding a waiver of any
breach of any covenant or stipulation on the Tenant's part
herein contained or avoiding any prejudice to the Landlord's
right of reentry in any of the cases mentioned in Clause 4(1),
the Tenant shall nevertheless be liable to pay interest on the
amount of that payment at the rate prescribed or determined
pursuant to this clause from the date such amount becomes due
until the time it is eventually and actually paid to and
accepted by the Landlord.
(36) Not to install or use any electrical installation, machine or
apparatus that may cause or causes heavy
TA/FF/CL 2(34) normal reinstatement/9.1A/(Revised Nov 93)/GO/ZMY
+ CL 2(35) amendmt July 95/THC/ZMY
(NEW OFFER)
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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 Tenants and in connection
therewith, to allow the Landlord or any authorised person(s)
to inspect at all reasonable times, such installation, machine
or apparatus in the Factory Unit to determine the source of
the interference or disturbance and thereupon, to take
suitable measures, at the Tenant's own expense, to eliminate
or reduce such interference or disturbance to the Landlord's
satisfaction, if it is found by the Landlord or such
authorised person(s) that the Tenant's electrical
installation, machine or apparatus is causing or contributing
to the said interference or disturbance.
(37) To indemnify the Landlord against any claims, proceedings,
action, losses, penalties, damages, expenses, costs, demands
which may arise in connection with clause 2(36) above.
(38) To perform and observe all the obligations which the Landlord
of the Factory Unit may be liable to perform or observe during
the said term by any direction or requirement of any
governmental or statutory authority and if the Tenant shall
fail to observe or perform this covenant the Landlord may in
its absolute discretion perform the same and all expenses and
costs incurred thereby shall be recoverable from the Tenant as
a debt PROVIDED ALWAYS that the Landlord shall not be liable
to the Tenant for any loss damage or inconvenience caused
thereby.
(39) Without prejudice to the generality of Clause 2(38) herein,
the rent and service charge and other taxable sums payable by
the Tenant under or in connection with this tenancy shall be
exclusive of the goods and services tax (herein called "tax")
chargeable by any government, statutory or tax authority
calculated by reference to the amount of rent, service charge
and any other taxable sums received or receivable by the
Landlord from the Tenant and which tax is payable by the
Tenant. The Tenant shall pay the tax and the Landlord acting
as the collecting agent for the government, statutory or tax
authority shall collect the tax from the Tenant together with
the rent hereinbefore reserved without any deduction and in
advance without demand on the 1st day of each of the calendar
months of the year and in the manner and within the period
prescribed in accordance with the applicable laws and
regulations.
(40) If any damage of whatsoever nature or description shall at any
time occur or be caused to the Factory Unit or any part
thereof, to forthwith give the Landlord written notice of
damage.
TA/FF/CL 2(39) New GST (July 94)/(Revised July 93)/9.1A/GO/LPN/ZMY/
Revised Nov. 93 (NEW OFFER)
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(41) To ensure that -
(i) at least 60% of the overall floor area shall be
used for purely industrial activities and
(ii) the remaining 40% shall be used as ancillary
stores and offices, neutral areas and communal
facilities PROVIDED THAT the said ancillary
offices shall not exceed 25% of the overall
floor area.
(42) Not to use or occupy the Factory Unit for the purpose of
commercial office and storage unrelated to the Tenant's
approved industrial activity.
(43) To permit the Landlord, the Landlord's agents or workmen and
others at any time during the said term to enter the Factory
Unit to replace the louvre/casement windows and timber doors
with such other windows and doors as the Landlord may think
fit and to install or replace service ducts/pipes (hereinafter
referred to as "the said replacement or installation works").
If so required by the Landlord the Tenant shall remove such
installation, machinery, partition and any article to permit
the Landlord to execute the said replacement or installation
works, and if the Tenant shall fail to observe or perform this
covenant the Landlord shall have the right to (without
prejudice to any other right or remedy the Landlord may have
against the Tenant) remove the same, and all costs and
expenses incurred thereby shall forthwith be recoverable from
the Tenant as a debt PROVIDED ALWAYS that the Landlord shall
not be liable to the Tenant for any loss, damage or
inconvenience caused whatsoever by such removal and the said
replacement or installation works.
(44) Without prejudice to Clause 2(6) hereof and subject to the
prior written approval of the Landlord, to provide thermal
insulation to the floor, ceiling and the walls of rooms, if
the rooms are used for purposes requiring low temperature air
conditioning or cooling that would result in moisture
condensation on the external, ceiling or floor within or
outside the Factory Unit.
(45) Not to commence operation in the Factory Unit after the
installation(s) of any type of machinery or equipment have
been completed until a final inspection of the installation(s)
has been carried out and approval in writing of the same is
given by the Landlord.
TA/FF/CL 2(40) damage cl + CL 2(43) TO (46) replacement of window/door + thermal
insulatn + machy inspectn /9.1A/(Revised Nov 93)/GO/ZMY (NORMAL FLOOR) (NEW
OFFER)
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(46) The Tenant accepts the Factory Unit with full knowledge that
refurbishment and upgrading works (hereinafter referred to as
"the refurbishment") are being or may be carried out in the
Building and the estate in which the Building is situated. The
Tenant shall, if required by the Landlord and within the time
stipulated by the Landlord, at the cost and expense of the
Tenant properly and in accordance with the obligations of the
Tenant under this Agreement remove, re-locate and/or modify
temporarily or permanently as may be stipulated by the
Landlord every installation, fixture, fittings, device,
equipment and article existing at the time outside the Factory
Unit as the Landlord may think fit for the purpose of
permitting the Landlord, his servant, agent, contractor and
subcontractor to properly carry out the refurbishment or for
the purpose of improving the appearance or aesthetics of the
Building. PROVIDED THAT if the Tenant shall fail to observe or
perform this covenant or any part thereof the Landlord shall
have the right (without prejudice to any other right or remedy
the Landlord may have against the Tenant) to remove, re-locate
and/or modify any or every such installation, fixture,
fittings, device, equipment and article, and all costs and
expenses incurred thereby shall forthwith be recoverable from
the Tenant as a debt. PROVIDED ALWAYS and it is hereby agreed
that the Landlord shall not be liable in any way to the Tenant
or any other person for any loss, damage, claim, cost,
expense, disruption, interference and/or inconvenience caused
howsoever or whatsoever by or in connection with the
refurbishment and/or the removal, re-location or modification.
TA/FF/CL 2(46) refurbishment/9.1A/(Revised Nov 93)/GO/ZMY
(NEW OFFER)
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3 The Landlord hereby covenants with the Tenant as follows:
(1) To pay the property tax payable in respect of the Factory Unit
PROVIDED ALWAYS that if the rate of such property tax shall be
increased whether by way of an increase in the annual value or
an increase in the rate per cent then the Landlord shall not
hereunder be liable to pay the said increase but the Tenant
shall pay such increase as provided under Clause 2(4) hereof.
(2) To keep the exterior and roof of the Building and the lift
entrances corridors passages staircases lavatories water
closets and other conveniences intended for the use of the
Tenant at all times in complete repair and in proper sanitary
and clean condition.
(3) To keep the stairs and passages leading to the Factory Unit
and the lifts and lavatories well and sufficiently lighted and
the lifts in proper working order PROVIDED THAT the Landlord
shall not be responsible for any loss the Tenant may sustain
by reason of any damage or injury or in consequence of any
breakage of or defect in any of the pipes wire or other
apparatus of the Landlord used in or about the Building.
(4) To keep the Building insured against loss or damage by fire
and in the event of such loss or damage (unless resulting from
some act or default of the Tenant) to rebuild and reinstate
the damaged part of the Building PROVIDED THAT it is expressly
agreed and understood that the term "loss or damage by fire"
as used in this clause do not include any loss or damage
caused to the Tenant's fixtures or loss due to the factory
being rendered out of commission and in any such event the
Landlord shall not be held liable for any such loss or damage
sustained by the Tenant.
(5) That the Tenant paying the rent, service charge and tax and
observing and performing the several covenants and
stipulations on the Tenant's part herein contained shall
during the said term quietly enjoy the Factory Unit without
any interruption by the Landlord or any person or persons
lawfully claiming under or in trust for the Landlord.
4 PROVIDED ALWAYS THAT and it is hereby agreed as follows:-
(1) If the rent hereby reserved or service charge or interest, tax
or any other sums payable herein, or any part thereof shall at
any time remain unpaid for fourteen (14) days after becoming
payable (whether formally demanded or not) or if the Tenant
shall neglect to observe or perform any covenant or
stipulation on the Tenant's part herein contained or if the
Tenant shall make any assignment for the benefit of the
Tenant's creditors or enter into any arrangement with its
creditors by composition or otherwise or suffer any distress
or attachment or execution to be levied against the Tenant's
goods or if the Tenant for the time being shall be a company
and shall enter
TA/FF/CL 4(1) + sc & int Mar 93/9.1A/CL 3(5) amdmt Nov 93 & 4(1)/GO/ZMY (NEW
OFFER)
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into liquidation whether compulsory or voluntary (save for the
purpose of reconstruction or amalgamation) or being an
individual shall have a receiving order or an adjudicating
order made against the Tenant then and in any or [sic] such
cases it shall be lawful for the Landlord at any time
thereafter to re-enter upon the Factory Unit or any part
thereof in the name of the whole and thereupon this Tenancy
shall absolutely determine but without prejudice to the rights
of action of the Landlord in respect of any breach of the
covenants on the part of the Tenant herein contained.
(2) Any notice requiring to be served hereunder shall be
sufficiently served on the Tenant if it is left addressed to
the Tenant at the Factory Unit or forwarded to the Tenant by
registered post to the Tenant's last known place of business
and shall be sufficiently served on the Landlord if it is
addressed to the Landlord and sent by registered post to the
Head Office of the Landlord. In the event of any action in
respect of the tenancy created herein (including any action
for the recovery of the rent or service charge herein reserved
or tax and/or any other sums herein payable) the Tenant agrees
and accepts that the originating process shall be sufficiently
served on the Tenant if it is addressed to the Tenant at the
address specified in this Agreement or if it is left posted
upon a conspicuous part of the Factory Unit or forwarded to
the Tenant by post at the Tenant's last known place of
business.
(3) Letters or parcels whether registered or otherwise and
telegrams or keys received by any agent or servant of the
Landlord on behalf of the Tenant shall be received solely at
the risk of the Tenant.
(4) No waiver expressed or implied by the Landlord of any breach
of any covenant, condition or duty of the Tenant shall be
construed as a waiver of any other breach of the same or any
other covenant, condition or duty and shall not prejudice in
any way the rights, powers and remedies of the Landlord herein
contained. Any acceptance of rent, service charge, tax and/or
any other sum whatsoever payable under this Agreement shall
not be construed as nor be deemed to operate as a waiver by
the Landlord of any right to proceed against the Tenant for
any of the Tenant's obligations hereunder.
(5) The Landlord shall not be responsible for any loss damage or
inconvenience occasioned by the closing of the lift or lifts
for repairs or any other necessary purpose or for any accident
that may occur to the Tenant or other person using the lift.
TA/FF/amendment CLS 4(2)-(4) Nov 93/GO/ZMY
(NEW OFFER)
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(6) The Landlord shall be under no liability either to the Tenant
or to others who may be permitted to enter or use the Factory
Unit or the Building or any part thereof for any accident(s)
or injuries sustained or loss or damage to property in the
Factory Unit or the Building or any part thereof.
(7) The Landlord shall not be liable to the Tenant in respect of:
(i) any interruption in the services provided by the
Landlord by reason of necessary repair or
maintenance of any installation or apparatus or
damage thereto or by reason of mechanical or
other defect or breakdown including but not
limited to breakdown in electricity and water
supply;
(ii) any act, omission, default, misconduct or
negligence of any servant, agent, contractor,
sub-contractor or employee of the Landlord in or
about the performance or purported performance
of any duty relating to the provision of the
said services.
(8) The Landlord shall be entitled to let any other part or parts
of the Building subject to any terms or conditions which the
Landlord may think fit to impose and nothing herein contained
shall be deemed to create a letting scheme for the Building or
any part thereof and neither the Tenant nor the persons
deriving title under the Tenant shall have the benefit of or
the right to enforce or to have enforced or to prevent the
release or modification of any covenant agreement or condition
entered into by any present or future tenant.
(9) The Tenant shall pay all costs disbursements fees and charges
legal or otherwise including stamp and/or registration fees in
connection with the preparation stamping and issue of this
Agreement and any prior accompanying or future documents or
deeds supplementary collateral or in any way relating to this
Agreement.
TA/FF/amdmt CL 4(7) Nov 93/GO/ZMY
(NEW OFFER)
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(10) The Tenant shall pay all costs and fees legal or otherwise
including costs as between solicitor and clients in connection
with the enforcement of the covenants and conditions of this
Agreement.
(11) The Landlord shall not be liable for any loss or damage that
may be suffered by the Tenant resulting from any subsidence or
cracking of the ground floor slabs and aprons of the Building
PROVIDED that this clause shall apply only to Tenants
occupying the ground floor of the Building.
(12) The Landlord shall on written request of the Tenant made not
less than three (3) months before the expiration of the term
hereby created and if there shall not at the time of such
request be any existing breach or non-observance by the Tenant
of any of the terms, covenants and stipulations contained in
this Agreement, at the cost and expense of the Tenant grant to
the Tenant a tenancy of the Factory Unit for a further term to
be mutually agreed upon by the parties hereto and at a revised
rent to be determined by the Landlord, whose determination
shall be final and conclusive, having regard to the market
rent of the Factory Unit at the time of granting the said
further term, and containing the like terms, covenants and
stipulations as are herein contained, or such variations or
modifications thereof together with such other terms covenants
and stipulations as may be imposed by the Landlord with the
exception of and without the present covenant for renewal.
TA/FF/CL 4(11) normal flr + CL 4(12) option to renew (revised Feb
95/LPN)/9.1A/(Revised Nov 93)/GO/ZMY (NEW OFFER)