ANTIGUA AND BARBUDA
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A.D. 2001
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THIS AGREEMENT made the 1st day of August, 2001
BETWEEN AMERICAN INTERNATIONAL BANK LTD., (In Receivership) of Woods Centre,
Friars Hill Road, St. John's Antigua and Barbuda (hereinafter called the
"Landlord") which expression where the context so admits had include the
Reversioner for the time being expectant upon the terms created of the ONE PART
and NET FORCE ENTERTAINMENT Inc. having its registered office situated at
ROBERTS & CO. of Upper Nevis Street, St. John's, Antigua and Barbuda
(hereinafter called the "Tenant") of the Other Part.
WHEREAS:
1. The Landlord is the lessor of property situate at Woods Centre aforesaid,
known as the Mezzanine floor, containing 10,375 Sq. feet more or less, and
the Tenant being desirous of renting Suite #10 therein, measuring a total
of approximately 240 Sq. ft, a section of the said Mezzanine floor, from
the Landlord.
2. WITNESSETH AS FOLLOWS:
The Landlord hereby contracts with the Tenant to rent to the Tenant, the
aforementioned suite containing by admeasurement 240 square feet,
(hereinafter known as the "demised premises") TO HOLD the same unto the
Tenant for the term of 1 year from the 1st day of August 2001 to the 1st
day of August 2002, paying therefore a monthly rental of EC$1,680.00
inclusive of water, and electricity on the First day of each subsequent
month.
.2.
AN ADDITIONAL SUM of EC$1,680.00 shall be paid to the Landlord on the date of
the execution of this Agreement in the form of a security deposit, which shall
be returnable to the Tenant less deductions due to the Landlord, in respect of
arrears of rent or any damage done to the premises and or fixtures and fittings,
or equipment belonging to the Landlord, not being the result of fair wear and
tear.
3. THE TENANT HEREBY COVENANTS WITH THE LANDLORD:
(i) To pay the reserved rents and deposits on the days and in the manner
aforesaid.
(ii) To pay all Solicitors costs as stipulated by the Antigua and Barbuda
Bar Association, with regard to the preparation of this agreement.
(iii) To pay all charges in respect of telephones, used by the Tenant in
respect of the said premises.
(iv) To permit the Landlord or his agents at all reasonable times to enter
and examine the state of repair of the demised and forthwith to repair
and amend in a proper and workmanlike manner any damage for which
written notice shall be given to the Tenant or left on the premises.
(v) To permit the Landlord with workmen and others to enter upon the
premises for the purposes of the repairing, altering or renewing any
part of the premises, during the period for which, the Landlord is
responsible for these repairs or the sewers, drain or watercourses of
the said building or the adjoining premises.
.3.
(vi) Not to make any alterations in or additions to the premises without
the previous consent of the Landlord.
(vii) Not to assign or underlet the premises or any part thereof without
the previous written consent of the Landlord, and which consent must
not be unreasonably with-held.
(viii) To keep the leased area of the premises in a clean and sanitary
condition at all times.
(ix) Not to store or bring upon the premises any articles of a specially
combustible, inflammable, or dangerous nature and not to do, to permit
or suffer, anything to be done by reason whereof the present, or any
future policy of Insurance against fire on the building of which the
demised premises form part may be increased and to repay to the
Landlord all sums paid by way of increased premium occasioned by the
permitted use by the Tenant, or any gas or electrical machinery or
other appliances in the Tenant's business or otherwise.
(x) To use the premises for the operation of an Internet Gaming Virtual
Casino and Sports Book only.
4. THE LANDLORD HEREBY COVENANTS with the Tenant as follows:
(1) To keep the external parts of the premises in good repair.
(2) That the Tenant paying the rent hereby reserved, and observing and
performing the several covenants, and stipulations herein, on his part
contained, shall peaceably hold, and enjoy, the demised premises,
during the said term without any interruption by the landlord, or any
persons rightfully claiming under or in trust for him.
.4.
(3) To keep the premises insured against loss or damage (unless resulting
from some act or default of the Tenant in consequence whereof payment
of the insurance shall be refused and subject to the provisions for
determination hereinafter contained) and to rebuild and reinstate the
damage property. And if the premises or any part thereof shall in
consequence of such damage be unfit for occupation for carrying on the
business of the Tenant then the rent hereby reserved or a fair
proportion thereof according to the nature and extent of the damage
sustained shall be suspended until the demised premises shall again be
rendered fully fit for the occupation and any dispute concerning this
clause shall be determined by a rental arbitration in accordance with
the Arbitration Act Cap 47 of the Law of Antigua & Barbuda or any
statutory enactment in that behalf for the time being in force.
5. PROVIDED ALWAYS AND IT IS HEREBY AGREED as follows:
(1) If the rent hereby reserved or any part thereof shall be unpaid for
thirty days after becoming payable (whether formally demanded or not),
or if any covenant on the Tenants part herein contained, shall not be
performed or observed or if the Tenant for the time being shall become
bankrupt or enter into any composition with his creditors, or suffer
any distress or execution to be levied on his goods, or if the Tenant
.5.
shall enter into liquidation, whether compulsory, or voluntary, (save
for the purpose of the reconstruction and amalgamation) then in any of
the said cases, it shall be lawful for the Landlord at any time
thereafter to re-enter upon the premises or any part thereof in the
name of the whole, and thereupon this agreement shall absolutely
determine, but without prejudice to the right of action of the
Landlord in respect of any breach of the Tenant covenants herein
contained.
(2) That the Landlord will on the written request of the Tenant made at
least six calendar months before the expiration of the term hereby
created and if there shall not at the time of such request be existing
breach or non-observance of any of the covenants on the part of the
Tenants hereinbefore contained at the expense of the Tenant grant to
them a tenancy for the farther term of one (1) year from the
expiration of the said term at a rent to be agreed and in default of
agreement then at a rent to be determined by arbitration pursuant to
the Arbitration Act Cap. 47 of the Laws of Antigua & Barbuda 1992
Revised Edition and containing the like covenants and provisos as
therein contained with exception of the present covenant for renewal.
(3) The Tenant may from time to time during the said term and at the
expiration of the term hereby created, disannex, remove, repossess,
and convert to their own use, any erections or fixtures now or
hereafter to be erected fixed or made at their costs upon the demised
.6.
premises, for the purpose of their business as hereinbefore expressed
doing as little injury as may be to the said premises by such removal,
and making good such injury as may unavoidably be done.
(4) Any notice required to be served hereunder shall be sufficiently
served if served at least 60 days before its date of termination on
the Tenant or left addressed to the Tenant at his place of business at
the demised premises or left at the Tenants current address and any
notice for the Landlord shall be served if sent to them by registered
post or served at least 60 days before its date of termination on any
agent authorized by him to receive or who have in fact on his behalf
collected the rent of the demised premises.
IN WITNESS WHEREOF the parties have set their hands the day and year first above
written.
THE COMMON SEAL of American )
International Bank (In receivership )
was hereunto affixed by: ) /s/ Edward St. Clair Smith
EDWARD ST. CLAIR SMITH )..................................
Receiver Manager )
)
/s/ signature )
....................................)
THE COMMON SEAL of NET )
)
FORCE INTERTAINMENT Inc., ) /s/ Terry Bowering
was hereunto affixed by: )..................................
TERRY BOWERING )
)
/s/ signature )
....................................)