BYLAW - Lease Agreement Priestly Holding - 19890222 - 306589. . ..
BY-LAW NUMBER 3065-89
OF THE CORPORATION OF THE TOWN OF AURORA
BEING A BY-LAW to authorize the
entering into of a Lease Agreement
between the Town of Aurora and Priestly
Holding Corporation and Mooncrest
Investments Limited to carry on business
in partnership as the ALVI Group.
WHEREAS the Municipal Act R.S.O. 1980, Section 193 (2) permits Council,
subject to the Ontario Municipal Board Act, to pass by-laws for
acquiring/leasing land for the purpose of the Corporation;
AND WHEREAS Section 64 of the Ontario Municipal Board Act R.S.O. 1980,
Chapter 348 requires the approval of the Ontario Municipal Board of by-laws
passed by Municipal Councils undertaking commitments extending beyond the
term of_ Counci 1;
NOW THEREFORE, the Municipal Council of the Town of Aurora enacts as
follows:
1. That subject to the approval of the Ontario Municipal Board the
exec uti on of an Agreement to 1 ease premises 1 ocated at 81 Industria 1
Parkway North, Aurora,is hereby authorized by this Corporation;
2. The term of the agreement sha 11 be for a three ( 3) year period; with
two additional one year renewal options;
3. The terms and conditions of the Lease Agreement shall be as contained
in Schedule "A";
4. The Mayor and Clerk shall be authorized to sign and execute under the
Seal of The Corporation of the Town of Aurora all necessary documents;
and
5. The provisions of this By-1 aw sha 11 come into force and be effective
upon the final passage thereof, and when the required approval of the
Ontario Municipal Board has been obtained in accordance with Section
64 (4) of the Ontario Municipal Board Act.
READ A FIRST TIME THIS 8th DAY OF February • 1989.
READ A SECOND AND THIRD TIME AND FINALLY PASSED THIS 22 DAY OF Februarw ,1989.
R
BEFORE:
P.M. BROOKS
Vice-Chairman
-and -
S.R. COLE
Member
Ontario Municipal Board
Commission des affaires municipales de !'Ontario
IN THE MATTER OF Section 64 of the
Ontario Municipal Board Act, (R.S.O.
1980, c. 347 as amended)
-and -
IN THE MI\TTER OF an application by
The Corporation of the Town of Aurora
for an order approving the entering
into a proposed agreement between the
applicant and Priestly Holding
Corporation and Mooncrest Investments
Limited to carry on business in
partnership of the ALVI Group with
respect to the easterly two floor
areas of the premises 1 ocated at 81
Industria 1 Parkway North in the Town
of Aurora for the use of a muni ci pa 1
administrative office for a period of
three years commencing on the 1st day
of Apri 1 , 1989, with an option to
renew for a further term of two years
subject to the approva 1 of the
Ontario Municipal Board and the
disbursement of sums of money payable
thereunder
Monday, the 6th day
of March, 1989
E 890150
THE BOARD ORDERS that this app 1 i cation be granted and that the applicant may
enter into such proposed agreement in the form filed with the Board on the 1st
day of March, 1989, and identified by the Secretary's signature, with an option
to renew for a further term of two years, subject to the approval of the
Ontario Municipal Board, provided that the Council of the applicant corporation
in rercising any power approved by this order shall comply and conform with
all statutory and other legal requirements related thereto.
SECRETARY
ENTERED
[!7<5?-1 0.8. No .•.•.....................
Folio No. o .. f.~ .............. ·
MAR 1 6 1989
94tL
SECRETARY, ONT. MUNICIPAL BOARD
THIS INDENTURE made this day of 1989.
BETWEEN:
THE PRIESTLY HOLDING CORPORATION
a company incorporated pursuant
to the laws of Ontario and
MOONCREST INVESTMENTS LIMITED,
a company incorporated pursuant
to the laws of Ontario, carrying on
business in partnership as
THE ALVI GROUP,
Chereinafter called the "Landlord")
of the First Part
-and-
THE CORPORATION OF THE TOWN OF
AURORA,
(hereinafter called the "Tenant")
of the Second Part
Whereas the landlord is the owner of the lands and premises
described in Schedule "A-1" hereto attached (hereinafter called
the "premises").
THE PARTIES AGREE AS FOLLOWS:
1. Demise
The Landlord, in consideration of the . rents and covenants
hereinafter stipulated to be paid and performed by the Tenant,
does hereby demise, let and lease unto the Tenant the easterly 2
floor area of approximately 14,400 square feet as outlined in red
on the Plan attached hereto as Schedule "A-2" (the leased
premises), and shall at all times have free ingress and egress to
and from said area. The rentable area of the demised premi"ses is
subject to adjustment by Architects Certificate. Rentable Area
of the demised premises means the Area Cexpressed in square feet)
of tl1e demised premises as determined by the Certificate of the
Landlord's Architect and as approved by the Tenant and measured
from the interior glass face of all exterior walls, doors and
windows and from the center line of all interior walls separating
the demised premises from adjoining premises. Provided that for
the purpose of calculating Base or Net Rent during the term and
any renewals the area of the demised premises shall be known as
14,400 square feet.
2. Term
The Tenant, its successors, and assigns,
to hold the same, with alL privileges
pertaining thereto, for a full term of
conunencing the 1st day of April, 1989.
2. Ci) Renewal Options
shall
and
THREE
have the right
appurtenances
C3) years,
Provided that the Tenant is not in default of any of the
terms of the lease at the time of exercising the within option
and the Tenant has given written notice to the Landlord at least
six (6) months prior to the expiry of the lease or any renewals
thereof, of its intention to exercise the within option to renew,
the Landlord will grant to the Tenant the option to extend the
term of the lease for a further period of ONE (1) year Cthe
"First Renewal Term") on the same terms and conditions.
page - 1
Ciil Provided that the Tenant is not in default of any of the
terms of the lease at the time of exercising the within option
and the Tenant has given written notice to the Landlord at least
six C6l months prior to the expiry of the First Renew.al Term of
its intention to exercise the within option to renew, the
Landlord will grant to the Tenant the opt ion to extend the term
of the lease for a further period of ONE ( 1) year Cthe "Second
Renewal Term") on the same terms and conditions save and except
any further right of renewal.
3. Base or Net Rent
The Tenant shall pay to the Landlord yearly in monthly
instalments without set off or deduction except as provided for
in U1e lease, net rental equal to $10.75 per square foot per
annum being ONE HUNDRED and FIFTY-FOUR THOUSAND EIGHT HUNDRED
DOLLARS C$154,800.00) per annum payable in advance in monthly
instalments of TWELVE THOUSAND NINE HUNDRED DOLLARS C$12,900.00),
the first of such payments to become due and payable on or before
the first day of April, 1989.
4. Fixturing Period
The Tenant shall be permitted to install its leasehold
Improvements to the leased premi'ses as of the date the leased
premises are given up to the Tenant for completion of the
Tenant 's worl< and it is agreed and understood that the fixturing
period to the commencement date ·will be totally rent free,
pr·ovided that the Tenant shall be responsible for the payment of
all utilities used by it in the demised premises during the
Fixturing Period and further provided that the Tenant shall have
executed this lease and paid to the Landlord the first month's
rent of the term hereby granted.
5. Additional Rent
It is intended that this lease shall be completely net to the
Landlord except for the obligations set. out as being the
responsibility of the Landlord. Without limiting the foregoing
the Tenant shall pay as addi tiona! rent in equal monthly
instalments in advance on the basis of the Landlord's reasonable
estimates for a period no greater than 12 months, Cto be adjusted
on an annual basis on the basis of the Landlord's statement) the
following:
Taxes
The Tenant agrees to pay to the Landlord or the taxing
authorities if the Landlord so directs and discharge in
each leasing year during the term and any renewals
thereof within the time provided for by the taxing
authorities all Municipal and other real property taxes
(including school, sewer and all local improvement
taxes, rates and levies) that are levied, rated,
charged or assessed from time to time respectively
against the leased premises or any part thereof on the
basis of a separate tax bill rendered by any lawful
taxing authority. If there are not separate tax bills
for the leased premises the Tenant shall promptly pay
its proportionate share of all such taxes which are
levied, rated, charged or assessed from time to time by
any lawful authority against or in relation to the
lands, buildings and improvements.
In either event the Tenant shall also pay its
proportionate share of all such taxes levied, rated,
charged or assessed from time to time against the
common areas and facilities, if any, of the lands and
page - 2
bui lclings to the extent only that such tED{es have not
been inc 1 uded in the charges otherwise made hereunder.
Notwithstanding the foregoing in no event
tenant be responsible for the payment of the
business, income or capital taxes or for the
a tax on rental income.
shall the
Landlord's
payment of
If any lease year is less than 12 calendar months the
Tenant's share of the taxes as so allocated pursuant to
this paragraph shall be subject to a per diem pro rata
edj ustment.
It is hereby agreed that should the Tenant be assessed
for taxes at a rate other than the rate at which the
other tenants in the building are assessed and there is
not a separate tax· bi 11 for the 1 eased premises, the
Tenant's proportionate share of taxes shall be adjusted
to properly reflect the difference in the rate of
assessment.
Utilities
The Tenant shall pay all charges for water, gas,
electricity, telephone or other utility used or
consumed in respect to the leased premises including
the cost of heating and air-conditioning the leased
premises as the same are metered and billed separately
or its proportionate share of the cost of the utilities
if not separately metered.
Operating Costs
The Tenant shall pay its proportionate share of the
costs and expenses incurred by the Landlord in
insuring, repa1r1ng, (except where specifically
provided elsewhere herein that the repairs are to be at
the expense of the Landlord), operating, managing Con
site), maintaining and administering the building and
the Common Areas and Facilities of the building,
together will an administration charge in an amount
equal to 15% of all such costs and expenses excluding
only taxes and depreciation.
Notwithstanding the foregoing, such costs shall not
include the Landlord's original acquisition expense,
finance and/or mortgage costs, structural repairs, debt
expense, interest on depreciation. Amounts collectable
from other tenants, from parking charges, insurance
companies or warranties, or repairs which are the
responsibi 1 i ty of the Land lord shall be deducted.
The Tenant shall be responsible to pay its
proportionate share of subsequent capital costs for
replacement provided that the replacement is
necessitated by normal wear and tear and that the
replacement item is not one for which the Tenant is
required to pay its proportionate share of
depreciation. Within 90 days of the end of the period
for which such estimated payments have been made the
Landlord shall deliver to the Tenant its statement
signed by an Officer of the Landlord of the actual
amounts and costs referred to herein together with the
statement of the Tenant's proportionate share of such
amounts and costs showing in reasonable detail the
method by which the same are calculated and if
necessary an adjustment will be made between the
parties. If the Tenant shall have paid in excess of
such actual amount the excess shall be refunded by the
Landlord together with the delivery of the statement.
If the amount the Tenant has paid is less than the
page - 3
actual amount the Tenant agrees to pay any extra amount
or amounts with the next fixed minimum rental payment
due. If any rental year dut·ing the term or any
renewals thereof is greater or less than any such
period determined by the Landlord the Tenant's
proportionate share shall.be subject to a per diem pro
rata adjustment. Notwithstanding that the Tenant may
have paid the amounts claimed by the Landlord the
Tenant shall be entitled to contest and adjust payments·
made pursuant to the Landlord's statement for a period
of one year following its receipt.
Whenever referred to in this lease, the term,
"proportionate share" shall mean the quotient obtained
by dividing the total Rentable Area of the Leased
Premises by the total Rentable Area of the Building.
THE LANDLORD COVENANTS AS FOLLOWS;
6. Quiet Enj ovment
The Tenant shall and may peacefully and quietly have, hold,
occupy, possess and enjoy the demised premises for the term
hereinabove provided, and during any renewals or extensions
thereof, provided the Tenant pays the rent as set forth above,
and keeps, observes and performs all of the other covenants and
provisions as required in this lease, and the Landlord covenants
it will pay all taxess and assessments on the lands and premises
described in Schedule "A-1" hereto.
THE TENANT COVENANTS AS FOLLOWS
7. Use of Premises
Subject to the Tenant .'s right to assign or sublet the Tenant
shall use the leased premises for the purpose of carrying on its
business which is municipal administrative offices. It is agreed
and understood that this restriction shall not apply to any
proposed assignee or sublessee.
8. Continuous Use
The Landlord shall have no control over the operating hours
of the Tenant nor may it insist upon the. continuous operation of
the Tenant in the leased premises. It is understood and agreed
that vacancy shall not constitute a breach of any provisions
contained in the lease.
9. Assignment and Subletting
The Tenant shall not assign this lease in whole or in part
nor sub! et all or any part of the I eased premises without the
prior written consent of the Landlord which consent may not be
unreasonably withheld, and will not be withheld solely because
the proposed sublessee or assignee is not a carrying on an
identical business to the Tenant or because the net rent payable
by the' assignee or sublessee is other than the net rent payable
by the Tenant under the lease as at the effective date of the
assignment or sublet. If the net rent received by the Tenant
exceeds the net rent payable hereunder the amount of such excess
shall be paid by the Tenant to the Landlord. Notwithstanding any
permitted assignment or sublet the Tenant shall remain liable
under the lease.
The Landlord shall within 30 days after having received the
Tenant's written request to assign or sublet, notify the Tenant
page - 4
in writing either that Cal it consents to the assignment or
sublet or (b) it is withholding consent setting out its reasons
or Cc) it elects to cancel this lease in preference to the giving
of consent. If the Landlord elects to cancel this lease as
aforesaid the Tenant shall notify the Landlord in writing within
15 days thereafter of the Tenant's intention to refrain from such
assignment or sublet or to accept the cancellation of this lease.
If the Tenant fails to deliver such notice within such period of
15 days or accept cancellation of this lease, this lease will
thereby be terminated on the expiration of 90 days from the
Landlord's election to cancel this lease. If the Tenant advises
the Landlord it intends to refrain from puch assignment or sublet
then the Landlord's election to cancel this lease as aforesaid
shall become null and void in such instance.
10. Insurance
From the date of con®encement of the fixturing period the
Landlord shall carry normal Landlord's insurance including fire
Call risl< 80% replacement value policy for the building and
foundations, including by-law extension and removal of debris),
third party liability, boiler and rental loss insurance for the
loss of revenue during rebuilding after damage and destruction
only.
The Tenant agrees to maintain, at its own expense, normal
Tenant insurance under its blanket policy having limits of not
less than $1,000,000.00 per occurrence for bodily injury or
property damage and, if required by the Landlord, will provide
evidence of the same.
The Tenant will be responsible for replacement of broken
glass unless broken due to structural or design defect or the
negligence of the Landlord, its agents and employees. The Tenant
will not be required to insure against this.
The Landlord and Tenant agree that they will use their best
efforts to obtain from their respective insurance companies a
waiver of subrogation releasing the other from all liability and
responsibility to the other or any one claiming through or under
them by way of subrogation or otherwise for any loss or damage or
injury caused by fire or other casualty or liability even if such
fire or other casualty or liability is as a result of the
negligence of the other party or any one for whom such party may
be responsible in law. The Tenant agrees that the cost to the
Landlord, if any, shall be included in operating costs.
11. Damage and Destruction
If the leased premises are damaged or destroyed in whole or
in part by any cause whatsoever to such an extent that the same,
in the reasonable opinion of a qualified Architect, are incapable
of being repaired within 180 days, the Landlord and Tenant shall
each have the option to terminate the lease within 30 days of the
occurrence of such damage and destruction. ·
If more than 50% of the building shall be destroyed
damaged by any cause whatsoever to such an extent that, in
reasonable opinion of a qualified Architect, the same
incapable·of being repaired within 180 days Cprovided that
leased premises are affected), the Landlord and Tenant shall
have the option to terminate the lease within 30 days of
occurrence of such damage and destruction.
or
the
is
the
each
the
In the event of lesser damage or destruction to either the
leased premises and/or the building or in the event that neither
party exercises its right to terminate the lease in the
circumstances set out above, then the Landlord shall forthwith
and with due diligence repair, restore and rebuild the leased
premises.
page - 5
/""
In the event that the leased premises are damaged or
destroyed, in whole or in part, and the lease shall not be
terminated in accordance with the provisions set out above, all
rent payable by the Tenant shall abate from the date of damage or
destruction unti 1 the earlier of 21 days after the Landlord has
completed its work and the reopening for business of the leased
premises, in the same proportion as the unusable space of the
leased premises bears to the total rentable area of the leased
premises.
12. Arbitration
Any arbitration provided for in the lease shall be in
accordance with the Arbitration Act (Ontario) or its successor.
13. Maintenance and Repair
The Landlord covenants to maintain and repair the structure,
foundation and structural portion of the roof at its own expense
and to maintain and repair at the Tenant's proportionate expense
the nonstructural portions of the roof, plumbing and all common
areas inc 1 uding without 1 imitation the parking lot, roadways and
sidewalks. The Tenant agrees to remove ice and snow from all
sidewalks, entrances, exits, parking areas, roadways and common
areas used in connect ion with all of the lands and building. The
Tenant shall bill to the Landlord a portion of the cost of the
snow removal, such portion being equal to the product obtained
when multiplying a fraction, the denominator of which is equal to
the total rentable area of the building in square feet and the
numerator of which is equal to the difference between the total
rentable area of the building in square feet and the area of the
demised premises in square feet occupied by the Tenant, times the
total cost of snow removal.
The Tenant agrees to keep the leased premises in good and
tenantable repair, reasonable wear and tear, damage by fire,
lightning, tempest, Acts of God or the Queen's enemies, riots,
insurrection, civil commotions and damage resulting from
negligence or omission of the Landlord, its agents, assigns,
invitees or employees, maintenance and repairs which are the
responsibility of the Landlord and structural defects only
excepted and to leave the leased premises in good repair saving
only the aforementioned exceptions. The Tenant shall be
responsible for providing Janitorial services for the leased
premises at its own expense. The Landlord agrees to assign any
warranties to the Tenant.
14. Additions and Alterations
The Tenant may place or install any and all fixtures,
alteration artie les and improvements in or to the leased _premises
including but not limiting the generality of the foregoing:
counters, partitions, lighting fixtures installed by it, and
other fixtures and fittings (including trade and electrical
fixtures installed by it) and the Tenant may at its sole option
remove from the leased premises at any time during the term of
the lease or any renewal thereof, provided that the tenant is not
then in default or in breach of any of the covenants contained in
the lease, any or all such fixtures, articles and improvements
brought upon or affixed to the leased premises doing no damage by
such removal or making good any damage so caused except
reasonable wear and tear, damage by fire, lightning, tempest,
Acts of God, and the Queen's enemies, structural defects, repairs
and work which are the responsibility of the Landlord and damage
resulting from the negligence or omission of the Landlord, its
agents, assigns, invitees or employees.
page - 6
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15. Signage
It is understood and agreed that the Tenant may e 1 ect not to
erect any sign(s) on the outside of the building and such
election shall not constitute a breach of any provisions
contained in the lease.
At its option, the Tenant may erect and maintain such
lighted business signage on the outside of the building
windows of the leased premises in locations agreed to by
Landlord and Tenant. The Tenant shall be permitted to erect
install exterior type fascia signs. Such signage to adhere
the Landlord's reasonable sign specification.
back
and
the
and
to
The Tenant's standard logo and corporate colours may be used
on all permitted signage. The Landlord will not obstruct or,
save and except circumstances beyond its control, permit the
obstruction of the visibility of the Tenant's signage in any way.
The Tenant shall have the right to use advertising from time to
time on the windows of the leased premises without the Landlord's
consent provided that they meet the Landlord's standards. The
Tenant will have the right to positioning on any Tenant pylon
sign if installed by the landlord. It is understood and agreed
that the said pylon signs location and size are subject to
Municipal approval.
In addition to the signage as described above the Tenant
will be entitled to sign identification on the building's main
directory but such identification shall not be a requirement of
the lease.
15. A. Flag Pole
Subject to the conditions herein, the Landlord gives its
consent to the Tenant to erect a flag pole on the lands described
in Schedule A-1 hereto provided, that all costs associated with
the supply and erection of the flag pole are paid by the Tenant.
The erection of the flag pole shall be in compliance with all
Municipal, Provincial or Federal regulations. The consent of the
Landlord herein is condi tiona! upon the Landlord and Tenant
mutually agreeing as to the location of the flag pole. The Tenant
shall be responsible for all costs of maintenance of the flag
po 1 e and hereby agrees to indemnify the Landlord with respect to
any claims that might arise as a result of damage caused by the
flag pole during the term of this lease or any renewals thereof.
At the end of the term of this 1 ease, or any renewals thereof,
the flag pole shall become the property of the Landlord.
16. Parking Facility
The Tenant shall have the exclusive use of all parking
spaces on the lands described in Schedule A-1 hereto free of
charge, save and except the most westerly 12 parking spaces which
are reserved for the exclusive use of the other tenants of the
building.
17. Access and Visibility
The Landlord shall not make any a! terations or additions to
the Building in which the leased premises are contained or erect
buildings on the lands comprising the project or make alterations
or additions to or erect signage and landscaping in such a way
that it or they will diminish access or exposure to the leased
premises or the Tenant's sign visibility without the written
consent of the Tenant which consent will not be unreasonably
withheld.
page - 7
18. Subordination
The Landlord covenants to obtain consents
nondisturbance agreements with repect to the Tenant's
all present mortgagees and use its best efforts
nondisturbance agreements from future mortgagees.
to and
Lease from
to obtain
Notwithstanding the foregoing, the Tenant agrees to execute
any acknowl<edgement and subordination agreements reasonably
required by the Landlord provided that the same are in a form
acceptable to the Tenant's solicitors and provided further that
the Landlord first obtains a consent and a nondisturbance
agreement with respect to the Tenant's lease from every party
requesting or requiring a subordination agreement from the
Tenant.
19. Landlord's Entry
Except in the case of emergency the Landlord shall not enter
the leased premises except upon prior written notice to the
Tenant in which event arrangements will be made for entry by the
Landlord in the presence of one of the Tenant's employees at a
mutually convenient time.
20. Planning Act
This lease is subject to the condition that the Landlord
will obtain any consents required pursuant to the provisions of
the Planning Act and it is to be effective only if the provisions
of the Planning Act are complied with. If consent is. required
but the Landlord is unable to obtain same and if the term
including renewals is in excess of 21 years the lease shall not
exceed a term of 21 years less 1 day from and including the lease
commencement date without any right of renewal.
21. Indemnities
Except in the event of the negligence of the Landlord or of
those for whom it is in law responsible, the Tenant covenants to
indemnify the Landlord against all manner of claims, damages,
loss, costs and charges, whatsoever, suffered by the Landlord or
its property, either directly or indirectly, in respect of any
matter of thing ari-sing from the Tenant's occupancy or use of the
demised premises or out of any operation in connection therewith.
22. Compliance with Legislation
The Tenant covenants with the Landlord to observe and
fulfill the lawful provisions and requirements of all statutes,
by-laws, rules and regulations, municipal, provincial or federal,
relating to the demised premises and in particular and without
limiting the generality of the foregoing to maintain all
equipment and apparatus not installed or required to be installed
from time to time by any authority on the demised premises.
PROVIDED that the Tenant's obligations under this
shall be limited to those items which are the Tenant's
under this ·lease.
23. Rules and Regulations
section 22
1 iability
The Tenant covenants with the Landlord that the Tenant
his employees and all persons visiting or doing business
and
with
page -8
them on the demised premises shall be bound by and will observe
and perform the reasonable rules and regulations made by the
Landlord of which notice in writing shall be given to the Tenant
and that all such rules and regulations shall be deemed to be
incorporated in and form part of this lease.
24. Default
If the term or any of the goods or chattels of the Tenant
shall be at any time seized or taken in execution or in
attachment by any creditor of the Tenant, or if a writ of
execution shall issue against the goods and chattels of the
Tenant and remain unsatisfied for ten days, or if the Tenant
shall execute any chattel mortgage or bill of sale of any of its
goods and chattels, other than a bill of sale of any of its goods
in the ordinary course of the Tenant's business, or if the Tenant
shall make any assignment for the benefit of creditors or any
bulk sale or shall be adjudged banl(rupt or insolvent by any court
of competent jurisdiction under any legislation then in force of
shall take the benefit of any Act that may be in force for
bankrupt or insolvent debtors then the current month's rent
together with the rent for the said three months next ensuing and
taxes payable hereunder by the Tenant for the then current year,
including local improvement rates, to be reckoned on the rate for
the next preceding year, shall immediately become due and
payable, and the term shall, at the option of the Landlord,
forthwith be terminated and in each of the above cases such
accelerated rent, additional rent and ta~es shall be recoverable
by the Landlord as if it were in arrears.
25. Re-entry
A. Proviso for re-entry by the Landlord on non-payment of
rent or non-performance of covenants, subject to the provisions
of this lease.
B. Failure to pay rent or observe covenants
If the Tenant shall fai 1 to pay an instalment of any rent
payable hereunder when due and shall allow such default to
continue for five days, or shall fail to perform any of the
other covenants, conditions or agreements herein contained and
shall allow any such default to continue for fifteen days,
after 15 days' notice in the case of arrears of rent or 20
days• notice in the case of any other default if the default is
not cured or cure has not been commenced within the notice
period, the estate hereby vested in the Tenant and any other
rights of the Tenant hereunder shall thereupon, at the option of
the Landlord, immediately cease and expire.
26. Right of Entry to Perform Covenants
If the Tenant shall default in the performance of any
covenant in this lease (except a covenant to pay rent) and if
such default shall continue after the notice period provided for
in section 25B, the Landlord may perform that covenant on the
Tenant's behalf and may enter the demised premises for the
purpose and shall not be liable to the Tenant for any loss or
darnage to the Tenant's stock or business so caused. If the
Landlord at any time is compelled or elects to incur any expense
including legal fees in instituting, prosecuting or defending any
action or proceeding based upon any default of the Tenant under
this lease (including any action or proceeding against the
Tenant) any reasonable sum including solicitor-and-client costs
so paid by the Landlord, together with all interest and damages,
shall be payable by the Tenant on demand as additional rent.
page - 9
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•
------------~--·--~~~~-------. .,·-·---~------~ .
27. Default Cured by Diligence
If any default by the Tenant can only be cured by the
performance of work or the furnishing of materials, and if such
work cannot reasonably be completed or such materials reasonably
obtained and utilized within 20 days, such default shall not be
deemed to continue if the Tenant proceeds promptly with such work
as may be necessary to cure the default and continues diligently
to complete such worlc.
28. Removal of Tenant or Occupant
If any default by the Tenant is not cured pursuant to the
provisions of this lease, or if this lease shall be terminated
for any cause, the Landlord may re-enter and remove or procure
the removal from the demised premises of the Tenant or any other
occupant of the demised premises.
29. Landlord's Rights on Re-entry or Termination
If the Landlord shall re-enter or if this lease shall be
terminated:
Ci) Rent shall immediately become due and be paid up to the
time of such re-entry or termination together with the reasonable
expenses of the Landlord as hereinafter defined;
CiU The Landlord may re-let the demised premises or any
part thereof either in the name of the Landlord or otherwise for
a term or terms which may if the Landlord chooses be less or
greater than the period which would otherwise have constituted
the balance of the term of this lease and may grant reasonable
concessions in connection therewith;
Ciii) The Tenant shall pay to the Landlord on demand such
reasonable expenses as the Landlord may incur in re-letting the
demised premises, including legal costs, solicitor's fees and
brokerage and the expenses of keeping the demised premises in
good order and of preparing the demised premises for re-letting.
The making of any alterations or decorations in the demised
premises which the Landlord considers advisable and necessary for
the purpose of re-letting them shall not operate or be construed
to release the Tenant from liability hereunder.
In the event of breach or threatened breach by the Tenant of
any of the covenants or provisions hereof, the Landlord shall
have the right to invoke any remedy allowed at law or in equity,
including injunction, as if re-entry, summary proceedings and
other remedies were not herein provided for, and mention in this
lease of any particular remedy shall not preclude the Landlord
from using any other remedy at law or in equity.
30. Nuisance and Garbage
The Tenant shall not cause, permit or suffer any unusual or
objectionable noises or odours to emanate from the demised
premises or its use of the common area. The Tenant shall deposit
all garbage, debris, trash and refuse in the areas and manner
designated by the Landlord. If garbage, debris, trash and refuse
is not collected and picked up by the appropriate municipal
authorities, such collection and pick-up shall be at the expense
of the Tenant.
page -10
31. Registration
Upon the written request of the Tenant and subject to the
consent of the Landlord which consent shall not be unreasonably
withheld the Landlord and the Tenant will join in the execution
of a notice of the lease or other memorandum for the purpose of
registration in the proper land registry office. The notice of
lease or memorandum will be prepared by the Tenant at its sole
cost and will be in registerable form acceptable to both the
Landlord and the Tenant.
32. Notice
Any notice demand, request or other instruments which may or
are required to be given under this lease shall be delivered in
person or sent by registered mail postage prepaid and shall be
addressed to the Tenant at the demised premises,
and to the landlord at -THE ALVI GROUP
P.o. Box 83
Aurora, Ontario
L4G 3H1
or at such other address or addresses as the Landlord or Tenant
shall designate by written notice. Any such notice demand
request or consent shall be conclusively deemed to have been
given or made on the day upon which such notice demand request or
consent is de I i vered or if mailed as the case may be and either
·party may at any time give no~ice in writing to the other of any
change of address for the party giving such notice and from and
after giving or-such notice the address therein specified shall
be deemed to be the address of such party for the giving of
not ices hereunder.
33. Partial Invalidity
If any part of this lease or the application of any part to
any person or circumstances is invalid or illegal the remainder
of this lease or the application to person or circumstance other
than those with respect to which it is invalid or illegal is not
affected and continues to be applicable and enforceable to the
extent permitted by law.
34. Landlord's Work
The Landlord shall at its cost and expense
leased premises for the Tenant's use and occupancy
with plans and specifications prepared by the
Landlord's Architect and the Tenant's Architects
have been amended and agreed to from time to time
hereto.
35. Arrears
construct the
in accordance
Landlord, the
as such plans
by the Parties
The Tenant shall pay interest on all rent or additional rent
in arrears at the prime rate of interest offered by The Royal
Ban!< of Canada from the date when the same became due unt i 1
paid. In any action or proceeding which the Landlord may be
required to prosecute to enforce its rights hereunder, and
particularly in any action to collect rent hereunder, the Tenant
agrees to pay all costs incurred by the Landlord therein,
including reasonable solicitor's fees.
page -11
36. Damage to Persons and Property
EXCEPT to the extent that such loss
caused by the negligence of the Landlord
whom it is in law responsible:
or damage or injury
or another person
is
for
Ci) Neither the Landlord nor its agents shall be liable for
any damage to property entrusted to its or their employees nor
for the loss of any property by theft or otherwise. All property
kept or stored in the demised premises shall be at the sole risk
of the Tenant.
(ii) Neither the Landlord nor its agents shall be liable for
any injury or damage to persons or property in the demised
premises or in the premises resulting from fire, steam,
waterworks, falling plaster, electricity, water, rain or snow
which may leak into, issue, or flow from any part of the premises
or from the pipes, appliances or plumbing works or from any other
place or quarter or from dampness or from any other cases
whatsoever, nor shall the Landlord ot· its agents be I iable for
any loss or damage caused by acts or omissions of other
occupants, their employees ~r agents or of any person not the
employee or agent of the Landlord, or for damage caused by the
construction of any public or quasi-public works.
37. Alterations by Landlord
Subject to the provisions of Section 17 hereof, the Landlord
shall be entitled to alter the building services or facilities,
.~·. the location of driveways, sidewalks, or other common areas and
facilities, and to extend existing buildings or erect new
buildings or extend existing buildings above the demised premises
or other rentable premises or common areas and facilities, or add
new cormnon areas and facilities to or on the premises.
38. Holdover
Any holdover after the end of the term
any extensions or renewals thereof, shall be
tenancy from month to month upon the same
above and commencing with a monthly rental
month's rent of the expired term.
39. No Waiver
herein conveyed or
construed to be a
terms as specified
equal to the last
No waiver of a breach of any of the covenants of this lease
shall be construed to be a waiver of any succeeding breach of the
same or any other covenant.
40. Interpretation
The words "Landlord" or "Tenant" as used herein shall
include the plural as well as the singular. Words used in the
masculine gender shall include the feminine and neuter. If there
be more than on Tenant, the obligations hereunder imposed upon
the Tenant shall be joint and several.
41. Enure for Successors
All of the provisions of this lease are to be construed as
covenants and agreements as though words importing such covenants
and agreements were used in separate paragraph hereof, and all
page -12
---~---·-~-"-~-~-~-~-~.:...:·"~~---·~·-----......:_.....:..;__:.~,_...:.:._·. -· --~-·--..,.,.;..,."~=~'="--~~~.,...,.~-. "-~~·~'·'~~~-~~·-··--· ... ··--. ~-------·~----·' . .
such prov1s1ons shall be binding upon and enure to the benefit of
the parties hereto and their respective successors and assigns.
WITNESS the Corporate Seal of the Parties, duly attested by the
hands of their proper signing officers in that behalf, or hereto
duly signed, sealed and delivered by the appropriate party or
parties.
WITNESS ) THE ALVI GROUP
)
) Per:
)
) THE PRIESTLY HOLDING CORPORATION
)
) Per:
)
)
)
) MOONCREST INVESTMENTS LIMITED
)
) Per:
)
)
)
)
) THE CORPORATION OF THE TOWN
) OF AURORA
)
) Per:
)
)
)
)
)
)
page -13
• •
'---
SCHEDULE A-1 to a Lease entered into between THE ALVI GROUP and
THE CORPORATION OF THE TOWN OF AURORA
Part of Lot 105, Plan 246,
Town of Aurora, Regional Municipality of York
designated as Part 1 on Plan of Reference deposited in the
Registry Office for the Registry Division of York Region as
Number 65R-3262.
Page -14
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Page -15
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