Termination and Extension. 8(1) Provided that there has been no uncured default by the Lessee, this Agreement may be renewed at the option of the Lessee by notice as set out below for one additional term of twenty-one (21) years upon the same terms and conditions, save and except for rent and service fees which shall be determined by Manitoba in accordance with then current laws, regulations or policies respecting rental rates and service fees for rental property of this type. The Lessee may exercise the Lessee's option to renew this Agreement at any time after six (6) months before the expiration of the Agreement and prior to two (2) months before the expiration of the Agreement. 8(2) At the end of the term hereof or any renewal term, this Agreement will expire. 8(3) The Lessee may terminate this Agreement effective April 30th of any year of this Agreement by giving notice in writing to Manitoba at least one (1) year prior to the date of termination. 8(4) Without restricting any other remedies available, Manitoba may, at its sole option, immediately terminate this Agreement in writing if: (a) the Lessee has failed to make any payment due hereunder, or has failed to comply with any other term or condition of this Agreement and has not remedied that failure to comply within ninety (90) days of receipt of notice in writing from Manitoba; (b) the Lessee makes an assignment for the benefit of creditors, becomes bankrupt or insolvent, takes the benefit of, or becomes subject to, any statutes that may be in force relating to bankrupt or insolvent debtors (the appointment of a receiver or receiver and manager of the assets of the Lessee being conclusive evidence of insolvency), or if any certificate or order is made or granted for the winding-up or dissolution of the Lessee, voluntarily or otherwise; (c) the Lessee suffers a lien under The Builders’ Lien Act (Manitoba) or any similar or successor legislation registered against the premises or Manitoba’s interest therein and does not contest the validity or the amount of the lien and do all things necessary to obtain and register a discharge forthwith after the lien has come to the notice of the Lessee. 8(5) Where the Lessee terminates this Agreement in accordance with paragraph 8(3) or Manitoba terminates this Agreement in accordance with paragraph 8(4), or upon the expiration of the term or any renewal term of this Agreement: (a) The Lessee shall deliver up possession of the premises to Manitoba and shall not remain in possession of the premises following the expiration or termination of this Agreement; (b) At the option of Manitoba: (i) the Lessee and Manitoba may agree on the fair market value of the buildings or structures added to the premises by the Lessee and Manitoba may purchase such buildings or structures by paying to the Lessee that fair market value, or (ii) the Lessee shall remove all buildings and structures added to the premises by the Lessee within six months of such expiry or termination, and where those buildings and structures are not removed within six months they shall become the property of Manitoba. At the end of such six months, any assets left on the property as at such date shall vest in Manitoba, and the Lessee shall be deemed to have released and quit- claimed any interest therein to and in favour of Manitoba. No compensation or payment whatsoever shall be payable therefore by Manitoba to the Lessee in such event. 8(6) Where Manitoba terminates this Agreement in accordance with paragraph 8(4) in instances where collateral assignments are recorded, it shall provide notice in writing of such termination to the holder of such collateral assignments (the "Security Holder"). The Security Holder: (a) shall then be allowed a reasonable time frame of not less than 90 days as stipulated in the notice, to cure defaults of the Lessee, and upon doing so this Agreement shall be deemed not to have terminated; (b) shall not be obligated to go into possession; and (c) shall be allowed to assign the Lessee's interest in this Agreement to a third party purchaser, subject to the prior written consent of Manitoba being required, but which shall not be unreasonably withheld; provided that as a condition of any such assignment, such subsequent assignee shall execute such documentation as Manitoba considers reasonable to bind the assignee directly to Manitoba on the terms and conditions as contained in this Agreement, and all defaults of the Lessee shall be cured and brought to good standing. In the event of such permitted assignment, this Agreement shall be deemed not to have terminated. 8(7) Notwithstanding any other provision of this Agreement, Manitoba may terminate this Agreement at any time by giving the Lessee ninety (90) days notice in writing, and upon the expiration of such period of ninety (90) days from the giving of the notice, this Agreement and the term hereby demised shall absolutely cease and determine and be at an end. Upon such termination: (a) The Lessee shall deliver up possession of the premises to Manitoba and shall not remain in possession of the premises following the termination of this Agreement; (b) The Lessee shall, within 180 days of such termination, remove all personal property of the Lessee from the premises; and (c) At the option of the Lessee: (i) the Lessee may require Manitoba, by notice in writing to Manitoba within 180 days of such termination, to pay to the Lessee the fair market value of the buildings or structures located on the premises and Manitoba shall purchase such buildings or structures by paying the Lessee that fair market value. When determining such fair market value, regard shall not be had to the fact that this Agreement has been terminated by Manitoba in accordance with this section, and accordingly such fair market value shall include the fair market value of a permitted assignment of the Lessee's rights under this Agreement. Such fair market value shall be determined by agreement between Manitoba and the Lessee or, if they fail to reach an agreement within 180 days of such notice being received by Manitoba, by reference to the Land Value Appraisal Commission, or such other body as may hereafter be substituted therefore from time to time; or (ii) the Lessee shall remove all buildings and structures added to the premises within 180 days of such termination, and where no such notice has been given by the Lessee in accordance with subsection 8(7)(c)(i) above and where those buildings and structures are not removed as set out in subsection 8(7)(c)(ii) above, they shall become the property of Manitoba. At the end of such 180 days, any assets left on the premises as at such date shall vest in Manitoba, and the Lessee shall be deemed to have released and quit-claimed any interest therein to and in favour of Manitoba. No compensation or payment whatsoever shall be payable therefore by Manitoba to the Lessee in such event, except any payment arising from the giving of notice as provided in subsection 8(7)(c)(i) above.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement
Termination and Extension. 8(1(a) Provided It is hereby mutually agreed that there either party hereto may terminate this Lease at the end of the Term if a renewal right has not been no uncured exercised or, if exercised, upon the end of any renewal term, by giving to the other party written notice at least ninety (90) days prior thereto. In default by the Lesseeof such notice, this Agreement may be renewed at the option of the Lessee by notice as set out below for one additional term of twenty-one (21) years Lease shall continue upon the same terms and conditions, save and except for rent and service fees which shall be determined by Manitoba conditions in accordance with then current laws, regulations or policies respecting rental rates and service fees for rental property of this type. The Lessee may exercise the Lessee's option to renew this Agreement at any time after six (6) months before the expiration of the Agreement and force immediately prior to two (2) months before the expiration of the Agreement.
8(2) At the end of the term hereof or any renewal term, this Agreement will expire.
8(3) The Lessee may terminate this Agreement effective April 30th of any year of this Agreement by giving notice in writing to Manitoba at least one (1) year prior to the date of termination.
8(4) Without restricting any other remedies available, Manitoba may, at its sole option, immediately terminate this Agreement in writing if:
(a) the Lessee has failed to make any payment due hereunder, or has failed to comply with any other term or condition of this Agreement and has not remedied that failure to comply within ninety (90) days of receipt of notice in writing from Manitoba;
(b) the Lessee makes an assignment for the benefit of creditors, becomes bankrupt or insolvent, takes the benefit of, or becomes subject to, any statutes that may be in force relating to bankrupt or insolvent debtors (the appointment of a receiver or receiver and manager of the assets of the Lessee being conclusive evidence of insolvency), or if any certificate or order is made or granted for the winding-up or dissolution of the Lessee, voluntarily or otherwise;
(c) the Lessee suffers a lien under The Builders’ Lien Act (Manitoba) or any similar or successor legislation registered against the premises or Manitoba’s interest therein and does not contest the validity or the amount of the lien and do all things necessary to obtain and register a discharge forthwith after the lien has come to the notice of the Lessee.
8(5) Where the Lessee terminates this Agreement in accordance with paragraph 8(3) or Manitoba terminates this Agreement in accordance with paragraph 8(4), or upon the expiration of the term hereof (except that the monthly installment of Minimum Annual Rent shall be increased by the CPI Adjustment (defined in Section 46) for a further period of one (1) month and so on from month to month unless and until terminated by either party hereto giving the other thirty (30) days' written notice for removal previous to the expiration of the then current term; provided, however, that if Landlord shall have given written notice prior to the expiration of the Term if a renewal right has not been exercised or, if exercised, prior to the expiration of such renewal term, of its intention to make changes to the terms and conditions of this Lease and Tenant shall not within ten business (10) days from such notice notify Landlord in writing of Tenant's intention to vacate the Leased Space at the end of the then current term, Tenant shall be considered as Tenant under the terms and conditions mentioned in such notice for a further term as above provided, or for such further term as may be stated in such notice. In the event that Tenant shall have given notice as stipulated in this Lease of intention to vacate the Leased Space at the end of the Term or any renewal term of this Agreement:
(a) The Lessee shall deliver up possession of the premises to Manitoba or extension thereof and shall not remain in possession of fail or refuse so to vacate same on the premises following date designated by such notice, then it is expressly agreed that Landlord shall have the expiration or termination of this Agreement;
(b) At the option of Manitoba:option, either
(i) to disregard the Lessee and Manitoba may agree on the fair market value of the buildings or structures added to the premises by the Lessee and Manitoba may purchase such buildings or structures by paying to the Lessee that fair market valuenotice so given as having no effect, or
(ii) the Lessee shall remove all buildings and structures added to the premises by the Lessee within six months of such expiry or termination, and where those buildings and structures are not removed within six months they shall become the property of Manitoba. At the end of such six months, any assets left on the property as at such date shall vest in Manitoba, and the Lessee shall be deemed to have released and quit- claimed any interest therein to and in favour of Manitoba. No compensation or payment whatsoever shall be payable therefore by Manitoba to the Lessee in such event.
8(6) Where Manitoba terminates this Agreement in accordance with paragraph 8(4) in instances where collateral assignments are recorded, it shall provide notice in writing of such termination to the holder of such collateral assignments (the "Security Holder"). The Security Holder:
(a) shall then be allowed a reasonable time frame of not less than 90 days as stipulated in the notice, to cure defaults of the Lessee, and upon doing so this Agreement shall be deemed not to have terminated;
(b) shall not be obligated to go into possession; and
(c) shall be allowed to assign the Lessee's interest in this Agreement to a third party purchaser, subject to the prior written consent of Manitoba being required, but which shall not be unreasonably withheld; provided that as a condition of any such assignment, such subsequent assignee shall execute such documentation as Manitoba considers reasonable to bind the assignee directly to Manitoba on case the terms and conditions as contained in this Agreement, and all defaults of the Lessee shall be cured and brought to good standing. In the event of such permitted assignment, this Agreement shall be deemed not to have terminated.
8(7) Notwithstanding any other provision of this Agreement, Manitoba may terminate this Agreement at any time by giving the Lessee ninety (90) days notice in writing, and upon the expiration of such period of ninety (90) days from the giving of the notice, this Agreement and the term hereby demised Section shall absolutely cease and determine and be at an end. Upon such termination:
(a) The Lessee shall deliver up possession of the premises to Manitoba and shall not remain in possession of the premises following the termination of this Agreement;
(b) The Lessee shall, within 180 days of such termination, remove all personal property of the Lessee from the premises; and
(c) At the option of the Lessee:
(i) the Lessee may require Manitoba, by notice in writing to Manitoba within 180 days of such termination, to pay to the Lessee the fair market value of the buildings or structures located on the premises and Manitoba shall purchase such buildings or structures by paying the Lessee that fair market value. When determining such fair market value, regard shall not be had to the fact that this Agreement has been terminated by Manitoba in accordance with this section, and accordingly such fair market value shall include the fair market value of a permitted assignment of the Lessee's rights under this Agreement. Such fair market value shall be determined by agreement between Manitoba and the Lessee or, if they fail to reach an agreement within 180 days of such notice being received by Manitoba, by reference to the Land Value Appraisal Commission, or such other body as may hereafter be substituted therefore from time to timeapply; or
(ii) Landlord may, at any time, give Tenant ten (10) days' written notice of its intention to terminate this Lease; whereupon Tenant expressly agrees to vacate the Lessee Leased Space at the expiration of the said period of ten (10) days specified in said notice.
(b) If Tenant shall remove all buildings and structures added to hold over after the premises within 180 days expiration of such terminationthe Term hereof (as may be extended pursuant subsection (a) above), and where no Landlord shall not give consent to such notice has been given hold over by the Lessee in accordance with subsection 8(7)(c)(i) above and where those buildings and structures are not removed Tenant, such tenancy may be terminated as set out in subsection 8(7)(c)(ii) above, they shall become the property of Manitoba. At the end of such 180 days, any assets left on the premises as at such date shall vest in Manitobapermitted by applicable state law, and until Tenant has vacated the Lessee shall be deemed Leased Space, it agrees to have released and quit-claimed any interest therein pay to and in favour Landlord rent at a monthly rental double the rate payable by Tenant at the expiration of Manitoba. No compensation or payment whatsoever shall be payable therefore by Manitoba to the Lessee in such event, except any payment arising from the giving Term of notice as provided in subsection 8(7)(c)(i) abovethis Lease.
Appears in 1 contract
Sources: Lease Agreement (Viropharma Inc)
Termination and Extension. 8(111(1) Provided that there has been no uncured default by the Lessee, this the Agreement may be renewed at the option of the Lessee by notice as set out below for one additional term of (five, ten or twenty-one one) (21) years 5, 10, or 21)years upon the same terms and conditions, save and except for rent and service fees which shall be determined by Manitoba the Crown in accordance with then current laws, regulations or policies respecting rental rates and service fees for rental property of this type. The Lessee may exercise shall provide notice in writing to the Lessee's option Crown of its request to renew the Agreement in accordance with this Agreement Part at any time after least six (6) months before the expiration of the Agreement and prior to two (2) months before the expiration of the Agreement.
8(211(2) At the end of the term hereof or any lease renewal term, period this Agreement will expire.
8(311(3) The Crown or the Lessee may terminate this Agreement effective on April 30th of any year of this Agreement by giving notice in writing to Manitoba the other party at least one one
(1) year prior to the date of termination.
8(411(4) Without In the event that the Crown terminates this Agreement in accordance with paragraph 11(3), the Crown agrees to pay to the Lessee due compensation for the Lessee's estate or interest, including the property referred to in clause 1(1) of the Lease and the assets referred to in clause 1(2) of the Lease, taking into account the unexpended portion of the Lease including the Lease renewal period, and the provisions of The Expropriation Act of Manitoba relating to the determination of due compensation and costs shall apply. Due compensation shall be determined based on the date of notice of termination and will be reduced by any amounts owing to the Crown from the Lessee arising pursuant to this Agreement.
11(5) In addition to its rights under paragraph 11(3), and without restricting any other remedies available, Manitoba and subject to the provisions of paragraph 11(6) hereof, the Crown may, at its sole option, immediately terminate this Agreement in writing if:
(a) if the Lessee has failed to make any payment due hereunder, or has failed to comply with any other term or condition of this Agreement including the payment of rent and has not remedied that failure to comply within ninety (90) days of receipt of notice in writing from Manitoba;
(b) the Lessee makes an assignment for the benefit of creditors, becomes bankrupt or insolvent, takes the benefit of, or becomes subject to, any statutes that may be in force relating to bankrupt or insolvent debtors (the appointment of a receiver or receiver and manager of the assets of the Lessee being conclusive evidence of insolvency), or if any certificate or order is made or granted for the winding-up or dissolution of the Lessee, voluntarily or otherwise;
(c) the Lessee suffers a lien under The Builders’ Lien Act (Manitoba) or any similar or successor legislation registered against the premises or Manitoba’s interest therein and does not contest the validity or the amount of the lien and do all things necessary to obtain and register a discharge forthwith after the lien has come to the notice of the LesseeCrown.
8(511(6) Where the Lessee terminates The Crown agrees not to terminate this Agreement agreement in accordance with paragraph 8(3) or Manitoba terminates this Agreement in accordance with paragraph 8(4), or upon the expiration of the term or any renewal term of this Agreement:
(a) The Lessee shall deliver up possession of the premises to Manitoba and shall not remain in possession of the premises following the expiration or termination of this Agreement;
(b) At the option of Manitoba:
(i) the Lessee and Manitoba may agree on the fair market value of the buildings or structures added to the premises by the Lessee and Manitoba may purchase such buildings or structures by paying to the Lessee that fair market value, or
(ii) the Lessee shall remove all buildings and structures added to the premises by the Lessee within six months of such expiry or termination, and where those buildings and structures are not removed within six months they shall become the property of Manitoba. At the end of such six months, any assets left on the property as at such date shall vest in Manitoba, and the Lessee shall be deemed to have released and quit- claimed any interest therein to and in favour of Manitoba. No compensation or payment whatsoever shall be payable therefore by Manitoba to the Lessee in such event.
8(6) Where Manitoba terminates this Agreement in accordance with paragraph 8(411(5) in instances where collateral assignments are recorded, it shall provide without providing notice in writing of such termination to the holder of such collateral assignments (the "Security Holder"). The Crown acknowledges that the Security Holder:
(a) shall then be allowed has the authority to cure defaults of the Lessee, within a reasonable time frame of not less than 90 days as stipulated in the notice, so as to cure defaults avoid termination of the Lessee, and upon doing so this Agreement shall be deemed not to have terminatedLease;
(b) shall not be obligated to go into possession, nor to operate the Lessee's business, but the Crown may at its option and its own expense unless otherwise agreed, in cooperation with the Security Holder, manage or operate the Lessee's business on terms to be agreed between the Crown and the Security Holder; and
(c) shall be allowed has the authority to assign the Lessee's interest in this Agreement the Lease to a third party purchaser, subject to the prior written consent of Manitoba the Crown being required, but which shall not be unreasonably withheld; provided that as a condition of any such assignment, such subsequent assignee shall be obligated to execute such documentation as Manitoba the Crown considers reasonable to bind the assignee directly to Manitoba the Crown on the terms and conditions as contained in this Agreementthe original Lease, and all defaults of the Lessee Lease shall be cured and brought to good standing. .
11(7) In the event of such permitted assignment, that the Crown terminates this Agreement shall be deemed not to have terminated.
8(7in accordance with paragraphs 5(2), 5(3), 10(2), 10(3) Notwithstanding any other provision of or 11(5), or the Lessee terminates this Agreement, Manitoba may terminate this Agreement or the lease expires either at any time by giving the end of the lease term or at the end of the lease renewal period, the Lessee ninety shall within six (906) days notice in writing, and upon the expiration of such period of ninety (90) days from the giving months of the notice, this Agreement and the term hereby demised shall absolutely cease and determine and be at an end. Upon such terminationtermination date either:
(a) The Lessee shall deliver up possession remove all or any part of the structures, improvements and appurtenances (the Assets) added to the premises to Manitoba and shall not remain in possession by or on behalf of the premises following the termination of this Agreement;Lessee; or
(b) The Lessee shall, within 180 days of such termination, remove all personal property dispose of the Lessee from the premises; and
(c) At the option of the Lessee:
(i) the Lessee may require Manitoba, by notice in writing to Manitoba within 180 days of such termination, to pay to the Lessee the fair market value of the buildings or structures located on the premises and Manitoba shall purchase such buildings or structures by paying the Lessee that fair market value. When determining such fair market value, regard shall not be had to the fact that this Agreement has been terminated by Manitoba in accordance with this section, and accordingly such fair market value shall include the fair market value of a permitted assignment of the Lessee's rights under this Agreement. Such fair market value shall be determined by agreement between Manitoba and the Lessee or, if they fail to reach an agreement within 180 days of such notice being received by Manitoba, by reference to the Land Value Appraisal Commission, or such other body as may hereafter be substituted therefore from time to time; or
(ii) the Lessee shall remove all buildings and structures Assets added to the premises within 180 days by or on behalf of such termination, and where no such notice has been given by the Lessee in accordance with subsection 8(7)(c)(i) above a manner satisfactory to the Crown; and where those buildings and structures are not removed as set out in subsection 8(7)(c)(ii) above, they shall become the property of Manitoba. At at the end of six (6) months, the Lessee shall be deemed to have fully completed such 180 daysremoval, and any assets Assets left on the premises property as at such date shall vest in Manitobathe Crown, and the Lessee shall be deemed to have released and quit-claimed any interest therein to and in favour of Manitoba. No compensation the Crown.
11(8) Other than in accordance with this Agreement or payment whatsoever shall be payable therefore with conditions in writing provided by Manitoba to the Crown, the Lessee shall not remain in such event, except any payment arising from possession of the giving property following the expiration or termination of notice as provided in subsection 8(7)(c)(i) abovethis Agreement.
Appears in 1 contract
Sources: Lease Agreement