Addendum No. 3 to an Unprotected Lease Dated February 2018

Exhibit 4.13

Made and entered into in Yokneam on ______, 2021

 

 

(The Original Lease Agreement together with the addendum to the lease agreement as well as all other addenda, insofar as they exist, including this addendum, with all appendices and attachments thereto, shall be referred to collectively hereinafter as: the "Lease Agreement"); and

 

 

 

 

Therefore, the parties warrant, stipulate and agree as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

It is agreed that after delivery of the Additional Space and in accordance with the provisions of Section 5 of the Lease Agreement, the Additional Space will be measured on a net "outline" basis, plus 16% for public areas, and the results of the measurement will obligate the parties with respect to all payments Tenant owes the Landlord and/or management company under the Lease Agreement and which are derived from the area of the Additional Space.

 

The area of the Current Premises together with the Additional Space will be referred to below as: the "Premises".

 

The area of the Premises (i.e., the area of the Current Premises together with the Additional Space) is approximately 2,272 sq.m. (gross).

 

 

 

 

 

 

 

 

The Tenant waives any claim and/or demand and/or complaint against the Landlord in relation to the execution of the works referred to in this section and it is agreed and clarified that any disagreement and/or lack of cooperation on the part of the Current Tenant and/or Tenant in the performance of the separation works described in this section above shall not derogate from any of the Tenant's obligations under the Lease Agreement including under this addendum, and it shall be bound to perform them in full and on time.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Tenant undertakes that it will have no claim and/or demand and/or complaint against the Landlord and/or the management company and/or anyone on their behalf in connection with the Insurance Premiums as specified above (including whether the amount is fixed or calculated according to the mechanism set forth in this appendix, and/or according to another mechanism determined by the management agreement and/or the Lease Agreement).

 

 

 

 

 

 

The parties agree that the satisfaction of the following material obligations of the Tenant are additional conditions to the entry into force of this addendum:

 

 

 

 

 

 

 

 

 

 

The direct debit authorization given by the Tenant to the Landlord under the Lease Agreement will also apply for collecting the payments imposed on the Tenant under this addendum.

 

 

 

 

 

 

 

 

 

In witness whereof, the parties affixed their signatures at the place and time specified in the heading to this addendum:

The Landlord

The Tenant

 

I the undersigned, __________, Adv., hereby confirm that the Tenant is an existing and active corporation and that it has adopted all the resolutions necessary for it to enter into this Addendum per its incorporation documents; that the above signatures are the signatures of Messers. _____________ (ID number __________) and ___________ (ID number ___________), who are authorized to bind the Tenant with their signature.

 

 

 

 

 

The Tenant's Works Insurance and the Tenant's Permanent Insurance will be collectively referred to below as the "Tenant's Insurance".

 

 

 

The Insurance Certificate for Tenant's Works and the Certificate of Tenant’s Permanent Insurance will be referred to together below as: the "Insurance Certificates".

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notwithstanding the foregoing, if an insurance event covered under Sections 1.17.1 and 1.17.2 above occurs, in circumstances for which the Tenant is liable under this agreement and/or by law, the Tenant shall bear the amount of damage and/or loss incurred up to the amount of the deductibles applicable under the said policies.

 

The Tenant will take out and maintain contractors insurance in the name of the Tenant, contractors, subcontractors, the Landlord and the management company, which will include the insurance chapters listed below and all extensions included in the policy and including an extended maintenance period of 24 months (hereinafter: "Maintenance Period"), and the scope of coverage shall not be narrower than that provided under the “BIT” terms in effect at the time the insurance is taken out:

3.

Chapter 3 - A workers’ compensation insurance policy covering liability for bodily injury or occupational disease that may be caused to employees employed in the performance of the works or the Maintenance Work during and as a result of their work during the insurance period and the Maintenance Period, subject to a limit of liability of ILS 20,000,000 per claimant, per incident, and in aggregate under the chapter. This insurance does not include a limitation regarding work at height and depth, working hours, snares and poisons, contractors, subcontractors and their employees, as well as regarding the employment of youth. For the avoidance of doubt, the chapter includes a waiver of subrogation against the Landlord, the management company and any person on their behalf, but such waiver will not apply to the benefit of a person who caused the insurance event maliciously.

The insurance will include the following terms:

 

The above policy precedes any insurance that was taken out by the Landlord and/or the management company and the insurer waives any claim and/or demand regarding participation by the Landlord's insurance and/or the management company's insurance. Failure by the Tenant and/or anyone on its behalf to comply with the terms and conditions of the policy in good faith, will not prejudice the Landlord's rights and/or the rights of the management company to receive indemnification under the policy. The above policy will not be cancelled and will not be adversely affected during the insurance period unless written notice is given by registered mail to the Landlord and the management company at least 60 days in advance. The Tenant is solely liable for the payment of the insurance premiums for the above policy and bears the deductibles applicable under the said policy. The gross negligence exception is cancelled, but the cancellation of the said exception does not detract from the rights of the insurer and obligations of the Tenant under the Insurance Contract Law, 5741-1981.

The Tenant will take out and maintain insurance policies as detailed below, whose scope of coverage shall not be narrower than that provided under the “BIT” terms in effect at the time the insurance is taken out

1.          "Extended Fire Coverage" policy

 

Insuring the contents of the Premises, its glass, windows, glass partitions and glass doors, and any other property brought to the Premises and/or the building by or for the Tenant (including equipment, furniture, fixtures and inventory), and any alteration, improvement and addition to the Premises made or to be made by the Tenant or for it, at full value, against loss or damage due to the customary risks under extended fire coverage, including fire, smoke, lightning, explosion, earthquake, storm and tempest, flood, damage from fluids and rupture of pipes, glass breakage, damage by vehicles, damage by aircraft, riots, strikes, malicious damage and burglary. The policy includes a waiver by the insurer of subrogation against the Landlord, the management company (if there is one, hereinafter: “Management Company”) and anyone on their behalf, as well as against other lessees, tenants and right holders in the building: “Other Right Holders") where the property insurance of the Other Right Holders includes a corresponding clause regarding the waiver of subrogation against the Tenant or where an agreement conferring on such Other Right Holders rights in the building includes an exemption from liability in favor of the Tenant for loss or damage that might be caused to the property of Other Right Holders under an extended fire coverage policy; however, the said waiver will not apply to the benefit of a person who caused malicious damage.

2.          Third party liability insurance policy

 

Insuring the legal liability of the Tenant for bodily injury or property damage that might be caused to the body or property of any person or entity in the Premises, building or its surroundings, within the limits of liability provided below. The policy is not subject to limitation regarding liability arising from fire, explosion, panic, lifting devices,  loading and unloading, damaged sanitary facilities, poisoning, anything harmful in food or drink, strike and lockout, liability in respect of and to subcontractors (of any rank) and their employees, animals, as well as subrogation claims by the National Insurance Institute. The policy is extended to indemnify the Landlord and the management company for their liability as owners and managers of the Premises as well as for liability that may be imposed on either of them due to an act or omission by the Tenant or anyone on its behalf, subject to a cross liability clause according to which the insurance is deemed to have been taken out separately for each individual of the insured. Limit of liability: ILS .................................. per event and in aggregate under the policy (*).

 

(*)          The limit of liability will be an amount equal to ILS 14,000 multiplied by the area of the Premises, in sq.m., but not less than ILS 1,000,000 and not more than ILS 20,000,000 per event and in aggregate under the policy.

3.          Workers’ compensation insurance policy

 

Insuring the Tenant's liability to its employees for bodily injury or occupational disease that may be caused to any of them while and due to their work in the Premises, the building and its surroundings, within a limit of liability of ILS 20,000,000 per claimant, per event and in aggregate under the policy. The policy does not include a limitation regarding work at height and depth, working hours, snares and poisons, as well as regarding the employment of youth. The policy is extended to indemnify the Landlord and the management company should it be argued, in the event of a work accident or any occupational disease, that either of them bears any employer liabilities towards any of the Tenant's employees. In addition, the policy includes a waiver of subrogation against the Landlord, the management company and anyone on their behalf; however, such waiver will not apply to the benefit of a person who caused the insurance event maliciously.

4.          Consequential loss insurance policy

 

Insuring losses of gross profits suffered by the Tenant due to loss or damage to the insured property under Section 1 above or to the Premises or the building structure, as a result of one of the risks listed in Section 1 above, for an indemnity period of 24 months. The policy includes a waiver by the insurer of subrogation against the Landlord, the management company and anyone on their behalf as well as against the other right holders where the consequential loss insurance of the other right holders includes a corresponding clause regarding waiver of subrogation against the Tenant or where an agreement conferring rights on such Other Right Holders includes an exemption from liability in favor of the Tenant from consequential loss to the Other Right Holders due to the customary risks in extended fire coverage, however such a waiver will not apply to the benefit of a person who caused malicious damage.

 

The insurances will include the following terms:

 

The above policies precede any insurance that was taken out by the Landlord and/or the management company and the insurer waives any claim and/or demand regarding participation by the Landlord's insurance and/or the management company's insurances. Failure by the Tenant and/or anyone on its behalf to comply with the terms and conditions of the policies in good faith, will not prejudice the Landlord's rights and/or the rights of the management company to receive indemnification under the policies. The above policies will not be cancelled and will not be adversely affected during the insurance period unless written notice is given by registered mail to the Landlord and the management company at least 60 days in advance. The Tenant is solely responsible for the payment of the insurance premiums for the above policies and bears the deductibles applicable under the said policies. The gross negligence exception is cancelled, but the cancellation of the said exception does not detract from the rights of the insurer and obligations of the Tenant under the Insurance Contract Law, 5741-1981.