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EXHIBIT 10.23
Company Tenancy Agreement
▇▇▇▇-▇▇▇▇ ▇▇▇
and
Silicon Energy Corporation
Date 18 October 2000
▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇
BIDWELLS
PROPERTY CONSULTANTS
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AN AGREEMENT made the 18 day of October 2000
BETWEEN ▇▇▇▇-▇▇▇▇ Lin
OF No 104-85 Luen-tse Ding Ding-Luen Village Min-hsiung 68 ?? Taiwan ROC
(hereinafter called "the Landlord") by the hand of his Agents Messrs Bidwells of
the one part and Silicon Energy Corporation
OF ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ (hereinafter called "the Tenant")
of the other part
WHEREBY IT IS AGREED as follows:-
1. The Landlord lets and the Tenant takes ALL THAT property known as ▇
▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ hereinafter called
"the premises" together with all necessary rights of access thereto
And Together with the Landlord's fixtures therein and the fittings and
other effects contained in the premises and specified in the Inventory
1.1 The premises shall be held by the Tenant for a period from the 18th
day of October 2000 until the 17th day of October 2001 inclusive of
both dates
3.1 The rent shall be at the rate of Pound 1400 per calendar month
3.2 Rent shall be payable six monthly in advance to Bidwells' account
No.▇▇▇▇▇▇▇▇ at Barclays Bank Plc ▇.▇. ▇▇▇ ▇ ▇▇ ▇▇▇▇'▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇ (Sort Code 20-17-19) the first payment being due on or before
18 October 2000 and then the following payment being due on or before
18 April 2001
4 A deposit of Pound 2500 shall be paid by the Tenant to the Landlord in
connection with the tenancy and shall be used by the Landlord only for
the following purposes:
4.1 To make good any damage done to the premises or the effects therein
which is the tenants responsibility under the terms of the tenancy or
in remedying any breach by the tenants of any of its covenants or
obligations in this agreement
4.2 To replace any broken damaged or missing items at the premises
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4.3 To replace any lock for which the Tenant has mislaid the key
4.4 To pay any sums due in respect of the rates, council tax, oil,
electricity or telephone services or other matters which are the
tenants responsibility under the tenancy hereby created
4.5 To pay for the reconnection of any services disconnected during the
term
4.6 To pay any rent (and if appropriate interest) due at the expiration of
the term
4.7 To pay any legal and other costs and expenses incurred by the Landlord
for which the tenant is liable under the terms of the tenancy or
otherwise
4.8 Subject to the aforesaid deductions the Landlord will refund the said
deposit to the tenant within three months of the expiration of the
tenancy together with interest accrued for deposits paid of over Pound
1,000
5 The Tenant hereby agrees with the Landlord as follows:
5.1 To pay the said rent at the times and in the manner specified
5.2 Forthwith at the beginning of the tenancy to enter into direct
contractual relationships with the appropriate bodies for the
provision of a telephone and the supply of gas and electricity to the
premises and to pay promptly for such services and to pay to the
Landlord upon demand as additional rent all charges incurred by the
Landlord for the use by the Tenant of the telephone or in respect of
telephone rental during the tenancy or for the supply of gas or
electricity to the premises during the tenancy
5.3 To pay the water and sewerage rates payable in respect of the premises
5.4 If appropriate to pay or arrange for the payment for satellite
television and/or the License fee for any television at the premises
5.5 To pay or arrange for the payment of any Council Tax payable in
respect of the premises and any tax charge or rates amending or
replacing the same for which
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the Landlord might become liable and to indemnify the Landlord in
respect thereof
5.6 If the rent or any other sums payable hereunder to the Landlord are
unpaid for seven days after becoming payable the Tenant shall pay to
the Landlord interest thereon from the due date to the date of payment
at the rate of 4% per annum above the base rate of Barclays Bank plc
for the time being in force
5.7 Not to use or allow the premises to be used or occupied except as a
single private residence only and for no other purpose
5.8 Not to carry on or allow to be carried on any trade business or
profession from or on the premises
5.9 To use and ensure that any occupiers use the premises in a tenant-like
manner and to take reasonable care of the premises and of the fixtures
and fittings and to keep the premises and the fixtures and fittings in
a clean condition
5.10 To keep the interior of the premises and the fixtures in a good repair
and condition throughout the tenancy excepting only those
installations which the Landlord is obliged to repair under Section 11
of the Landlord and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇
5.11 To keep the drains and gutters comprised in the premises clean and
clear
5.12 As often as may be necessary and at least once every six months to
sweep or arrange for the sweeping of any chimneys at the premises
5.13 To leave the said fittings and effects of the premises in their proper
and usual places as found upon entry and not to store any of the
furniture in the garage (if any) nor anywhere except in the premises
5.14 To keep the said fittings and effects in their present state of repair
and condition (reasonable wear and tear excepted) and to replace with
similar articles of at least equal value or if the Landlord so
requires to pay to the Landlord the value of any parts of the said
fittings and effects which may be destroyed or so damaged as to be
incapable of being restored to their former condition (except any
parts thereof
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which may be destroyed or damaged by accidental fire or other risk
covered by the Landlord's policy of insurance but any excess shall be
paid by the Tenant)
5.15 To permit the Landlord and his agents at all reasonable hours in the
day to enter upon and view the condition of the premises and to give
or leave on the premises notice in writing to the Tenant of all
defects and wants of reparation then and there found which the Tenant
shall be liable to make good under the agreements herein before
contained
5.16 To carry out within twenty one days of receipt of written notice from
the Landlord such works of repair renovation or decoration as may be
required to be done by the Tenant under the terms of this agreement
and in the event of the Tenant failing to carry out such works the
Landlord shall be entitled to enter on the premises to carry out such
works and the cost of such works shall be paid to the Landlord by the
Tenant immediately on demand
5.17 Not to make or to allow to be made any alterations or additions to the
premises nor to cut maim injure nor allow to be cut maimed or injured
any of the walls or timbers thereof nor to make any holes in or affix
anything to the walls ceilings or floors of the premises with nails
screws adhesive tape or other fixative PROVIDED THAT with the consent
of the Landlord and so long as any damage done to the premises is made
good picture hooks or screws may be used
5.18 Not to decorate or allow the premises to be decorated without the
prior consent of the Landlord
5.19 Not to do or permit anything in the premises which may be illegal or
which may be or become a nuisance or annoyance or cause damage to the
Landlord or his licenses or the occupiers of any neighbouring property
5.20.1 Not to occupy the premises personally
5.20.2 Not to assign underlet charge or part with possession of the whole or
part of the premises except as provided in this clause
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5.20.3 Not to part with possession of the premises to any person or persons
who would or might become an Assured tenant or tenants protected by
the Housing ▇▇▇ ▇▇▇▇ or any legislation amending or replacing the same
5.20.4 No to part with possession of the premises except to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ an
employee of the tenant and members of his immediate family none of
whom shall occupy the premises except a licensee without payment of
rent
6 Not to do or permit or suffer to be done anything whereby the policy
or policies of insurance on the premises against damage by fire storm
tempest or aircraft may become void or voidable or whereby the rate of
premium thereon may be increased and to repay to the Landlord by way
of indemnity all sums paid by way of excess or increased premiums and
all expenses incurred in or about any renewal of such policy or
policies rendered necessary by a breach of this agreement
7 To permit the Landlord or his agents with or without workmen and
others at all reasonable times to enter upon the premises for the
purpose of executing repairs or alterations of or upon the premises or
any property adjoining the premises the Landlord making good all
damage thereby occasioned
8 To keep the communal gardens forming part of the premises in a neat
and tidy condition
9 Not to leave or allow the occupiers to leave the premises for any
period during the winter months without making effective arrangements
to prevent damage to water pipes and tanks by freezing and in default
to pay the cost of repairing any burst pipes or tanks and of making
good any consequential damage occasioned thereby
10 At the end of the tenancy thoroughly to clean all fixtures fittings
[and] carpets and curtains upholstery an furniture and to wash down
all dirty paintwork and to have professionally cleaned all carpets
curtains and upholstery
11 Not to bring on to or use or allow to be used at the premises any
portable gas heaters or any heating lighting or cooking equipment
which ▇▇▇▇▇ paraffin or
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other liquid fuel and not to store petroleum spirit paraffin or other
inflammable substance on the premises and the Landlord shall be
entitled to remove without notice from the premises any such items
found therein
12 Promptly to report verbally to Messrs Bidwells any items of disrepair
affecting the premises or any event which may give rise to a claim
under the insurance of the premises and to confirm such report in
writing within seven days of any such event and within seven days
after receipt of any notice given or order made by any competent
authority affecting the premises or any neighbouring property to give
full particulars thereof to Messrs Bidwells
12.1 To inform Messrs Bidwells if the premises are to be left vacant or
unoccupied at any time for more than one week
12.2 During the last eight weeks of the tenancy to permit prospective
tenants or purchasers to view the premises at reasonable times and
should the Landlord wish to exhibit upon the premises a notice that
the same are for sale or to let to permit such notice to be displayed
in a proper manner
12.3 To retain the [gas and] electricity services for the benefit of the
Landlord on the termination of the tenancy and not to remove the
telephone from the premises or to cancel the contract for the supply
of a telephone line or to transfer the telephone number of the
premises to another property and in the event of the telephone being
disconnected during the tenancy as a result of the Tenant's act or
neglect to pay the cost of replacing and reconnecting the same
Provided that any rented telephone may be returned to the supplier
12.4 Not to keep any pets at or on the premises without the prior consent
of the Landlord
12.5 To pay the Landlord's legal costs and expenses in connection with the
preparation of this Agreement and the counterpart thereof and to pay
the stamp duty on the counterpart]
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12.6 To pay on demand all legal costs and expenses together with VAT
incurred by the Landlord on an indemnity basis in enforcing any of the
provisions of this Agreement against the Tenant
12.7 At the end of the said term to surrender up the premises with vacant
possession and to leave the premises and all contents in such
condition as complies with the Tenant's obligations hereunder
12.8 To comply with the terms and conditions (other than the covenant to
pay the rent and service) contained in the Lease under which the
Landlord holds the premises ("Head Lease")]
13. The Landlord shall pay [all water [and sewerage] rates payable in
respect of the premises] [and shall pay any rent and service charge
payable under the head lease]
14. It is hereby agreed that:
14.1 If the rent hereby reserved or any part thereof shall be unpaid for
fourteen days after becoming payable (whether formally demanded or
not) or if any of the foregoing stipulations on the Tenant's part
shall not be complied with then the Landlord may at any time
thereafter re-enter upon the premises and resume possession of the
said effects and thereupon the tenancy shall determine. This is to be
without prejudice to any right of action the Landlord may have in
respect of the Tenant's obligations under this Agreement.
14.2 In case the premises or any part thereof shall become unfit for use by
fire or other risk against which the Landlord has insured during the
tenancy (and the policy or policies of insurance effected by the
Landlord shall not have been vitiated or payment of the policy moneys
refused in whole or in part in consequence of any act or default of
the Tenant) the rent reserved or a just proportion thereof according
to the extent of damage sustained shall cease so long as the premises
or any part thereof remain uninhabitable
14.3 The Landlord shall not be responsible for the loss damage or
destruction howsoever caused to any of the Tenant's or any of the
occupier's belongings kept
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or left on the premises and the insurance of such belongings shall be
the Tenant's responsibility
14.4 The Landlord shall not be responsible for the poor quality or loss of
reception to any television or radio at the premises
14.5 Where the tenant is required by this Agreement to pay to the Landlord
or any other person any sum in respect of the supply of goods or
services the Tenant will also pay any VAT (or substituted tax) which
is chargeable whether or not at the option of the Landlord
14.6 In the event of the Tenant failing to comply with his obligations for
the repair or maintenance of the premises and/or any fittings or
effects in the premises the Tenant shall (in addition to his liability
to make good such dilapidations) pay to the Landlord on or before the
termination of this tenancy a sum equal to 10% plus VAT of the total
value of such dilapidations such value to be as reasonably determined
by the Landlord's Agents Messrs Bidwells
14.7 Ownership of all property left at the premises and not claimed within
one month thereafter shall immediately pass to the Landlord who shall
be entitled (though not bound) to sell the same for his own benefit
15. It is expressly acknowledged and agreed by the parties hereto that the
payment of the rent or other payments due under this Agreement by a
party other than the Tenant and the acceptance of rent or other
payments by the Landlord shall take effect solely as payment on behalf
of the Tenant and shall not create any legal relationship whether
contractual or otherwise between that party and the Landlord
16 The Landlord hereby gives notice to the Tenant under the provisions of
Section 48 of the Landlord and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ that the Landlord's
address in England and Wales at which notices (including notices in
proceedings) may be served on him in connection with the tenancy
hereby granted is care of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇
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17 Any notice served by the Landlord on the Tenant shall be sufficiently
served if sent by first class post to the address of the Tenant show
in this agreement
18 In this Agreement words importing the masculine gender shall include
the feminine gender and vice versa words importing a person or persons
shall include companies and corporations and words importing the
singular shall include the plural and vice versa and all agreements
and obligations of more than a single person shall be deemed to be
joint and several agreements and obligations
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AS WITNESS the hands of the parties hereto the day and year first before written
SIGNED by Silicon Energy Corporation /s/ Signature Illegible (VP Europe)
in the presence of:
Witness (Signature) /s/ Signature Illegible
Witness (full names) ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇
Occupation Lettings Manager