EXHIBIT 10.5
JTC(L)3729/1379 Pt 1(2745)/KM/ZMY
BUILDING AGREEMENT RELATING TO PRIVATE ▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇. ▇▇ ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇: 58,437 SQUARE METRES
B E T W E E N
J U R 0 N G T 0 W N C 0 R P 0 R A T I 0 N
AND
SEAGATE TECHNOLOGY INTERNATIONAL
BUILDING AGREEMENT FOR LAND
---------------------------
AT PRIVATE LOT A14541 IN YIO ▇▇▇ ▇▇▇▇
-------------------------------------
(INLAND)
THIS AGREEMENT is made the 30th day of May ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇
CORPORATION a body corporate incorporated under the Jurong Town Corporation
Act and having its Head office at Jurong Town Hall, Jurong Town Hall Road,
Singapore (hereinafter called "the Owner" which expression shall include
---------
its successors-in-title and assigns) of the one part AND SEAGATE TECHNOLOGY
INTERNATIONAL a company incorporated in Cayman Islands and having its Singapore
registered office at
▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇ ▇▇▇▇
(hereinafter called "the Licensee" which expression shall include its
------------
successors-in-title) of the other part.
WHEREBY IT IS AGREED as follows :-
1 For the period of THIRTY (30) months from 30TH day of JANUARY 1995
(hereinafter referred to as "the date hereof") or for such further period as may
---------------
be extended by the Owner the Licensee shall have the license and authority to
enter upon all that piece of land known as ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ FORMING PART OF
GOVERNMENT SURVEY LOTS 242, 8022, 9416, 9417, 9421 AND PART OF STATE RESERVE,
MUKIM NO. 18 ANG MO KIO and situated in the Republic of Singapore as shown on
the plan annexed hereto and estimated to contain an area of 58,437 square metres
more or less subject to survey (hereinafter called "the said land") for the
-------------
construction of factory building and other structures therein and for the
installation of equipment fixtures and fittings thereat for the purpose of THE
MANUFACTURE OF DATA STORAGE HARDWARE, SOFTWARE AND RELATED PRODUCTS ONLY in
accordance with the stipulations hereinafter contained and for no other purpose
whatsoever.
- 2 -
2 The Licensee hereby agrees to perform and observe the following
stipulations :-
(i) To hold the said land until the same shall be comprised in a lease
to be granted as hereinafter provided as licensee upon the same
terms relating to the lease referred to in clause 2(ii) herein at
the same rent and subject to the same covenants and stipulations so
far as applicable as if a lease thereto has been actually granted
and so that the owner shall have all the remedies by whatsoever
means for rent in arrears that are incidental to the relationship of
landlord and tenant but so that nothing herein contained shall be
construed as creating a legal demise or any greater interest in the
licence than a tenancy at will.
(ii) pay in advance as from the date hereof a licence fee calculated at
the same rate and on the dates specified as for the rent reserved in
the lease of the said land set out in the First Schedule hereto as
------------------
if such lease has actually been granted.
(iii) To pay on the owner's behalf to the comptroller of Property Tax
an amount equivalent to the sum payable by the owner as property tax
in respect of the said land improvements and structures thereon
during the said period or of such extended period (if any) permitted
under clause 3(c) hereof by way of additional licence fee or for the
period prior to the issue of the lease to be granted under clause 4
herein.
(iv) To pay interest at the rate of 8.5% per annum or such higher rate as
may be determined from time to time by the Owner in respect of any
outstanding
- 3 -
amount payable by the Licensee under this Agreement from the date
such amount becomes due until payment in full is received by the
owner.
(v) To pay to the Owner all survey fees and other charges including
those payable to and claimed by the relevant Government Planning
Authorities for the survey of the said land for the purpose of sub-
division of the land of which the said land forms part and the
preparation and issue of a Certificate of Title PROVIDED THAT the
Owner shall have the right to employ his own surveyor to carry out
the said survey in which event the Licensee shall bear all costs
incurred.
(vi) At his own cost and expense -
(a) to engage a professional engineer to carry out soil
investigations to advise on the soil conditions and to design
structurally sound buildings proposed to be erected taking
into consideration the condition of the said land; and
(b) to execute such work as may be required to be done in respect
of the state and condition of the said land (especially its
ground levels, topography and soil conditions) which state and
condition the Licensee shall be deemed to have full knowledge.
(vii) Without prejudice to sub-clause (vi) above to submit within three
(3) months from the date hereof firstly to the Owner for his
approval and then to the relevant Government Planning and Building
Authorities full and complete plans elevations and specifications of
the buildings proposed to be erected on the said land in accordance
in every way
- 4 -
with the requirements under the Planning Act and the Local
Government Integration Act PROVIDED THAT the Owner may give or
refuse his approval at his absolute discretion.
(viii) At his own cost to commence erection on the said land either
within six (6) months from the date hereof or within one (1) month
from the date of approval of the plans by the relevant Government
Building Authorities, whichever is the earlier, and in a substantial
and ▇▇▇▇▇▇▇-like manner with the best materials of their available
kinds and in conformity in every respect with the plans, elevations,
sections and specifications approved by the Owner and the relevant
Government Building Authorities to finish the warehousing building,
structures and other appurtenances including the installations of
all equipment, fixtures and fittings so as to be completely fit for
immediate occupation and operation within the said period of thirty
(30) MONTHS from the date hereof PROVIDED ALWAYS THAT in the
planning, erection, construction and completion of the said
buildings, to develop to a gross plot ratio of not less than 1.6 and
not more than 2.5 AND PROVIDED FURTHER THAT the Licensee shall not
install or use any electrical installation, machine or apparatus
that may cause or causes heavy power surge, high frequency voltage
and current, air borne noise, vibration or any electrical or
mechanical interference or disturbance whatsoever which may prevent
or prevents in any way the service or use of any communication
system or affects the operation of other equipment, installations,
machinery, apparatus or plants of other Licensees.
- 5 -
(ix) At his own cost to take such steps and execute such works upon the
said land as may be necessary for the protection of shores and
embankments if any and for the prevention of earth-slip erosion of
soil and failure of slopes expeditiously in a ▇▇▇▇▇▇▇-like manner
and to the satisfaction of the Owner and other relevant governmental
and statutory authorities.
(x) if the Licensee shall fail to complete the said buildings works and
installations and to commence operations within the period specified
in clause 2(viii) or within any extended period under clause 3(c)
hereof the Licensee shall pay to the Owner a sum calculated at the
rate of $50.00 per day as liquidated damages for the period during
which the said buildings shall so remain or have remained
incomplete.
(xi) To remove and replace any materials brought on the said land or used
in any of the said buildings works and installations which the owner
shall require to be removed as being inferior or unfit and to make
good any workmanship which he shall consider imperfect and if the
Licensee fails to remedy such defects the Owner may enter upon the
said land and remedy such defects at the expense of the Licensee
after expiry of fourteen (14) days' notice being given to the
Licensee to do so.
(xii) Not to erect or build or permit or suffer to be erected or built
any building, structure or installation other than those conforming
with the plans elevations sections and specifications approved by
the Owner and the relevant Government Building Authorities nor to
make any alterations in the external elevation of any of the said
buildings when erected without the prior consent in writing of the
Owner.
- 6 -
(xiii) In the erection and completion of the said buildings, structures
and installations to do all acts and things required by and to
perform the works in conformity with all respects with the
provisions of any laws or regulations made thereunder and to pay and
keep the Owner indemnified against all claims and other payments
whatsoever which during the progress of the works may become payable
in respect of the said works or of anything done under the authority
herein contained and from time to time to discharge and pay all
claims, assessments and outgoings now or at any time hereafter be
chargeable against the Owner under any law or other-wise in regard
to the said land, the said buildings or any structures or
installations thereon.
(xiv) Not to do or permit or suffer to be done in or upon the said land
or any part thereof anything which in the opinion of the owner may
be or become a nuisance or annoyance or cause damage or
inconvenience to the owner or to the Licensees or occupiers of any
adjoining or neighbouring premises or whereby any insurance for the
time being effected on the premises under sub-clause (xix) herein
may be rendered void or voidable or be in any way affected.
(xv) Not to sell or dispose of any earth, clay, gravel or sand from the
said land or permit or suffer any of the same to be removed except
so far as shall be necessary for the execution of the said works
PROVIDED nevertheless that the Licensee may use for the purpose of
the said works any of the approved materials if so required.
- 7 -
(xvi) Not without the prior consent in writing of the Owner to remove
or permit or suffer to be removed until after completion of the said
buildings in accordance with the provisions herein contained any
building materials (other than inferior or unfit materials removed
for the purpose of being replaced by proper materials) or plant
which shall be brought upon the said land for the purpose of the
said works.
(xvii) Not without the prior consent in writing of the Owner to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the exterior
of the said land or of the external walls or rails or fences thereof
any nameplate, signboard, placard, poster or other advertisement or
hoarding.
(xviii) Not at any time to deposit or make up or manufacture or permit or
suffer to be deposited made up or manufactured upon the said land
any building or other materials except such as shall be actually
required for the buildings to be erected on the said land in
accordance with this Agreement and as soon as the buildings
hereinbefore agreed to be erected shall be completed at his own
expense to remove from the road or footpath adjoining the said land
or the ground intended to be used for such road or footpath all
building and other materials and waste whatsoever.
(xix) As soon as any of the said buildings shall have reached a height
of five (5) feet above ground level to insure the same to the full
value thereof in the joint names of the Owner and the Licensee
against loss or damage by fire in some insurance office approved by
the owner and shall increase such insurance proportionately as the
said buildings approach completion and to keep the same so insured
until a lease shall be granted as hereinafter provided and to pay
all premiums thereof at least seven
- 8 -
(7) days before the expiry date of such insurance policy and to
produce to the owner or his agent without demand the policy or
policies of such insurance and the receipt for each such payment and
in the event the said buildings or any part thereof are destroyed or
damaged by fire then to forthwith give to the Owner written notice
of such destruction or damage and to forthwith cause all monies
received by virtue of any such insurance to be forthwith laid out in
rebuilding and reinstating the buildings to the satisfaction of the
Owner and to make up any deficiency thereof out of his own monies,
but the rebuilding and reinstatement shall in any event commence and
be completed within the period specified by the Owner PROVIDED
ALWAYS THAT if the Licensee shall at any time fail to keep the
premises insured as aforesaid the owner may without being under any
obligation to do so do all things necessary to effect or maintain
such insurance and any monies expended by him for that purpose shall
be repayable by the Licensee on demand and be recovered forthwith
from the Licensee as a debt.
(xx) Not to assign sublet grant a licence or part with or share his
interest under this Agreement, or the possession or occupation of
the said land, or any part thereof EXCEPT THAT, subject to the
Owner's prior written consent, which consent shall not be
unreasonably withheld, the Licensee may mortgage his interest under
this Agreement by way of assignment to secure the repayment of such
sum or sums as the Licensee may require for the purpose of erecting
or completing the building or other structure to be built on the
said land in accordance with the provisions of this Agreement
PROVIDED THAT the Licensee shall thereafter continue to be liable
for the observance and performance of the several stipulations
herein contained until the grant of the lease as hereinafter
provided.
- 9 -
(xxi) Not to permit or suffer any person to occupy reside or make use
of any building erected on the said land before a Temporary
Occupation Permit or a Certificate of Statutory Completion issued by
or except with the permission of the relevant Governmental and
Statutory authority.
(xxii) To make reasonable provision against and be responsible for all
loss, injury and damage to any person, (including loss of life) or
property including that of the Owner for which the Licensee may be
held liable arising out of or in connection with the occupation and
use of the said land and the structures erected thereon and to
indemnify the Owner against all proceedings, claims, costs and
expenses which he may incur or for which he may be held liable as a
result of any act, neglect or default of the Licensee his servants,
contractors, or agents or their respective servants.
(xxiii) To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants
generated at the said land to the requirements and satisfaction of
the Owner and other relevant Governmental and Statutory authorities
PROVIDED THAT in the event of any default by the Licensee under this
covenant the Owner may carry out such remedial measures as he thinks
necessary and costs and expenses incurred thereby shall be
recoverable forthwith from the Licensee as a debt.
(xxiv) Subject always to clause 2(xx) hereinbefore appearing, to give to
the Owner written notice of every change of name within one month
from the date of each change.
- 10 -
(xxv) To construct an internal drainage system to the satisfaction of
the Owner to ensure that all surface water collected is discharged
into the public drains and will not flow into adjoining properties.
(xxvi) To construct and complete a permanent culvert within nine (9)
months from the date hereof or any extension thereof as may be
approved by the owner and in connection thereof to submit plans to
and to obtain the prior approval in writing of the Owner for the
construction of a temporary crossing.
(xxvii) Within one (1) month of the completion of the permanent culvert
mentioned in sub-clause (xxvi) above to remove the temporary
crossing and to reinstate any roads, roadside ▇▇▇▇▇, drains, turfing
or the like damaged by the Licensee, his servants, contractors, sub-
contractors, or agents or their respective servants to the
satisfaction of the owner and the relevant Governmental and
Statutory authorities.
(xxviii) Within one (1) month of the completion of the construction of the
said buildings and related civil works to reinstate any damage
caused to the roads, roadside ▇▇▇▇▇, drains, turfing and the said
permanent culvert by the Licensee his servants contractors or agents
or their respective agents to the satisfaction of the Owner and the
relevant Governmental and Statutory authorities,
(xxix) To place with the Owner a deposit of $5,000.00 which shall be
forfeited in the event of any breach of any of the provisions in
sub-clauses (xxvi), (xxvii) and (xxviii) herein without prejudice to
the rights and remedies of the owner contained in this Agreement and
the Lease.
- 11 -
(xxx) At his own cost to plant and maintain trees and landscape the
said land in accordance with all the requirements of the Parks and
Recreation Department, Ministry of National Development and other
relevant Governmental and Statutory authorities.
(xxxi) At his own cost to execute such work as may be necessary to
divert existing utility services such as pipes, cables and the like
(if any) to the requirements and satisfaction of the Owner and other
relevant Governmental and Statutory authorities.
(xxxii) If the Licensee shall at any time be found to have encroached
upon any area beyond the allocated boundaries of the said land, the
Licensee shall at his own cost and expense, but without prejudice to
any other right or remedy the Owner may have against him,
immediately or within the time specified (if any) by the Owner
rectify and remove the encroachment to the satisfaction of the Owner
and pay to the Owner such compensation as may be specified by the
Owner. If, however, the owner in his absolute discretion permits
the Licensee to regularise and retain the encroached area or any
part thereof upon such terms and conditions as may be stipulated by
the owner and any other relevant Governmental and Statutory
authorities, the Licensee shall pay licence fee on the encroached
area with retrospective effect from the date hereof, and the
Licensee shall also pay all survey fees, amalgamation fees, legal
fees (including solicitor and client costs and expense), and all
other costs and charges relating thereto.
(xxxiii) If any damage of whatsoever nature or description shall at any
time occur or be caused to the said land or any building or
structure or installation thereon, or any part thereof, to forthwith
give to the Owner written notice of the damage and to remedy the
damage to the satisfaction of the Owner within such time as the
Owner may specify, all at the cost of the Licensee.
(xxxiv) Not to keep or allow to be kept any livestock or other animals on
the said land or any part thereof.
(xxxv) The licence fees and other taxable sums payable by the Licensee
under or in connection with the Licence herein shall be exclusive of
the goods and services tax (hereinafter called "tax") chargeable by
any government, statutory or tax authority calculated by reference
to the amount of the licence fees and any other taxable sums
received or receivable by the Owner from the Licensee and which tax
is payable by the Licensee. The Licensee shall pay the tax and the
owner acting as the collecting agent for the government, statutory
or
- 11A -
tax authority shall collect tax from the Licensee together with
the licence fees hereinbefore reserved without any deduction and in
advance without demand on the 1st day of each of the months of
January, April, July and October, and in the manner and within the
period prescribed in accordance with the applicable laws and
regulations.
(xxxvi) At all times and at his own cost and expense, to comply with and
observe any height restriction on buildings and structures at the
said land which may be imposed by any governmental or statutory
authority and to ensure that the maximum height for all buildings
and structures on the said land shall not exceed 70 metres AMSL.
(xxxvii) At the Licensee's own cost to construct aesthetically designed
high-quality buildings, with extensive landscaping to the
satisfaction of the owner in accordance with Clause 4 hereof. ▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇ and the external
walls of the buildings shall be either aluminum-clad or tiled or of
equivalent standard of materials.
(xxxviii) Without prejudice to the generality of Clause 2(xii) and 2(xiii)
hereinbefore appearing, the Licencee shall not place, construct or
erect or permit the placing, construction or erection of any
building, structure or equipment whatsoever on the 6.0 metre and
10.0 metre wide buffers situated within the boundary of the said
land as shown on the plan annexed hereto.
(xxxix) The Licensee accepts that as infrastructure development, which
shall include a permanent road, public sewer, water pipes and street
lighting for the whole of Yio ▇▇▇ ▇▇▇▇ area of which the said land
forms only a part, is being carried out by the owner and is
targetted for completion on or about November 1995 at the earliest,
the Licensee shall meanwhile at his own cost make temporary
arrangements with the relevant governmental and statutory
authorities to obtain public utilities for the Licensee's own needs.
(xl) The Licensee accepts the said land with full knowledge that the
proposed permanent road and service road shown on the said plan
annexed hereto have yet to be constructed and further accepts and
agrees at all times to permit the Owner, its contractors, sub-
contractors, and their workmen to enter upon the said land facing
the said proposed permanent road for purposes of a working area to
carry out and complete the said infrastructure development.
- 12 -
(xli) The Licensee has to liaise with the Owners contractors before
placing the temporary crossing to the said land along the proposed
road and at his own costs to shift its position from time to time so
as not to impede the Owner's infrastructure development programme.
(xlii) The Owner shall not be liable to the Licensee or any other person
for any claim, demand, action, proceeding, inconvenience, damage,
loss, costs whatsoever that may arise in respect of or in connection
with Clauses 2(xxxix) to 2(xli) above.
(xliii) To ensure that the maximum height of any boundary wall or chain link
fence (including the anti-climb) erected by the Licensee at the said
land shall not exceed two (2) metres,
3 It is hereby mutually agreed that until the Licensee has performed all his
obligations herein contained the owner shall possess the rights and powers
following :-
a) The right for himself and his agents with or without workmen or others
at all reasonable times to enter upon the said land to view the state
and progress of the said buildings and works and to inspect and test
the materials and workmanship in connection therewith and for any
other reasonable purpose including the construction and installation
of sewers drains pipes and cables on or leading from any adjoining or
neighbouring land of the Owner as may be required by the Owner.
b) Full right and liberty in case any of the said buildings and other
structures or installations hereby agreed to be erected be not
completed and fit for immediate occupation within the period
hereinbefore limited (time in this respect shall be of the essence of
the contract) and in accordance in every way with the stipulations
hereinbefore contained or in case the Licensee shall in any other way
fail to perform and observe any of the stipulations on his part herein
contained or if any charging order writ of seizure and sale or its
equivalent made in respect of the said land or any structure thereon
shall be enforced without the written consent of the Owner having
first been obtained by the Licensee or by the person in whose favour
the charging order writ of seizure and sale or its equivalent shall
have been made, to re-enter upon and take possession of the said land
and all buildings structures fixtures plant material and effects
whatsoever thereon with power to hold and dispose thereof as if this
Agreement had not been entered into and without making to the Licensee
any compensation or allowance for the same and this Agreement shall
thereupon determine but without prejudice to any right of action or
other remedy of the owner for the recovery of any licence fee or
monies due to him from the Licensee or in respect of any breach of
this Agreement PROVIDED ALWAYS THAT if the said
- 13 -
land has been assigned by way of mortgage the provisions of this
clause shall not take effect until the Owner has served upon the
mortgagee notice in writing specifying the breach and the mortgagee
has failed to remedy such breach.
(c) PROVIDED nevertheless that notwithstanding any such default as
aforesaid in completing the said buildings and works the owner may in
his discretion give notice in writing to the Licensee of his intention
not to enforce the stipulations herein contained and may fix any
extended period for the completion of the said works in substitution
for the said period of two (2) years hereby fixed for such completion
and thereupon the obligations hereunder of the Licensee to complete
the said works and to accept a lease hereinafter mentioned shall be
taken to refer to such substituted period.
(d) Without prejudice to the generality of clause 3(b) hereof full right
and liberty in the event that the Licensee has failed to either :-
(1) develop the said land to the gross plot ratio specified in clause
2(viii), or
(2) fulfil the investment criterion as stipulated in Clause 4
with full and absolute discretion to the owner to either :
(i) re-enter upon and take possession of the said land or any part
thereof and all buildings, structures, fixtures, plant, material
and effects whatsoever thereon with power to hold and dispose
thereof as if this Agreement had not been entered into and
without making to the Licensee any compensation or allowance for
the same and this Agreement shall thereupon determine but without
prejudice to any right of action or other remedy of the Owner or
recovery of any licence fee or monies due to him from the
Licensee or in respect of any breach of this Agreement, or
- 14 -
(ii) reduce the term of lease proportionately as the actual amount
invested bears with the required fixed investment on the said
land as stipulated in clause 4 in which event the Licensee shall
execute such documents as the Owner shall deem necessary and in
connection therewith, pay all costs disbursements fees and
charges legal or otherwise as provided in clause 5.
PROVIDED ALWAYS that if the said land has been assigned by way of
mortgage, the provisions of this sub-clause (d) shall not take effect
until the Owner had served upon the Mortgagee notice in writing
specifying the breach and the Mortgagee has failed to remedy such
breach.
3A Without prejudice to Clauses 2(vi) and 2(ix) hereinbefore appearing, the
Licensee shall execute and complete site preparation and slope protection works
on the said land (hereinafter referred to as the "THE LAND PREPARATION WORKS")
in accordance with the requirements and subject to the approval and satisfaction
of the Owner by the 30th day of SEPTEMBER 1996, Upon submission of due proof to
the satisfaction of the owner on or before the 30TH day of DECEMBER 1996 that
the Licensee has duly completed the land preparation works in accordance with
this clause and that the Licensee has expended monies for the land preparation
works, the Owner shall offset the Licensee's aforesaid expenditure by offsetting
the same against the licence fees due on the 30TH day of JANUARY 1997 up to a
maximum of DOLLARS ONE MILLION AND FIVE HUNDRED THOUSAND ONLY ($1,500,000/-).
Nothing in this clause shall be construed as or deemed to construe that the
Owner shall offset or compensate the Licensee for work done or monies expended
for the land preparation works in addition to or of better standard than that
required by the Owner.
3B The owner shall offset the Licensee's expenditure on the provision of the
cables to supply electricity to the Licensee (hereinafter referred to as
"ELECTRICITY EXPENDITURE") by offsetting the same against the licence fees due
on the 30th day of JANUARY 1997 up to a maximum of DOLLARS EIGHT HUNDRED AND
SIXTY -ONE THOUSAND FOUR HUNDRED AND THIRTY-SEVEN ONLY ($861,437.08cts) upon
submission of due proof to the satisfaction of the Owner of the electricity
expenditure on or before the 30th day of DECEMBER 1996,
4 If the said buildings and works shall have been completely finished to the
satisfaction of the Owner and the relevant Government Building Authorities (to
be evidenced by their certificates in writing to that effect) within the said
period of THIRTY (30) MONTHS or of such extended period (if any) as aforesaid
and if the Licensee shall have performed and observed all the stipulations
herein on his part contained other than such as may have been waived as
aforesaid AND IF THE LICENSEE'S INVESTMENT SHALL HAVE BEEN THE MINIMUM SUM OF
$1000/- PER SQUARE METRE OF THE GROSS FLOOR AREA OF THE BUILDING(S) ON BUILDING
AND CIVIL WORKS OF WHICH AT LEAST 1.5% OF THE BUILDING AND CIVIL WORKS COST, UP
TO A MAXIMUM OF $300,000/- MUST BE ON LANDSCAPING AND THE MINIMUM SUM OF $500/-
PER SQUARE METRE OF THE SAID LAND ON PLANT AND MACHINERY WITHIN THIRTY (30)
MONTHS
- 15 -
FROM THE 30TH DAY OF JANUARY 1995 (DUE PROOF OF SUCH INVESTMENT SHALL BE
PRODUCED TO THE SATISFACTION OF THE OWNER ON OR BEFORE THE 30TH DAY OF JUNE
1998) then the owner shall grant and the Licensee shall accept and execute a
counter-part of one good and sufficient lease or sub-lease of the said land and
premises together with the buildings so erected thereon with their appurtenances
for the term of THIRTY-TWO (32) YEARS from the 30TH DAY OF JANUARY 1995 at the
rent and in the form containing the reservation exceptions covenants conditions
and provisions set forth in the FIRST SCHEDULE hereto with such
--------------
modifications as circumstances may render necessary and such other covenants
conditions or stipulations to be performed by the Licensee governing or
regulating the use of the said land as the owner thinks fit with a view to
preserving the value thereof or protecting the interests of the licensees or
occupiers of land or premises adjacent to the said land from any dangerous or
obnoxious or otherwise harmful activities which may be carried out by the
Licensee whether or not such activities are incidental to the Licensee's trade
PROVIDED THAT until such lease is executed the Licensee shall be deemed to be
the Lessee of the said land as though a lease has been executed at the same rent
and subject to the covenants and conditions contained in the First Schedule
--------------
hereto so far as the same are applicable.
5 The Licensee shall pay all costs disbursements fees and charges legal or
otherwise including stamp and registration fees in connection with the
preparation stamping and issue of this Agreement and the Lease herein agreed to
be granted and any prior accompanying or future documents or deeds supplementary
collateral or in any way relating to this Agreement and the lease.
6 The Licensee shall pay all costs and fees legal or otherwise, including the
owner's costs as between solicitor and client, in connection with the
enforcement of the covenants and conditions of this Agreement and the lease.
7 The Licensee may, at any time during the said period of THIRTY (30) MONTHS
and any extensions thereof' granted under clause 3(c) and subject to the prior
written consent and the conditions of consent of the owner, terminate this
Agreement or surrender part of the said land PROVIDED ALWAYS THAT such
termination or surrender shall be without prejudice to any right or remedy of
the owner which may have accrued prior to such termination or surrender AND
PROVIDED FURTHER THAT the Licensee shall in addition to the licence fee (which
at the discretion of the Owner may be apportioned for the period commencing from
the date hereof up to the date of delivery of vacant possession of the said land
or part thereof to the Owner) survey fees, property tax and other charges
specified herein pay to the Owner as liquidated damages a sum made up of firstly
an amount equivalent to three (3) months' licence fee, secondly an amount
equivalent to one (1) additional year's property tax and thirdly an amount of
$500/- being administrative costs or such other sum as may be determined from
time to time by the Owner, AND PROVIDED FURTHER THAT before the delivery of
vacant possession as aforesaid if the Owner shall so desire the Licensee shall
at the cost and expense of the Licensee render the said land or part thereof as
the case may be to its original state and condition.
- 16 -
IN WITNESS WHEREOF the parties hereto have hereunto set their respective
hands or seals the day and year first above written.
SIGNED on behalf of )
)
THE JURONG TOWN CORPORATION )
)
By : ▇▇▇▇ ▇▇▇ SIONG )
Deputy Chief Executive )
Officer )
)
)
in the presence of :- )
............................................
The Common Seal of )
)
)
SEAGATE TECHNOLOGY INTERNATIONAL )
)
)
was hereunto affixed )
)
in the presence of :- )
Signature:/s/ Signature Illegible
Name:
Designation:
Signature:/s/ Signature Illegible
Name:
Designation:
BA(Co Ltd)
- 17 -
I,
an Advocate and solicitor of the Supreme Court of Singapore hereby certify that
on the day of 19 the Common Seal of SEAGATE
TECHNOLOGY INTERNATIONAL was duly affixed to the within written instrument at
Singapore in my presence in accordance with the regulations of the said Company
which regulations have been produced and shown to me.
Witness my hand this day of 19
.......................
Advocate and Solicitor,
Singapore
BA(Co Ltd)
THE FIRST SCHEDULE ABOVE REFERRED TO
L 1 Ver 1
THE LAND TITLES ACT
LEASE
DESCRIPTION OF LAND
-------------------
CT/SSCT/SCT Property Address
MK TS Lot No. Whole or part (if part lot, to
Vol Fol state appd new lot/strata lot)
18 (Private Lot A14547)
LESSOR
------
Name: JURONG TOWN CORPORATION
Address: a body corporate incorporated under
Jurong Town Corporation Act and having
its office at ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇.
(the registered proprietor) HEREBY LEASES the registered estate or interest in
the land to
LESSEE
------
I/D/Co Regn NO:
Name: SEAGATE TECHNOLOGY INTERNATIONAL
Address: a company Incorporated in Cayman islands
and having its Singapore registered office at
- 2 -
FOR TERM OF LEASE
-----------------
Term of Lease: THIRTY-TWO (32) YEARS
Commencement date: 30TH DAY OF JANUARY 1995
Consideration :
the minimum investment by the Lessee of $1,000/- per square metre of the gross
building floor area on building and civil works of which at least 1.5% of the
building and civil works cost, up to a maximum of $300,000/must be on
landscaping and $500/- per square metre of the demised promises on plant and
machinery (hereinafter referred to as "the fixed investment criteria") and
YIELDING and PAYING therefor during the said term rent in the manner and at the
times set out as follows:-
(a) Dollars Five hundred thousand ($500,000/-) only on the 27th day of
January 1995;
(b) Dollars Twelve million Eight hundred and Forty thousand ($12,840,000/-
) only on the 30th day of January 1997 or immediately upon the
issuance by the Building Authority of the Temporary Occupation Permit
in respect of any building structure or installation on the demised
premises (hereinafter referred to as "TOP") whichever is earlier;
(c) Dollars Thirteen million Three hundred and Forty thousand
($13,340,000/-) only on the 30th day of January 1998 or one (1) year
from the date of TOP whichever is earlier;
(d) Dollars Thirteen million Three hundred and Forty thousand
($13,340,000/-) only on the 30th day of January 1999 or two (2) years
from the date of TOP whichever is earlier;
(e) Dollars Thirteen million Three hundred and Forty thousand
($13,340,000/-) only on the 10th day of January 2006 or nine (9) years
from the date of TOP whichever is earlier; and
(f) Dollars Thirteen million Three hundred and Forty thousand
($13,340,000/-) only on the 30th day of January 2012 or fifteen (15)
years from the date of TOP whichever is earlier
(hereinafter collectively referred to as "the Initial Rent").
AND RESERVING to the Lessor as APPURTENANT TO
DESCRIPTION OF LAND
-------------------
CT/SSCT/SCT Lot Property Address
MK TS No. whole or part (if part lot, to
Volume Folio state appd new lot/strata lot)
18
- 3 -
a RIGHT OF PASSAGE AND RUNNING of water soil electricity power
gas telephone communication and other similar amenities from the
adjoining and neighbouring premises thereon through sewers drains
pipes channel cables and ducts upon or under the land hereinafter
described and to make connections with such sewers drains pipes
channels cables and ducts or any of them for the purpose of
exercising the said right of passage and of running the aforesaid
amenities over the land hereinafter described.
DESCRIPTION CT/SSCT/SCT Lot Property Address
OF LAND MK TS No. Whole or part (if part
(Reservation Volume Folio lot, to state appd new
of right of lot/strata lot)
passage and
running of 18
amenities
over land
hereby
transferred)
SUBJECT TO:
PRIOR PRIOR ENCUMBRANCE
ENCUMBRANCES -----------------
NIL
- 4-
AND the following :-
COVENANTS AND CONDITIONS
------------------------
(a) the covenants, conditions and powers implied by law in
instruments of lease (or to such of them as are not
hereinafter expressly negatived or modified);
(b) the covenants and conditions set forth in the Memorandum of
Lease filed in the Registry of Titles and numbered as ML
I/30809F with the exception of covenants 1(x), 1(xi) and
1(xxv) of ML I/30809F.
SPECIAL COVENANTS AND CONDITIONS
--------------------------------
1 (x) As often as any building or structure on the demised
premises or any part thereof shall be destroyed or damaged
as aforesaid forthwith to give to the Lessor written notice
of such destruction or damage and forthwith to cause all
monies received by virtue of such insurance to be laid out
in rebuilding and reinstating the same to the satisfaction
of the Lessor and in accordance with the plans and
specifications approved by the Lessor and in accordance with
the laws, bye-laws regulations and planning schemes of every
relevant governmental and statutory authority prevailing at
the time, and in case the monies so received shall be
insufficient for that purpose then to make up the deficiency
out of his own monies PROVIDED THAT the rebuilding and
reinstatement shall in any event commence and be completed
within the period specified by the Lessor.
(xi) Not to charge, mortgage, create a trust, demise, assign or
transfer the demised premises in whole or in part without
first obtaining the consent of the Lessor in writing
PROVIDED ALWAYS that any demise, assignment or transfer of
the demised premises by the Lessee shall be permitted during
the initial lease term of 32 years PROVIDED THAT:
(a) such demise, assignment or transfer shall be for an
industrial use acceptable to the Lessor;
(b) any consent, clearance or approval, if required, of any
Governmental or Statutory authorities shall be obtained
by the Lessee prior to such demise, assignment or
transfer;
- 4A -
(c) the sale price received for such demise assignment or
transfer shall be approved by the Lessor (hereinafter
referred to as "the Consideration");
(d) the Lessor and Lessee shall share equally the
appreciation in value of the demised premises;
(e) the appreciation in the value of the demised premises
shall be determined always by the Consideration LESS
the cost incurred by the Lessee for the construction of
the building and other structures on the demised
premises (hereinafter referred to as "the Cost of
Building"); and
(f) the Cost of Building shall INCLUDE the cost of any
improvements made up to the time of such demise,
assignment or transfer and shall EXCLUDE any investment
on plant and machinery,
SUBJECT ALWAYS to due proof of the Cost of Building being
produced to the satisfaction of the Lessor.
Any consent, if granted by the Lessor shall be given on such
terms and conditions as the Lessor shall impose and shall
include:-
(a) payment of such administrative fee as may be determined
by the Lessor; and
(b) absolute discretion on the part of the Lessor to
require the Lessee to meet the fixed investment
criteria and to show due proof thereof within such
period of time as the Lessor may stipulate, and in the
event of the non-observance thereof, the Lessor shall
be entitled to exercise its rights under clause 3(c)
herein. For the avoidance of any doubt, the words
"meet" in this clause shall include the maintenance of
the fixed investment criteria and if it has not been
maintained then that it be met.
The restrictions contained in Section 17 of the Conveyancing
and Law of Property Act (cap. 61) shall not apply.
(xxv) Subject always to Clause 1(xi) herein, to give to the Lessor
written notice of every change of name within one month from
the date of each change.
- 4B -
(xxxvi) Not to use or permit or suffer the demised premises or any
part thereof to be used otherwise than for the MANUFACTURE
OF DATA STORAGE HARDWARE, SOFTWARE AND RELATED PRODUCTS ONLY
except with the prior consent in writing of the Lessor. In
giving its consent, the Lessor may in its absolute
discretion require, inter alia, the Lessee to meet the fixed
investment criteria and to show due proof within such period
of time as the Lessor may stipulate, and in the event of the
non-observant thereof, the Lessor shall be entitled to
exercise its rights under clause 3(c) of ML I/30809F. For
the avoidance of any doubt, the words "meet" in this clause
and "met" in clause (xi) shall include the maintenance of
the fixed investment criteria and if it has not been
maintained then that it be met.
(xxxvii) Without prejudice to clause 1(viii) of ML I/30809F to ensure
that the gross plot ratio shall not be less than 1.6 and not
more than 2.5.
(xxxviii) Not to keep or allow to be kept any livestock or other
animals at the demised premises or any part thereof.
(xxxix) At the Lessee's own cost and expense and subject to the
Lessor's prior written approval, to execute such works as
may be deemed necessary by the Lessee in respect of the
state and condition of the demised premises (especially its
ground levels, topography and soil conditions) which state
and condition the Lessee shall be deemed to have full
knowledge.
(xl) Without prejudice to the generality of clauses 1(iii) and
1(vii) in ML I/30809F, the rent and other taxable sums
payable by the Lessee under or in connection with this lease
shall be exclusive of the goods and services tax
(hereinafter called "tax") chargeable by any government,
statutory or tax authority calculated by reference to the
amount of rent and any other taxable sums received or
receivable by the Lessor from the Lessee and which tax is
payable by the Lessee. The Lessee shall pay the tax and the
Lessor acting as the collecting agent for the government,
statutory or tax authority shall collect the tax from the
Lessee together with the rent hereinbefore reserved without
deduction and in advance without demand on the 1st day of
each of the months of January, April, July and October, and
in the manner and within the period prescribed in accordance
with the applicable laws and regulations.
-4C-
(xli) At all times and at his own cost and expense, to comply with
and observe any height restriction on buildings and
structures at the demised premises which may be imposed by
any governmental or statutory authority and to ensure that
the maximum height for any building and structures on the
demised premises shall not exceed 70 metres AMSL.
(xlii) Without prejudice to the generality of Clause 1(vii) of ML
I/30809F, the Lessee shall not place, construct or erect or
permit the placing, construction or erection of any
building, structure or equipment whatsoever on the 6.0 metre
and 10.0 metre buffers situated within the boundary of the
demised premises shown on the plan annexed hereto.
(xliii) To ensure that the maximum height of any boundary wall or
chain link fence (including the anti-climb) erected by the
Lessee at the demised premises shall not exceed two (2)
metres.
(xliv) Without prejudice to the generality of Clause 1(iv) of ML
I/30809F and at the Lessee's own cost, to maintain and
upkeep aesthetically designed high-quality buildings (with
extensive landscaping) and the external walls of the
building(s), which external walls shall be either aluminium
clad or tiled or of equivalent standard of materials, all to
the approval of and the satisfaction of the Lessor.
(xlv) At the termination, by expiry or otherwise, of the term
hereby created, to yield up the demised premises to the
Lessor in tenantable repair in accordance with the Lessee's
covenants herein contained PROVIDED THAT the Lessee shall
carry out such decontamination works to and upon the demised
premises as may be required by the relevant Governmental and
Statutory authorities and if the Lessee shall fail to
observe or perform this covenant the Lessor shall execute
such works and/or recover the costs thereof from the Lessee
- 4D -
as a debt together with all rent, tax and other amounts
which the Lessor would have been entitled to receive from
the Lessee had the period within which such works are
effected by the Lessor been added to the said term.
(xlvi) Not to let, sublet, underlet or grant a licence or part with
or share the possession or occupation of the demised
premises in whole or in part, (hereinafter referred to as
"such letting") without first obtaining the consent of the
Lessor in writing PROVIDED ALWAYS that such letting, by the
Lessee shall be permitted:-
(a) PROVIDED THAT such letting shall be for an industrial
use acceptable to the Lessor;
(b) PROVIDED FURTHER that any consent, clearance or
approval, if required, of any Governmental or Statutory
Authorities shall be obtained by the Lessee prior to
such letting; and
(c) SUBJECT ALWAYS to the payment of 10% of the total
rental, fees or consideration received by the Lessee
for such letting, to the Lessor.
Any consent, if granted by the Lessor shall be given on such
terms and conditions as the Lessor shall impose and shall
provide for the payment of such administrative fee and other
sums as may be determined by the Lessor,
The restrictions contained in Section 17 of the Conveyancing
and Law of Property Act (Cap. 61) shall not apply.
- 5 -
2A The Lessor further covenants with the Lessee that he shall grant to the
Lessee a lease of the demised premises for a further term of THIRTY (30) YEARS
(hereinafter referred to as "the further term") from the expiry of the said term
upon the same terms and conditions and containing like covenants as are
contained in this lease - with the EXCEPTION of the present covenant for renewal
PROVIDED THAT:
(i) the Lessee shall have made a minimum investment of $1,000/- per square
metre of the gross building floor area on building and civil works of
which at least 1.5% of the building and civil works cost, up to a
maximum of $300,000/- must be on landscaping and $500/- per square
metre of the demised premises on plant and machinery, (also referred
to as "the fixed investment criteria") within THIRTY (30) months from
the 30TH day of JANUARY 1995 and due proof of such investment is
produced to the satisfaction of the Lessor on or before the 31ST day
of JUNE 1998;
(ii) Subject to clause 1(viii) of ML I/30809F, there shall be a gross plot
ratio of not less than 1.6 and not more than 2.5;
(iii) at the time due proof of such investment is produced and at the
expiry of the said term, there be no existing breach or non-observant
of any of the covenants and conditions herein contained on the part of
the Lessee to be observed or performed;
(iv) the rental payable for the further term shall be as set out hereunder;
(a) the yearly rent for the further term shall be at the rate based
on the market rent at the commencement of the further term
(hereinafter referred to as "the Second Initial Rent") which rate
shall however be subject to a revision on the 30TH DAY OF JANUARY
2028 to a rate based on the market rent on the date of such
revision determined in the manner following but so that the
increase shall not exceed 7.6% of the Second Initial Rent;
(b) the yearly rent so revised on the 30TH day of JANUARY 2028 shall
be subject to revision on the 30TH day of JANUARY of every year
thereafter at the rate based on the market rent on the respective
dates determined in the manner following but so that the increase
shall not exceed 7.6% of the annual rent for each immediately
preceding year;
- 6-
(c) the yearly rent for the further term shall be payable by equal
quarterly instalments without any deductions and in advance
without demand on the 1st day of each of the months of January,
April, July and October in every year of the further term at the
office of the Lessor or at such other office as the Lessor may
designate the 1st of such payments to be made on or before the
commencement of the further term;
(d) for the purposes of (a) and (b) above, the market rent shall mean
the rent per square metre per annum of the demised premises
excluding the buildings and other structures erected thereon and
shall be determined by the Lessor on or about the dates mentioned
(and payable retrospectively with effect from the dates mentioned
if determined after the dates mentioned) and the decision of the
Lessor shall be final;
(v) if required by the Lessor, the Lessee shall within four (4) months
from the commencement of the further term and at his own cost and
expense, carry out and complete such improvements to the landscaping
at the demises premises as may be stipulated in writing by the Lessor;
(vi) the Lessee shall six (6) months before the expiry of the said term
submit, for the approval of the Lessor and the relevant governmental
and statutory authorities, plans for the upgrading of the exterior of
buildings on the demised premises to the same highest quality of new
buildings which the Lessor will be building at that time, and the
Lessee shall expeditiously do all acts and things necessary to obtain
the approval, all the cost and expense of the Lessee; and
(vii) the Lessee shall at his own cost and expense complete within
eighteen (18) months from the commencement of the further term, the
upgrading of the buildings in accordance with the plans approved by
the Lessor and the relevant governmental and statutory authorities and
to the satisfaction of the Lessor.
- 7 -
3 This Lease shall be interpreted in accordance with the laws of Singapore
and any legal proceedings, actions or claims arising from or in connection with
this Lease herein shall be commenced in and heard before the courts of Singapore
and the Lessee agrees to submit itself to the jurisdiction of the courts of
Singapore.
5 For avoidance of any doubt, it is hereby agreed and declared that the
Initial Rent shall not be repaid or refunded, nor shall the Lessor be liable to
repay or refund the Initial Rent, in part or in whole to the Lessee or any other
person in the event that the Lessor exercises his right of re-entry under clause
3(c) of ML I/30809F nor in any other event or under any circumstances
whatsoever.
- 8 -
DATE OF LEASE __________________________
EXECUTION THE COMMON SEAL OF )
BY LESSOR )
JURONG TOWN CORPORATION )
)
was hereunto affixed in )
)
the presence of :- )
.......................
CHIEF EXECUTIVE OFFICER
.......................
SECRETARY
EXECUTION THE COMMON SEAL OF )
BY LESSEE )
)
was hereunto affixed in )
)
the presence of :- )
Signature :......................................
Name :
Designation :
Signature :......................................
Name :
Designation :
I,
a duly authorised officer of the Jurong Town Corporation, under Section 31
of the Jurong Town Corporation Act (Cap 150) for and on behalf of the
Lessor hereby certify that this instrument is correct for the purposes of
the Land Titles Act.
I,
the Solicitor of the Lessee hereby certify that this instrument is correct
for the purposes of the Land Titles Act.
Lease (Co Ltd)
BELOW THIS LINE FOR OFFICE USE ONLY
Special Remarks Endorsing Instruction
First Schedule:
Second Schedule:
EXAMINED REGISTERED ON
Initials of
Signing
Officer
Date : REGISTRAR OF TITLES
-------------------
ML I/30809P
OFFICE USE ONLY
THE LAND TITLES ACT
(CHAPTER 157)
M E M 0 R A N D U M
-------------------
To the Registrar of Titles
On behalf of THE JURONG TOWN CORPORATION, a body corporate incorporated under
the Jurong own Corporation Act and having its office at Jurong Town Hall,
Jurong Town Hall Road, Singapore, the Registered proprietor.
I, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇, certify that this memorandum (comprising seven pages),
contains the provisions which are deemed to be incorporated in any instrument in
which the above mentioned corporation is named as a lessor and such instrument
has reference to this memorandum.
Signature
Authorised Officer
Filed in the REGISTRY OF TITLES
LODGED BY
ON 26TH JUNE, 1990
Jurong Town Corporation
▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇▇▇
REGISTRAR OF TITLES
SPECIAL COVENANTS AND CONDITIONS
--------------------------------
1 The Lessee hereby covenants with the Lessor as follows
(i) To pay the yearly rent hereinbefore reserved on the days and in the
manner appearing in the reddendum.
(ii) To pay unto the Lessor on demand by way of additional rent a sum
equal to all such sums as the Lessor may from time to time pay for
insuring and keeping insured the demised premises against loss or
damage by fire in case the Lessee shall make default in insuring and
keeping insured the demised premises pursuant to the covenant in
that behalf hereinafter contained PROVIDED ALWAYS THAT nothing
herein shall render it obligatory on the part of the Lessor to
insure and keep insured the demised premises or any part thereof.
(iii) To pay all rates taxes assessments and outgoings whatsoever which
now are or which at any time hereafter during the said term may be
imposed or charged upon or in respect of the demised premises or any
part thereof.
(iv) To repair and keep in tenantable repair the demised premises and
every part thereof throughout the said term.
(v) To pay a reasonable proportion of the expense of constructing
repairing rebuilding and cleansing all party walls fences sewers
drains pipes water-courses and other things the use of which is
common to the demised premises and the occupiers of any adjoining or
neighbouring premises and such proportion in the case of a dispute
shall be conclusively determined by the Lessor's surveyor for the
time being.
(vi) To permit the Lessor and his surveyors or agents with or without
workmen or others during the said term at reasonable times in the
day-time to enter upon the demised premises and every part thereof
to examine the state and condition of the same and of defects decays
and wants of reparations and of all breaches of covenant there found
and the Lessor may thereupon serve on the Lessee notice in writing
by leaving the same at or on the demised premises to or for the
Lessee to make good the same within such reasonable time as
specified in such notice.
(vii) To perform and observe all the obligations which the Lessor of the
demised premises may be liable to perform or observe during the term
hereby created by any direction or requirement of any governmental
or statutory authority and if the Lessee shall fail to observe or
perform this covenant the Lessor may in its absolute discretion
perform the same and all expenses and costs incurred thereby shall
be recoverable from the Lessee as a debt PROVIDED ALWAYS THAT the
Lessor shall not be liable to the Lessee for any loss damage or
inconvenience caused thereby.
- 2 -
(viii) Not to make or cause to be made any addition or alteration affecting
the elevation external structure or stability of the demised
premises or any part thereof without the prior written consent of
the Lessor and the relevant governmental and statutory authorities
PROVIDED THAT on the granting of such consent and without prejudice
to other terms and conditions which may be imposed the Lessee shall
give to the Lessor security that the proposed addition alteration or
rebuilding will in fact be carried out within a reasonable time.
(ix) Forthwith to insure and keep insured the demised premises against
loss or damage by fire to the full value thereof with a well
established insurance company approved by the Lessor and to make all
payments necessary for that purpose within seven days after the same
shall become payable and upon reasonable notice to produce to the
Lessor the policy or policies of such insurance and the receipts for
all such payments.
(x) As often as the demised premises or any part thereof shall be
destroyed or damaged as aforesaid forthwith to cause all monies
received by virtue of such insurance to be laid out in rebuilding
and reinstating the same in accordance with the plans and
specifications approved by the Lessor and in accordance with the
existing laws, bye-laws, regulations and planning schemes of every
relevant governmental and statutory authority prevailing at the
time, and in case the monies so received shall be insufficient for
that purpose then to make up the deficiency out of his own monies
PROVIDED THAT the rebuilding and reinstatement shall in any event
commence and be completed within the period specified by the Lessor.
(xi) Not to demise assign mortgage let sublet or underlet or grant a
licence or part with or share the possession or occupation of the
demised premises in whole or in part without first obtaining the
consent of the Lessor in writing. The restrictions contained in
Section 17 of the Conveyancing and Law of Property Act (Chapter 61)
shall not apply. In addition, the Lessor may in its absolute
discretion in giving the consent require, inter alia, that the fixed
investment criteria be met and due proof thereof be shown within
such period of time as the Lessor may stipulate and in the event of
the non-observance thereof, the Lessor shall be entitled to exercise
its rights under Clause 3(c) herein.
(xii) Within six months of the devolution of the interest of the Lessee
not perfected by an assent to give notice thereof in writing with
particulars thereof to the Lessor and produce to the Lessor such
documentary evidence as may be required by the Lessor.
- 3 -
(xiii) Not to use the demised premises or any part thereof for any illegal
or immoral purpose and not to do or permit or suffer to be done upon
the demised premises anything which in the opinion of the Lessor may
be or become a nuisance annoyance or cause damage or inconvenience
to the Lessor or his lessees or the occupiers of any adjoining or
neighbouring premises or whereby any insurance for the time being
effected on the demised premises may be rendered void or voidable or
be in any way affected.
(xiv) Not without the prior consent in writing of the Lessor to affix or
exhibit or erect or paint or permit or suffer to be affixed or
exhibited or erected or painted on or upon any part of the exterior
of the demised premises or of the external rails or fences thereof
any nameplate signboard placard poster or other advertisement or
hoarding,
(xv) To make reasonable provision against and be responsible for all loss
injury or damage to any person or property including that of the
Lessor for which the Lessee may be held liable arising out of or in
connection with the occupation and use of the demised premises and
to indemnify the Lessor against all proceedings claims costs and
expenses which he may incur or for which he may be held liable as a
result of any act neglect or default of the Lessee his servants
contractors sub-contractors or agents.
(xvi) To pay interest at the rate of 8.5% per annum or such higher rate as
may be determined from time to time by the Lessor in respect of any
arrears of rent or other outstanding sums due and payable under this
Lease from the due dates thereof until payment in full is received
by the Lessor.
(xvii) At the termination, by expiry or otherwise, of the term hereby
created, to yield up the demised premises to the Lessor in
tenantable repair in accordance with the Lessee's covenants herein
contained PROVIDED THAT, if so required by the Lessor and upon
notice thereof, the Lessee shall remove the fixtures and fittings,
or any part thereof, as may be specified by the Lessor and reinstate
the demised premises to the satisfaction of the Lessor and if the
Lessee shall fail to observe or perform this covenant the Lessor
shall execute such works and recover the costs thereof from the
Lessee as a debt.
(xviii) To make good and sufficient provision for the safe and efficient
disposal of all waste including but not limited to pollutants to the
requirements and satisfaction of the Lessor PROVIDED THAT in the
event of default by the Lessee under this covenant the Lessor may
carry out such remedial measures as he thinks necessary and all
costs and expenses incurred thereby shall forthwith be recoverable
from the Lessee as a debt.
- 4 -
(xix) Not to do or omit or suffer to be done or omitted any act matter
or thing in or on the demised premises in respect of the operations
business, trade or industry carried out or conducted therein which
shall contravene the provisions of any laws, bye-laws, orders, rules
or regulations now or hereafter affecting the same but at his own
cost and expense to comply with all such provisions and at all times
hereafter to indemnify and keep indemnified the Lessor against all
actions, proceedings, costs, expenses, claims, fines, losses,
penalties and demands in respect of any act matter or thing done or
omitted to be done in contravention of the said provisions.
(xx) To pay all costs disbursements fees and charges legal or otherwise
including stamp and registration fees in connection with the
preparation stamping and issue of this Lease and any prior
accompanying or future documents or deeds supplementary collateral
or in any way relating to this Lease.
(xxi) To pay all costs and fees legal or otherwise including costs as
between solicitor and client in connection with the enforcement of
the covenants and conditions herein.
(xxii) To pay to the Lessor all survey fees and other charges including
those payable to and claimed by the relevant Government Planning
Authorities and other relevant governmental and statutory
authorities for the survey of the demised premises for the purpose
of sub-division of the land of which the demised premises forms part
and issue of this Lease and a Certificate of Title PROVIDED THAT the
Lessor shall have the right to employ his own surveyor to carry out
the said survey in which event the Lessee shall bear all costs
thereby incurred.
(xxiii) At his own cost to take such steps and execute such works upon
the demised premises as may be necessary for the protection of
shores and embankments if any and for the prevention of earthslip
erosion of soil and failure of slopes expeditiously in a workmanlike
manner and to the satisfaction of the Lessor.
(xxiv) To construct an internal drainage system within the demised
premises to the satisfaction of the Lessor to ensure that all
surface water collected thereon is discharged into the public
drains.
(xv) Not to effect a change of name except with the prior consent in
writing of the Lessor PROVIDED THAT on every change of name the
Lessee shall pay to the Lessor a fee to be specified by the Lessor
in relation to such consent.
(xxvi) To perform and observe the covenants on the Lessor's part
contained in the Head Lease made between the President of the
Republic of Singapore and the Lessor so far as they are not varied
herein and to keep the Lessor indemnified against all claims damages
costs and expenses in any way relating thereto.
- 5 -
(xxvii) To maintain the demised premises and every part thereof in a neat
and tidy condition, and forthwith to comply with the Lessor's
direction to remove and clear any materials, goods or articles of
whatever nature and description from the demised premises or such
part thereof as may be stipulated in writing by the Lessor.
(xxviii) At his own cost to plant and maintain trees and landscape the
demised premises in accordance with all the requirements of the
Parks and Recreation Department, Ministry of National Development
and other relevant governmental and statutory authorities.
(xxix) Not to install or use any electrical installation, machine or
apparatus that may cause or causes heavy power surge, high frequency
voltage and current, air borne noise, vibration or any electrical or
mechanical interference or disturbance whatsoever which may prevent
or prevents in any way the service or use of any communication
system or affects the operation of other equipment, installations,
machinery, apparatus or plants of other Lessees in connection
therewith, to allow the Lessor or any authorised person to inspect
at all reasonable times, such installation, machine or apparatus in
the demised premises to determine the source of the interference or
disturbance and thereupon, to take suitable measures, at the
Lessee's own expense, to eliminate or reduce such interference or
disturbance to the Lessor's satisfaction, if it is found by the
Lessor or such authorised person that the Lessee's electrical
installation, machine or apparatus is causing or contributing to the
said interference or disturbance.
(xxx) To indemnify the Lessor against each and every claim, proceeding,
action, loss, penalty, damage, expense, cost and demand which may
arise in connection with clause (xxix) above.
(xxxi) At the Lessee's own cost to execute such works as may be
necessary to divert existing utility services such am pipes, cables
and the like (if any) to the requirements and satisfaction of the
Lessor and other relevant governmental and statutory authorities.
(xxxii) Subject to that clause in the Special Covenants and Conditions of
this Lease which stipulates the specific use the Lessor permits for
the demised premises, the Lessee shall use and shall ensure that at
least sixty per centum (60%) of the total floor area of the demised
premises shall be used for purely industrial activities, and may use
the remaining floor area for ancillary stores and offices, neutral
areas, communal facilities and such other uses as may be approved in
writing by the Lessor and the relevant governmental and statutory
authorities PROVIDED THAT the said ancillary offices shall not
exceed twenty-five per centum (25%) of the total floor area AND
PROVIDED FURTHER THAT the Lessee shall not use and occupy the
demised premises for the purpose of commercial office and storage
unrelated to the Lessee's approved industrial activity.
- 6 -
(xxxiii) If the Lessee shall at any time be found to have encroached upon
any area beyond the boundaries of the demised premises, the Lessee
shall at his own cost and expenses, but without prejudice to any
other right or remedy the Lessor may have against him, immediately
or within the time specified (if any) by the Lessor rectify and
remove the encroachment to the satisfaction of the Lessor and pay to
the Lessor such compensation as may be specified by the Lessor. If,
however, the Lessor in his absolute discretion permits the Lessee to
regularise and retain the encroached area or any part thereof upon
such terms and conditions as may be stipulated by the Lessor and any
other relevant governmental and statutory authorities, the Lessee
shall pay land rent on the encroached area with retrospective effect
from the date of commencement of the term hereby created, and the
Lessee shall also pay all survey fees, amalgamation fees, legal fees
(including solicitor and client costs and expense), and all other
costs and charges relating thereto.
(xxxiv) If any damage of whatsoever nature or description shall at any
time occur or be caused to the demised premises or any part thereof,
to forthwith give to the Lessor written notice of the damage and to
remedy the damage to the satisfaction of the Lessor within such time
as the Lessor may specify, all at the cost of the Lessee.
(xxxv) Not to keep or permit to be used or stored in the demised
premises or any part thereof any materials of a dangerous or
explosive nature without the prior consent in writing of the Lessor
and to keep the Lessor indemnified against all damages claims and
action caused by the use of storage of such materials whether or not
the same is done with the consent of the Lessor.
2 The Lessor hereby covenants with the Lessee that the Lessee paying the rent
hereinbefore reserved and performing and observing the covenants conditions and
agreements on the part of the Lessee hereinbefore contained shall peaceably hold
and enjoy the demised premises during the term hereby granted without any
interruption of or by the Lessor or any person lawfully claiming through under
or in trust for him.
3 PROVIDED ALWAYS and it is hereby agreed between the parties as follows :-
(a) That no estate or interest in the soil of the road and footpath
adjacent to the demised premises is or shall be deemed to be included
in the demise hereinbefore contained.
(b) That the Lessee shall not be entitled to any right of access of light
or air to the demised premises or any part thereof, which would
restrict or interfere with the user of any adjoining or neighbouring
land for building or any other purpose.
- 7 -
(c) That if the said rent hereby reserved or any part thereof shall be
unpaid for fourteen days after becoming payable (whether the same
shall have been formally demanded or not) or if any of the covenants
or obligations on the part of the Lessee herein contained shall not be
performed or observed or if any charging order made in respect of the
demised premises shall be enforced by sale or by entry into possession
without the written consent of the Lessor having first been obtained
(Section 17 of the Conveyancing and Law of Property Act shall also not
apply in such event) by the Lessee or by the person in whose favour
the charging order shall have been made, then and in any such case it
shall be lawful for the Lessor or any person or persons authorised by
him in that behalf at any time thereafter to re-enter upon the demised
premises or any part thereof in the name of the whole and thereupon
the term hereby created shall absolutely determine but without
prejudice to any right of action or remedy of the Lessor in respect of
any breach of any of the covenants or conditions by the Lessee herein
contained PROVIDED THAT if the demised premises have been assigned by
way of mortgage the provisions of this clause shall not take effect
until the Lessor has served upon the mortgagee a notice in writing
that such breach has occurred and the mortgagee has failed to remedy
such breach.
4 In this Lease where the context so requires or permits, words importing
the singular number or the masculine gender include the plural number or the
feminine gender and words importing persons include corporation and vice versa,
the expression "the Lessor" shall include its successors-in-title and assigns,
the expression "the Lessee" shall include its successors-in-title and permitted
assigns (if any), where there are two or more persons included in the expression
"the Lessee" covenants expressed to be made by "the Lessee" shall be deemed to
be made by such persons jointly and severally, and except where otherwise
provided the expression "the demised premises" shall mean the land hereby
demised and all buildings, structures, fixtures and fittings therein.
BELOW THIS LINE FOR OFFICE USE ONLY
Special Remarks Endorsing Instruction
First schedule:
Second Schedule:
EXAMINED REGISTERED ON
Initials of
Signing
Officer
Date: REGISTRAR OF TITLES