DATED 2/3/2018 MUTALL INVESTMENT COMPANY LIMITED TO THE CO-OPERATIVE BANK OF KENYA LIMITED(coopbank/hq) LEASE OVER PREMISES SITUATED ON TITLE NO. NGONG/NGONG/17140 Room no:34 Drawn by: Joel Ntalya
2nd Floor, Co-op Bank House
Haile Selassie Avenue
PO Box 48231--00100
Nairobi, Kenya
LEASE THIS LEASE is made the day of Two Thousand and eighteen BETWEEN 1. MUTALL INVESTMENT COMPANY LIMITED whose address for purposes
hereof is care of Post Office Box Number 374-00206 Kiserian, in
the Republic of Kenya (hereinafter called the Landlord" which
expression shall where the context so admits include its
successors and assigns} of the one pair;
AND 2. THE CO-OPERATIVE BANK OF KENYALIMITED a body corporate duly
established under the Companies Act and licensed to cany on banking
business under the Banking Act whose address for purposes hereof
is Post Office Box Number 46231- 00100 Nairobi in the said Republic
(hereinafter called the “Tenant ? which expression shall where the
context so admits include its successors and assigns) of the other
part.
WHEREAS:-
To pay the rent hereby reserved at the times and
in the manner aforesaid clear of all deductions whatsoever;
Your monthly rent is Ks 4000 To pay and indemnify the Landlord against Value Added Tax or
any tax of a similar nature which may be substituted for it or
levied in addition to it chargeable in respect of any payment
made by the Tenant under any of terms of or in connection with
this Lease or in respect of any payment made by the Landlord where
the Tenant agrees in this Lease to reimburse the Landlord for
such payment;
To deposit with the Landlord forthwith the sum more particularly
described in the Fourth Schedule being the equivalent of three
months gross rent as a security deposit which sum shall be held
by the Landlord to the credit of the Tenant's account and applied
as hereinafter provided.
To pay all charges in respect of electricity and telephones
installed in the Demised Premises as the same become due.
In the event of water being supplied separately to the Demised
Premises to pay to the Landlord the cost of supplying and
installing a meter AND to pay for all water so supplies to the
Demised Premises AND to indemnify the Landlord against all
actions proceedings claims and demands arising from any leakage
or overflow of water from the Demised Premises save where such
overflow or leakage is for causes not attributable to the Tenant
or any of its agents/employees/licensees.
To take immediate possession of the Demised Premises and continue
having such possession and not to part with possession without
the written consent of the Landlord. If the Tenant shall for any
reason vacate the Demised Premises without the written consent
of the landlord or stop carrying on the business the Demised
Premises were demised for then it shall become lawful for the
Landlord to retake possession of the Demised Premises and the
lease hereby granted shall thereby be determined AND PROVIDED
ALWAYS that in the event of vacating the Demised Premises with
the Landlord's consent as aforesaid the Tenant shall provide
such caretaking and security arrangements as the Landlord and/or
its insurers shall require up to such date and time as the Tenant
shall vacate the premises which time and date shall have been
notified to the Landlord.
Not to do or carry on any business or any service which may
render abnormal or increase the consumption of water or electric
power without the prior written consent of the Landlord who
shall be entitled as a condition of giving such consent to
demand such additional service charge or rent as may suffice to
cover the additional charges for water and power caused by such
use.
To keep the Demised Premises in good and substantial tenantable
repair and condition to the reasonable satisfaction of the
Landlord (structural repairs and damage, fair wear and tear only
excepted) and also to permit the Landlord or its agents with or
without workmen and others at all reasonable times during all
reasonable working hours to enter into and upon the Demised
Premises with prior notice to the Tenant for the purpose of
painting, repairing or otherwise dealing with the outside door
or doors entering into the Demised Premises and the outside of
all window frames in the Demised Premises; the Landlord causing
as little inconvenience as necessary and maxing good any damage
occasioned thereby.
Not to obstruct nor permit or suffer its servants, agents or
licensees to obstruct in any manner the corridors, passage and
staircase in the Building and not to place nor deposit anything
in nor obstruct nor suffer anything to be placed or deposited or
any obstruction made in the means of access to the Demised
Premises or any forecourt area, yard or fire escape and not to
cover up or obstruct nor suffer to be covered up or obstructed
any glass windows in any manner whatsoever.
In the last year of the Term or upon the Sooner determination of
the lease well and sufficiently to clean off if necessary and
subject to the proviso hereinafter contained paint with two
coats of plastic emulsion oil or other best paint and in such
manner and style and of such color or occurs as the Landlord may
reasonably determine all the inside parts of the Demised Premises
previously painted and to clean off and polish all polished wood
(if any) in a proper and workmanlike manner and to the reasonable
satisfaction of the Landlord PROVIDED ALWAYS that nothing herein
contained
Not to introduce nor permit to be introduced into the Demised
Premises or any part thereof any package, article or furniture,
piece of machinery or other equipment or thing whatsoever having
a weight which may strain or damage the Building or the Demised
Premises unless and until lie individual weight of each such
thing {and in the case of business machines and mechanical
equipment also the s ling thereof with a view to the absorption
and prevention of vibration noise arid annoyance) shall have
first been approved in writing by the Landlord's Architect for
the time being AND ALSO NOT to install on the Demised Premises
nor permit lo be installed therein any safe nor alter the
position of any such safe without first obtaining the consent of
the Landlord's said Architect to the placing of a safe of the
size and weight and in the position intended AND ALSO NOT lo
load the floors beyond the margin of safety prescribed by the
Landlord’s said Architect or if no margin of safety is
prescribed beyond a proper margin of safety (which it shall be
the sole responsibility of the Tenant to ascertain) AND ALSO to
indemnify' the Landlord against all actions, claims and demands
arising from any breach of this sub-clause or resulting from the
maximum floor stress of the demises premises being at any time
exceeded.
To permit any agent employed by the Landlord or the Landlord to
enter the Demised Premises for purposes of inspecting the same
and in the ordinary course of his duty in the company of a member
of the Tenant's staff (excepting only in Ihe case of emergency )
To permit the Landlord and its agents and all other persons
authorised by it with or without workmen and others and with all
necessary toots, appliances and apparatus at any time with prior
notice lo enter upon the Demised Premises accompanied as
aforesaid (or without notice and forcibly in case of emergency)
for the purpose of examining the condition thereof or of doing
such repairs , alterations additions improvements renewals as
may pursuant to the covenant and agreement by the Landlord in
that behalf hereinafter contained the Landlord causing as little
inconvenience as necessary and making good any damage occasioned
thereby PROVIDED HOWEVER that the rent hereby reserved snail not
in any way be abated while such repairs, alterations, additions,
improvements, renewals as aforesaid are being done nor shall the
Landlord be liable to the Tenant in any way for loss or
interruption of business of the Tenant arising therefrom or
otherwise howsoever.
Before the expiration of Twenty-one (21) days’ notice given by
the Landlord to carry out any repairs for which the Tenant is
liable under the Tenant's covenants and agreements herein
contained; lo carry out the same in accordance with such notice
and to the satisfaction cl the Landlord PROVIDED THAT if the
Tenant shall fail to carry out such work within such time as
aforesaid then the Landlord may thereupon cause the same to be
done and recover the cost thereof from the Tenant but without
prejudice to the Landlords right to re -entry hereinafter
contained
Not to make without the previous molten consent of the Landlord
first had and obtained (which consent shall not be unreasonably
withheld) structural alterations. partitions or structural
additions in or to the Demised Premises or to the Landlords
fixtures. if the Landlord shall grant its consent then the
following provisions shall apply -
( i) All drawings and specifications in respect of such
alterations partitions or additions shall first be approved by
the Landlord or its agent.
(ii) The Tenant shall at its own cost and expense obtain the
approval of an appropriate Government and Local Authorities;
(iii) Any such alterations partitions additions
installations or improvements shall be removed by the Tenant
and the Tenant shall reinstate the Demised Premises to then
original condition at the Tenant's own expense and cost prior
to the expiration or sooner determination o' this lease PROVIDED
ALWAYS that any improvements undertaken by the Tenant which are
of a permanent nature shall be forfeited to the Landlord al the
expiry or sooner determination of this lease upon such terms as
the Landlord and Tenant may agree
To pay all costs, changes, expenses (including Advocates' costs
aid Surveyor's fees) incurred by the Landlord for the purpose of
or incidental to the preparation and service of any notice
requiring the Tenant to remedy a breach of any of the covenants
herein curtained or incident to the preparation and service
schedule of dilapidation at the termination of the Term
To maintain in force throughout the Term insurance against damage
of all plate glass in the Demised Premises and to produce to the
Landing on demand the policy of such insurance end evidence of
payment of the current premium. It is also the Tenant's
responsibility to insure its equipment, fittings and fixtures
against fire theft and other perils.
Not to do nor permit or suffer to be done anything whereby an y
insurance of the Building against loss or damage by fire may
become void or voidable or where the rate of premium for any such
insurance may be increased AND to repay to the Landlord all sums
paid by way of increased premium and all expenses incurred by it
in or about the .renewal of any such policy rendered necessary by
a broach of It is covenant and agreement and to the intent that
such payments shall be payable on the day fixed tor the payment
of the rent hereinbefore reserved next after demand therefor
shall have been made to the Tenant and shall be recoverable as
rent AJMD ALSO -n the event of any insurance moneys being
withheld or wholly or partially recoverable by reasons of any
breach or non-observance of this present covenant to indemnity
the Landlord in respect of ( the cost or a proportionate part
thereof of rebuilding or reinstating the same
In the event of the Building or the Demised Premises or of the
said fixtures and fittings of any part or parts thereof
respectively or any part thereof or of the electrical equipment
therein or any part thereof being damaged or destroyed by fire
any time during the term and the insurance money under any
insurance against fire effected thereon by the Landlord being
wholly or partially irrecoverable by reason solely on the part
of any act or default of the Tenant or the Tenant’s servants,
employees, agents, licensees or visitors then and in every such
case forthwith {in addition to the sad rent) to pay to the
Landlord the whole or (as the case may require) a fair proportion
of the costs of completely re-building and reinstating the same;
any disputes as lo the proportion to be so contributed by the
Tenant or otherwise in respect of or arising out of this
provision to be referred to arbitration in accordance with the
provisions of the Arbitration Ad 1995 or any Act or Acts
amending or replacing the same.
Not to transfer sublet or part with or share the possession of
the Demised Premises or any part thereof without the prior
written consent of the Landlord AND IT IS HEREBY EXPRESSLY AGREED
AND DECLARED by and between the parties that upon any breach by
the Tenant of this covenant and agreement if shall be lawful for
the Landlord to re-enter upon the Demised Premises without notice
and thereupon the Tern shall determine absolutely. If this lease
be transferred or it the Demised Premises or any part thereof be
sublet or occupied by any person other than the Tenant, the
Landlord may after default by the Tenant collect the rent from
the transferee, sub-lessee or occupant and apply the net amount
collected in or towards satisfaction of the rent (including any
additional rent payable hereunder) hereby reserved but no such
transfer, subletting, occupancy or collection shall be deemed
to be a waiver of this covenant and agreement or an acceptance
of the transferee, sub lessee or occupant as Tenant or a release
of the Tenant of the covenants and agreements on the Tenant' s
part herein contained. For the purpose of this sub-clause and of
the last preceding sub-clause if the Tenant is a private or
public limited liability company the transfer of the beneficial
interest in more than fifty per cent (50%) of its issued share
capital shall be deemed lo be a transfer.
Not to use the Demised Premises or any part thereof otherwise
than as a bank premises and for ancillary purposes thereto The
usage of the Demised Premises will be in accordance with the
design of the Building and shall comply with the requirements
(if any) of the Local Authority.
Not to paint affix or exhibit any name or willing or any
signboard or advertisement in the landings or passages or upon or
outside any entrance, hall, windows, roof or outside wall of the
Building or any landings or passages giving access thereto save
in conformity with the Landlords Architects' design in size,
type, color and placing and with the consent of the Landlord
first had and obtained ( with the agreement that such consent
shall not be unreasonably withheld) PROVIDED ALWAYS that the
Landlord may at the request and cost of the Tenant affix the
name and occupation of the Tenant in the frame or frames to be
provided by the Landlord at or near the entrance cl the Building
or the private enhance or doorway to the Demised Premises or such
Other place as the case may be in such manner in each case as
shall conform with the permitted of other Tenants (if any ) and
as shall from ( me to time be approved by the Landlord
Not to permit any open or internal combustion fire to be burned
within the Demised Premises without the consent in writing of
the Landlord first had and obtained nor without the like consent
to bring or permit to be brought or kept in or on the Demised
Premises any Inflammable combustible or explosive fluid, material,
chemical or substance nor cause nor permit any objectionable
odours to permeate from the Demised Premises.
Not to do nor permit not suffer to be done upon or within the
Demised Premises anything which in the opinion of the Landlord
may be or become a nuisance or annoyance to or in any way
interfere with the quiet user of the other portions of the
Building or any adjoining or neighboring premises.
At the Tenant's own expense to install in the Demised Premises
such additional firefighting equipment and appliances as shall
be required and approved by the Landlord if in the Landlord's
opinion the trade business or occupation of the Tenant is such
as for necessitate such additional equipment and appliances over
and above that and those supplied by the Landlord
To perform and observe so for as the same are capable of being
performed and observed by the tenant all covenants, agreement
and conditions, restrictions stipulations and provisions
affecting the Demised Premises and under which the piece of land
upon which the Building is erected is held.
At all times during the continuance of the Term to comply with
all Laws, Acts, orders, rules, regulations or by-laws enacted,
passed,made or issued by the Government of the said Republic or
any County, Municipal Township,local or other authority in
relation to the occupation or conduct of the Demised Premises
AND lo obtain all such licenses and to execute or cause to be
done or executed all such works and things as under or by virtue
of any law, Act, order, rule, regulation or by-law are required
to be done and at all times to keep the Landlord indemnifieds
iaity in thereof
Within seven days of the service thereof to give full particulars
to the Landlord of any notice, order or proposals therefor given
made or issued under or by virtue of any Law,Act, Order, rule,
regulation or direction thereunder or under the by-laws of any
competent authority and at all times to display and manta to
such notices as Ire Landlord may require to be displayed on the
Demised Premises.
To permit the Landlord or its agent or agents a:any time during
the Three months next before the expiration of the Term to enter
upon the Demised Premises and to permit all persons by order in
writing of the Landlord or its agent or agents to view the
Demised Premises at reasonable hours in the day time without
interruption AND if during the last month of the Term the Tenant
shall have removed all of the Tenant's property from the Demised
Premises the Landlord may immediately enter and alter, renovate
and redecorate the Demised Premisess without being liable to make
any abatement in the rent hereby reserved and without incurring
any liability to the Tenant tor any compensation and such acts
shall have no effect upon this lease;
Not to do or permit or suffer to be done any act, matter or
thing whereby an encumbrance may take possession of or a receiver
or receiver and manager may be appointed of or a distress or
execution be levied or enforced upon or sued out against or
analogous proceedings be taken in respect of tire whole or any
part of die undertaking, assets or property of the Tenant or
whereby the Tenant may be declared by any competent authority or
deemed by operation of any law to be insolvent or, in the case
of a corporate lessee whereby an order may be made or an effective
resolution passed or analogous proceedings be instituted for its
'winding up;
At the expiration or sooner determination of the Term to yield
up the Demised Premises to the Landlord with the fixtures and
fittings thereto (other than the other fixtures, partitions and
additions installed or erected by the Tenant (aid which are not
excepted under clause 2.15 (iii) which said items shall remain
the property of the Tenant and the Tenant shall cause the same
to be removed on or before the expiry or sooner determination of
this ease) in such good and tenantable repair and condition as
shall be in accordance with the Tenants covenants and agreements
herein contained and with all locks, keys and fastenings complete
AND the Tenant s obligation to perform and observe this covenant
and agreement shall survive fie expiration or other determination
of the Term AND if the last day of the Term shall fell on a
Sunday.' Public Holiday this lease shall expire on the business
day immediately following PROVIDED ALWAYS that nothing herein
contained shad require the Tenant to leave the Demised Premises
in any better state or condition of decoration than they were at
the commencement of the Term
To pay all costs in connection with the preparation and
completion of this lease and a counterpart thereof together with
all stamp duties registration fees and other disbursements but
excluding the Landlord s Advocates' costs
To pay lo the Landlord by way of additional rent a Service
Charge, in the amount and in the manner more particularly
described in the Third Schedule, being the proportion of the
operating expenses of the Building that the floor space of the
Premises bears to the floor space of the lettable area of the
Building such Service Charge lo be paid with the Rent monthly in
advance and shall be in respect of the amount from time to time
expended by the Landlord in respect of:
i) the services of such cleaners as the Landlord shall
consider necessary' for cleaning and keeping tidy the Common
Parts of the Building and the windows therein and the costs of
the materials used by such cleaners;
ii) all electricity consumed in the Common Parts of the
Building (Common Parts being those parts of the Building
enjoyed or used by the Tenant in common 'with others)
Including but not limited to the operation and maintenance
charges incurred in respect of all electricity or manually
operated lighting apparatus lifts and machinery therein,
iii) all water consumed in and all conservancy charges
payable in respect of the Common Areas;
iv) all repairs and maintenance not being of a
structural nature
v) the costs of managing the Building; vi) the costs for the upkeep of the Land; vii) the costs of all insurance policies in respect
of the Building;
viii) all rates land rent taxes and other charges of
every nature and kind which now or may hereafter be assessed
or imposed on the Demised Premises the Land or the Building
by the Government or by any local or competent authority,
ix) the services and operating costs of such security
staff as the Landlord shall consider necessary for the
protection of the exterior of the Building.The following
provisions shall apply in respect of this Sub-Clause 2.33
i) The Tenant shall pay a deposit on Service Charge
equal to 3 months value of the initial Service Charge in
accordance with the Fourth Schedule The landlord shall
return the said sum to the Tenant upon the expiration of the
Term unless the same shall have been applied by the Landlord
to any of the Tenant s obligations under this Lease;
ii) The amount of the operating expenses of the Building
shall be computed annually for the period ending 30th day of
June in each year;
iii) The Tenant shall within Thirty (30) days after
the date of written notification from the Landlord or
its agent pay the Landlord the amount actually owing in
respect of operating expenses as aforesaid in one lump
sum in full settlement of the amount of the Service
Charge attributed to the Demised Premises in respect of
the financial year concerned credit being given lo the
Tenant for all the payments made in respect of the same
by the Tenant to the Landlord
iv) The amount of the Service Charge shall be
ascertained annually by reference to a certificate
(hereinafter called the “Certificate ) signed by or on
behalf of the auditor engaged by the Landlord as soon as
may be practicable after the expiration of each Financial
Year and which shall relate lo such Financial Year,
v) The Certificate shall contain a fair summary of
the Service Charge as costs and Expenditure during the
Financial Year to which it relates:
vi) A copy of the Certificate shall be supplied to
the tenant as soon as practicable after it shall have
been signed;
vii) In the event that payments made by the tenant
and other tenants on account of Service Charge are less
than the actual Service Charge expenses of the Landlord
the tenant shall within ten (10) days of demand far such
additional amount of Service Charge payments required
make payment of the tenant's proportionate share of such
additional amount of Service Charge payments in such
manner as the Landlord shall require
viii) In the event that payments made by the tenant
and other tenants on account of Service Charge are more
than the actual Service Charge expenses of the Landlord
the Landlord may either reimburse the tenant with the
proportionate excess amount or give the tenant a credit
note for the proportionate excess Service Charge which
shall be applied to the immediate Service Charge
obligations of the tenant.
ix)Paragraphs (vii) and (viii} shall survive the
termination'expiry of this Lease until the Service Charge
accounts between the Landlord and the Tenant are settled.
The Tenant to the intent that the obligations hereinafter set out
may continue throughout the continuance of the Term hereby further
covenants and agrees with the Landlord that the Tenant-
Will not use the Demised Premises or any part thereof in such a way
as to render the same subject to the provisions of the Factories Act
(Chapter 514) or any statutory amendment or re-enactment thereof.
Will take all necessary steps to prevent any encroachment on the
Demised Premises or the acquisition of any new night to light
passage, drainage or other elements over, upon or under the Demised
Premises and will give notice to the Landlord of any threatened
encroachment or attempt to acquire any such easement.
Will ensure that at all times the Tenant's use of electric current
on the Demised Premises shall never exceed the capacity of existing
feeders to the Building or of the rises or wiring installations
installed in the Building and will adhere to ail other reasonable
instructions m this regard which may be issued by the Landlord or
its agents from time to time.
Will not make any alterations or additions to the electrical
equipment or appliance installed in the Demised Premises whether by
the Landlord or by the Tenant 'without the prior consent of the
Landlord in each instance, such consent not to be unreasonably
withheld.
Will give immediate notice to the Landlord in case of fire or
accidents or any event that may lead to such fire and accident in
the Demised premises or o the Building or of defects therein or in
any fixtures or equipment therein.
Will if the Demised Premises shall be or become infested with vermin,
at the Tenant' s own expense cause the same to be exterminated from
t me to time to the satisfaction of the Landlord AND WILL employ
such exterminators as shall be approved by the Landlord
Unless prevented by any cause beyond its control to procure the
adequate lighting of the entrance halls, staircases, landings,
passages, lifts, lavatories and washing conveniences in common use
by the Tenant, the Landlord and other Tenants (if any) during such
hours as the Landlord may reasonably decide and to procure the
keeping of the said entrances, halls, staircases landings, passages,
lifts, lavatories and washing conveniences and all windows affording
light to the same clean and tidy and in good and tenantable repair
together with the root , foundations, outside waifs and main
structure of the Building PROVIDED ALWAYS that the Landlord shall
not be liable for any damage to persons or property caused by or
resulting from or arising out of the default of any tenants of the
Building or any portion thereof, their servants or agents or
licensees with reference to the maintenance or user of any pipes or
sanitary water Or electrical apparatus therein or caused by any such
persons permitting the maximum floor stress of any cart of the
Building or the permitted maximum total weight in any lift therein
to be exceeded
To repair and keep the main structure of the building and external
areas including the roof in good state of repair and maintenance
during the continuance of the Term.
To pay all rates, taxes, rent to Government (if any ), dues and other
outgoings that are payable in respect of the property.
To procure the payment of the head rent and the Site Value Tax in
respect of the Building to the applicable authorities if and when the
same fall due.
To procure the keeping of the mam structure of the Building insured
against loss or damage by fire, lighting,explosion, aircraft and
other aerial devices or articles dropped therefrom, impact, riot,
strike, malicious damage and earthquake and/or such other risks as
the Landlord may consider appropriate and to procure the rebuilding
or reinstating of the Demised Premises and the entrance, halls,
staircases, landings, passages and lifts giving access to the Demised
Premises so far as the same may be destroyed or damaged but without
prejudice to the Tenant’s liability to pay or contribute towards the
costs thereof in the event of the insurance money being wholly or
partially irrecoverable by reason of any act or default of the Tenant
or (he servant or licensees of the Tenant
To procure the employment/maintenance of and such staff as may be
necessary for the security of the Building and the Demised Premises
and the carrying out of the obligations on the part of the Landlord
referred to in sub-clause (a) of this clause
4.8 Tenant Paying the Rent.
That the Tenant paying the rent hereby reserved and any additional
rent winch may be payable hereunder and performing and observing the
several covenants, agreements, conditions, restrictions stipulations
and provisions herein contained or implied and on the part of the
Tenant to be performed and observed shall subject as is hereinbefore
provided be entitled peaceably to hold and enjoy the Demised Premises
during the continuance of the Term without any interruption from or
by the Landlord or any person rightfully claiming from or under the
Landlord.
In the event of the Demised Premises or any part thereof being
damaged or destroyed by fire or other cause during the
continuance of the Term so as to render them unfit for
occupation the Landlord will unless such damage or destruction
shall have been due to the act or neglect of the Tenant or any
servant employee agent or licensee or visitor the Tenant allow
to the Tenant a total or proportionate abatement of the rent
hereby reserved as the case may be but so that the Tenant shall
only have a right of determination of the lease if such damage
or default shall not have been due to any such act or neglect as
aforesaid and if the Demised Premises or any pad thereof shall
have suffered such destruction or substantial damage as cannot
reasonably be expected to be repaired within six calendar months
PROVIDED ALWAYS that if any dispute under the sub-clause shall
arise between the parties hereto the matter shall be referred to
an arbitrator to be appointed by the Chairman for the time being
of the Chartered Institute of Arbitrators Kenya Chapter , whose
award shall be final and binding upon the parties hereto and
such reference shall be deemed to be an arbitration within the
meaning of - the Arbitration Act (Chapter 49) or any Acts
amending or replacing the same.
If the said rent or any other payment due hereunder by the
Tenant or any part thereof shall be in arrears for the space of
Thirty (30) days next after any of the days whereon the same
ought to be paid as aforesaid whether the same shall have been
legally demanded or not, or if die Demised Premises become vacant
or deserted or if there shall be any breach or non-performance
or non-observance by the Tenant of any of the covenants,
agreements, conditions, restrictions, stipulations and
provisions herein contained and on the part of the Tenants to be
performed and observed or if the Tenant for the time being shall
be a company and shall enter into liquidation whether compulsory
or voluntary (not being a voluntary liquidation merely for the
purpose of reconstruction or amalgamation) or if the Tenant for
the hire being shall be a person or persons and shall commit any
act of Bankruptcy or be adjudged Bankrupt or enter into any
agreement or make any arrangements with or for the benefit of
his. her or their creditors for the liquidation of his her or
their debts by composition or otherwise then and in any such
case it shall and may be lawful for the Landlord at any lime
thereafter to enter into and upon the Demised Premises or any
part thereof in the name of the whole and the same to have again
repossess and enjoy as in its former state anything herein
contained to the contrary notwithstanding without prejudice to
any night of action or remedy of the Landlord in respect of any
antecedent breach of any of the covenants and agreements by the
Tenant hereinbefore contained AND the Tenant hereby waives any
right to notice of re-entry or forfeiture under any law for the
lime being in force.
No liability shall attach in respect of any breach of any
positive covenant or agreement ( other than covenants and
agreements for the payment of money) on the part of the Landlord
or the Tenant herein contained or implied so long as they shall
be prevented from performing the same by statutory restrictions
except that if such breach shall occur as aforesaid the Landlord
or die Tenant as the case may be shall remedy such bread
immediately conditions permit and in the event of any such
breach of a covenant or agreement on the part of the Tenant not
having been remedied before the expiration or sooner
determination of the Term the Tenant shall forthwith upon such
expiration or sooner determination pay to the Landlord such an
amount as shall be necessary to remedy such breach as aforesaid;
This lease is subject and subordinate to ail ground or underlying
leases and to any charges which may now or hereafter affect such
leases or the Demised Premises of which the Demised Premises
form part and to all renewals, modifications, consolidation,
replacements and extensions thereof;
If the Tenant shall default in the performance or observance of
any of the covenants agreement conditions stipulations and
provisions herein contained or implied and on the Tenant's part
to he performed or observed the Landlord may after giving the
Tenant Fourteen (14) days, notice perform the same for the
account of the Tenant and if the Landlord shall make any
expenditure or incur any obligations for the payment of money
in connection therewith including but not limited to advocates'
fees in instituting prosecuting or defending any action or
proceeding such sums paid or obligations incurred with interest
and costs shall be deemed to be additional rent hereunder and
shall be paid by the Tenant to the Landlord -within Thirty (30)
days of the furnishing or rendering to the Tenant of any bill or
statement therefor;
The failure of the Landlord to seek redress for violation of or
to insist upon the strict performance of any covenant agreement
condition restriction stipulation or provision of this tease or
any of the rules and regulations from time to time promulgated
by the Landlord shall not prevent any subsequent act which would
have originally constituted a violation from having all the force
and effect of an original violation AND the receipt by the
Landlord of any rent with the knowledge of the breach of any
covenant agreement condition restriction stipulation or provision
of this lease shall not be deemed to be a waiver of such breach
NOR shall the failure of the Landlord to enforce any such rule
or regulation as aforesaid against the Tenant be deemed to be a
waiver of any such rules or regulations unless such waver be
expressly made by the Landlord in writing NOR shall any payment
by the Tenant or any receipt by the Landlord of a lesser amount
than the monthly rent hereby served be deemed to be other than
on account of the earliest simulated rent nor shall any
endorsement or statement on any cheque or any letter
accompanying any cheque or payment as rent be deemed to be an
accord and satisfaction and the Landlord may accept any such
cheque or payment without prejudice to the Landlord's right to
recover the balance of such rent or pursue any other remedy in
this lease provided;
No provision contained in this lease shall be waived or varied
by either party hereto except by agreement in writing which
agreement shall if the case so requires be duly registered in the
relevant Lands Registry ;
5.8 Landlord Delay.
No delay by the Landlord in exercising any of its right hereunder
shall be deemed to be in any way a waiver of such rights
The Landlord shall hold the deposit reserved in clause 2.1
above to the credit of the Tenant's account (without payment
of interest thereon) upon the following terms and conditions:
(i) The Landlord shall return the said sum to the Tenant
upon the expiration of the term subject as hereinafter
provided.
(ii) PROVIDED ALWAYS that in the event that the Tenant shall
make default in paying any instalment of rent as hereinbefore
provided or shall commit any breach of any of the covenants
conditions and previsions herein contained and on the pad of
the Tenant to he performed and observed resulting in any loss
damage or expenses to the Landlord then such sum as aforesaid
or so much thereof as nary be necessary may be applied by
the Landlord in making good any such loss, default or damage
or expense but without prejudice to any right of action or
remedy of the Landlord against the Tenant in respect of such
non-payment or breach on the part of the Tenant
Either party may terminate this lease for reason of breach or
default in the performance or observance of any of the covenants,
agreements, conditions, restrictions, stipulations and provisions
herein contained or implied and on the part of the other party
to be performed;such breach continuing un-remedied despite due
notice having been given, subject to the party seeking such
determination giving the other at least twelve (12 } calendar
months’ notice in writing of his/her intention so to do and the
Tenant shall at all times down to the time of such determination
pay the rent and perform and observe all the covenants,
agreements, conditions, restrictions, stipulations and
provisions herein contained and on the part of the Tenant to he
performed and observed and shall pay all costs properly incurred
by the Landlord in effecting completion, stamping and
registration of a formal surrender of this Lease.
if the Tenant shall desire to obtain a further lease of the
Premises for a further new term to be agreed upon by the Parties
from the expiry of the Term hereby created, the Tenant shall
deliver to the Landlord a written notice of such desire Three (3)
calendar months at least before the expiry of the Term and
provided there shall not at the time of such request be any
existing breach or non-observance of any of the covenants
agreements conditions and provisions herein contained or implied
and on the part of the Tenant to be observed or performed then
subject as hereinafter provided the Landlord shall grant to Use
Tenant a Lease of the Premises for a further term as shall be
agreed upon by die Parties from the expiration of the term
hereby created escaping the present covenant for renewal at a
fair market rent which shall be mutually agreed by the parties
thereof within the period of One (1) calendar month from the
receipt by the Landlord of the Tenants notice to renew this
Lease and in default of such mutual agreement at such rent as
shall be assessed before the expiry of the Term hereby created
by an independent value agreed upon by the Landlord and the
Tenant as the then current rental value of the premises.
Any notice under this Lease shall be in writing and any
notice to the Tenant shall be sufficiently served if addressed
to the Tenant and delivered to the Premises or sent by
registered post to the address given above or to the Tenant's
last known address in Kenya and any notice to the Landlord shall
be sufficiency served if served on any agent authorised by the
landlord to receive or who has in fact or their behalf collected
the rent of the Premises. Any notice served by registered post
shall he deemed to have been served within seven (7 ) days
following the day on 'which it is posted.
The Tenant hereby agrees to accept this Lease subject to the
covenants agreements restrictions simulations and provisions
above set forth or referred to.
Al that floor space comprising by measurement,
2,916 [Two Thousand. Nine Hundred
and Sixteen) square feetor thereabouts of
lettable space on die first and ground
floor of the Building together with the use of common areas
in the Building inclusive of the rear yard which premises
are shaded and marked an the Plan of the Building registered
in the Registry of Documents in Volume Folio File edged and
marked red (a copy of which Plan is annexed to this Lease)
The Term of Six (6) years from the First day of August Two
Thousand and Seventeen (now past)
The monthly gross rentcalculated at the rate of Kshs 50/=
per square foot translation to a total monthly
rent of Kenya Shillings
One Hundred and Forty Five Thousand and Eight
Hundred (Kshs 145,800)(exclusive of VAT)
payable
quarterly in advance, it being agreed that such Rent
shall be increased at the
rate of Ten [10%) per cent,after every two years of the Term.
The Tenant shall pay Service Charge at the monthly
rate of Kenya Shillings
One Thousand Five Hundred: (Kshs. 1.500) payable
quarterly in advance together with the Rent.
The deposit payable by the Tenant shall be equivalent
to three months'
rent for the Iasi quarter
of the term being Kenya Shillings Five Hundred and
Twenty Mine Thousand Two Hundred and Fifty Four,
(Kshs, 523,254}, The deposit shall be held by the
Landlord pursuant to clause 6 of this lease.
Deposit for Service Charge shall be equivalent to
three months' service charge for the first quarter
of the term i.e.
Kenya Shillings Four Thousand. Five Hundred [Kshs, 4,500)
which shall be held by the Landlord pursuant
to clause 2.33 of this Lease
IN WITNESS WHEREOF this Lease has been duly executes by the
parties hereto the date and year first hereinbefore written
SEALED with the common seat of THE LANDLORD in the presence of
Director Director/Secretary I CERTIFY that the above named . a
Director and a Director'Secretary of the Landlord appeared
before me on the day of
2018 and (being Known to me )acknowledged the above
signatures or mark to be theirs and that they had freely
and voluntarily executed this instrument ad
understood its contents Advocate's signature SIGNED by 1 the
duty authorised Attorney of the ] TENANT by virtue of P.A No . . .
J In the presence of: J ADVOCATE I I CERTIFY that a duly
constituted Attorney of the above named Tenant appeared before
me on the . . . day of 201 and (being known to me ) acknowledged
the above signature or mark to be theirs and that they had freely
and voluntarily executed this Instrument ad understock it’s
contend. Advocate’s signature
0.Parties Of the Agreement
1.Rights of Tenant
2.Covenants and agreements
Rent Payment
VAT
Deposits
Utility.
Suppliers
Possession Conditions.
Misuse.
Maintenance.
Obstruction.
Commencement of the term.
Tenant Responsibilty.
Permission for Inspection.
Examining Premise Condition.
Tenant Liability.
Making by the Consent of the Landlord.
Landlord Payment.
Insurance
Condition for Insurance.
Insurance effected.
Subleting.
Usage Requirement.
Advertising in the Premises.
Fire Burning.
Interferences.
Fire Equipment
Tenant Observation.
Law Compliance.
Display of Particulars.
Permitting the Landlord and Agents.
Executing Proceedings.
Term Expirely.
Cost Payment.
Additional Rental Service charge.
3.Additional obligation of the tenants.
Factories Act Considerations.
Preventing Encroachment.
No Misuse of Electricity.
No Alteration of Electricity.
Notifying the Landlord In case of Danger
Time to Time Extermination.
4. Obligations of the landlord.
Landlord Liability.
Premise Maintainance.
Government Payments.
Procurement Payment.
Insurance of the Premises.
MIsc
Subject as is hereinafter otherwise provided in the event of the
Demised Premises being damaged or destroyed by fire or other cause
and if 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 as a consequence of any act of default of the
Tenant or of any servant , employee, agent licensee or visitor of
the Tenant, to procure the reinstating or rebuilding of the same or
(as the case may require) so much or the Building as may be necessary
so dial the Demised Premises shall be as commodious and convenient
in all respects as they were before such damage or destruction but
not necessarily identical with the accommodation previously existing
with all convenient speed PROVIDED ALWAYS that if the Demised
Premises are totally damaged or are rendered wholly untenantable by
fire or other cause and if the Landlord shall decide no! to restore
reinstate or rebuild the same or it the Building shall be so damaged
that the Landlord shall decide to demolish it or to rebuild it then
and in any case, the Landlord may within Ninety (90) days after such
fire or other cause give to the Tenant notice in writing in the
manner hereinafter provided for the giving of notices of such the
Landlord's decision and thereupon the Term shall be determined by
lapse of time upon the Seventh day after such notice is given and
the Tenant shall forthwith vacate the Demised Premises and deliver
up the same to the Landlord and provided that the Tenant is not in
default under this lease then but not otherwise the Tenant’s
liability for rent shall cease as from the day following the
occurrence of such fire or other cause and PROVIDED ALSO that if the
damage or destruction snail have been due to the default neglect of
the Tenant then and in such case the Tenant shall remove all debris
at the Tenant’s sole cost and expense.
Procurement of the Employment.
5. Agreement and declaration.
Arbitration Act.
Blank
Agreement for Payment.
Subject and Surbordinate Lease.
Performance of agreements.
Failure of the Landlord.
Lands Registry Agreement.
6. Conditions of the landlord.
7. Termination of the agreement.
8. Tenant renewal terms.
9. Conditions of either tenant and landlord
10. Agreement
11. THE SCHEDULES HEREINBEFOREREFERRED TO:
THE FIRST SCHEDULE: THE PREMISES
THE SECOND SCHEDULE: THE TERM
THE THIRD SCHEDULE: THE RENT
FOURTH SCHEDULE: THE DEPOSIT
12.In the Witness of