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HomeMy WebLinkAbout96-196 a r THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON BY-LAW 96- 196 Being a By-law to authorize a contract between the Corporation of the Municipality of Clarington and Janice Brown and Todd Jenkin in trust for a Company to be Incorporated, for the Lease of approximately 5,500 square feet at the Courtice Community Complex. THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON HEREBY ENACTS AS FOLLOWS: 1. THAT the Mayor and Clerk are hereby authorized to execute, on behalf of the Corporation of the Municipality of Clarington with the Corporation Seal, a contract between Janice Brown and Todd Jenkin and said Corporation. 2. THAT the Contract attached hereto as Schedule "A" form part of this By-law. By-law read a first and second time this 25 day of November, 1996. By-law read a third time and finally passed this 25 day of November, 1996. Mayor rk r r tA, THIS INDENTURE made in triplicate the first day of IN PURSUANT OF THE SHORT FORMS OF LEASES ACT BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON herein called the LESSOR of the FIRST PART and - JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated herein called the LESSEE of the SECOND PART. WITNESSETH that in consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of the Lessee, the Lessor doth demise and lease unto the Lessee, approximately 5,500 square feet at the Courtice Community Complex, in the Municipality of Clarington. A. TERMINOLOGY Wherever in this document the word"Lessee" is used, it shall be interpreted to mean the person or entity entering into a Lease Agreement with the Municipality of Clarington. Wherever in this document the words "Municipality" and "Corporation" are used, they shall be interpreted as meaning the "Corporation of the Municipality of Clarington". Wherever in this document the words "Municipal Council" are used, they shall be interpreted to mean the "Council of the Municipality of Clarington". Unless the context otherwise required, the word "Lessor" and the word "Lessee" wherever used herein shall be construed to include and shall mean the executors, administrators, successors and/or assigns of the said Lessor and Lessee, respectively, and where there are two or more Lessees bound by the same covenants herein contained, their obligations shall be joint and several. The Municipality shall: Appoint an "Authorized Officer" from the Department of Community Services who shall be the designated person through whom all information to and from both parties (Lessee and Municipality) will be channelled. From time to time the Authorized Officer may appoint a designate during periods of absence. The Lessee acknowledges that there will be instances or occasions where the Authorized Officer will have to obtain direction from Municipal Council itself,before the Authorized Officer may respond to or direct the Lessee and the Lessee will schedule and plan accordingly. i ' r 2 1.0 Premises The Lessee hereby accepts the Premises on an "as is" basis. Premises are deemed to contain a rentable area to a maximum of 5,500 square feet (gross), unless otherwise mutually agreed to, located within the Courtice Community Complex. 2.0 Parking 2.1 It is understood and agreed by all parties to this lease, that parking will be provided on a first come, first serve basis. However, should the number of available parking spaces become an issue for either the Lessee or the Lessor, a partnership for expansion may be considered through the budget process. 3.0 Term of Lease 3.1 The Lease for the Premises shall be for a term of five years, commencing on or about June 1, 1997 and ending on or about May 31, 2002. 3.2 As is deemed necessary, approximately three (3) months prior access to the leased space will be provided to the Lessee at no additional charge, in order that leasehold improvements may be completed. 3.3 Should upon expiry of the initial or potential five year term(s), the Municipality of Clarington declare the space available for lease, the Lessee shall have first opportunity of refusal to negotiate an additional five (5) year term or terms. 3.4 Should the Municipality of Clarington require the space upon the expiry of the initial five (5) year term or subsequent terms, written notification will be provided to the Lessee a minimum of six (6) months in advance, however, the Municipality will attempt to provide one (1) year notice. 3.5 Provided further and it is hereby agreed that should the Lessee hold over after the expiration of this lease and the Lessor's thereafter accept rent for the said premises, the Lessee shall hold the said premises as a monthly tenant only of the Lessors but subject in all other respects to the terms and conditions of this lease. 4.0 Rent 4.1 The Lessee hereby covenants to pay the landlord as annual rent, during the term, the sum of$66,000.00, in equal monthly instalments of$5,500.00,based upon the annual rate of $12.00 per square foot of the rentable area of the Premises. 4.2 The Lessee hereby further covenants to pay the landlord as annual rent, during the term, an additional $1,500.00 in equal monthly instalments of $125.00 for the as is rentable outside play area, to a maximum of 2,000 square feet. Location to be referred to in the approved site plan. 4.3 Rent shall be payable in monthly instalments, each payable on the first day of each month, provided that should the term commence or terminate on a date other than the first day of a month, the Lessee shall pay to the Lessor for that month pro rata portion of said monthly payment. r e 3 5.0 Measurement 5.1 It is agreed and understood that, for the purpose of this Offer to Lease, the Lease and any renewals or extensions thereof, the rentable area of the Premises shall be deemed to be 5,500 square feet. 5.2 All measurements of space in the Premises and the Building required under this Offer to Lease or under any Lease arising therefrom or made during the Term for the purpose of the Lease will be effected in accordance with the format of the Building Owners and Managers Association International (BOMA) Standards (approved July 31, 1980), as defined in the Standard Lease. 6.0 Bid Surety 6.1 The Lessee shall submit upon execution of this agreement, a Certified Cheque in the amount of Eleven Thousand($11,000.00)Dollars. This amount shall be kept secured by the Municipal Treasurer, until the agreed upon leasehold improvements are completed to the satisfaction of the Municipal Property Manager. 6.2 Bid Surety will be used against the first and second months rent following the satisfactory completion of the agreed upon leasehold improvements. 6.3 Should the leasehold improvements not be completed satisfactorily, according to the submitted approved shop drawings, the Municipality shall be entitled to apply the bid surety in all or in part against any amounts as thereby are or become payable to return the leased space to a condition satisfactory to the Authorized Officer and such application shall not preclude the Municipality from recovering any further amounts and damages if same can be established to be payable. 7.0 Default of Lessee, Termination 7.1 The Municipality's goal is to have a relationship of co-operation with the Lessee. 7.2 In the event that a dispute between the Municipality and the Lessee cannot be resolved the paragraphs below detail the procedure that will be implemented. 7.3 If at any time during the contract period the Authorized Officer shall provide proof that any services have not been undertaken or have been carried out inadequately and not in accordance with the specification or the conditions within the lease contained herein, the Municipality may (without prejudice to any other right or remedy available to it) give written notice to the Lessee setting out in general terms the matter or matters giving rise to such notice and containing a reminder to the Lessee of the implications of such notice. 7.4 If the Lessee refuses or fails to comply with any of the terms and conditions of this lease or with any proper order or request of the Municipality and such refusal or failure continues for five (5) days after receipt by the Lessee of notice in writing from the Authorized Officer setting out the particulars of such refusal or failure, the Municipality shall have the right, at its sole option, to terminate this agreement 4 forthwith by notice in writing to the Lessee at the address given in the bidding documents and thereupon the rights of the Lessee shall immediately cease, determine and be at an end, and all monies payable and owing to the Municipality shall immediately become due and payable. 7.5 Where the lease is terminated in accordance with the foregoing, the Municipality, without limiting the generality of the foregoing: i) may remove any of the Lessee's fixtures or chattels from the Facility by force if necessary, and in that event, neither the Municipality nor any of its servants, agents or employees shall be liable in damages or otherwise to the Lessee and there shall be no compensation payable for any improvements made by the Lessee and such improvements shall become the absolute property of the Municipality; ii) shall be deemed free to enter into a lease agreement with any other person or persons. 8.0 Bankruptcy of Contractor 8.1 Subject to the provisions of the Bankruptcy and Insolvency or any successor legislation or any other applicable legislation,where, during the term of the contract, the Lessee makes an assignment for the benefit of its creditors, or becomes bankrupt or insolvent, or undergoes reorganization, or makes a proposal to its creditors, or otherwise becomes financially unable to perform this lease, the Municipality may, at its option, terminate the lease. Where the Municipality terminates the lease, the Municipality shall be entitled to enter into a lease with another party without the consent of the Lessee. 8.2 The exercise by the Municipality of its right to declare the lease void and to enter into a lease with another party shall in no way prejudice any rights or remedies that the Municipality may have at law against the Lessee. 9.0 Intended Use of Space/Subletting 9.1 The Lessee may not alter the intended use of the leased space. It is recognized that the intended use is an indoor family playground and licensed day care. Any deviation must be applied for in writing and must receive the consent of the Municipality of Clarington. 9.2 Subletting of the leased space or activities must receive written consent of the Municipality. 10.0 Taxes, Utilities and Operating Costs 10.1 The Lessee shall, as additional rent, in each and every year during the Term, be responsible for and pay and discharge promptly when due: (a) all taxes (including, without limitation, local improvement rates and business taxes), rates, duties and 5 assessments that may be levied, rated, charged or assessed against the leased space; and (b) all charges for public utilities, including water, gas, oil, electrical power or energy, light, heat, air conditioning, telephone, steam or hot water used upon or in respect of the leased space or for fittings, machines, apparatus, meters or other things leased in respect thereof, and for all work or services performed by a corporation or commission in connection with such public utilities. 10.2 The Lessee shall have the right to contest by appropriate legal proceedings the validity of any tax, rate, including local improvement rates, assessment or other charges referred to in this Section provided that, in so doing, the Lessee shall not cause or permit any liens or encumbrances to be filed or arise against the Premises. 11.0 Insurance and Indemnification (a) The Lessee covenants to keep the Lessor indemnified against all claims and demands whatsoever by any person, whether in respect of damage to person or property, arising out of or occasioned by the maintenance, use of occupancy of the leased space or the subletting or assignment of same or any part thereof. And the Lessee further covenants to indemnify the Lessor with respect to any encumbrance on or damage to the leased space occasioned by or arising from the act, default, or negligence of the Lessee, its officers, agents, servants, employees, contractors, customers, invitees or licenses and the Lessee agrees that the foregoing indemnity shall survive the termination of this Lease notwithstanding any provisions of this Lease to the contrary. (b) The Lessee shall carry: (i) insurance in his own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow the Lessee to meet his ongoing obligations to the Lessor and to protect the Lessee against loss of revenues; (ii) insurance in his own name insuring against the risk of damage to the Lessee's property within the leased space caused by fire or other perils and the policy shall provide for coverage on a replacement cost basis to protect the Lessee's stock-in-trade, equipment, Trade Fixtures, decorations and improvement; and (iii) public liability and property damage insurance in the amount of Two Million Dollars in which policy the Lessor shall be a named insured and the policy shall include a cross-liability endorsement; and the Lessee shall provide the Lessor with a copy of the policy certified by the insurer. 6 12.0 Opening Hours 12.1 The Lessee agrees to operate the rented space only during times that the main core of the Complex is open to the public (seven (7) days a week in accordance with current Municipal practices). A specific operating schedule and times will be provided by the Authorized Officer. Any requests for openings other than when the main complex is open to the general public may be approved by the Municipality. If approval is granted, any related costs will be borne by the Lessee. 13.0 Legislative Requirements 13.1 The Lessee shall obey all Federal, Provincial and Municipal Laws,Acts, Ordinances, Regulations, Orders in Council and By-laws, as it relates to the operation of their program. The Lessee shall satisfy all statutory requirements imposed by the Occupational Health & Safety Act, Building Code, Occupiers Liability Act, Retail Sales Tax Act, Day Nurseries Act, Parks By-law 91-20, and Canadian Play Space Guidelines. 13.2 The Lessee shall ensure that the leased space is managed and operated in a safe manner at all times to ensure positive health, safety and well being of staff, users, and visitors. 13.3 The Lessee shall display warning signs as necessary to ensure public safety. 13.4 The Lessee shall inform the Authorized Officer immediately of an incident involving a fatality or critical injury at the Program. 13.5 Upon notification of any injury or incident, the Municipality reserves the right to carry out its own investigation of the circumstances and the cause of the incident. 14.0 Destruction of Premises 14.1 If during the term of the agreement or any extension to it, the Facility shall be destroyed or damaged by fire or the elements, or other causes beyond the control of the Lessee, the following provisions shall have effect: i) if the Facility shall, in the Municipality's opinion, be so badly injured or destroyed as to be unfit for occupancy, and to be incapable of being repaired with reasonable diligence within one hundred and twenty days of the happening of such damage or if the damage is so extensive that the Municipality shall decide not to repair same, then the Municipality may, at its option, terminate this Agreement by notice in writing given thirty days of the date of the damage. Upon giving of such notice, this Contract shall cease and become null and void and the Contractor shall immediately vacate the facility and the payments from the time of such termination shall be apportioned. 7 15.0 Physical Plant and Equipment 15.1 The Lessee throughout the Contract period shall maintain a properly documented system of quality control designed to ensure that the leased space is properly maintained. Monitoring is to be relevant in accordance with all manufacturers or legal requirements. 15.2 The Lessee shall not carry out any structural alterations to the Facility without approval of the Authorized Officer. 15.3 The Lessee will not permit the disconnection of any electricity, gas or water supply to any part of the Facility without permission of the Authorized Officer. 15.4 The Corporation will conduct and pay for the annual fire inspection of the fire alarm system and make appropriate repairs in the Inspection Report. The Lessee is responsible to ensure that the system is operational at all times and to immediately advise the Authorized Officer of any deficiencies. The cost of inspections will be borne by the Municipality. 15.5 The Lessee is responsible to pay for and furnish the designated area with sufficient fire extinguishers. 16.0 The Lessee shall be responsible for Management and Operation of the Leased Space as follows: 16.1 Management and operation of leased space(s) including access, grounds, and building. 16.2 Supervision of the activities which take place both indoors and outdoors. 16.3 Ensuring the well being and safety of anyone entering onto the property (ie) staff, public. 16.4 Cleaning and property maintenance of internal and external aspects of the leased space(s). The Lessee will be responsible for providing equipment for the purposes of cleaning the designated areas. 16.5 All security in and about the designated space. If a monitoring security system is in place or added, the cost of normal upkeep and maintenance shall be the responsibility of the Lessee. 16.6 The Authorized Officer, the Property Manager and the Fire Department for the Municipality will be given keyed access to the leased space. 16.7 The Lessee must provide to the Authorized Officer a list of names, phone numbers of those having keyed access, updated as needed. 16.8 Payment and procurement of all day to day costs including, but not limited to, hydro, heat, water and sewer, garbage, cleaning supplies, and operating supplies. 16.9 Payment and securing of appropriate current licenses, approvals and certificates as required to operate. 8 17.0 Disposal of Waste 17.1 The Lessee shall make proper arrangements for the storage/disposal of all effluent, waste and refuse from all parts of the leased space from the first day of the lease period until the day after the contract period or termination of the lease. 17.2 The Lessee shall ensure that all waste and refuse is stored, awaiting collection, in industry standard containers used for normal disposal of domestic and commercial waste and refuse and in all cases, is to be disposed of appropriately. 17.3 The Lessee shall ensure that the volume of any effluent,waste or refuse at the leased space does not exceed the capacity of the storage containers provided. 17.4 The Lessee shall not dispose by burning any waste or refuse at the Facility. 18.0 Building Maintenance 18.1 To provide and implement the Facility's emergency evacuation procedures in response to all safety and security systems/alarms on a continuous basis including door fire alarms, emergency telephone system and any other systems identified by the Municipality. 18.2 On-going pick up of debris, refuse, litter and garbage. 18.3 Replacement of light bulbs, cleaning of louvres, grilles, cleaning of door hardware and other necessary tasks on a regular schedule in accordance with standard business practices. 18.4 Undertaking of all custodial maintenance in the designated space. 19.0 Ground Maintenance - Outdoor Playground 19.1 The lessee will be responsible to maintain all aspects of the outdoor playground area associated with the leased space. The outdoor playground will be constructed by the Lessee and must meet all applicable safety and design standards. 19.2 The playground design and site plan must be approved by the Municipality of Clarington prior to installation. 20.0 Quality Control 20.1 The Authorized Officer shall oversee contract compliance on behalf of the Municipality and will have the right at any time to inspect the leased space and to meet with the Lessee to discuss the compliance with this lease. In the event of a breakdown in communication, the Lessee may appear as a delegate to Council. 20.2 The Lessee shall: (a) provide services to a standard which is to the reasonable satisfaction of the Municipality and to comply in all respects to this lease. (b) deal with any complaints and suggestions received in a prompt, courteous and efficient manner; (c) maintain an accurate record of complaints that will be available for discussion by the Authorized Officer. 9 20.3 The Lessee shall throughout the contract period maintain a properly documented system of quality control designed to ensure that the leased space is clean and properly maintained. 20.4 The Lessee may be invited to meet with the Authorized Officer, and any other appropriate parties on a regular basis to discuss any shared issues relating to the Facility, to mediate any differences which may arise and to ensure open communication among all the components of the Facility. 21.0 Modification 21.1 Any modification to the designated space will be funded and implemented by the Lessee, and is subject to the approval of the Authorized Officer. 21.2 It shall be the responsibility of the Lessee to obtain Building Department consent or building regulation approval and any other Regulatory Bodies such as but not limited to Department of Health and Ministry of Consumer and Commercial Relations. 21.3 The Lessee will remove any modification, addition, or alteration to the satisfaction of the Owner upon expiry of the Lease. 22.0 Sponsorship and Advertising Sales 22.1 The Lessee is encouraged to seek sponsorship and advertising sales for its activities subject to formal permission in writing being received from the Municipality in advance of completion of negotiations with potential sponsors. 22.2 The Lessee will only enter into sponsorship or advertising sales agreements with companies agreed to by the Municipality. Agreement will not be unreasonably withheld. 22.3 The Lessee shall not enter any agreement with sponsors or advertising sales agreements which extend beyond the period of the contract except with the agreement of the Municipality. 22.4 The Municipality and the Lessee may enter into joint agreements with sponsors or for advertising sales, where it is mutually beneficial to do so. These agreements will be negotiated at the time and will remain separate to this agreement. 22.5 At the commencement of the contract, the Authorized Officer will provide the Lessee with a list of applicable sponsorship and advertising agreements currently in force with the Municipality. In order to avoid competition or duplication, the Lessee shall not contact these organizations/companies. 23.0 Marketing and Advertising 23.1 All marketing and advertising of the leased space and associated events will be the responsibility of the Lessee and will be carried out at their own expense. 23.2 The Lessee shall comply with regulations and standards set by the Canadian Advertising Council and display advertising that is of an acceptable, high moral standard, non-political and in good taste. 10 23.3 The Authorized Officer retains the right to prohibit at any time material which the Authorized Officer deems may offend the public or embarrass the Municipality, or detracts on the aesthetics of the building. 23.4 The Municipality may provide the Lessee with information which may be posted in the leased space. 23.5 Approval must be given by the Authorized Officer for any external signage required by the Lessee (approval not unreasonably withheld). 24.0 Concessions/Catering 24.1 The Municipality of Clarington reserves the rights for all aspects of concession/snack bar sales/vending machines sales within the Complex. Special event catering may be permitted, however the Municipality reserves the right to approve any catering/food suppliers. CONDITIONS FOR THE LESSEE: A. This Offer to Lease is conditional on the Municipality finalizing the location of the Leased Space to the satisfaction of the Lessee. B. This Offer to Lease is conditional upon the Lessee at the Lessee's expense, arranging financing in an amount and upon terms which are satisfactory to the Lessee, failing which this Offer to Lease shall become null and void and any Deposits being held shall be returned to the Lessee without interest or deduction. C. This Offer to Lease is conditional on acceptance by the Lessee of all associated leasehold improvement costs. The above conditional period will persist for a period of 14 days after acceptance of this Offer to Lease by Council. CONDITIONS FOR THE LESSOR: A. That the approval be subject to the review of the proposed agreement by the Municipality's solicitor. r 11 IN WITNESS WHEREOF the parties hereto have hereunder set their hands and seals: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON T MAYOR DIANE HAMRE 4 IA"l �, ) PATTI BARR , C JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated JANICE BROWN TODD JENKIN SCHEDULE "A" LEASEHOLD IMPROVEMENTS 1. The Lessee will engage the professional services of an Architect/Engineer who will prepare detailed plans as to the improvements to the designed lease space. 2. The Lessee will be responsible but not limited to the following in the leased space of the premises: i) security; ii) lighting - interior/exterior iii) fire alarm system iv) fire extinguishers v) door modification vi) plumbing, electrical vii) window alterations viii) sprinkler systems ix) acoustical baffling x) any Architect/Engineering fees incurred by the Municipality associated to leasehold improvements 3. The Lessee will submit to the Owner a preferred floor plan detailing functions and equipment within fourteen (14) days of Council approval of this lease agreement. 4. The Lessee will provide shop drawings to the owner for approval prior to the commencement of any leasehold improvements. 5. The Lessee will be responsible for any leasehold improvements throughout the term of the lease including, but not limited to, the cost and legislative regulatory approvals. t THIS INDENTURE made in triplicate the first day of IN PURSUANT OF THE SHORT FORMS OF LEASES ACT BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON herein called the LESSOR of the FIRST PART and - JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated herein called the LESSEE of the SECOND PART. WITNESSETH that in consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of the Lessee, the Lessor doth demise and lease unto the Lessee, approximately 5,500 square feet at the Courtice Community Complex, in the Municipality of Clarington. " A. TERMINOLOGY Wherever in this document the word"Lessee" is used, it shall be interpreted to mean the person or entity entering into a Lease Agreement with the Municipality of Clarington. Wherever in this document the words "Municipality" and "Corporation" are used, they shall be interpreted as meaning the "Corporation of the Municipality of Clarington". Wherever in this document the words "Municipal Council' are used, they shall be interpreted to mean the "Council of the Municipality of Clarington". Unless the context otherwise required, the word "Lessor" and the word "Lessee" wherever used herein shall be construed to include and shall mean the executors, administrators, successors and/or assigns of the said Lessor and Lessee, respectively, and where there are two or more Lessees bound by the same covenants herein contained, their obligations shall be joint and several. r The Municipality shall: Appoint an "Authorized Officer" from the Department of Community Services who shall be the designated person through whom all information to and from both parties (Lessee and Municipality) will be channelled. From time to .time the Authorized Officer may appoint a designate during periods of absence. The Lessee acknowledges that there will be instances or occasions where the Authorized Officer will have to obtain direction from Municipal Council itself,before ' the Authorized Officer may respond to or direct the-Lessee and the Lessee will ' I schedule and plan accordingly. t t 2 1.0 Premises The Lessee hereby accepts the Premises on an "as is" basis. Premises are deemed to contain a rentable area to a maximum of 5,500 square feet (gross), unless otherwise mutually agreed to, located within the Courtice Community Complex. 2.0 Parking 2.1 It is understood and agreed by all parties to this lease, that parking will be provided on a first come, first serve basis. However, should the number of available parking spaces become an issue for either the Lessee or the Lessor, a partnership for expansion may be considered through the budget process. 3.0 Term of Lease 3.1 The Lease for the Premises shall be for a term of five years, commencing on or about June 1, 1997 and ending on or about May 31, 2002. 3.2 As is deemed necessary, approximately three (3) months prior access to the leased space will be provided to the Lessee at no additional charge, in order that leasehold improvements may be completed. 3.3 Should upon expiry of the initial or potential five year term(s), the Municipality of Clarington declare the space available for lease, the Lessee shall have first opportunity of refusal to negotiate an additional five (5) year term or terms. 3.4 Should the Municipality of Clarington require the space upon the expiry of the initial five (5) year term or subsequent terms, written notification will be provided to the Lessee a minimum of six (6) months in advance, however, the Municipality will attempt to provide one (1) year notice. 3.5 Provided further and it is hereby agreed that should the Lessee hold over after the expiration of this lease and the Lessor's thereafter accept rent for the said premises, the Lessee shall hold the said premises as a monthly tenant only of the Lessors but subject in all other respects to the terms and conditions of this lease. 4.0 Rent 4.1 The Lessee hereby covenants to pay the landlord as annual rent, during the term, the sum of$66,000.00, in equal monthly instalments of$5,500.00,based upon the annual rate of $12.00 per square foot of the rentable area of the Premises. 4.2 The Lessee hereby further covenants to pay the landlord as annual rent, during the term, an additional $1,500.00 in equal monthly instalments of $125.00 for the as is rentable outside play area, to a maximum of 2,000 square feet. Location to be referred to in the approved site plan. 4.3 Rent shall be payable in monthly instalments, each payable on the.first day of each month, provided that should the term commence or terminate on a date other than the first day of a month, the Lessee shall pay to the Lessor for that month pro rata portion of said monthly payment. 3 5.0 Measurement 5.1 It is agreed and understood that, for the purpose of this Offer to Lease, the Lease and any renewals or extensions thereof, the rentable area of the Premises shall be deemed to be 5,500 square feet. 5.2 All measurements of space in the Premises and the Building required under this Offer to Lease or under any Lease arising therefrom or made during the Term for the purpose of the Lease will be effected in accordance with the format of the Building Owners and Managers Association International (BOMA) Standards (approved July 31, 1980), as defined in the Standard Lease. 6.0 Bid Suretv 6.1 The Lessee shall submit upon execution of this agreement, a Certified Cheque in the amount of Eleven Thousand($11,000.00)Dollars. This amount shall be kept secured by the Municipal Treasurer, until the agreed upon leasehold improvements are completed to the satisfaction of the Municipal Property Manager. 6.2 Bid Surety will be used against the first and second months rent following the satisfactory completion of the agreed upon leasehold improvements. 6.3 Should the leasehold improvements not be completed satisfactorily, according to the submitted approved shop drawings, the Municipality shall be entitled to apply the bid surety in all or in part against any amounts as thereby are or become payable to return the leased space to a condition satisfactory to the Authorized Officer and such application shall not preclude the Municipality from recovering any further amounts and damages if same can be established to be payable. 7.0 Default of Lessee, Termination 7.1 The Municipality's goal is to have a relationship of co-operation with the Lessee. 7.2 In the event that a dispute between the Municipality and the Lessee cannot be resolved the paragraphs below detail the procedure that will be implemented. 7.3 If at any time during the contract period the Authorized Officer shall provide proof that any services have not been undertaken or have been carried out inadequately and not in accordance with the specification or the conditions within the lease contained herein, the Municipality may (without prejudice to any other right or remedy available to it) give written notice to the Lessee setting out in general terms the matter or matters giving rise to such notice and containing a reminder to the Lessee of the implications of such notice. 7.4 If the Lessee refuses or fails to comply with any of the terms and conditions of this lease or with any proper order or request of the Municipality and such refusal or failure continues for five (5) days after receipt by the Lessee of notice in writing from the Authorized Officer setting out the particulars of such refusal or failure, the Municipality shall have the right, at its sole option, to terminate this agreement 4 forthwith by notice in writing to the Lessee at the address given in the bidding documents and thereupon the rights of the Lessee shall immediately cease, determine and be at an end, and all monies payable and owing to the Municipality shall immediately become due and payable. 7.5 Where the lease is terminated in accordance with the foregoing, the Municipality, without limiting the generality of the foregoing: i) may remove any of the Lessee's fixtures or chattels from the Facility by force if necessary, and in that event, neither the Municipality nor any of its servants, agents or employees shall be liable in damages or otherwise to the Lessee and there shall be no compensation payable for any improvements made by the Lessee and such improvements shall become the absolute property of the Municipality; ii) shall be deemed free to enter into a lease agreement with any other person or persons. 8.0 Bankruptcy of Contractor 8.1 Subject to the provisions of the Bankruptcy and Insolvency Act or any successor legislation or any other applicable legislation,where, during the term of the contract, the Lessee makes an assignment for the benefit of its creditors, or becomes bankrupt or insolvent, or undergoes reorganization, or makes a proposal to its creditors, or otherwise becomes financially unable to perform this lease, the Municipality may, at its option, terminate the lease. Where the Municipality terminates the lease, the Municipality shall be entitled to enter into a lease with another party without the consent of the Lessee. 8.2 The exercise by the Municipality of its right to declare the lease void and to enter into a lease with another party shall in no way prejudice any rights or remedies that the Municipality may have at law against the Lessee. 9.0 Intended Use of Space/Subletting 9.1 The Lessee may not alter the intended use of the leased space. It is recognized that the intended use is an indoor family playground and licensed day care. Any deviation must be applied for in writing and must receive the consent of the Municipality of Clarington. 9.2 Subletting of the leased space or activities must receive written consent of the Municipality. 10.0 Taxes, Utilities and Operating Costs 10.1 The Lessee shall, as additional rent, in each and every year during the Term, be responsible for and pay and discharge promptly when due: (a) all taxes (including, without limitation, local improvement rates and business taxes), rates, duties and 5 assessments that may be levied, rated, charged or assessed against the leased space; and (b) all charges for public utilities, including water, gas, oil, electrical power or energy, light, heat, air conditioning, telephone, steam or hot water used upon or in respect of the leased space or for fittings, machines, apparatus, meters or other things leased in respect thereof, and for all work or services performed by a corporation or commission in connection with such public utilities. 10.2 The Lessee shall have the right to contest by appropriate legal proceedings the validity of any tax, rate, including local improvement rates, assessment or other charges referred to in this Section provided that, in.so doing, the Lessee shall not cause or permit any liens or encumbrances to be filed,or arise against the Premises. 11.0 Insurance and Indemnification (a) The Lessee covenants to keep the Lessor indemnified against all claims and demands whatsoever by any person, whether in respect of damage to person or property, arising out of or occasioned by the maintenance, use of occupancy of the leased space or the subletting or assignment of same or any part thereof. And the Lessee further covenants to indemnify the Lessor with respect to any encumbrance on or damage to the leased space occasioned by or arising from the act, default, or negligence of the Lessee, its officers, agents, servants, employees, contractors, customers, invitees or licenses and the Lessee agrees that the foregoing indemnity shall survive the termination of this Lease notwithstanding any provisions of this Lease to the contrary. (b) The Lessee shall carry: (i) insurance in his own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow the Lessee to meet his ongoing obligations to the Lessor and to protect the Lessee against loss of revenues; (ii) insurance in his own name insuring against the risk of damage to the Lessee's property within the leased space caused by fire or other perils and the policy shall provide for coverage on a replacement cost basis to protect the Lessee's stock-in-trade, equipment, Trade Fixtures, decorations and improvement; and (iii) public liability and property damage insurance in the amount of Two Million Dollars in which policy the Lessor shall be a named insured and the policy shall include a cross-liability endorsement; and the Lessee shall provide the Lessor with a copy of the policy certified by the insurer. 6 12.0 Opening Hours 12.1 The Lessee agrees to operate the rented space only during times that the main core of the Complex is open to the public (seven (7) days a week in accordance with current Municipal practices). A specific operating schedule and times will be provided by the Authorized Officer. Any requests for openings other than when the main complex is open to the general public may be approved by the Municipality. If approval is granted, any related costs will be borne by the Lessee. 13.0 Legislative Requirements 13.1 The Lessee shall obey all Federal, Provincial and Municipal Laws,Acts, Ordinances, Regulations, Orders in Council and By-laws, as it relates to the operation of their program. The Lessee shall satisfy all statutory requirements imposed by the Occupational Health & Safety Act, Building Code, Occupiers Liability Act, Retail Sales Tax Act, Day Nurseries Act, Parks By-law 91-20, and Canadian Play Space Guidelines. 13.2 The Lessee shall ensure that the leased space is managed and operated in a safe manner at all times to ensure positive health, safety and well being of staff, users, and visitors. 13.3 The Lessee shall display warning signs as necessary to ensure public safety. 13.4 The Lessee shall inform the Authorized Officer immediately of an incident involving a fatality or critical injury at the Program. 13.5 Upon notification of any injury or incident, the Municipality reserves the right to carry out its own investigation of the circumstances and the cause of the incident. 14.0 Destruction of Premises 14.1 If during the term of the agreement or any extension to it, the Facility shall be destroyed or damaged by fire or the elements, or other causes beyond the control of the Lessee, the following provisions shall have effect: i) if the Facility shall, in the Municipality's opinion, be so badly injured or destroyed as to be unfit for occupancy, and to be incapable of being repaired with reasonable diligence within one hundred and twenty days of the happening of such damage or if the damage is so extensive that the Municipality shall decide not to repair same, then the Municipality may, at its option, terminate this Agreement by notice in writing given thirty days of the date of the damage. Upon giving of such notice, this Contract shall cease and become null and void and the Contractor shall immediately vacate the facility and the payments from the time of such termination shall be apportioned. r 7 15.0 Physical Plant and Equipment 15.1 The Lessee throughout the Contract period shall maintain a properly documented system of quality control designed to ensure that the leased space is properly maintained. Monitoring is to be relevant in accordance with all manufacturers or legal requirements. 15.2 The Lessee shall not carry out any structural alterations to the Facility without approval of the Authorized Officer. 15.3 The Lessee will not permit the disconnection of any electricity, gas or water supply to any part of the Facility without permission of the Authorized Officer. 15.4 The Corporation will conduct and pay for the annual fire inspection of the fire alarm system and make appropriate repairs in the Inspection Report. The Lessee is responsible to ensure that the system is operational at all times and to immediately advise the Authorized Officer of any deficiencies. The cost of inspections will be borne by the Municipality. 15.5 The Lessee is responsible to pay for and furnish the designated area with sufficient fire extinguishers. 16.0 The Lessee shall be responsible for Management and Operation of the Leased Space as follows: 16.1 Management and operation of leased space(s) including access, grounds, and building. 16.2 Supervision of the activities which take place both indoors and outdoors. 16.3 Ensuring the well being and safety of anyone entering onto the property (ie) staff, public. 16.4 Cleaning and property maintenance of internal and external aspects of the leased space(s). The Lessee will be responsible for providing equipment for the purposes of cleaning the designated areas. 16.5 All security in and about the designated space. If a monitoring security system is in place or added, the cost of normal upkeep and maintenance shall be the responsibility of the Lessee. 16.6 The Authorized Officer, the Property Manager and the Fire Department for the Municipality will be given keyed access to the leased space. 16.7 The Lessee must provide to the Authorized Officer a list of names, phone numbers of those having keyed access, updated as needed. 16.8 Payment and procurement of all day to day costs including, but not limited to, hydro, heat, water and sewer, garbage, cleaning supplies, and operating supplies. 16.9 Payment and securing of appropriate current licenses, approvals and certificates as required to operate. 8 17.0 Disposal of Waste 17.1 The Lessee shall make proper arrangements for the storage/disposal of all effluent, waste and refuse from all parts of the leased space from the first day of the lease period until the day after the contract period or termination of the lease. 17.2 The Lessee shall ensure that all waste and refuse is stored, awaiting collection, in industry standard containers used for normal disposal of domestic and commercial waste and refuse and in all cases, is to be disposed of appropriately. 17.3 The Lessee shall ensure that the volume of any effluent,waste or refuse at the leased space does not exceed the capacity of the storage containers provided. 17.4 The Lessee shall not dispose by burning any waste or refuse at the Facility. 18.0 Building Maintenance 18.1 To provide and implement the Facility's emergency evacuation procedures in response to all safety and security systems/alarms on a continuous basis including door fire alarms, emergency telephone system and any other systems identified by the Municipality. 18.2 On-going pick up of debris, refuse, litter and garbage. 18.3 Replacement of light bulbs, cleaning of louvres, grilles, cleaning of door hardware and other necessary tasks on a regular schedule in accordance with standard business practices. 18.4 Undertaking of all custodial maintenance in the designated space. 19.0 Ground Maintenance - Outdoor Playground 19.1 The lessee will be responsible to maintain all aspects of the outdoor playground area associated with the leased space. The outdoor playground will be constructed by the Lessee and must meet all applicable safety and design standards. 19.2 The playground design and site plan must be approved by the Municipality of Clarington prior to installation. 20.0 Quality Control 20.1 The Authorized Officer shall oversee contract compliance on behalf of the Municipality and will have the right at any time to inspect the leased space and to meet with the Lessee to discuss the compliance with this lease. In the event of a breakdown in communication, the Lessee may appear as a delegate to Council. 20.2 The Lessee shall: (a) provide services to a standard which is to the reasonable satisfaction of the Municipality and to comply in all respects to this lease. (b) deal with any complaints and suggestions received in a prompt, courteous and efficient manner; (c) maintain an accurate record of complaints that will be available for discussion by the Authorized Officer. 9 20.3 The Lessee shall throughout the contract period maintain a properly documented system of quality control designed to ensure that the leased space is clean and properly maintained. 20.4 The Lessee may be invited to meet with,the Authorized Officer, and any other appropriate parties on a regular basis to discuss any shared issues relating to the Facility, to mediate any differences which may arise and to ensure open communication among all the components of the Facility. 21.0 Modification 21.1 Any modification to the designated space will be funded and implemented by the Lessee, and is subject to the approval of the Authorized Officer. 21.2 It shall be the responsibility of the Lessee to obtain Building Department consent or building regulation approval and any other Regulatory Bodies such as but not limited to Department of Health and Ministry of Consumer and Commercial Relations. 21.3 The Lessee will remove any modification, addition, or alteration to the satisfaction of the Owner upon expiry of the Lease. 22.0 Sponsorship and Advertising Sales 22.1 The Lessee is encouraged to seek sponsorship and advertising sales for its activities subject to formal permission in writing being received from the Municipality in advance of completion of negotiations with potential sponsors. 22.2 The Lessee will only enter into sponsorship or advertising sales agreements with companies agreed to by the Municipality. Agreement will not be unreasonably withheld. 22.3 The Lessee shall not enter any agreement with sponsors or advertising sales agreements which extend beyond the period of the contract except with the agreement of the Municipality. 22.4 The Municipality and the Lessee may enter into joint agreements with sponsors or for advertising sales, where it is mutually beneficial to do so. These agreements will be negotiated at the time and will remain separate to this agreement. 22.5 At the commencement of the contract, the Authorized Officer will provide the Lessee with a list of applicable sponsorship and advertising agreements currently in force with the Municipality. In order to avoid competition or duplication, the Lessee shall not contact these organizations/companies. 23.0 Marketing and Advertising 23.1 All marketing and advertising of the leased space and associated events will be the responsibility of the Lessee and will be carried out at their own expense. 23.2 The Lessee shall comply with regulations and standards set by the Canadian Advertising Council and display advertising that is of an acceptable, high moral standard, non-political and in good taste. 10 23.3 The Authorized Officer retains the right to prohibit at any time material which the Authorized Officer deems may offend the public or embarrass the Municipality, or detracts on the aesthetics of the building. 23.4 The Municipality may provide the Lessee with information which may be posted in the leased space. 23.5 Approval must be given by the Authorized Officer for any external signage required by the Lessee (approval not unreasonably withheld). 24.0 Concessions/Catering 24.1 The Municipality of Clarington reserves the rights for all aspects of concession/snack bar sales/vending machines sales within the Complex. Special event catering may be permitted, however the Municipality reserves the right to approve any catering/food suppliers. CONDITIONS FOR THE LESSEE: A. This Offer to Lease is conditional on the Municipality finalizing the location of the Leased Space to the satisfaction of the Lessee. B. This Offer to Lease is conditional upon the Lessee at the Lessee's expense, arranging financing in an amount and upon terms which are satisfactory to the Lessee, failing which this Offer to Lease shall become null and void and any Deposits being held shall be returned to the Lessee without interest or deduction. C. This Offer to Lease is conditional on acceptance by the Lessee of all associated leasehold improvement costs. The above conditional period will persist for a period of 14 days after acceptance of this Offer to Lease by Council. CONDITIONS FOR THE LESSOR: A. That the approval be subject to the review of the proposed agreement by the Municipality's solicitor. 11 IN WITNESS WHEREOF the parties hereto have hereunder set their hands and seals: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON MAYOR DIANE HAMRE PATTI BARRIE, CLERK JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated JANICE BROWN TODD JENKIN q a THIS INDENTURE made in triplicate the first day of IN PURSUANT OF THE SHORT FORMS OF LEASES ACT BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON herein called the LESSOR of the FIRST PART - and - JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated herein called the LESSEE of the SECOND PART. WITNESSETH that in consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of the Lessee, the Lessor doth demise and lease unto the Lessee, approximately 5,500 square feet at the Courtice Community Complex, in the Municipality of Clarington. A. TERMINOLOGY Wherever in this document the word"Lessee"is used, it shall be interpreted to mean the person or entity entering into a Lease Agreement with the Municipality of Clarington. Wherever in this document the words "Municipality" and "Corporation" are used, they shall be interpreted as meaning the "Corporation of the Municipality of Clarington". Wherever in this document the words "Municipal Council" are used, they shall be interpreted to mean the "Council of the Municipality of Clarington". Unless the context otherwise required, the word "Lessor" and the word "Lessee" Wherever used herein shall be construed to include and shall mean the executors, administrators, successors and/or assigns of the said Lessor and Lessee, respectively, and where there are two or more Lessees bound by the same covenants herein contained, their obligations shall be joint and several. The Municipality shall: Appoint an "Authorized Officer" from the Department of Community Services who shall be the designated person through whom all information to and from both parties (Lessee and Municipality) will be channelled. From time to time the Authorized Officer may appoint a designate during periods of absence. The Lessee acknowledges that there will be instances or occasions where the Authorized Officer will have to obtain direction from Municipal Council itself,before the.Authorized Officer may respond to or direct the Lessee and the Lessee will schedule and'plan accordingly. 2 1.0 Premises The Lessee hereby accepts the Premises on an "as is" basis. Premises are deemed to contain a rentable area to a maximum of 5,500 square feet (gross), unless otherwise mutually agreed to, located within the Courtice Community Complex. 2.0 Parking 2.1 It is understood and agreed by all parties to this lease, that parking will be provided on a first come, first serve basis. However, should the number of available parking spaces become an issue for either the Lessee or the Lessor, a partnership for expansion may be considered through the budget process. 3.0 Term of Lease 3.1 The Lease for the Premises shall be for a term of five years, commencing on or about June 1, 1997 and ending on or about May 31, 2002. 3.2 As is deemed necessary, approximately three (3) months prior access to the leased space will be provided to the Lessee at no additional charge, in order that leasehold improvements may be completed. 3.3 Should upon expiry of the initial or potential five year term(s), the Municipality of Clarington declare the space available for lease, the Lessee shall have first opportunity of refusal to negotiate an additional five (5) year term or terms. 3.4 Should the Municipality of Clarington require the space upon the expiry of the initial five (5) year term or subsequent terms, written notification will be provided to the Lessee a minimum of six (6) months in advance, however, the Municipality will attempt to provide one (1) year notice. 3.5 Provided further and it is hereby agreed that should the Lessee hold over after the expiration of this lease and the Lessor's thereafter accept rent for the said premises, the Lessee shall hold the said premises as a monthly tenant only of the Lessors but subject in all other respects to the terms and conditions of this lease. 4.0 Rent 4.1 The Lessee hereby covenants to pay the landlord as annual rent, during the term, the sum of$66,000.00, in equal monthly instalments of$5,500.00, based upon the annual rate of $12.00 per square foot of the rentable area of the Premises. 4.2 The Lessee hereby further covenants to pay the landlord as annual rent, during the term, an additional $1,500.00 in equal monthly instalments of $125.00 for the as is rentable outside play area, to a maximum of 2,000 square feet. Location to be referred to in the approved site plan. 4.3 Rent shall be payable in monthly instalments, each payable on the.first day of each month, provided that should the term commence or terminate on a date other than the first day of a month, the Lessee shall pay to the Lessor for that month pro rata portion of said monthly payment. 3 5.0 Measurement 5.1 It is agreed and understood that, for the purpose of this Offer to Lease, the Lease and any renewals or extensions thereof, the rentable area of the Premises shall be deemed to be 5,500 square feet. 5.2 All measurements of space in the Premises and the Building required under this Offer to Lease or under any Lease arising therefrom or made during the Term for the purpose of the Lease will be effected in accordance with the format of the Building Owners and Managers Association International (BOMA) Standards (approved July 31, 1980), as defined in the Standard Lease. 6.0 Bid Surety 6.1 The Lessee shall submit upon execution of this agreement, a Certified Cheque in the amount of Eleven Thousand($11,000.00)Dollars. This amount shall be kept secured by the Municipal Treasurer, until the agreed upon leasehold improvements are completed to the satisfaction of the Municipal Property Manager. 6.2 Bid Surety will be used against the first and second months rent following the satisfactory completion of the agreed upon leasehold improvements. 6.3 Should the leasehold improvements not be completed satisfactorily, according to the submitted approved shop drawings, the Municipality shall be entitled to apply the bid surety in all or in part against any amounts as thereby are or become payable to return the leased space to a condition satisfactory to the Authorized Officer and such application shall not preclude the Municipality from recovering any further amounts and damages if same can be established to be payable. 7.0 Default of Lessee, Termination 7.1 The Municipality's goal is to have a relationship of co-operation with the Lessee. 7.2 In the event that a dispute between the Municipality and the Lessee cannot be resolved the paragraphs below detail the procedure that will be implemented. 7.3 If at any time during the contract period the Authorized Officer shall provide proof that any services have not been undertaken or have been carried out inadequately and not in accordance with the specification or the conditions within the lease contained herein, the Municipality may (without prejudice to any other right or remedy available to it) give written notice to the Lessee setting out in general terms the matter or matters giving rise to such notice and containing a reminder to the Lessee of the implications of such notice. 7.4 If the Lessee refuses or fails to comply with any of the terms and conditions of this lease or with any proper order or request of the Municipality and such refusal or failure continues for five (5) days after receipt by the Lessee of notice in writing from the Authorized Officer setting out the particulars of such refusal or failure, the Municipality shall have the right, at its sole option, to terminate this agreement 4 forthwith by notice in writing to the Lessee at the address given in the bidding documents and thereupon the rights of the Lessee shall immediately cease, determine and be at an end, and all monies payable and owing to the Municipality shall immediately become due and payable. 7.5 Where the lease is terminated in accordance with the foregoing, the Municipality, without limiting the generality of the foregoing: i) may remove any of the Lessee's fixtures or chattels from the Facility by force if necessary, and in that event, neither the Municipality nor any of its servants, agents or employees shall be liable in damages or otherwise to the Lessee and there shall be no compensation payable for any improvements made by the Lessee and such improvements shall become the absolute property of the Municipality; ii) shall be deemed free to enter into a lease agreement with any other person or persons. 8.0 Bankruptcy of Contractor 8.1 Subject to the provisions of the Bankruptcy and Insolvency Act or any successor legislation or any other applicable legislation,where, during the term of the contract, the Lessee makes an assignment for the benefit of its creditors, or becomes bankrupt or insolvent, or undergoes reorganization, or makes a proposal to its creditors, or otherwise becomes financially unable to perform this lease, the Municipality may, at its option, terminate the lease. Where the Municipality terminates the lease, the Municipality shall be entitled to enter into a lease with another party without the consent of the Lessee. 8.2 The exercise by the Municipality of its right to declare the lease void and to enter into a lease with another party shall in no way prejudice any rights or remedies that the Municipality may have at law against the Lessee. 9.0 Intended Use of Space/Subletting 9.1 The Lessee may not alter the intended use of the leased space. It is recognized that the intended use is an indoor family playground and licensed day care. Any deviation must be applied for in writing and must receive the consent of the Municipality of Clarington. 9.2 Subletting of the leased space or activities must receive written consent of the Municipality. 10.0 Taxes, Utilities and Operating Costs 10.1 The Lessee shall, as additional rent, in each and every year during the Term, be responsible for and pay and discharge promptly when due: (a) all taxes (including, without limitation, local improvement rates and business taxes), rates, duties and 5 assessments that may be levied, rated, charged or assessed against the leased space; and (b) all charges for public utilities, including water, gas, oil, electrical power or energy, light, heat, air conditioning, telephone, steam or hot water used upon or in respect of the leased space or for fittings, machines, apparatus, meters or other things leased in respect thereof, and for all work or services performed by a corporation or commission in connection with such public utilities. 10.2 The .Lessee shall have the right to contest by appropriate legal proceedings the validity of any tax, rate, including local improvement rates, assessment or other charges referred to in this Section provided that, in.so doing, the Lessee shall not cause or permit any liens or encumbrances to be filed,or arise against the Premises. 11.0 Insurance and Indemnification (a) The Lessee covenants to keep the Lessor indemnified against all claims and demands whatsoever by any person, whether in respect of damage to person or property, arising out of or occasioned by the maintenance, use of occupancy of the leased space or the subletting or assignment of same or any part thereof. And the Lessee further covenants to indemnify the Lessor with respect to any encumbrance on or damage to the leased space occasioned by or arising from the act, default, or negligence of the Lessee, its officers, agents, servants, employees, contractors, customers, invitees or licenses and the Lessee agrees that the foregoing indemnity shall survive the termination of this Lease notwithstanding any provisions of this Lease to the contrary. (b) The Lessee shall carry: (i) insurance in his own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow the Lessee to meet his ongoing obligations to the Lessor and to protect the Lessee against loss of revenues; (ii) insurance in his own name insuring against the risk of damage to the Lessee's property within the leased space caused by fire or other perils and the policy shall provide for coverage on a replacement cost basis to protect the Lessee's stock-in-trade, equipment, Trade Fixtures, decorations and improvement; and (iii) public liability and property damage insurance in the amount of Two Million Dollars in which policy the Lessor shall be a named insured and the policy shall include a cross-liability endorsement; and the Lessee shall provide the Lessor with a copy of the policy certified by the insurer. 6 12.0 Opening Hours 12.1 The Lessee agrees to operate the rented space only during times that the main core of the Complex is open to the public (seven (7) days a week in accordance with current Municipal practices). A specific operating schedule and times will be provided by the Authorized Officer. Any requests for openings other than when the main complex is open to the general public may be approved by the Municipality. If approval is granted, any related costs will be borne by the Lessee. 13.0 Legislative Requirements 13.1 The Lessee shall obey all Federal, Provincial and Municipal Laws,Acts, Ordinances, Regulations, Orders in Council and By-laws, as it relates to the operation of their program. The Lessee shall satisfy all statutory requirements imposed by the Occupational Health & Safety Act, Building Code, Occupiers Liability Act, Retail Sales Tax Act, Day Nurseries Act, Parks By-law 91-20, and Canadian Play Space Guidelines. 13.2 The Lessee shall ensure that the leased space is managed and operated in a safe manner at all times to ensure positive health, safety and well being of staff, users, and visitors. 13.3 The Lessee shall display warning signs as necessary to ensure public safety. 13.4 The Lessee shall inform the Authorized Officer immediately of an incident involving a fatality or critical injury at the Program. 13.5 Upon notification of any injury or incident, the Municipality reserves the right to carry out its own investigation of the circumstances and the cause of the incident. 14.0 Destruction of Premises 14.1 If during the term of the agreement or any extension to it, the Facility shall be destroyed or damaged by fire or the elements, or other causes beyond the control of the Lessee, the following provisions shall have effect: i) if the Facility shall, in the Municipality's opinion, be so badly injured or destroyed as to be unfit for occupancy, and to be incapable of being repaired with reasonable diligence within one hundred and twenty days of the happening of such damage or if the damage is so extensive that the Municipality shall decide not to repair same, then the Municipality may, at its option, terminate this Agreement by notice in writing given thirty days of the date of the damage. Upon giving of such notice, this Contract shall cease and become null and void and the Contractor shall immediately vacate the facility and the payments from the time of such termination shall be apportioned. 7 15.0 Physical Plant and Equipment 15.1 The Lessee throughout the Contract period shall maintain a properly documented system of quality control designed to ensure that the leased space is properly maintained. Monitoring is to be relevant in accordance with all manufacturers or legal requirements. 15.2 The Lessee shall not carry out any structural alterations to the Facility without approval of the Authorized Officer. 15.3 The Lessee will not permit the disconnection of any electricity, gas or water supply to any part of the Facility without permission of the Authorized Officer. 15.4 The Corporation will conduct and pay for the annual fire inspection of the fire alarm system and make appropriate repairs in the Inspection Report. The Lessee is responsible to ensure that the system is operational at all times and to immediately advise the Authorized Officer of any deficiencies. The cost of inspections will be borne by the Municipality. 15.5 The Lessee is responsible to pay for and furnish the designated area with sufficient fire extinguishers. 16.0 The Lessee shall be responsible for Management and Operation of the Leased Space as follows: 16.1 Management and operation of leased space(s) including access, grounds, and building. 16.2 Supervision of the activities which take place both indoors and outdoors. 16.3 Ensuring the well being and safety of anyone entering onto the property (ie) staff, public. 16.4 Cleaning and property maintenance of internal and external aspects of the leased space(s). The Lessee will be responsible for providing equipment for the purposes of cleaning the designated areas. 16.5 All security in and about the designated space. If a monitoring security system is in place or added, the cost of normal upkeep and maintenance shall be the responsibility of the Lessee. 16.6 The Authorized Officer, the Property Manager and the Fire Department for the Municipality will be given keyed access to the leased space. 16.7 The Lessee must provide to the Authorized Officer a list of names, phone numbers of those having keyed access, updated as needed. 16.8 Payment and procurement of all day to day costs including, but not limited to, hydro, heat, water and sewer, garbage, cleaning supplies, and operating supplies. 16.9 Payment and securing of appropriate current licenses, approvals and certificates as required to operate. f 8 17.0 Disposal of Waste 17.1 The Lessee shall make proper arrangements for the storage/disposal of all effluent, waste and refuse from all parts of the leased space from the first day of the lease period until the day after the contract period or termination of the lease. 17.2 The Lessee shall ensure that all waste and refuse is stored, awaiting collection, in industry standard containers used for normal disposal of domestic and commercial waste and refuse and in all cases, is to be disposed of appropriately. 17.3 The Lessee shall ensure that the volume of any effluent,waste or refuse at the leased space does not exceed the capacity of the storage containers provided. 17.4 The Lessee shall not dispose by burning any waste or refuse at the Facility. 18.0 Building Maintenance 18.1 To provide and implement the Facility's emergency evacuation procedures in response to all safety and security systems/alarms on a continuous basis including door fire alarms, emergency telephone system and any other systems identified by the Municipality. 18.2 On-going pick up of debris, refuse, litter and garbage. 18.3 Replacement of light bulbs, cleaning of louvres, grilles, cleaning of door hardware and other necessary tasks on a regular schedule in accordance with standard business practices. 18.4 Undertaking of all custodial maintenance in the designated space. 19.0 Ground Maintenance - Outdoor Playground 19.1 The lessee will be responsible to maintain all aspects of the outdoor playground area associated with the leased space. The outdoor playground will be constructed by the Lessee and must meet all applicable safety and design standards. 19.2 The playground design and site plan must be approved by the Municipality of Clarington prior to installation. 20.0 Quality Control 20.1 The Authorized Officer shall oversee contract compliance on behalf of the Municipality and will have the right at any time to inspect the leased space and to meet with the Lessee to discuss the compliance with this lease. In the event of a breakdown in communication, the Lessee may appear as a delegate to Council. 20.2 The Lessee shall: (a) provide services to a standard which is to the reasonable satisfaction of the Municipality and to comply in all respects to this lease. (b) deal with any complaints and suggestions received in a prompt, courteous and efficient manner; (c) maintain an accurate record of complaints that will be available for discussion by the Authorized Officer. 9 20.3 The Lessee shall throughout the contract period maintain a properly documented system of quality control designed to ensure that the leased space is clean and properly maintained. 20.4 The Lessee may be invited to meet with'the Authorized Officer, and any other appropriate parties on a regular basis to discuss any shared issues relating to the Facility, to mediate any differences which may arise and to ensure open communication among all the components of the Facility. 21.0 Modification 21.1 Any modification to the designated space will be funded and implemented by the Lessee, and is subject to the approval of the Authorized Officer. 21.2 It shall be the responsibility of the Lessee to obtain Building Department consent or building regulation approval and any other Regulatory Bodies such as but not limited to Department of Health and Ministry of Consumer and Commercial Relations. 21.3 The Lessee will remove any modification, addition, or alteration to the satisfaction of the Owner upon expiry of the Lease. 22.0 Sponsorship and Advertising Sales 22.1 The Lessee is encouraged to seek sponsorship and advertising sales for its activities subject to formal permission in writing being received from the Municipality in advance of completion of negotiations with potential sponsors. 22.2 The Lessee will only enter into sponsorship or advertising sales agreements with companies agreed to by the Municipality. Agreement will not be unreasonably withheld. 22.3 The Lessee shall not enter any agreement with sponsors or advertising sales agreements which extend beyond the period of the contract except with the agreement of the Municipality. 22.4 The Municipality and the Lessee may enter into joint agreements with sponsors or for advertising sales, where it is mutually beneficial to do so. These agreements will be negotiated at the time and will remain separate to this agreement. 22.5 At the commencement of the contract, the Authorized Officer will provide the Lessee with a list of applicable sponsorship and advertising agreements currently in force with the Municipality. In order to avoid competition or duplication, the Lessee shall not contact these organizations/companies. 23.0 Marketing and Advertising 23.1 All marketing and advertising of the leased space and associated events will be the responsibility of the Lessee and will be carried out at their own expense. 23.2 The Lessee shall comply with regulations and standards set by the Canadian Advertising Council and display advertising that is of an acceptable, high moral standard, non-political and in good taste. 10 23.3 The Authorized Officer retains the right to prohibit at any time material which the Authorized Officer deems may offend the public or embarrass the Municipality, or detracts on the aesthetics of the building. 23.4 The Municipality may provide the Lessee with information which may be posted in the leased space. 23.5 Approval must be given by the Authorized Officer for any external signage required by the Lessee (approval not unreasonably withheld). 24.0 Concessions/Catering 24.1 The Municipality of Clarington reserves the rights for all aspects of concession/snack bar sales/vending machines sales within the Complex. Special event catering may be permitted, however the Municipality reserves the right to approve any catering/food suppliers. CONDITIONS FOR THE LESSEE: A. This Offer to Lease is conditional on the Municipality finalizing the location of the Leased Space to the satisfaction of the Lessee. B. This Offer to Lease is conditional upon the Lessee at the Lessee's expense, arranging financing in an amount and upon terms which are satisfactory to the Lessee, failing which this Offer to Lease shall become null and void and any Deposits being held shall be returned to the Lessee without interest or deduction. C. This Offer to Lease is conditional on acceptance by the Lessee of all associated leasehold improvement costs. The above conditional period will persist for a period of 14 days after acceptance of this Offer to Lease by Council. CONDITIONS FOR THE LESSOR: A. That the approval be subject to the review of the proposed agreement by the Municipality's solicitor. r 11 IN WITNESS WHEREOF the parties hereto have hereunder set their hands and seals: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON MAYOR DIANE HAMRE PATTI BARRIE CLE JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated JANICE BROWN TODD JENKIN I THIS INDENTURE made in triplicate the first day of IN PURSUANT OF THE SHORT FORMS OF LEASES ACT BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON herein called the LESSOR of the FIRST PART - and - JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated herein called the LESSEE of the SECOND PART. WITNESSETH that in consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of the Lessee, the Lessor doth demise and lease unto the Lessee, approximately 5,500 square feet at the Courtice Community Complex, in the Municipality of Clarington. A. TERMINOLOGY Wherever in this document the word"Lessee"is used, it shall be interpreted to mean the person or entity entering into a Lease Agreement with the Municipality of Clarington. Wherever in this document the words "Municipality" and "Corporation" are used, they shall be interpreted as meaning the "Corporation of the Municipality of Clarington". Wherever in this document the words "Municipal Council' are used, they shall be interpreted to mean the "Council of the Municipality of Clarington". Unless the context otherwise required, the word "Lessor" and the word "Lessee" wherever used herein shall be construed to include and shall mean the executors, administrators, successors and/or assigns of the said Lessor and Lessee, respectively, and where there are two or more Lessees bound by the same covenants herein contained, their obligations shall be joint and several. The Municipality shall: Appoint an "Authorized Officer" from the Department of Community Services who shall be the designated person through whom all information to and from both parties (Lessee and Municipality) will be channelled. From time to time the Authorized Officer may appoint a designate during periods of absence. The Lessee acknowledges that there will be instances or occasions where the Authorized Officer will have to obtain direction from Municipal Council itself,before the Authorized Officer may respond to or direct the Lessee and the Lessee will schedule and plan accordingly. f 2 1.0 Premises The Lessee hereby accepts the Premises on an "as is" basis. Premises are deemed to contain a rentable area to a maximum of 5,500 square feet (gross), unless otherwise mutually agreed to, located within the Courtice Community Complex. 2.0 Parkin 2.1 It is understood and agreed by all parties to this lease, that parking will be provided on a first come, first serve basis. However, should the number of available parking spaces become an issue for either the Lessee or the Lessor, a partnership for expansion may be considered through the budget process. 3.0 Term of Lease 3.1 The Lease for the Premises shall be for a term of five years, commencing on or about June 1, 1997 and ending on or about May 31, 2002. 3.2 As is deemed necessary, approximately three (3) months prior access to the leased space will be provided to the Lessee at no additional charge, in order that leasehold improvements may be completed. 3.3 Should upon expiry of the initial or potential five year term(s), the Municipality of Clarington declare the space available for lease, the Lessee shall have first opportunity of refusal to negotiate an additional five (5) year term or terms. 3.4 Should the Municipality of Clarington require the space upon the expiry of the initial five (5) year term or subsequent terms, written notification will be provided to the Lessee a minimum of six (6) months in advance, however, the Municipality will attempt to provide one (1) year notice. 3.5 Provided further and it is hereby agreed that should the Lessee hold over after the expiration of this lease and the Lessor's thereafter accept rent for the said premises, the Lessee shall hold the said premises as a monthly tenant only of the Lessors but subject in all other respects to the terms and conditions of this lease. 4.0 Rent 4.1 The Lessee hereby covenants to pay the landlord as annual rent, during the term, the sum of$66,000.00, in equal monthly instalments of$5,500.00, based upon the annual rate of $12.00 per square foot of the rentable area of the Premises. 4.2 The Lessee hereby further covenants to pay the landlord as annual rent, during the term, an additional $1,500.00 in equal monthly instalments of $125.00 for the as is rentable outside play area, to a maximum of 2,000 square feet. Location to be referred to in the approved site plan. 4.3 Rent shall be payable in monthly instalments, each payable on the.first day of each month, provided that should the term commence or terminate on a date other than the first day of a month, the Lessee shall pay to the Lessor for that month pro rata portion of said monthly payment. 3 5.0 Measurement 5.1 It is agreed and understood that, for the purpose of this Offer to Lease, the Lease and any renewals or extensions thereof, the rentable area of the Premises shall be deemed to be 5,500 square feet. 5.2 All measurements of space in the Premises and the Building required under this Offer to Lease or under any Lease arising therefrom or made during the Term for the purpose of the Lease will be effected in accordance with the format of the Building Owners and Managers Association International (BOMA) Standards (approved July 31, 1980), as defined in the Standard Lease. 6.0 Bid Suretv 6.1 The Lessee shall submit upon execution of this agreement, a Certified Cheque in the amount of Eleven Thousand($11,000.00)Dollars. This amount shall be kept secured by the Municipal Treasurer, until the agreed upon leasehold improvements are completed to the satisfaction of the Municipal Property Manager. 6.2 Bid Surety will be used against the first and second months rent following the satisfactory completion of the agreed upon leasehold improvements. 6.3 Should the leasehold improvements not be completed satisfactorily, according to the submitted approved shop drawings, the Municipality shall be entitled to apply the bid surety in all or in part against any amounts as thereby are or become payable to return the leased space to a condition satisfactory to the Authorized Officer and such application shall not preclude the Municipality from recovering any further amounts and damages if same can be established to be payable. 7.0 Default of Lessee, Termination 7.1 The Municipality's goal is to have a relationship of co-operation with the Lessee. 7.2 In the event that a dispute between the Municipality and the Lessee cannot be resolved the paragraphs below detail the procedure that will be implemented. 7.3 If at any time during the contract period the Authorized Officer shall provide proof that any services have not been undertaken or have been carried out inadequately and not in accordance with the specification or the conditions within the lease contained herein, the Municipality may (without prejudice to any other right or remedy available to it) give written notice to the Lessee setting out in general terms the matter or matters giving rise to such notice and containing a reminder to the Lessee of the implications of such notice. 7.4 If the Lessee refuses or fails to comply with any of the terms and conditions of this lease or with any proper order or request of the Municipality and such refusal or failure continues for five (5) days after receipt by the Lessee of notice in writing from the Authorized Officer setting out the particulars of such refusal or failure, the Municipality shall have the right, at its sole option, to terminate this agreement 4 forthwith by notice in writing to the Lessee at the address given in the bidding documents and thereupon the rights of the Lessee shall immediately cease, determine and be at an end, and all monies payable and owing to the Municipality shall immediately become due and payable. 7.5 Where the lease is terminated in accordance with the foregoing, the Municipality, without limiting the generality of the foregoing: i) may remove any of the Lessee's fixtures or chattels from the Facility by force if necessary, and in that event, neither the Municipality nor any of its servants, agents or employees shall be liable in damages or otherwise to the Lessee and there shall be no compensation payable for any improvements made by the Lessee and such improvements shall become the absolute property of the Municipality; ii) shall be deemed free to enter into a lease agreement with any other person or persons. 8.0 Bankruptcy of Contractor 8.1 Subject to the provisions of the Bankruptcy and Insolvency Act or any successor legislation or any other applicable legislation,where, during the term of the contract, the Lessee makes an assignment for the benefit of its creditors, or becomes bankrupt or insolvent, or undergoes reorganization, or makes a proposal to its creditors, or otherwise becomes financially unable to perform this lease, the Municipality may, at its option, terminate the lease. Where the Municipality terminates the lease, the Municipality shall be entitled to enter into a lease with another party without the consent of the Lessee. 8.2 The exercise by the Municipality of its right to declare the lease void and to enter into a lease with another party shall in no way prejudice any rights or remedies that the Municipality may have at law against the Lessee. 9.0 Intended Use of Space/Subletting 9.1 The Lessee may not alter the intended use of the leased space. It is recognized that the intended use is an indoor family playground and licensed day care. Any deviation must be applied for in writing and must receive the consent of the Municipality of Clarington. 9.2 Subletting of the leased space or activities must receive written consent of the Municipality. 10.0 Taxes. Utilities and Operating Costs 10.1 The Lessee shall, as additional rent, in each and every year during the Term, be responsible for and pay and discharge promptly when due: (a) all taxes (including, without limitation, local improvement rates and business taxes), rates, duties and . •T• 1 5 assessments that may be levied, rated, charged or assessed against the leased space; and (b) all charges for public utilities, including water, gas, oil, electrical power or energy, light, heat, air conditioning, telephone, steam or hot water used upon or in respect of the leased space or for fittings, machines, apparatus, meters or other things leased in respect thereof, and for all work or services performed by a corporation or commission in connection with such public utilities. 10.2 The Lessee shall have the right to contest by appropriate legal proceedings the validity of any tax, rate, including local improvement rates, assessment or other charges referred to in this Section provided that, in.so doing, the Lessee shall not cause or permit any liens or encumbrances to be filed or arise against the Premises. 11.0 Insurance and Indemnification (a) The Lessee covenants to keep the Lessor indemnified against all claims and demands whatsoever by any person, whether in respect of damage to person or property, arising out of or occasioned by the maintenance, use of occupancy of the leased space or the subletting or assignment of same or any part thereof. And the Lessee further covenants to indemnify the Lessor with respect to any encumbrance on or damage to the leased space occasioned by or arising from the act, default, or negligence of the Lessee, its officers, agents, servants, employees, contractors, customers, invitees or licenses and the Lessee agrees that the foregoing indemnity shall survive the termination of this Lease notwithstanding any provisions of this Lease to the contrary. (b) The Lessee shall carry: (i) insurance in his own name to provide coverage with respect to the risk of business interruption to an extent sufficient to allow the Lessee to meet his ongoing obligations to the Lessor and to protect the Lessee against loss of revenues; (ii) insurance in his own name insuring against the risk of damage to the Lessee's property within the leased space caused by fire or other perils and the policy shall provide for coverage on a replacement cost basis to protect the Lessee's stock-in-trade, equipment, Trade Fixtures, decorations and improvement; and (iii) public liability and property damage insurance in the amount of Two Million Dollars in which policy the Lessor shall be a named insured and the policy shall include a cross-liability endorsement; and the Lessee shall provide the Lessor with a copy of the policy certified by the insurer. 6 12.0 Opening Hours 12.1 The Lessee agrees to operate the rented space only during times that the main core of the Complex is open to the public (seven (7) days a week in accordance with current Municipal practices). A specific operating schedule and times will be provided by the Authorized Officer. Any requests for openings other than when the main complex is open to the general public may be approved by the Municipality. If approval is granted, any related costs will be borne by the Lessee. 13.0 Legislative Requirements 13.1 The Lessee shall obey all Federal, Provincial and Municipal Laws,Acts, Ordinances, Regulations, Orders in Council and By-laws, as it relates to the operation of their program. The Lessee shall satisfy all statutory requirements imposed by the Occupational Health & Safety Act, Building Code, Occupiers Liability Act, Retail Sales Tax Act, Day Nurseries Act, Parks By-law 91-20, and Canadian Play Space Guidelines. 13.2 The Lessee shall ensure that the leased space is managed and operated in a safe manner at all times to ensure positive health, safety and well being of staff, users, and visitors. 13.3 The Lessee shall display warning signs as necessary to ensure public safety. 13.4 The Lessee shall inform the Authorized Officer immediately of an incident involving a fatality or critical injury at the Program. 13.5 Upon notification of any injury or incident, the Municipality reserves the right to carry out its own investigation of the circumstances and the cause of the incident. 14.0 Destruction of Premises 14.1 If during the term of the agreement or any extension to it, the Facility shall be destroyed or damaged by fire or the elements, or other causes beyond the control of the Lessee, the following provisions shall have effect: i) if the Facility shall, in the Municipality's opinion, be so badly injured or destroyed as to be unfit for occupancy, and to be incapable of being repaired with reasonable diligence within one hundred and twenty days of the happening of such damage or if the damage is so extensive that the Municipality shall decide not to repair same, then the Municipality may, at its option, terminate this Agreement by notice in writing given thirty days of the date of the damage. Upon giving of such notice, this Contract shall cease and become null and void and the Contractor shall immediately vacate the facility and the payments from the time of such termination shall be apportioned. y 7 15.0 Physical Plant and Equipment 15.1 The Lessee throughout the Contract period shall maintain a properly documented system of quality control designed to ensure that the leased space is properly maintained. Monitoring is to be relevant in accordance with all manufacturers or legal requirements. 15.2 The Lessee shall not carry out any structural alterations to the Facility without approval of the Authorized Officer. 15.3 The Lessee will not permit the disconnection of any electricity, gas or water supply to any part of the Facility without permission of the Authorized Officer. 15.4 The Corporation will conduct and pay for the annual fire inspection of the fire alarm system and make appropriate repairs in the Inspection Report. The Lessee is responsible to ensure that the system is operational at all times and to immediately advise the Authorized Officer of any deficiencies. The cost of inspections will be borne by the Municipality. 15.5 The Lessee is responsible to pay for and furnish the designated area with sufficient fire extinguishers. 16.0 The Lessee shall be responsible for Management and Operation of the Leased Space as follows: 16.1 Management and operation of leased space(s) including access, grounds, and building. 16.2 Supervision of the activities which take place both indoors and outdoors. 16.3 Ensuring the well being and safety of anyone entering onto the property (ie) staff, public. 16.4 Cleaning and property maintenance of internal and external aspects of the leased space(s). The Lessee will be responsible for providing equipment for the purposes of cleaning the designated areas. 16.5 All security in and about the designated space. If a monitoring security system is in place or added, the cost of normal upkeep and maintenance shall be the responsibility of the Lessee. 16.6 The Authorized Officer, the Property Manager and the Fire Department for the Municipality will be given keyed access to the leased space. 16.7 The Lessee must provide to the Authorized Officer a list of names, phone numbers of those having keyed access, updated as needed. 16.8 Payment and procurement of all day to day costs including, but not limited to, hydro, heat, water and sewer, garbage, cleaning supplies, and operating supplies. 16.9 Payment and securing of appropriate current licenses, approvals and certificates as required to operate. 8 17.0 Disposal of Waste 17.1 The Lessee shall make proper arrangements for the storage/disposal of all effluent, waste and refuse from all parts of the leased space from the first day of the lease period until the day after the contract period or termination of the lease. 17.2 The Lessee shall ensure that all waste and refuse is stored, awaiting collection, in industry standard containers used for normal disposal of domestic and commercial waste and refuse and in all cases, is to be disposed of appropriately. 17.3 The Lessee shall ensure that the volume of any effluent,waste or refuse at the leased space does not exceed the capacity of the storage containers provided. 17.4 The Lessee shall not dispose by burning any waste or refuse at the Facility. 18.0 Building Maintenance 18.1 To provide and implement the Facility's emergency evacuation procedures in response to all safety and security systems/alarms on a continuous basis including door fire alarms, emergency telephone system and any other systems identified by the Municipality. 18.2 On-going pick up of debris, refuse, litter and garbage. 18.3 Replacement of light bulbs, cleaning of louvres, grilles, cleaning of door hardware and other necessary tasks on a regular schedule in accordance with standard business practices. 18.4 Undertaking of all custodial maintenance in the designated space. 19.0 Ground Maintenance - Outdoor Playground 19.1 The lessee will be responsible to maintain all aspects of the outdoor playground area associated with the leased space. The outdoor playground will be constructed by the Lessee and must meet all applicable safety and design standards. 19.2 The playground design and site plan must be approved by the Municipality of Clarington prior to installation. 20.0 Quality Control 20.1 The Authorized Officer shall oversee contract compliance on behalf of the Municipality and will have the right at any time to inspect the leased space and to meet with the Lessee to discuss the compliance with this lease. In the event of a breakdown in communication, the Lessee may appear as a delegate to Council. 20.2 The Lessee shall: (a) provide services to a standard which is to the reasonable satisfaction of the Municipality and to comply in all respects to this lease. (b) deal with any complaints and suggestions received in a prompt, courteous and efficient manner; (c) maintain an accurate record of complaints that will be available for discussion by the Authorized Officer. 9 20.3 The Lessee shall throughout the contract period maintain a properly documented system of quality control designed to ensure that the leased space is clean and properly maintained. 20.4 The Lessee may be invited to meet with'the Authorized Officer, and any other appropriate parties on a regular basis to discuss any shared issues relating to the Facility, to mediate any differences which may arise and to ensure open communication among all the components of the Facility. 21.0 Modification 21.1 Any modification to the designated space will be funded and implemented by the Lessee, and is subject to the approval of the Authorized Officer. 21.2 It shall be the responsibility of the Lessee to obtain Building Department consent or building regulation approval and any other Regulatory Bodies such as but not limited to Department of Health and Ministry of Consumer and Commercial Relations. 21.3 The Lessee will remove any modification, addition, or alteration to the satisfaction of the Owner upon expiry of the Lease. 22.0 Sponsorship and Advertising Sales 22.1 The Lessee is encouraged to seek sponsorship and advertising sales for its activities subject to formal permission in writing being received from the Municipality in advance of completion of negotiations with potential sponsors. 22.2 The Lessee will only enter into sponsorship or advertising sales agreements with companies agreed to by the Municipality. Agreement will not be unreasonably withheld. 22.3 The Lessee shall not enter any agreement with sponsors or advertising sales agreements which extend beyond the period of the contract except with the agreement of the Municipality. 22.4 The Municipality and the Lessee may enter into joint agreements with sponsors or for advertising sales, where it is mutually beneficial to do so. These agreements will be negotiated at the time and will remain separate to this agreement. 22.5 At the commencement of the contract, the Authorized Officer will provide the Lessee with a list of applicable sponsorship and advertising agreements currently in force with the Municipality. In order to avoid competition or duplication, the Lessee shall not contact these organizations/companies. 23.0 Marketing and Advertising 23.1 All marketing and advertising of the leased space and associated events will be the responsibility of the Lessee and will be carried out at their own expense. 23.2 The Lessee shall comply with regulations and standards set by the Canadian Advertising Council and display advertising that is of an acceptable, high moral standard, non-political and in good taste. r r 10 23.3 The Authorized Officer retains the right to prohibit at any time material which the Authorized Officer deems may offend the public or embarrass the Municipality, or detracts on the aesthetics of the building. 23.4 The Municipality may provide the Lessee with information which may be posted in the leased space. 23.5 Approval must be given by the Authorized Officer for any external signage required by the Lessee (approval not unreasonably withheld). 24.0 Concessions/Catering 24.1 The Municipality of Clarington reserves the rights for all aspects of concession/snack bar sales/vending machines sales within the Complex. Special event catering may be permitted, however the Municipality reserves the right to approve any catering/food suppliers. CONDITIONS FOR THE LESSEE: A. This Offer to Lease is conditional on the Municipality finalizing the location of the Leased Space to the satisfaction of the Lessee. B. This Offer to Lease is conditional upon the Lessee at the Lessee's expense, arranging financing in an amount and upon terms which are satisfactory to the Lessee, failing which this Offer to Lease shall become null and void and any Deposits being held shall be returned to the Lessee without interest or deduction. C. This Offer to Lease is conditional on acceptance by the Lessee of all associated leasehold improvement costs. The above conditional period will persist for a period of 14 days after acceptance of this Offer to Lease by Council. CONDITIONS FOR THE LESSOR: A. That the approval be subject to the review of the proposed agreement by the Municipality's solicitor. r 11 IN WITNESS WHEREOF the parties hereto have hereunder set their hands and seals: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON MAYOR DIANE HXMAE PATTI BARRIE, CLE JANICE BROWN & TODD JENKIN in Trust for a Company to be Incorporated JANICE BROWN TODD JENKIN