3975 Schedule A - Third Lease Extension & Amending Agreement - Minister of Economic Development, Employment & Infrastructure110767
THIRD LEASE EXTENSION AND AMENDING AGREEMENT
THIS AGREEMENT made in triplicate as of January 1, 2016.
BETWEEN:
WHEREAS:
THE CORPORATION OF THE TOWN OF TILLSONBURG
(the "Landlord")
OF THE FIRST PART
-and-
HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO AS
REPRESENTED BY THE MINISTER OF ECONOMIC
DEVELOPMENT, EMPLOYMENT AND
INFRASTRUCTURE
(the "Tenant")
OF THE SECOND PART
A. By a lease dated October 1, 2000 (the "Original Lease"), the Landlord leased to Her
Majesty, the Queen in right of Ontario as represented by the Chair of the Management
Board of Cabinet (the "Chair") the premises more particularly described as the entire
building, comprising a rentable area of approximately twelve thousand, six hundred and
eighty-eight (12,688) square feet (the "Rentable Area of the Premises"), in the building
municipally known as 90 Concession Street East (the "Building"), in the Town of
Tillsonburg, in the Province of Ontario, as outlined on the plan attached to the Original
Lease as Schedule "B" thereto (the "Premises") for a term of:five (5) years, commencing
on October 1, 2000 and expiring on September 30, 2005 (the "Original Term"), in
addition to other terms and conditions as set out therein.
B. Pursuant to the terms of the Original Lease, the Chair was entitled to extend the Original
Term for one (1) additional term of five (5) years.
C. By Order-in-Council No. 1487/2005, approved and ordered September 21, 2005, all of
the powers and duties of the Chair relating to real property matters of the Government of
Ontario pursuant to the Ministrv of Government Services Act, R.S.O. 1990, c.M.25, as
amended, were transferred and assigned to the Minister of Public Infrastructure Renewal
("MPIR").
D. MPIR exercised its first right to extend the. Original Term by a Lease Extension and
Amending Agreement dated October 1, 2005 (the "First Lease Extension and Amending
Agreement") with an extension term commencing on October 1, 2005 and expiring on
December 31, 2010 (the "First Extension Term"), in addition to other terms and
conditions as set out therein.
E. Pursuant to the terms of the First Lease Extension and Amending Agreement, MPIR wa,s
entitled to extend the Original Term for three (3) additional term of five (5) years eaph.
F. By Order-in-Council No. 1617/2008, approved and ordered September 17, 2008,1kJ.Jthe
powers and duties of MPIR relating to real property matters of the Government of
Ontario pursuant to the Ministry of Government Services Act, R.S.O. 1990, c.M.25, as
amended, were transferred and assigned to the Minister of Energy and Infrastructure
("MEl").
L10767-90 Concession StE Tillsonburg ·SOUTH REGION-LEAA • 11151503 31
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G. By Order-in-Council No. 1320/2010, approved and ordered September 15, 2010, all the
powers and duties of MEl relating to real property matters of the Government of Ontario
pursuant to the Ministry o(GoYernment Services Act, R.S.O. 1990, c.M.25, as amended,
are transferred and assigned to the Minister of Infrastructure ("MOl").
H. MOl exercised its first right to extend the Original Term by a second lease extension and
amending agreement dated January 1, 2011 (the "Second Lease Extension and Amending
Agreement") with an extension term commencing on January 1, 2011 and expiring on
December 31, 2015 (the "Second Extension Term"), in addition to other terms and
conditions as set out therein.
I. Ontario Infrastructure and Lands Corporation ("OILC") has been delegated MOl's
authorities and responsibilities with respect to real property in the name of MOl subject
to certain conditions by Delegation of Authority of Ontario Infrastructure and Lands
Corporation under the Ministry oflntrastructure Act, 2011 dated June 6, 2011.
J. By Order-in-Council No. 1376/2011, approved and ordered July 19, 2011, MOl shall
exercise the powers and duties assigned by law to MOl or that may otherwise be assigned
to or undertaken by MOl in respect of infrastructure and any other matters related to
MOl's portfolio.
K. By Order-in-Council No. 219/2015, approved and ordered February 18, 2015, all the
powers and duties of MOl under Order-in-Council No. 1376/2011 relating to
infrastructure and real property matters of the Government of Ontario are assigned and
transferred to the Minister of Economic Development, Employment and Infrastructure.
L. The Tenant has now exercised its second right to extend the Original Term in accordance
with the terms of the Original Lease, as amended and extended, with a third extension
term commencing on January 1, 2016 and expiring on December 31, 2020 (the "Third
Extension Term"), in addition to other terms and conditions as set out herein.
M. The Original Lease, as amended and extended, provides that any extensions shall be upon
the same terms and conditions of the Original Lease, as amended and extended, except
for the amount of the Annual Rent, which shall be determined by mutual agreement.
N. The Landlord and the Tenant have agreed on the amount of the Annual Rent for the Third
Extension Term.
0. The Original Lease, the First Lease Extension and Amending Agreement, the Second
Lease Extension and Amending Agreement and this third lease extension and amending
agreement (the "Third Lease Extension and Amending Agreement") are hereinafter
collectively referred to as the "Lease", except as specifically set out herein.
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
promises hereinafter set forth and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties hereto agree as follows:
1. CONFIRMATION OF RECITALS
The parties hereto confirm that the foregoing recitals are true in substance and in fact.
2. EXTENSION OF LEASE
The parties hereto agree that:
(a) The Lease is hereby extended for the Third Extension Term.
(b) The Third Extension Term shall commence on January 1, 2016 and expire on De~ember
31, 2020.
3. RENT FOR THE THIRD EXTENSION TERM
(a) The Annual Rent payable for the Third Extension Term shall be Two Hundred Ninety-
Eight Thousand, One Hundred Sixty-Eight Dollars ($298,168.00) per annum (based on a
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rate of Twenty-Three Dollars and Fifty Cents ($23.50) per square foot of the Rentable
Area of the Premises per annum), payable in equal monthly instalments of Twenty-Four
Thousand, Eight Hundred Forty-Seven Dollars and Thirty-Three Cents ($24,847.33),
each on the first day of each month during the Third Extension Term, the first of such
monthly instalments to be due and payable on January 1, 2016.
4. AMENDMENT OF LEASE
The extension contemplated in Section 2 of this Third Lease Extension and Amending
Agreement is subject to all the covenants and conditions contained in the Original Lease, as
amended, renewed and extended from time to time, save and except that:
(a) The Tenant shall pay to the Landlord all applicable Sales Taxes assessed on the Rent
payable by the Tenant to the Landlord under this Lease. The Sales Taxes shall not be
deemed to be Additional Rent under this Lease, but may be recovered by the Landlord as
though they were Additional Rent.
(b) The Landlord and the Tenant agree that the Tenant shall be granted two (2) further
options to extend the term of the Lease for five (5) years each (each a "Further Extension
Term"). Each Further Extension Term shall be upon the same terms and conditions of the
Original Lease, as extended, renewed or amended, as the case may be, except that there
shall be no further right of extension beyond the last Further Extension Term and except
for the Annual Rent, which shall for each Further Extension Term be based upon: (i) the
Rentable Area of the Premises, and (ii) the Market Rental as of the date which is six ( 6)
months prior to the commencement of the respective Further Extension Terril. The
Annual Rent for each Further Extension Term shall be determined by mutual agreement
as of the date which is six (6) months prior to the expiry of the Third Extension Term or
the respective Further Extension Term, as the case may be, or failing such agreement, by
arbitration in accordance with Section 6.14 of the Original Lease.
The Tenant shall give written notice to the Landlord of its extension of the Lease at least
six (6) months prior to the end of the Third Extension Term or the respective Further
Extension Term, as the case may be.
The Landlord and Tenant acknowledge and agree that the extension rights granted in
subsection 4(b) of this Third Lease Extension and Amending Agreement shall supersede
the extension rights contained in the First Lease Extension and Amending Agreement and
the extension rights contained in the First Lease Extension and Amending Agreement
shall be of no further force and effect.
(c) The Original Lease is amended as follows:
(i) Paragraph (g) of the Summary, as amended, is deleted in its entirety and replaced
with the following address for the Tenant for the purposes of delivering notices in
accordance with Section 6.17 of the Original Lease:
Ontario Infrastructure and Lands Corporation
One Stone Road West, 4th Floor
Guelph, Ontario N1G 4Y2
Attention: Vice President, Asset Management
Fax: (519) 826-3330
With a copy to:
Ontario Infrastructure and Lands Corporation
777 Bay Street, Suite 900
Toronto, Ontario M5G 2C8
Attention: Director, Legal Services (Real Estate and Leasing)
Fax: (416) 326-2854
And an additional copy to:
CBRE Limited
Global Corporate Services
18 King Street East, Suite 1100
Toronto, Ontario M5C 1C4
-4-
Attention: Director, Lease Administration-Ontario Infrastructure and Lands
Corporation
Fax: (416) 775-3989
(d) The Landlord agrees that upon the request of the Tenant, the Landlord, and any Person
hired by the Landlord: (i) to do work on the Premises; or (ii) who requires access to the
Premises to do any work, whether to the Premises or otherwise, shall undergo security
screening checks in compliance with Ontario Government policies. The Landlord further
agrees that any Person hired by the Landlord to supply janitorial services to the Building
shall be reputable and all of its employees shall be bonded.
(e) All sections, clauses or provisions of the Lease which obligate the Tenant to pay interest
to the Landlord for any reason whatsoever are hereby amended to delete the obligation of
the Tenant to pay interest to the Landlord, in order to conform with the Tenant's
obligation to comply with the Financial Administration Act, R.S.O. 1990, c.F.l2, as
amended.
5. GENERAL
(a) The Landlord and the Tenant hereby mutually covenant and agree that during the Third
Extension Term they shall perform and observe all of the covenants, provisos and
obligations on their respective parts to be performed pursuant to the terms of the Lease,
as amended and extended hereby.
(b) The Lease shall be binding upon and enure to the benefit of the parties hereto and their
respective heirs, executors, administrators, successors and assigns, subject to the express
restrictions contained therein.
(c) The Landlord and any of its successors, administrators, permitted assigns, directors,
officers, employees, agents, servants, and representatives shall not engage in any activity
where such activity creates a conflict of interest, actual or potential, in the sole opinion of
the Tenant, with the Lease or the exercise of any of the rights or obligations of the
Landlord hereunder. The Landlord shall disclose to the Tenant in writing and without
delay any actual or potential situation that may be reasonably interpreted as either a
conflict of interest or a potential conflict of interest.
For clarification, a "conflict of interest" means, in relation to the performance of its
contractual obligations pursuant to the Lease, the Landlord's other commitments,
relationships or fmancial interests (a) could or could be seen to exercise an improper
influence over the objective, unbiased and impartial exercise of its independent
judgement, or (b) could or could be seen to compromise, impair or be incompatible with
the effective performance of its contractual obligations pursuant to the Lease.
(d) Capitalized expressions used herein, unless separately defined herein, have the same
meaning as defined in the Lease, as amended and extended.
(e) The provisions of this Third Lease Extension and Amending Agreement shall be
interpreted and governed by the laws of the Province of Ontario.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
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(f) The Landlord acknowledges and agrees that the commercial and financial information in
this Third Lease Extension and Amending Agreement is subject to the Freedom of
InfOrmation and Protection o(Privacv Act, R.S.O. 1990, c.F.31, as amended.
EXECUTED by each of the parties hereto under seal on the date written below.
Dated this ftday of I1e c..-,2015'
THE CORPORATION OF THE TOWN
OF TILLSONBU
arne: Stephen B: Molnar
Title: Mayor
Authorized Signing Officer
Per: ~ =----------'Name: Donna Wilson
Title: Clerk
Authorized Signing Officer
;1-iA, , II
Dated this Cf day of '&tony , 20_. !-'<:,
HER MAJESTY THE QUEEN IN
RIGHT OF ONTARIO AS
REPRESENTED BY THE MINISTER
OF ECONOMIC DEVELOPMENT,
EMPLOYMENT AND
INFRASTRUCTURE, AS
REPRESENTED BY ONTARIO
INFRASTRUCTURE AND LANDS
CORPORATION
Per: Nl : John Cimino
T 1 t : \flee Pres~ent, Leasing & Valuation Smvices
thorized Signing Officer