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4174 Schedule A - Lease Extending Agreement SBLP Tillsonburg Town Centre IncLEASE EXTENDING AND AMENDING AGREEMENT THIS AGREEMENT made the 4" day of January, 2018 BETWEEN: SBLP TILLSONBURG TOWN CENTRE INC. hereinafter called the "Landlord" OF THE FIRST PART; and - THE CORPORATION OF THE TOWN OF TILLSONBURG hereinafter called the "Tenant" OF THE SECOND PART; WHEREAS A. By a lease dated the 27th day of April, 1981 (the "Original Lease"), Sifton Properties Limited as landlord, (the "Original Landlord") leased to the Tenant for and during a term expiring on the 31St day of December, 1982 (the "Original Term") certain premises, described as Unit A2204 having an approximate area of 6,790 square feet (the "Initial Premises"), located in a shopping centre municipally known as Tillsonburg Town Centre in the Town of Tillsonburg in the Province of Ontario (the "Shopping Centre"). B. By an amending, acknowledgement and confirmation agreement dated the 9th day of November, 1994 (the "First Amending Agreement'), the parties therein agreed to amend the Original Lease, as more particularly set out therein. C. The Original Landlord transferred its interest in the Original Lease and the Shopping Centre to First Capital (Tillsonburg) Corporation (the "FCR"). D. By a letter agreement dated the 21St day of June, 2010 (the "Second Amending Agreement') made between FCR as landlord and the Tenant, the Original Term was extended for a further period of five (5) years expiring on the 1St day of October, 2015 the "First Extended Term") and the Original Lease was amended in the manner as more particularly set out therein. E. FCR transferred its interest in the Original Lease and the Shopping Centre to RMM Tillsonburg Centre Property Inc. ("RMM"). F. By a lease expansion and amending agreement dated the 3rd day of December, 2013 the "Third Amending Agreement'), RMM as landlord leased to the Tenant certain additional premises known as Unit A2208 having an approximate area of 2,023 square feet (the "Storage Premises") in the Shopping Centre for a term of five (5) years 1 of 9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement expiring on the 31St day of December, 2018; and the Original Term was extended to expire on the 31St day of December, 2018 (the "Second Extended Term"), and the Original Lease was amended in the manner as more particularly set out therein. G. RMM transferred its interest in the Original Lease and the Shopping Centre to the Landlord; and the Landlord is the registered owner of the Shopping Centre. H. The Original Lease as amended by the First Amending Agreement, the Second Amending Agreement and the Third Amending Agreement shall hereinafter be referred to as the "Lease". I. The Initial Premises and the Storage Premises shall hereinafter be referred to as the Original Premises". J. The Original Term as extended by the First Extended Term and the Second Extended Term shall hereinafter be referred to as the "Term". K. The parties have agreed to amend the Lease upon the terms and conditions contained in this agreement (the "Agreement") effective as of the date of this Agreement (the Effective Date"). L. The Tenant and the Landlord have agreed to further extend the Term of the Lease. 1. CONSIDERATION The consideration for this Agreement is the mutual covenants and agreements between the parties to this Agreement and the sum of Two Dollars ($2.00) that has been paid by each of the parties to each of the others, the receipt and sufficiency of which is hereby acknowledged. 2. RECITALS The parties hereto hereby acknowledge, confirm and agree that the foregoing recitals are true in substance and in fact. 3. EXPANSION OF PREMISES 1. Commencing on the Possession Date (defined below) for the remainder of the Term and any extensions and renewals thereof (if exercised), the Original Premises shall be expanded to include the premises shown on Schedule "A" attached hereto and identified as Unit A2203 comprising approximately 2,930 square feet (the "Expansion Premises"). 2. Subject to the Landlord's Work as set forth in Schedule "B" of this Agreement, the Tenant accepts the Expansion Premises in its "then as is" condition as of April 1, 2018 the "Possession Date") and acknowledges that the Landlord has no obligations with respect to the Expansion Premises for any alterations, improvements or additions, any of which, if required, shall be completed by the Tenant at its expense in accordance with the provisions of the Lease, this Agreement and any construction methods and procedures manual for the Shopping Centre (the "Tenant's Work"). The Landlord does not warrant any equipment taken in this "as is" condition within the Expansion Premises. 2 of 9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement 3. However, the Tenant will not be permitted access to the Expansion Premises until it has delivered to the Landlord: a) a certificate of general liability insurance from its contractor in accordance with the Landlord's general requirements and a certificate from the Tenant's insurers indicating that all insurance required under the Lease is in full force and effect, b) this Agreement as fully executed by the Landlord and Tenant; c) the Tenant's professionally prepared plans and drawings of the Tenant's Work which is subject to the Landlord's prior written approval (not to be unreasonably withheld); and d) confirmation that the Tenant has obtained all necessary permits to undertake the Tenant's Work. 4. The Tenant shall pay without deduction, set off or abatement to the Landlord, yearly and every year during the remainder of the Term: a) an annual Minimum Rent in the amount of $14.00 per square foot plus applicable taxes (the "Expansion Minimum Rent"). The Expansion Minimum Rent is payable in the same manner as (but in addition to) the Minimum Rent payable for the Original Premises; and b) all additional rent (pursuant to the Lease) applicable to both the Expansion Premises and the Original Premises. 5. The Tenant shall not be required to pay the Expanded Minimum Rent during the seven 7) months immediately following the Possession Date (the "Expansion Minimum Rent - Free Period"). The Tenant shall be responsible for all other obligations and covenants of the Lease during the Expansion Minimum Rent -Free Period, including, without limitation, payment of minimum rent for the Original Premises and all additional rent and all applicable taxes. If, however, the Tenant is in default under the Lease and/or this Agreement beyond any applicable notice period, the Expansion Minimum Rent -Free Period full amount shall be immediately due and paid by the Tenant to the Landlord. Further, the Tenant acknowledges and agrees that the provisions of this section are strictly confidential and shall not be revealed by the Tenant to any person, firm or corporation, other than the Tenant's lawyers and chartered accountants, a breach of which shall constitute an express default under the Lease. 6. Effective as of the Possession Date, all references in the Lease to "Leased Premises" shall be deemed to be amended to include both the Original Premises and the Expansion Premises. 4. LEASE EXTENSION The parties agree that: a) The Term of the Lease is hereby extended for a further period of five (5) years (the Third Extended Term") to be calculated from the 1st day of January, 2019 to be completed and ended on the 31st day of December, 2023 upon the same terms and conditions as are contained in the Lease, save as amended hereby. 3of9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement b) The Minimum Rent payable with respect to the Third Extended Term shall be as follows: Years $/sq. Ft. Monthly instalments Annual Minimum Rent 1 - 2 $15.00 $14,678.75 $176,145.00 3 - 5 $15.50 $15,168.04 $182,016.50 c) The Tenant acknowledges that the Leased Premises contain an approximate area of 11,743 square feet of area. d) The Tenant hereby accepts the Leased Premises on an "as is" basis. e) The Landlord has no responsibility or liability for making any renovations, alterations or improvements in or to the Leased Premises. f) All further renovations, alterations or improvements in or to the Leased Premises are the sole responsibility of the Tenant and shall be undertaken and completed at the Tenant's expense and strictly in accordance with the provisions of the Lease. g) Any fixturing period, rent free period, any construction allowance, inducement or improvement to the Leased Premises by the Landlord, or any other amount in connection with the Lease shall not apply during the Third Extended Term. h) 5. a) The Tenant acknowledges that there shall be no further or other rights of extension or renewal beyond the expiration of the Third Extended Term. FURTHER LEASE AMENDMENTS As at the Effective Date, the following amendments shall be made to the Lease: i) The following provisions shall be inserted as a new Subsection 3.02.1: 3.02.1 Notwithstanding anything to the contrary, the Tenant's Proportionate Share of Operating Costs for the year ending December 31, 2017 shall be equal to two dollars and seventy-five ($2.75) per square foot of the area of the Leased Premises. Such amount shall be cumulatively increased for all subsequent years during the Term by the greater of.- (i) the C.P.I. (as hereinafter defined) increase for the immediately preceding year, and (ii) three percent (39, 66) over the previous year. C. P.I." means the Consumer Price Index (All Items) for the City of Toronto (or any index published in substitution for the Consumer Prince Index or any other replacement index reasonably designated by the Landlord, if it is no longer published) published by Statistics Canada (or by any successor thereof or any other governmental agency, including a provincial agency)." ii) The following provisions shall be inserted as a new Section 9.05: 119.05 Provided that: 4of9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement i) the Tenant is THE CORPORATION OF THE TOWN OF TILLSONBURG; and ii) the Tenant is not in default under this Lease, then the Tenant shall have right to terminate the Lease, such right to be exercised after June 1, 2021. In order to exercise this one-time termination right, the Tenant shall give to the Landlord one hundred and twenty (120) days' written notice (the Termination Notice'). If the Tenant does not provide the Termination Notice strictly in accordance with the aforementioned terms, then this Section shall be forever null and void. Provided that the Termination Notice is given to the Landlord and the Tenant pays the unamortized portion of the costs for the Landlord's Work pursuant to Schedule B" of the lease extending and amending agreement dated the 4th day of January, 2018 between the parties at the time of the termination on a straight line basis (the Repayment Amount'), this Lease shall terminate one hundred and twenty (120) days from the date of the Termination Notice and the Tenant shall deliver vacant possession of the Leased Premises to the Landlord on or before the termination date in accordance with all applicable provisions in the Lease and without payment or compensation of any kind from the Landlord. The Tenant shall be responsible for payment of all rent and charges to and including the termination date including without limitation all rent and other charges in respect of any period prior to the termination date which are subsequently billed or adjusted after the termination date. Notwithstanding anything to the contrary, in the event that the Tenant and the Landlord enter into a long-term binding lease agreement in respect of the Leased Premises prior to the Termination Date, then the Tenant shall not be obligated to pay the Repayment Amount." iii) The Landlord's address for notices pursuant to Section 6.06 shall be as follows: c% Strathallen Property Management Inc. 2 Bloor Street West Suite 1001 Toronto, Ontario M4 W 3E2" 6. MISCELLANEOUS a) The Tenant acknowledges, covenants and agrees i) that the Landlord is, or may in the future assign the Lease to, an entity who will be a nominee for a Real Estate Investment Trust or may be a Real Estate Investment Trust or may, itself, become a nominee for a Real Estate Investment Trust (the Trust"); and ii) in such event, the obligations being created by the Lease and any liabilities arising in any manner whatsoever out of or in connection with the Lease, after such date, will not be personally binding upon, and that resort shall not be had to, nor shall recourse or satisfaction be sought from, the private property of any of: 5of9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement 1. the unit holders of the Trust; 2. annuitants under a plan of which a unit holder of the Trust acts as trustee or carrier; and 3. the officers, trustees, employees or agents of the Trust. b) The parties confirm that in all other respects, the terms, covenants and conditions of the Lease remain unchanged and in full force and effect, except as modified by this Agreement. c) This Agreement binds and benefits the parties and their respective heirs, executors, administrators, successors and assigns. d) The capitalized terms where used herein, if not defined, shall have the meaning ascribed to them in the Lease. e) Except for the amendments as agreed to under and by virtue of this Agreement, both parties agree that the terms and conditions of the Lease shall apply and continue in effect for the Term and the Lease shall be incorporated by reference into Agreement and the Lease will be read as amended hereby. The Lease as amended by this Agreement shall form the whole agreement between the parties hereto and there are no covenants, promises, agreements, conditions or representations, either oral or written, between them other than as are herein and in the Lease set forth. f) As of the date of this Agreement, to the best of the Landlord's knowledge and belief, the Tenant is not in default under the terms of the Lease. g) The Tenant acknowledges that there are no uncured defaults by the Landlord and that the Landlord has performed all of its obligations as set out in the Lease. h) The Tenant shall not disclose to any person the financial or any other terms of this Agreement, except to its professional advisors, consultants and auditors, if any, and except as required by law. i) This Agreement shall be construed in accordance with the laws of the Province of Ontario. Q) This Agreement may be executed in any number of counterparts. A party may send a copy of its executed counterpart to each other party by facsimile or electronic transmission instead of delivering a signed original of that counterpart. Each executed counterpart (including each copy sent by facsimile or electronic transmission) shall be deemed to be an original. All executed counterparts taken together shall constitute one Agreement. k) This Agreement shall be deemed not to have been executed and delivered by the Landlord until it has been duly executed by all the other parties hereto and the Landlord has received at least one executed copy hereof. 6 of 9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement 1) Time shall in all respects remain of the essence of this Agreement and the Lease. IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date set forth above. SIGNED, SEALED AND DELIVERED in the presence of: SBLP TILLSONBURG TOWN CENTRE INC. Landlord) Per: Z. Na e: Donald R. Su on Title: fe Per: Name: We/I have the authority to bind the Corporation THE CORPORATION OF THE TOWN OF TILLSONBURG Tenant) i i Per: Name: Title: Per: Name:o Title: - o We/I have the authority to bind the Corporation 7 of 9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement 0- SCHEDULE "A" EXPANSION PREMISES 0 8 of 9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement SCHEDULE"B" LANDLORD'S WORK The Landlord shall perform the following work in respect of the Expansion Premises, at its expense using its choice of materials and contractors: 1. Supply new carpet from the Landlord's samples. 2. Repaint the Expansion Premises white with two coats of paint. 3. Provide HN.A.C. distributed to the Tenant's space plan per Schedule "A" 4. Install new windows so they are sealed properly as necessary. 5. Provide plumbing in washrooms in good working order. 6. Provide Expansion Premises in broom swept condition. 7. Provide laminate flooring the record room. 8. Replace ceiling tiles as necessary. 9. Close off the door to the storage room. 10. Ensure that sinks are in good working order. 11. Ensure that the water fountain is in good working order. 9of9 Town of Tillsonburg Tillsonburg Town Centre — Lease Extending and Amending Agreement L_