Dated this
day of
20XX
BETWEEN
Name:
NRIC:
(The Landlord)
AND
Name:
NRIC:
(The Tenant)
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TENANCY
AGREEMENT
Premises bearing postal address
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AN AGREEMENT made the day and year stated in Section
1 of the First Schedule hereto
Between
(1) The party
whose name and description are as stated in Section 2 of the First
Schedule hereto (hereinafter referred to as “the Landlord”) of the one part;
And
(2) The party
whose name and description are as stated in Section 3 of the First
Schedule hereto (hereinafter referred to as “the Tenant”) of the other part.
WHEREAS:-
A. The Landlord is the registered and
beneficial owner of all that premises described in Section 4 of the
First Schedule hereto together with all the fixtures and fittings as more
particularly stated in the Appendix hereto (hereinafter collectively be referred
to as “the Demised Premises”).
B. The Landlord is desirous of letting and
the Tenant is desirous of taking on the tenancy of the Demised Premises upon
the terms and conditions hereinafter appearing.
NOW IT IS HEREBY AGREED as follows:-
1.
DEFINITIONS
1.1
Unless
there be something in the context or subject matter inconsistent therewith,
(a) Words
importing the singular shall include the plural and vice versa;
(b)
words
importing the masculine gender shall include the feminine and neuter genders
and vice versa;
(c)
references
to a natural person shall include a body of person corporate of unincorporated;
(d) words “herein”, “hereinafter”,
“hereinbefore”, “hereof”, “hereunder” and other words of similar import shall
refer to this Agreement as a whole and not to any particular provision;
(e) the expression “the Tenant” shall also
mean and include the Tenant’s employees, agents, invitees and any person
permitted or authorized by the Tenant to be at the Demised Premises.
1.2 Where there are two (2) or more persons
or parties included or comprised in the expression “the Tenant”, any covenants,
terms, stipulations and undertakings expressed to be made by and on the part of
the Tenant shall be taken to be made by or binding upon such persons or parties
jointly and severally.
1.3
Where
there are two or more persons included in the terms “the Landlord”, their
liabilities under this Agreement shall be joint and several.
1.4 The headings
to the clauses of this Agreement are for convenience of reference only and shall
not affect the construction thereof.
2. AGREEMENT TO LET
Subject
to the terms and conditions herein contained, the Landlord hereby lets and the
Tenant hereby accepts a tenancy of the
Demised Premises:
(a) for the period as set out in Section
5 of the First Schedule hereto (hereinafter referred to as “the Term”) commencing and expiring on
the date as stated in Section 6(a) and (b) of the First Schedule hereto;
and
(b)
at
a monthly rental as set out in Section 7 of the First Schedule hereto
(hereinafter referred to as “the Rental”).
3. DEPOSIT
3.1
Upon the execution of this Agreement the Tenant shall
pay to the Landlord the sum stated in Section
8(a) of the First Schedule hereto as a security deposit for the due
observance and performance by the Tenant of the terms and conditions of this
Agreement and against any claim for damages arising as a result of damage to
the Demised Premises caused by the Tenant its agents or servants, and a further
sum stated in Section 8(b) of the
First Schedule hereto as utilities deposit for the payment of any unpaid water,
telephone and electricity charges payable in respect of the Demised Premises
during the Tenancy herein created (hereinafter together with the security
deposit be referred to as “the Deposit”,
the receipt of which the Landlord hereby acknowledges).
3.2 (a) The
Deposit shall not be taken or treated as payment towards account of the Rental
and shall be retained by the Landlord for its own use and benefit throughout
the Term, with power to the Landlord without prejudice to any other right or
remedy hereunder to deduct therefrom any payments due to the Landlord
consequent upon any non-observance or non-performance by the Tenant of any
covenant herein contained.
(b) In
the event of any deduction being made by the Landlord from the Deposit, the
Tenant shall within SEVEN (7) DAYS after the notice of deduction
by the Landlord, forthwith top-up the amount so deducted and failure by the
Tenant so to do shall entitle the Landlord forthwith to terminate this Agreement.
3.3 Subject to the aforesaid, the Deposit
shall be refunded to the Tenant without interest, within Fourteen (14) DAYS after:
(a) the
expiration or sooner determination of this Agreement and upon the delivery of
vacant possession of the Demised Premises to the Landlord together with
receipts evidencing payment of all utilities charges up to the date of delivery
of vacant possession; or
(b) The
settlement of the last outstanding claim by the Landlord against the Tenant in respect of any breach, non-observance or
non-performance of any of the covenants herein
contained on the part of the Tenant to be observed and performed; whichever
Is later.
4. COVENANT BY TENANT
THE TENANT HEREBY COVENANTS WITH THE
LANDLORD as follows:-
4.1
Payment of Rental
To
pay with or without the Landlord’s demand the Rental herein reserved in advance
within SEVEN (7) DAYS of each and
every succeeding month free from all deductions and the first payment thereof shall be made on the execution
of this Agreement.
4.2 Payment
of Utilities
(a) To pay all sewerage and utilities
charges in respect of electricity, water, telephone and other telecommunication
facilities supplied, consumed, used or incurred by the Tenant in the Demised
Premises from the date of delivery of vacant possession.
(b) To
furnish to the Landlord on monthly basis, the receipts evidencing payment of
all utilities charges to the
appropriate authorities.
4.3 Use
of Demised Premises
(a) To use the Demised Premises only for the
purpose stated in Section 9 of the First Schedule hereto.
(b) Not to permit or suffer anyone to sleep
at the Demised Premises or to use the same or any part thereof wholly or partly
as a dwelling (if the Demised Premises is a shop office/factory/workshop/commercial
lot).
(c) Not to use the Demised Premises or any
part thereof for the storage of goods or merchandise or as a laboratory or
workshop save and except for the business of the Tenant.
(d)
Not
to keep or store or bring upon the Demised Premises arms, ammunition or
unlawful goods, gunpowder, saltpeter, kerosene, gas, petrol and generally any
inflammable or combustible substance or any goods which in the opinion of the
Landlord are of a noxious dangerous or hazardous nature.
(e) Not to cause accumulation of dirt,
rubbish or debris or any sort in or outside the Demised Premises or place or
leave at the entrance or stairway, passages or corridors of the Demised
Premises any box or rubbish or otherwise encumber and/or obstruct the same.
(f) Not
to dispose of any garbage, rubbish or unused materials except in the manner and
at the place as provided by the Landlord or any appropriate authorities and
until such time as such garbage rubbish or unused materials is removed from the
Demised Premises to keep the same securely sealed.
(g) Not
to do or permit to be done upon the Demised Premises the keeping of any drugs,
the smoking of opium or ganja or any other illegal drugs or to use the same as
a place of entertainment or for illegal or immoral purposes (political
gatherings and funerals are strictly prohibited) or anything which may
contravene any laws, by-laws, acts, ordinances, enactments or regulations made
by any of the appropriate authorities.
(h) Not to overload the floors or walls of
the Demised Premises and shall when required by the Landlord to distribute any
load on the floors or walls of the Demised Premises in accordance with the
requirements of the Landlord.
4.4 Insurance
The Tenant shall not do anything
whereby any policy of insurance of the Demised Premises against fire may be
rendered void or voidable or the premium payable thereof to be increased and
shall make good all damages suffered by the Landlord and shall on demand pay to
the Landlord any such increased premium and all expenses incurred by the
Landlord in or about any renewal of such policy or policies rendered necessary
by a breach or non-observance of this covenant without prejudice to the other
rights of the Landlord.
4.5 To
Permit Inspection and Repairs
(a) Upon reasonable notice (except in the
case of emergency whereupon no notice shall be required) to permit the Landlord
and/or his agent, employees or workmen at all reasonable times to enter the
Demised Premises for the purpose of, inter alia,:
(i)
viewing
the state and condition of the Demised Premises;
(ii)
taking
of inventory of the Landlord’s fixtures and fittings therein;
(iii)
carrying
out structural repairs to the Demised Premises; or
(iv)
Carrying
out repairs to the outer walls or external part of the Demised Premises.
(b) The Landlord may serve the Tenant
written notice to effect any reasonable repairs thereto in a proper and
workmanlike manner, provided that if the Tenant shall fail to comply with such
notice within THIRTY (30) DAYS after service of such notice, then the
Landlord may effect any such repairs in a proper and workmanlike manner, and
the costs thereof shall become a debt due from the Tenant to the Landlord
recoverable forthwith (fair wear and tear excepted) and be forthwith
recoverable by the Landlord from the Tenant upon demand.
4.6 Notice
of Defects
To promptly give written notice to the Landlord of any
accident, defect or damage that may occur to the roof, main structure and outer
walls or external part of the Demised Premises and to keep the Landlord
informed of any circumstances likely to be of or cause any danger, risk or
hazard to the Demised Premises.
4.7 Alteration
and Additions
(a) Not
to make or permit to be made any alteration, addition or improvement to the Demised Premises or any part thereof
without prior written approval of the Landlord.
(b)
The
Tenant shall cause plans and drawings of the alterations, additions or
improvements to the Demised Premises to be drawn and submitted to the Landlord
and the appropriate authorities for approval and shall comply with the
conditions therein.
(c)
The
Tenant shall nevertheless not carry out any work until and unless the approvals
of the appropriate authorities are obtained.
(d)
The
costs and expenses of the alterations, additions or improvements shall be borne
by the Tenant and not claimable from the Landlord upon the expiry or
determination of this Agreement.
(e) Should
any damage caused by the Tenant, the Tenant’s employees or agents to the
Demised Premises or any part thereof due to the renovations, additions or
alterations as aforementioned, the Tenant shall repair forthwith and make good
such damage to the satisfaction of the Landlord. Upon default, it shall be
lawful for the Landlord (but not obligatory) to remedy or repair such damage
and the costs and expenses incurred thereby shall be a debt due from the Tenant
to the Landlord and be forthwith recoverable by the Landlord from the Tenant
upon demand.
(f) Upon the determination of this
Agreement, the Tenant shall if requested by the Landlord demolish any
alteration, addition or improvement to the Demised Premises carried out
pursuant to the Landlord’s and the appropriate authority’s approval so as to
reinstate the Demised Premises to its original state and condition as at the
date of delivery of vacant possession.
4.8 Upkeep
and Maintenance
(a) During
the duration of this Agreement and for so long as the Tenant remains in
occupation and possession of the Demised Premises, keep and maintain at the
Tenant’s own costs and expense, the whole of the Demised Premises including but
not limited to the interior, flooring, finishes and renderings to the walls,
ceilings, doors, windows, electrical installations and wiring, the Landlord’s
fixtures and fittings in the Demised Premises in good and tenantable repair and
condition (fair wear and tear excepted).
(b)
To
keep the Demised Premises and every part thereof clean and in the best possible
hygienic condition and to keep all pipes, drains, basins, sinks and water
closets in the Demised Premises clean and unblocked.
(c)
The
Tenant shall at its own costs and expense, employ competent and responsible
persons acceptable to the Landlord to keep and maintain the Demised Premises in
good condition.
(d) Should
any damage or breakage be caused by the Tenant to the Demised Premises or any
part thereof, the Tenant shall forthwith repair and make good such damage to the satisfaction of the Landlord,
failing which the Landlord shall be entitled to execute the repairs and any
costs and expenses incurred in carrying out such work shall be a debt due from
the Tenant to the Landlord and be forthwith recoverable by the Landlord from
the Tenant upon demand.
4.9 Responsibility
for Security
To be responsible for the security and safety of the
Demised Premises and in particular the Tenant shall ensure that the windows and
doors of the Demised Premises are locked and secured at all times.
4.10 Prohibition
of Nuisance
(a) Not to do, permit or suffer to be done
on the Demised Premises anything hazardous, immoral or which contributes a
nuisance to the neighbors’, and further to indemnify the Landlord against any
loss suffered as a result of any such act or omission.
(b) Not to commit or suffer to be done on
the Demised Premises any offensive or noisy activity or in any manner which may
be a nuisance or annoyance to or in any way interfere with the quiet enjoyment
and comfort of the neighbors, and further to indemnify the Landlord against all
losses, actions, proceedings, costs, expenses, claims and demands as a result
of any such act, matter or thing done or omitted to be done.
4.11 Compliance
with Law
To observe and comply with all laws, statutes,
ordinances, proclamations, orders or regulations affecting or relating to the
Demised Premises and with all requirements or directives which may be issued or
given by any appropriate authorities and the Tenant shall fully indemnify the
Landlord against all claims, demands, actions, fines, penalties and legal
proceedings of whatsoever nature whether civil or criminal in respect of any breach
by the Tenant of any such laws, statutes, ordinances, proclamations, orders,
regulations, requirements or directives.
4.12 Statutory
Notice
Within SEVEN (7) DAYS of its receipt of any notice, order or proposal for
an order issued or made to the Tenant from any appropriate authorities in
respect of the Demised Premises, to give full particulars of the same to the
Landlord and if so required by the Landlord to take all reasonable steps or
measures (within the period specified by such notice, order or proposal) to
comply with the requirements of the same.
4.13 Acts
Affecting Fire Risks
Not to do anything whereby any insurance of the Demised
Premises against fire may be rendered void or voidable or whereby the premium
for any such insurance may be liable to be increased. The Tenant shall make
good all damage suffered by the Landlord and shall on demand pay the Landlord
such increased premium and all expenses incurred in or about any renewal of
such policy or policies rendered necessary by any breach or non-observance of
the provisions of this Clause without prejudice to any other rights of the
Landlord.
4.14 Not
to Assign
(a) Not
to assign, sublet or part with possession of or share the occupation or use of
the Demised Premises or any part thereof without the prior written consent of
the Landlord.
(b) In
the event the Tenant is a limited company, any substantial change during this
Agreement in the equity of the Tenant or any substantial change in the equity
of any holding company of the Tenant, altering the effective control of the
Tenant or of the holding company of the Tenant, shall for the purpose of this
Agreement be deemed and construed as an assignment, transfer, disposal or
sub-letting of the Demised Premises. For the purpose of this Agreement,
“substantial change” means any change in the shareholding of the Tenant or the
Tenant’s holding company equivalent to an aggregate of twenty-five per cent
(25%) or more of the equity of the Tenant or of the Tenant’s holding company as
at the date hereof.
(c) In
the event that the Tenant is a sole proprietorship or partnership, the Tenant
shall ensure that any change in the proprietorship or members of the
partnership shall only be effected with the prior approval of the Landlord. Any
change effected without the approval of the Landlord shall for the purpose of
this Agreement be regarded and construed as an event of default entitling the
Landlord to terminate this Agreement.
4.15 No
Auction
Not to permit or suffer any sale by auction or
exhibition to be held at the Demised Premises.
4.16 No
Caveats
Not to lodge or cause any caveat to be lodged
on the Demised Premises. If the same is so lodged, the Tenant shall within SEVEN (7) DAYS upon receipt of the
notice by the Landlord withdraw or cause the same to be withdrawn failing which
the Tenant shall be liable to pay compensation for any damage or loss suffered
by the Landlord.
4.17 Warranties
and Representations
The Tenant hereby acknowledges and declares that no
representation, warranty, undertaking or holding out of any nature has been
given or made by or on behalf of the Landlord in respect of the suitability of
the Demised Premises or the fittings, fixtures, facilities and amenities of the
Demised Premises in connection with the business intended to be carried out by
the Tenant at the Demised Premises and that this Agreement sets forth the
entire legal relationship between the parties hereto in relation to their
respective rights, obligations and privileges herein contained and the Tenant
hereby agrees and acknowledges that the Tenant has not entered into this
Agreement relying on any representation or warranty made by the Landlord or the
Landlord’s employees and/or agents other than those made herein.
4.18 To Permit Inspection Prior to Determination
of Tenancy
At any time during the last THREE (3) MONTHS immediately preceding the expiration of the Term
or the sooner determination of this Agreement, the Tenant shall permit the
Landlord or the Landlord’s agents or employees to affix and retain on a
conspicuous part of the Demised Premises a notice for re-letting or the sale
thereof and to permit the intending tenant or others with written permission
from the Landlord or the Landlord’s agents or employees, at all reasonable
times of the day, to enter and view the Demised Premises.
4.19 On
Determination of Tenancy
(a) Unless
otherwise specified by the Landlord, the Tenant shall on the expiration or
sooner determination of the Term peacefully yield up and deliver vacant
possession of the Demised Premises to the Landlord together with the fixtures
and fittings and all locks and keys (other than the partitions and the Tenant’s
trade fixtures) in good and tenantable repair and condition (fair wear and tear
excepted) to the satisfaction of the Landlord and to replace at the Tenant’s
own costs and expenses any walls, window glass, light fittings, ceilings,
panels or other fixtures and fittings belonging to the Landlord which have been
damaged in any way by the Tenant. If the Tenant fails to yield up the Demised
Premises in the manner prescribed upon the expiry of the Term, it shall be
lawful for the Landlord’s employees or agents to remove the trade fixtures and
partitions on the Tenant’s behalf, to repair all damage and breakage caused by
the Tenant and to reinstate the Demised Premises to the reasonable satisfaction
of the Landlord and all costs incurred thereby shall be deducted from the
Deposit stipulated in Clause 3 herein.
(b) Unless
otherwise agreed in writing by the Landlord, if the Tenant continues to occupy
the Demised Premises or fails to deliver vacant possession thereof to the
Landlord after the expiration of the Term, the Tenant shall pay the Landlord a
sum equivalent to TWO (2) TIMES of
the Rental pro-rated on a daily basis for the period of holding over the
Demised Premises and such holding over shall not constitute a renewal of this
Agreement.
4.20 Conditions
Precedent before Yielding Up
Unless otherwise agreed to in writing by the
Landlord, it shall be a condition precedent that the Tenant shall have first
reinstated the Demised Premises to a state and condition satisfactory to the
Landlord prior to the yielding up by the Tenant of the Demised Premises and all
damage caused by such reinstatement shall be made good by the Tenant to the reasonable
satisfaction of the Landlord.
4.21 Exemption
(a) The
Tenant shall occupy and use the Demised Premises at the Tenant’s own risk.
(b) The
Landlord and its officers, employees, agents or contractors shall not be liable
or in any way responsible for all claims, demands, actions, suits, proceedings,
damages, costs, expenses or any nature whatsoever which the Tenant or any other
person may suffer or incur in connection with:
(i) Any
injury or death of any person (including the Tenant);
(ii) Any damage
or loss to any property (whether belonging to the Tenant or otherwise); or
(iii) Any
consequential loss of any person (including the Tenant)
arising from any accident, omission, negligence, breach,
default or act of whatsoever nature (including any criminal acts by any person)
within the Demised Premises irrespective of whether such is caused by any act,
omission, breach, default or neglect of the Landlord or its officers,
employees, agents or contractor, the Tenant or otherwise.
4.22 Indemnity
In addition to and not in derogation of the provisions of
Clause 4.23 hereof, the Tenant shall indemnify and keep the Landlord fully
indemnify against all actions, claims, proceedings, demands, losses, damage,
costs and expenses arising from or in connection with:
(i) all
claims, proceedings, actions, costs, losses, charges and expenses which the
Landlord may sustain, incur or pay arising out of or in connection with any
act, omission, breach, default or neglect on the part of the Tenant;
(ii) any
loss or damage to the Demised Premises, its adjoining or neighboring premises
caused whether directly or indirectly by the Tenant or the Tenant’s employees,
agents, licensees, invitees and/or guests, in particular (but without limiting
the generality of the foregoing) cause whether directly or indirectly by the
use, misuse, waste or abuse of water, electricity or other utilities or faulty
fitting or fixtures of the Tenant;
(iii) any
loss, damage or injury from any cause whatsoever to property or person or to
the Demised Premises caused or contributed by the use of the Demised Premises
or any act, omission, neglect, breach or default by the Tenant;
(iv) any
injury, loss or damage which may be caused to or suffered by the Tenant as a
result of or in any way connected with the design and construction of the
Demised Premises or any material used for the construction or maintenance of
the Demised Premises or any fixtures and fittings therein;
(v) the
overflow, leakage or escape of water, smoke, fire, electricity, fumes or other
substance whatsoever in or from the Demised Premises caused or contributed to
by any act, omission of the Tenant; or
(v) Any
breach or non-observance by the Tenant of any of the provisions of this
Agreement.
4.23 Health and Welfare
To
comply with the provisions for the health safety and welfare of persons
employed to work in the Demised Premises in accordance with any laws, by-laws,
acts, ordinances, enactments or regulations made by any of the appropriate
authorities.
4.24 Act
or Default by Tenant’s Employees, etc
For the purpose of these presents any act, default or
omission of the employees, servants, agents, invitees, licensees and/or guests
of the Tenant shall be taken to be the act, default or omission of the Tenant.
5. COVENANTS BY LANDLORD
THE LANDLORD HEREBY COVENANTS WITH
THE TENANT as follows:-
5.1 Quiet
Enjoyment
That the Tenant paying the Rental herein
reserved and performing all covenants on his part shall peacefully hold and
enjoy the Demised Premises during the Term without interruption by the Landlord
or any person claiming through under or in trust for him or by any other person
whosoever and howsoever arising;
5.2 Payment
of Outgoings
To pay all quit rent, assessments, property tax
or other rates and impositions of like nature by whatsoever name called levied
on the Landlord in respect of the Demised Premises save and except those
covenanted to be paid by the Tenant under this Agreement.
5.3 Upkeep
of the Demised Premises
To keep the roof, main structure and outer
walls or external part of the Demised Premises in good and tenantable repair
and condition at such times and in such manner as the Landlord in its absolute
discretion shall consider to be necessary.
5.4 Insurance
by the Landlord
At all times throughout the Term to keep the
Demised Premises insured against loss or damage by fire and shall make payments
necessary for the aforesaid purpose Provided Always that the provisions of this
Clause shall not be deemed to bind the Landlord to insure against consequential
loss nor against damage to or destruction of any furniture, fittings, fixtures,
stocks in trade or other goods, chattels or effects of the Tenant situated in
or upon the Demised Premises or any part of the Demised Premises.
6. MUTUAL
AGREEMENT
PROVIDED ALWAYS AND IT IS HEREBY EXPRESSLY AGREED as
follows:-
6.1 Option
(a) The Landlord, shall upon written request
being made by the Tenant at least THREE
(3) MONTHS prior to the expiry of the Term and subject to the due
observance, compliance and performance of the terms, conditions and
stipulations herein on the part of the Tenant, grant the Tenant a further term
as stipulated in Section 10 of the First Schedule hereto (hereinafter
referred to as “the Further Term”)
upon the same terms and conditions herein at a monthly rental stated in Section
11 of the First Schedule hereto save for this Clause for the option to
renew.
(b) In the event the Tenant shall not
exercise the option to renew, the Tenant shall allow the Landlord to affix upon
the Demised Premises a notice for sale or reletting and to permit persons with
authority from the Landlord or his agents at reasonable times to view the
Demised Premises.
(c) The
Further Term shall commence immediately upon the expiration of the Term Subject
to the payment by the Tenant of:
(i)
the
increase in the revised rental deposit [being a sum equivalent to three (3)
months of revised monthly rent or such other amount as the Landlord may
determine and
(ii)
Whatever
sums that is due and payable by the Tenant.
6.2 Damage to Demised Premises
(a) If
at any time during this Agreement the Demised Premises (or any part thereof) is
destroyed or damaged by fire (except where such fire has been caused by the
fault, negligence, act or omission of the Tenant) so as to be unfit for use,
then the whole or a fair proportion of the Rental (according to the nature and
extent of the damage sustained) shall be suspended until the Demised Premises
or such affected part is rendered fit for use (Provided that nothing herein shall
render it obligatory on the part of the Landlord to rebuild or reinstate the
Demised Premises or such affected part thereof) and the Landlord shall have the
absolute discretion to decide whether to rebuild or reinstate the Demised
Premises or such affected part thereof.
(b) In the event that the Landlord decides
not to rebuild or reinstate the Demised Premises or such affected part thereof,
then the Rental attributable thereto shall be suspended and shall cease to be
payable from the happening of such destruction or damage and the Tenant will
peaceably and quietly surrender and yield up to the Landlord vacant possession
of the Demised Premises or such affected part thereof which the Landlord has
decided not to rebuild or reinstate. If the entire Demised Premises are so
affected, the Landlord shall refund the Deposit free of interest to the Tenant
less such sum or sums as may be due and outstanding to the Landlord within THIRTY (30) DAYS after the Tenant shall
have duly delivered to the Landlord vacant possession of the Demised Premises
and photocopies of the receipts evidencing the payment of all utilities charges
up to the date of delivery of vacant possession. The determination of this
Agreement under this Clause shall not render the Landlord liable to the Tenant
in any manner whatsoever nor shall the Tenant have any claim (including but not
limited to loss of business) against the Landlord in respect thereof.
6.3 Early Determination by Tenant
If
this tenancy shall be determined prior to its expiry whether by the Tenant
voluntarily or by virtue of Clause 8 hereof the whole of the Deposit shall be
forfeited absolutely to the Landlord but without prejudice to any further right
or action which the Landlord may have against the Tenant for breach of covenants
on the Tenant’s part. The Landlord shall in addition to the forfeiture of the
Deposit be entitled to claim for the Rental for the unexpired portion of the
Term and any antecedent breach by the Tenant of the terms and conditions herein
contained.
6.4 Right
to Cut Off Supplies
Without
prejudice to the rights of the Landlord herein contained, the Landlord shall be
entitled to cut off all supplies of electricity, water and air-conditioning and
any other type of utility to the Demised Premises without any prior notice to
the Tenant in the event that the Tenant fails or refuses to perform, observe or
carry out any of its obligations herein contained of which notice has been
given by the Landlord and any inconvenience, loss or damage suffered or
sustained by the Tenant as a result thereof shall not be the subject of any
claim whatsoever against the Landlord. The Tenant shall be responsible for the
payment of the costs and expenses incurred in reinstating the supply of
electricity, water, air-conditioning and any other type of utility.
6.5 Set-off or Appropriation
(a) The
Landlord shall be entitled, at any time, to set off or deduct from any moneys
held by the Landlord under this Agreement and/or any moneys to be paid by the
Tenant under this Agreement:
(i)
towards
satisfaction of whatever outstanding sums due and payable or deemed to be due
and payable by the Tenant to the Landlord (including but not limited to any
fees or charges outstanding); and/or
(ii) for making good any breach of this
Agreement by the Tenant.
(b) The Landlord shall have the right to
appropriate, either at the time of payment or at any time thereafter, any
moneys paid to the Landlord towards discharge of the Tenant’s liabilities under
this Agreement as the Landlord may consider fit irrespective of any
appropriation purported/intended by the Tenant or by any other party effecting
payment.
7. EVENTS
OF DEFAULT
7.1 If:
(i) The
Rental or any part thereof or any payment whatsoever due and payable by the
Tenant to the Landlord under the terms of this Agreement is in arrears (whether
the same has been formally demanded or not);
(ii) The
Tenant commits a breach of any of the terms and conditions contained in this
Agreement;
(iii) Any
step is taken or an order is made or a resolution is passed or legislation is
enacted for the winding-up, dissolution, liquidation or bankruptcy, as the case
may be, of the Tenant or a petition for winding-up or bankruptcy, as the case
may be, is presented against the Tenant;
(iv) Any
execution or attachment is levied, enforced or issued against any of the
Tenant’s assets at the Demised Premises,
(v)
the
Tenant (being a company) is unable to pay its debts within the ambit of the
provisions of the Companies Act 1965; or
(vi)
the
Tenant dies or of unsound mind (in the case of a natural person);
then in any of such cases it shall be lawful for the
Landlord at any time thereafter to serve a notice under Section 235 of the
National Land Code 1965 requiring the Tenant to remedy the breach or default
(if the same is capable of being remedied) and it is hereby agreed that a
period of SEVEN (7) DAYS shall be
regarded as reasonable and sufficient notice for the purposes of Section 235 of
the National Land Code 1965 and:
(a) Upon
the expiration of the aforesaid notice and the Tenant’s failure to remedy the
breach or default complained of; or
(b) In
the case of an event of breach or default not capable of being remedied by the
Tenant,
the Landlord shall be at liberty to re-enter the Demised
Premises or any part thereof in the name of the whole and thereupon this
Agreement shall be treated as determined and the Deposit shall be forfeited by
the Landlord but WITHOUT PREJUDICE to any right of action the Landlord
may have against the Tenant in respect of any unpaid rental, the rent for the
unexpired term and any antecedent breach by the Tenant of the terms and
conditions herein contained.
7.2 In
the event of re-entry by the Landlord or other legal action taken by the
Landlord to enforce the terms herein contained or towards recovery of the
arrears of the Rental or any other payments payable under this Agreement or for
loss or damage suffered by the Landlord, the Tenant shall pay all legal costs
and expenses ensuing therefrom and incurred by the Landlord on a solicitor and
own client basis.
7.3 Without
prejudice to the rights, powers and remedies of the Landlord as otherwise
provided in this Agreement, the Tenant shall pay late payment charges by way of
interest calculated on a daily basis at the rate of TWO PER CENTUM (2%) PER MONTH on all moneys due by the Tenant to
the Landlord under this Agreement.
7.4 Notwithstanding
anything to the contrary herein contained, if this Agreement comes to an end
whether by efflux ion of time or otherwise and the Tenant fails to remove all
its properties (which expression shall include personal property of every
description) from the Demised Premises, it shall be lawful for the Landlord to
sell or otherwise dispose of such properties of the Tenant at the Demised
Premises at such time and in such manner as the Landlord may at its absolute
discretion consider fit WITHOUT PREJUDICE to any other rights, powers and
remedies of the Landlord, the Landlord will, after deducting the expenditure
incurred for such sale, apply the net proceeds of sale towards payment of all
arrears of the Rental and all other moneys due and owing by the Tenant to the
Landlord under this Agreement and the balance thereof (if any) shall be paid to
the Tenant.
8. FORCE MAJEURE
The Landlord not be liable for any
failure in performing or discharging its obligations hereunder if the
performance or discharge thereof is rendered impossible or impracticable by
reason of any fire, flood, riot, civil commotion, labor disputes, strike, lock
out, Act of God, governmental action or any other cause which is beyond the
reasonable control of the Landlord.
9. WAIVER OR
INDULGENCE
Delay in
exercising or omission to exercise any right, power or remedy accruing to
either party or knowledge or acquiescence by the party concerned of any breach
of any of the conditions or covenants herein contained or any indulgence given
by the party concerned shall not affect, impair or prejudice any such right,
power or remedy or to be construed to be a waiver of such conditions or
covenants or any of them and notwithstanding such knowledge or acquiescence or
indulgence given the party concerned shall be entitled to exercise his right
under this Agreement and to require strict performance by the other of the
terms and conditions herein nor shall the party concerned be liable to the
other in any manner whatsoever for not enforcing any of his rights hereunder.
10. SCHEDULES
The
Schedule hereto shall be taken read and construed as an essential part of this
Agreement.
11. NOTICE
11.1 Any
notice required to be served hereunder shall be in writing and shall be
considered sufficiently served:
on the Tenant if:
(i)
left
at the Demised Premises addressed to the Tenant; or
(ii) forwarded
to the Tenant by prepaid registered and/or ordinary post to the Tenant’s last
known registered or place of business; and
On the Landlord if:
(i)
sent
by prepaid registered post; or
(ii)
delivered
personally;
To the address of the Landlord herein stated or the
Landlord’s last known address notified to the Tenant by the Landlord from time
to time.
11.2 A
notice sent by post shall be deemed to have been given after fifth (5th)
day of posting.
11.3 Any change
of address by either party shall be communicated to the other in writing.
Nothing done in reliance on Clause 12.1 hereof shall be affected or prejudiced
by any subsequent change in the address over which the other party has no
actual knowledge of at the time the act or thing was done or carried out.
12. APPLICABLE
LAW AND COMPETENT JURISDICTION OF COURT
This
Agreement shall be governed by and construed in all respect in accordance with
the laws of Malaysia and the parties hereto hereby agree that they shall submit
to the exclusive jurisdiction of the Courts of the States of Malaya in all
matters connected with the obligations and liabilities if the parties hereto
under or arising out of this Agreement, and the service of writ of summons,
statement of claim or other legal process by repaid registered post to his
address as hereinafter mentioned or in such manner or mode as a court of competent
jurisdiction may order or direct.
13. ENTIRE AGREEMENT
This
Agreement sets out the entire agreement and undertaking between the parties
hereto and supersedes and cancels in all respects all previous agreements and
undertakings, if any, between the parties hereto with respect to the subject
matter hereof. No variation of this Agreement of whatever nature shall be made
or purported to the made by any party or parties (nor shall any variation or
purported variation be valid or enforceable) unless the same is in writing and
duly agreed and executed by all the parties concerned.
14. SEVERABILITY
If any
provision of this Agreement for any reason shall be declared invalid, void,
illegal or otherwise unenforceable, the remaining provisions of this Agreement
shall remain in full force and effect. The parties shall amend that provision
in such reasonable manner as to achieve the intention of the parties without
illegality or where it is not practicable to do so that provision shall be
severed from this Agreement.
15. LEGAL COSTS AND DISBURSEMENTS
The legal
costs, stamp duties and other disbursements incurred in respect of this
Agreement shall be borne equally between the Landlord and the Tenant unless
otherwise specified under the Special Conditions.
16. SUCCESSORS BOUND
This
Agreement shall be binding on and be for the benefit of the heirs, personal
representatives, successors-in-title and assigns of the Landlord and the
Tenant.
17. TIME
Time
wherever mentioned shall be of the essence of this Agreement.
18. NON-ASSIGNABILITY
The Tenant
shall not assign this Agreement or any part thereof or any interest herein
without the prior written consent of the Landlord.
19. SPECIAL CONDITIONS
It is hereby expressly
agreed by the parties hereto that the “SPECIAL
CONDITIONS”
annexed hereto as Second Schedule hereto shall form part of this Agreement and that should there be an
inconsistent or repugnant term or terms, the term or terms contained and
inserted in the “SPECIAL CONDITIONS”
herein referred shall prevail over the same contained in the General
Conditions.
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IN WITNESS WHEREOF the parties hereto have hereunto set their
respective hands the day and year first above written.
SIGNED by the Landlord )
in the presence of:- ) …........................................
Name:
I/C :
Witness )
) …………………………………
Name:
I/C
:
SIGNED by the Tenant )
in the presence of:- )
…..........................................
Name:
I/C :
Witness )
) …………………………………
Name:
I/C :
FIRST
SCHEDULE
SECTION |
ITEM |
PARTICULARS |
1.
|
DATE OF AGREEMENT |
|
2. |
LANDLORD
Address
|
|
3.
|
TENANT
Address
|
|
4. |
DEMISED PREMISES/ SIZE OF THE SHOP
|
|
5. |
TERM
|
|
6. |
(a) COMMENCEMENT DATE
(b) EXPIRY DATE |
|
7. |
MONTHLY
RENTAL |
|
8. |
(a) RENTAL DEPOSIT
(b) UTILITIES DEPOSIT
(c) RENTAL ADVANCED
|
|
SECTION |
ITEM |
PARTICULARS |
9. |
PURPOSE
|
|
10. |
FURTHER TERM |
|
11.
|
RENTAL FOR FURTHER TERM
|
|
12
|
LANDLORD BANK DETAIL |
Name: Account No: Bank: |
SECOND
SCHEDULE
SPECIAL CONDITIONS
- The Tenant shall use the Demises
Premises solely for the Purpose as stated in Section 9 of the First
Schedule hereto. The Tenant shall not change or vary the Purpose or the
business conducted or to be conducted at the Demises Premises without the
prior written consent of the Landlord.
- The monthly rental as specified in part 7 of the First schedule and all its review for the further term (if applicable) is exclusive of any Goods and Services Tax or any tax of similar nature (GST) as the relevant authority may impose from time to time. The tenant shall bear the GST and hereby covenant to pay to the landlord the additionally payable GST promptly without demand.