The following Contract Descriptions are used in the Contract: “Associate” , “the Building” means the building known as the premises situated on the Property, and includes, where the context so allows, all permanent improvements on the Property. “Common Areas” means portions of the Building which are not suitable for letting and are not actually let by the Lessor. “the Lease Period” is described as well as “month”, “the parties”, “the Premises”, "the Property”, “the Rates”, and “Rentable Area”.
Terms of Letting and hiring
Describes on what terms The Lessor lets and the Lessee hires the Premises.
Duration of Lease Contract
Indicates on what date the lease becomes operational and how long it will be in force.
Rent Payable for Lease Contract
The rent shall be calculated for the Lessee on a month-to-month basis, and may be calculated as a flat fee or a percentage of the lettable area. Also other options to calculate rent is provided for.
Describes the actual costs incurred by the Lessor in connection with the ownership, management, maintenance, repair and operation of the Property and the Building, including, but not limited to, the Rates and the costs of cleaning the Building and the Property.
Providing also for "the Lessee’s Contribution” : Shall the Lessee be obliged to contribute towards the Operating Costs incurred during the Lease Period to the extent of the Lessee’s Contribution Percentage thereof?
Any dispute between the Lessor and the Lessee concerning the Lessee’s liability for any amount claimed by the Lessor shall be determined by the Lessor’s auditors acting as experts and not as arbitrators and their decision shall be final and binding on the parties.
Increases in the Rates and Taxes
Whenever the Rates are increased during the Lease Period, the Lessor may, by written notice to the Lessee, increase the monthly rent for the Premises by an amount which bears the same ratio to the increase in Rates, calculated on a monthly basis, as the rent payable by the Lessee for the Premises bears for the time being to the total rentals receivable by the Lessor from all tenants of the Building.
Describes that in addition to paying the rent and other amounts, the Lessee shall reimburse the Lessor, monthly in arrear or pre-paid, with the cost of electricity, water and gas consumed on the Premises, determined at prevailing municipal rates in accordance with readings of separate submeters.
All payments due by the Lessee to the Lessor under this lease shall be made to described person at a specified place as the Lessor has designated for the time being by written notice to the Lessee. Describes whether the Lessee may withhold, defer, or make any deduction from any payment due to the Lessor, whether or not the Lessor is indebted to the Lessee or in breach of any obligation to the Lessee. Are VAT payable?
Deposit for Lease Agreement
Describes the Deposit Payable: On entering into this lease the Lessee shall pay the Lessor a deposit of xRand which amount the Lessor may apply, in whole or part, in meeting any payment due by the Lessee to the Lessor at any time during the Lease Period or after the termination of this lease. May the Lessee on demand reinstate the deposit to its original amount?
As soon as all the obligations of the Lessee to the Lessor have been discharged following the termination of this lease, the Lessor shall refund to the Lessee, free of interest, so much of the deposit as has not been applied in terms of the above provisions.
Insurance for Lease Agreement
May the Lessee keep or do in or about the Premises anything which is liable to enhance any of the risks against which the Building is insured for the time being to the extent that such insurance is rendered void or voidable or the premiums of such insurance are, or become liable to be, increased?
May the Lessor recover from the Lessee on demand the full amount of any increase in insurance premiums in respect of the Building attributable to such breach?
Shall the Lessee assume that the Building is at all material times insured against such risks, on such terms, for such amounts, and at such premiums as are for the time being usual in respect of similar buildings in similar locations?
Cession and subletting: Permissible?
May the Lessee with the prior written consent of the Lessor cede all or any of the rights of the Lessee under this lease; or sublet or give up possession of the Premises, in whole or part, to any third party which is not an Associate of the Lessee?
May the the Lessor unreasonably withhold its consent to a subletting of the whole of the Premises to any third party?
Sundry obligations of the Lessee (Tenant)
Describes how the Lessee shall keep the Premises clean and tidy; use the Premises or allow them to be used, in whole or part, for any purpose other than as offices and place or leave any article or other thing in or about any passage, lift, stairway, pathway, parking garage, or other common part of the Building?
How many or what bylaws may the Lessee contravene?
How much noise or nuisance are permitted? (or cause any annoyance or discomfort to other tenants or occupiers of the Building)
May the Lessee interfere with the electrical, plumbing or gas installations or systems serving the Premises or the Building, except as may be necessary to enable the Lessee to carry out its obligations of maintenance and repair in terms of this lease?
Who's responsible to prevent (and pay for) blockages and obstructions from occurring in the drains, sewerage pipes and water pipes serving the Premises;
May the premises be painted? May the Lessee affix or attach to the Premises or any part of the Building any sign, notice, awning or canopy without the Lessor’s prior written consent? May the Lessee keep any such sign, notice, awning or canopy which has been so approved by the Lessor in good order, condition and repair at all times?
Maintenance and Repairs of the Office suite or office building
Who is responsible for repairs?
Who will throughout the Lease Period maintain in good order and condition the interior of the Premises and all parts thereof, including (without limitation of the generality of this obligation) all shop fronts, windows, doors, appurtenances, fixtures and fittings contained in the Premises?
Must the Landlord repair or make good all damage occurring in the Premises from time to time during the Lease Period, whatever the cause of such damage, and including damage to any part of the interior of the Premises or to any shop front, window, door, appurtenance, fixture or fitting, and replace all such items (as well as any keys) which have been broken, lost or destroyed (again regardless of cause)?
Describes whether the Lessor (landlord) or Lessee (tenant) shall be responsible for the maintenance of, and for all repairs and replacements becoming necessary from time to time in or to, the Building and all parts thereof other than those which are the responsibility for the time being of tenants or of the local authority
What exactly is the Landlords' obligations regarding the maintenance and repair of the structure of the Building, all systems, works and installations contained therein, the roofs, the exterior walls, the lifts, the grounds and gardens, and all other parts of the Common Areas?
Describes what happens if the Lessor cannot repair the premises (right of action for specific performance under the Contract)
What will happen to the Lessee (tenant) should the Lessee fail to carry out any of its obligations under this lease with regard to any maintenance, repair or replacement? What can the Lessor do in terms of maintenance, repair or replacement and to recover the cost thereof from the Lessee on demand?
Alterations, additions and improvements
When shall the Lessee be able to make alterations or improve the property? Shall the Lessee make any alterations or additions to the Premises without the Lessor’s prior written consent?
What happens if the Lessee does alter, add to, or improve the Premises in any way? What's the Lessee's legal obligation to restore the Premises on the termination of this lease to their condition as it was prior to such alteration, addition or improvement having been made?
Will all improvements made to the Premises solely belong to the Lessor? May such improvements be removed from the Premises at any time? At who's expense if agreed? Will the Lessee have any claim against the Lessor for compensation for any improvement to the Premises, unless such improvements were made with the Lessor’s prior written consent? How will this compensation be limited to the costs of the improvement? Shall the lessee have a right of retention in respect of any improvements?
Exclusion of Lessor (Landlord) from certain liability and indemnity
Shall the Lessee (Tenant) have any claim for damages against the Lessor? May the tenant withhold or delay any payment due to the Lessor by reason directly or indirectly of a breach by the Lessor of any of its obligations under this lease?
May the tenant withhold or delay any payment due to the Lessor for any act or omission of the Lessor or any agent or servant of, or contractor to, the Lessor, whether or not negligent, wilfully wrongful, or otherwise actionable at law, and including (without limiting the generality of the aforegoing) any act or omission of any cleaner, maintenance person, handyman, artisan, labourer, workman, watchman, guard, or caretaker?
May the tenant withhold or delay any payment due to the Lessor for any failure or suspension of, or any interruption in, the supply of water, electricity, gas, air-conditioning, heating, or any other amenity or service to the Premises, the Building, or the Property (including, without generality being limited, any cleaning service), whatever the cause?
May the tenant withhold or delay any payment due to the Lessor for any breakdown of, or interruption in the operation of, any machinery, plant, equipment, installation or system situated in or on, or serving the Property, the Building, or the Premises, and including (but without limiting the generality of the aforegoing) any lift, escalator, geyser, boiler, burglar alarm, or security installation or system, again regardless of cause?
May the tenant withhold or delay any payment due to the Lessor for any interruption of, or interference with, the enjoyment or beneficial occupation of the Premises or any of the Common Areas of the Property or the Building caused by any building operations or other works to or in the Building or elsewhere on or about the Property, whether by the Lessor or by anybody else?
May the tenant withhold or delay any payment due to the Lessor for any other event or circumstance whatever occurring, or failing to occur, upon, in, or about the Property, the Building, or the Premises, whether or not the Lessor could otherwise have been held liable for such occurrence or failure? May the tenant withhold or delay any payment due to the Lessor for indemnifying the Lessor against all liability to any of the associates, directors, members, agents, customers, servants, guests and other invitees of the Lessee or of any of its Associates, and all other persons who may enter upon the Premises or any parts thereof through or under the Lessee, in consequence of any such matter?
May the Lessor be excused from specific performance of any of its obligations under this lease, whether express or implied, and particularly (but not only) its obligations to afford the Lessee occupation and enjoyment of the Premises as contemplated by this lease and to carry out such maintenance and repairs as are incumbent upon the Lessor in terms hereof; and if the Lessor fails to carry out any such obligation of maintenance or repair with reasonable speed or efficiency, and persists in such default after reasonable notice in writing requiring that it be remedied, the Lessee may cause the necessary maintenance or repair (including any incidental or necessary replacement) to be carried out and may then recover the reasonable cost thereof from the Lessor on demand?
Does the Lessor warrant that the Premises are suitable for the purposes of the Lessee or any of its Associates or that the Lessee or any of its Associates will be granted any licence or consent which may be necessary for the carrying on of any business or activity in the Premises?
Lessor’s (Landlord) rights of entry to the Premises and carrying out of works (repairs)
When may the Lessor’s representatives, agents, servants and contractors without thereby giving rise to any claim or right of action on the part of the Lessee or any other occupier of the Premises?
When may the Lessor’s representatives, agents, servants and contractors enter the leased Premises in order to inspect them, to carry out any necessary repairs, replacements, or other works, or to perform any other lawful function in the bona fide interests of the Lessor or any of the occupiers of the Property?
When may the Lessor’s representatives, agents, servants and contractors carry out elsewhere in the Building or on the Property any necessary repairs, replacements, or other works?
May the Lessor interfere with the beneficial enjoyment of the Premises by those in occupation thereof?
May the Lessor cause or allow any major building works to be carried out anywhere upon the Property for a duration longer than 1 month from the date of their commencement unless such works are necessary and do not merely involve additions to the Building, the construction of additional buildings, or redecoration of a solely aesthetic nature; or the Lessee has consented otherwise in writing?
Area of the Premises (Area used as Office space)
Is it necessary in terms of this contract lease to determine the area, in square metres, of the Premises or any other part of the Building?
What standard will be followed? (Specify SAPOA or BOMA) standard method for measuring floor areas.
What professional (acting as expert and not arbitrator, whose certificate as to such area shall be final and binding on the parties) person (or body) will determine a dispute between the Lessor and the Lessee as to any such area?
Contract Rules of Occupation of the Office Building or Office Space
To what extent must the Lessee (tenant) comply with such reasonable rules and regulations as are laid down in writing by or on behalf of the Lessor for observance by tenants and other occupiers of the Property and their invitees, including (without generality being limited) rules and regulations?
Who will be responsible for the security of the Property and the protection of persons and property thereon, including in particular (again without generality being restricted) any rules for the control and identification of persons and vehicles entering the Property or any parts thereof?
Who will be responsible for the driving and parking of vehicles on or about the Property?
Who will be responsible for the utilisation of common amenities and facilities on the Property?
Who will be responsible for the air-conditioning plant, if any, servicing the installations inside the Building.
Is it appropriate to give the Lessee (tenant) throughout the Lease Period (from month to month, such arrangement being terminable on one month’s notice in writing from the Lessor to the Lessee or vice versa) the exclusive use for its directors, officers, members, partners, employees, clients, customers and invitees of parking bays/garages?
Shall all the terms of this lease relating to the Premises themselves apply mutatis mutandis to the parking bays/garages?
When will the parking arrangement terminate? According to a due date or simultaneously with this lease in so far as it relates to the Premises?
Damage to or destruction of Office Building or Office
When will this lease terminate? If the Premises are destroyed or so damaged that they can no longer be beneficially occupied? Can the parties agree in writing otherwise?
What happens if the Premises are significantly damaged but can still be beneficially occupied?
Must the Lessor or Lessee (tenant) repair the damage without undue delay?
Will the rent be abated so as to compensate the Lessee fairly for the effects of the damage and repair work on the enjoyment of the Premises?
Failing agreement on such abatement or on the applicability of this clause to any particular circumstances, to whom will the matter be referred to as an expert appointed by the parties jointly or, if they do not agree on such appointment, nominated by the President for the time being of The Institute of Estate Agents of South Africa, and the decision of such expert shall be final and binding?
Who will pay the expert’s fees and disbursements, including any inspection costs? Pending determination of the abatement, shall the Lessee continue to pay the full rent for the Premises as if they had not been damaged (or be excused from the payment of rent for the Premises)? Or shall the Lessee make up the arrears in the rent as abated?
If any damage to the Premises or the destruction thereof is caused by an act or omission for which either party is responsible in terms of this lease or in law, which party will be precluded by reason of any of the aforegoing provisions of this clause from exercising or pursuing any alternative or additional right of action or remedy available to the latter party under the circumstances (whether in terms of this lease or in law)?
Special remedies for Breach of Contract
Who will be able to cancel the lease? Under what circumstances? Should the Lessee default in any payment due under this lease or be in breach of its terms in any other way, and fail to remedy such default or breach within (specify) days after receiving a written demand that it be remedied, the Lessor shall be entitled, without prejudice to any alternative or additional right of action or remedy available to the Lessor under the circumstances, to keep this lease between the parties, or cancel this lease with immediate effect, be repossessed of the Premises, and recover from the Lessee damages for the default or breach and the cancellation of this lease?
In the event of the Lessor having cancelled this lease justifiably but the Lessee remaining in occupation of the Premises, with or without disputing the cancellation, and continuing to tender payments of rent and any other amounts which would have been payable to the Lessor but for the cancellation, the Lessor may accept such payments without prejudice to and without affecting the cancellation, in all respects as if they had been payments on account of the damages suffered by the Lessor by reason of the unlawful holding over on the part of the Lessee. All is explained in the Lease Contract.
Option of Renewal of the Commercial Lease Agreement
Shall the Lessee have the right to renew this lease? We describe the period for which this lease may be so renewed, the terms of this lease to apply during the renewal period, and there shall be (no) further right of renewal.
The right of renewal shall be exercised by notice in writing from the Lessee/Lessor to the Lessor/Lessee prior to the date on which the renewal period is to commence and shall lapse if not so exercised.
If the right of renewal is duly exercised, shall this lease be renewed automatically and without the need for any further act of the parties?
The Lessee/Lessor may not, however, exercise the right of renewal while in breach or default of any of the terms of this lease, or can this be waived?
If this lease does not endure at least for the full term for which it is initially contracted the right of renewal shall lapse and any notice of exercise thereof given prior to such lapsing shall be null and void.
Allowing New Tenants to view the Premises
Must the Lessor (landlord) force the Lessee during the Lease Period, to allow prospective purchasers of the Property or of any shares or other interests in the Lessor; and during the last months of the Lease Period, allow prospective tenants or purchasers of the Premises, to enter and view the interior of the Premises?
Legal Costs of Contract
Who will bear the legal costs of this or future agreements? Who will pay the stamp duty (if applicable)?
Domicilia and Legal Notices
The parties choose as their domicilia citandi et executandi the addresses provided that such domicilium of either party may be changed by written notice from such party to the other party with effect from the date of receipt or deemed receipt by the latter of such notice.
How will notices be delivered? Any notice, acceptance, demand or other communication properly addressed by either party to the other party at the latter’s domicilium in terms hereof for the time being and sent by prepaid registered post shall be deemed to be received by the latter on the (specify) business day following the date of posting thereof.
Whole agreement between the Parties
This is the entire agreement between the parties. What about warranties, representations, disclosures or expressions of opinion which have not been incorporated into this agreement as warranties or undertakings?
Will any variation or consensual cancellation of this agreement be of any force or effect unless reduced to writing and signed by both parties?
Non-waiver of rights
Will a party waive his right, or be precluded in any way from exercising, any right under or arising from this lease by reason of such party having at any time granted any extension of time for, or having shown any indulgence to, the other party with reference to any payment or performance hereunder, or having failed to enforce, or delayed in the enforcement of, any right of action against the other party?
Shall the failure of either party to comply with any non-material provision of this lease excuse the other party from performing the latter’s obligations hereunder fully and timeously?
Warranty of Authority to sign Agreement
What if the Lessor has a representative? The person signing this lease on behalf of the Lessor?Lessee expressly warrants his authority to do so.
Is this necessary? Is it improper to expect that this lease is subject to the suspensive condition that (full name(s) of surety (or sureties) and co-principal debtor(s)) becomes/become bound to the Lessor in writing on the terms of the draft document annexed to this lease as surety and co-principal debtor (or joint and several sureties and co-principal debtors) for all the obligations of the Lessee to the Lessor under this lease as well as those arising in consequence of any termination thereof? If that condition remains unfulfilled by (specify time and date) or any later time and date agreed upon between the parties in writing, will this lease come into operation?
Partitioning and Decoration: Preliminary works
The following terms are explained: “the Preliminary Works”, “the Architect”.
Shall the Lessor or Lessee cause the Premises to be partitioned and decorated in accordance with the plans and specifications (or schedule of finishes) signed by the parties?
If the cost to the Lessor of the Preliminary Works exceeds R.......... (..........RAND), who will reimburse the Lessor with the excess on demand (or the rent shall be increased as set out in the schedule annexed to this lease marked (specify))?
Is the Lessor under any obligation to have the Preliminary Works completed prior to the date fixed for the commencement of this lease?
If they are not completed by that date will the commencement of this lease be delayed until such later date as the Lessor may reasonably specify on (specify) days’ prior notice in writing to the Lessee?
Shall the period of this lease expire on the same date as that on which it should otherwise have expired?
Shall the rent for the period from the date on which this lease commences until the end of the month in which that date falls (“the First Rental”) be an amount which bears the same ratio to the rent that should otherwise have been payable for that month as the number of days in that period bears to the number of days in that month?
When shall the First Rental be paid? [(specify) days after the date on which this lease has commenced]
Shall the Lessor be liable to the Lessee or any Associate of the Lessee for any damages whatsoever in consequence of the delay in the commencement of the lease, regardless of the cause thereof, whether or not the Lessee cancels or resiles from this lease?
Shall the Lessee be entitled to cancel or resile from this lease by reason of the delay unless it extends beyond (specify period) after the date on which this lease should have commenced in the first instance, and may then do so with immediate effect on written notice to the Lessor (but not after the arrival of the date of commencement specified by the Lessor)?
Who will determine costs regarding any dispute between the parties about whether the Preliminary Works are complete at any time, when they were completed, the cost thereof to the Lessor, or the reasonableness of any date specified by the Lessor?
Sale of Office Premises
Will the validity of this lease be affected by the transfer of the Premises from the Lessor pursuant to a sale thereof? Shall it upon registration of transfer of the Premises into the name of the purchaser, remain of full force and effect save that the purchaser shall be substituted as lessor and acquire all rights and be liable to fulfil all the obligations which the Lessor, as lessor, enjoyed against or was liable to fulfil in favour of the Lessee in terms of the lease?
Termination by Death or Insolvency
Describe the terms under which the contract may be terminated upon death or insolvency.
Shall the lease terminate with the death of either the Lessor or the Lessee? Shall the executor of the deceased Lessee’s estate have the option, depending upon the circumstances of the estate, either to abide by the contract for the remainder period of the lease (the successor or successors of the Lessee assuming his rights and obligations) or to cancel this lease by giving the Lessor (specify number of ) months written notice of termination, such notice to be given not more than (specify number of ) months after the death of the Lessee?
Shall the insolvency of either the Lessor or the Lessee terminate this commercial lease agreement? Shall the trustee of the Lessee’s insolvent estate have the option to terminate this lease by notice in writing to the Lessor? What time period must the trustee since his appointment as trustee notify the Lessor that he desires to continue with the lease on behalf of the estate?