THIS LEASE AGREEMENT is made the ………
BETWEEN
…………….. (Company No. .), a company incorporated in Malaysia under Companies Act 1965 and having its registered office at ……… (hereinafter referred to as “the Lessor”).
AND
……… (Company No. ……), a company incorporated in Malaysia under Companies Act 1965 and having its registered office at ……. (hereinafter referred to as “the Lessee”).
WHEREAS :-
A. The Lessor is the registered proprietor of that piece of land held under ……… together with all the buildings erected thereon (if any) (hereinafter referred to as “the said Land”).
B. The Lessor has agreed to lease and the Lessee has agree to take a lease of the said Land on a “as is where is” basis upon the terms and conditions hereinafter appearing.
NOW IT IS HEREBY AGREED as follows: –
1. GRANT OF LEASE
Subject to the stipulations terms and conditions hereinafter contained and the agreements and powers implied in the National Land Code, 1965, the Lessor hereby leases and the Lessee hereby accepts a lease of the said Land for a fixed term of …….(hereinafter referred to as “the Lease”) commencing on the … (hereinafter referred to as “the Commencement Date”) and expiring on the ……… (hereinafter referred to as “the Expiry Date”) at an annual lease rental of Ringgit Malaysia ……(RM…….) only (hereinafter referred to as “the said Lease Rent”) which shall be paid quarterly in advance without any deduction within the first seven (7) days of each quarter and the first of such quarterly payment of the sum of Ringgit Malaysia …. (RM…….) only (hereinafter referred to as “the Quarterly Lease Rent”) is to be made on the commencement of the Lease herein.
2. LESSOR’S COVENANTS
The Lessor hereby irrevocably covenants with the Lessee as follows :
(a) that the Lessee paying the Quarterly Lease Rent herein reserved and performing all stipulations, terms and conditions and covenants on its part, the Lessee shall peaceably hold and enjoy the said Land during the term of the Lease without interruption by the Lessor or those lawfully claiming under or in trust for it and shall have the all rights and powers to do all acts and things covenants as the Lessee may think fit and as fully and effectively as the Lessor could have done on the said Land including all the rights and powers expressed or implied in the issue document of title of the said Land and/or under the National Land Code, 1965;
(b) to pay the quit rent and assessment payable in respect of the said Land whenever the same becomes due;
(c) to maintain, repair and make good in a proper workmanlike manner at the Lessor’s own costs and expenses, any defects, decays and major or exceptional repairs of the buildings (if any) on the said Land including the Lessor’s fixtures and fittings therein which written notice has been given to the Lessor by the Lessee expeditiously.
3. LESSEE’S COVENANTS
The Lessee hereby covenants with the Lessor as follows: –
1. To pay the said Quarterly Lease Rent punctually in accordance with the terms of this Lease Agreement.
2. To pay all water and electricity, telephone, conservancy, garbage collection charges and other outgoings payable from time to time in respect of the said Land.
3. To observe and comply with all laws, bye-laws and regulation affecting the said Land which are now in force or which may hereafter be enacted.
4. To keep in tenantable repair and condition all the buildings (if any) erected or erected hereafter by the Lessee on the said Land including all windows glass shutters locks fastenings together with all the fixtures fittings and additions thereto throughout the term of the Lease with fair wear and tear excepted and to yield up the same in such repair at the determination of the Lease and also to make good any stoppage of or damage caused by the negligence of the Lessee their servants licensees or invitees.
5. To permit the Lessor and/or its agent with or without workmen and other at all reasonable times to enter and examine the state of repair of the buildings (if any) on the said Land including the Lessor’s fixtures and fittings therein and to carry out any repair required thereon.
6. At all times during the term of the Lease, and any extension thereof, to carry the necessary public liability insurance covering the said Land, which insurance shall insure against liability for personal injury or death and property damage and theft.
7. Not to attempt to dispose, assign, charge the Lease or encumbered the said Land in any reason whatsoever without first having obtained the written consent of the Lessor.
8. To pay reimburse and/or indemnify and keep the Lessor indemnified for all costs expenses and any other fees, including the Lessor’s solicitor’s fees (on a Solicitor and client basis) incurred in connection with the demanding and enforcing payment of any monies payable by the Lessee under the terms of this Lease Agreement or otherwise howsoever in enforcing any of the terms and conditions and stipulation herein contained.
9. To indemnify and keep indemnified the Lessor against summonses action proceedings claim and demands costs damages and expenses which may be levied brought or made against the Lessor or which the Lessor may sustain or incur by reason of any act or omission of the Lessee or use the said Land by the Lessee.
4. OPTION
If the Lessee shall be desirous of renewing this Lease hereby created for a further thirty (30) year term at the expiration of this Lease the Lessee shall at least Twenty four (24) calender months before the date of expiration of this Lease give to the Lessor a notice in writing of such desire and provided the Lessee has duly paid the Lease Rent hereby reserved and performed the covenants and stipulations on the part of the Lessee to be observed and performed herein up to the expiration of the Lease hereby granted then the Lessor shall lease the said Land to the Lessee for a further term and at a rental sum upon the terms and conditions to be mutually agreed upon by both parties.
5. ACQUISITION BY THE GOVERNMENT
If at any time during the continuance of this Lease the Malaysian Government or State Government shall acquire the said Land under the provisions of the Land Acquisition Act, 1960 or the Local Authority shall condemn the said Land as a dangerous structure or for other reasons and the said Land is required to be pulled down or the Local Authority shall make a demolition order which shall become operative in respect of the said Land or any part thereof or a closing order in respect of a part of the said Land or a clearance order affecting the whole or any part of the said Land or a clearance order affecting the whole or any part thereof or if by reason of any other order made pursuant to statute or statutory instrument the Lessee shall be permanently prevented from using the said Land for any purposes permitted under the terms of this Agreement the Lease hereby created shall cease as from the commencement of such acquisition or the pulling down of the said Land or from the time when such demolition or closing thereof shall become operative.
6. BREACH OF TERMS AND CONDITIONS, COVENANTS
If the Lease Rent hereby reserved or any part thereof shall be unpaid after becoming payable (whether formally demanded or not) or if the Lessee shall make default in the observance or performance of any of the terms and conditions and covenants on its part herein contained or enter into liquidation whether compulsory or voluntary then in any of such cases it shall be lawful for the Lessor at any time thereafter to serve a forfeiture notice upon the Lessee pursuant to Section 235 of the National Land Code and it is hereby mutually agreed that a reasonable time in which to remedy the breach the subject matter of the said forfeiture notice is thirty (30) days and on the expiration of the period specified in the said forfeiture notice without the breach complained of having remedied the Lessor shall forthwith be at the liberty to re-enter the said Land and thereupon this Lease shall absolutely determine but without prejudice to the right of action of the Lessor to recover any unpaid Lease Rent.
7. SUB-LETTING
The Lessee is entitled to sub-let and or sublease any part of the said Land without prior consent of the Lessor.
8. INTERPRETATION
In this Agreement words importing the singular shall include the plural and vice versa and words importing the masculine gender shall include the feminine and neuter genders, and words importing natural persons shall include bodies of persons corporate or incorporated.
9. SERVICE OF DOCUMENTS
a) Any service, request or demand or legal proceedings required to be served by either party hereto to the other in connection with this Agreement shall be in writing and shall be deemed to be sufficiently served:-
i) if it is sent by the party by registered post addressed to the other party’s address hereinbefore mentioned and in such case it shall be deemed to have been received three (3) days after the date of posting; or
ii) if it is given by the party by hand to the other party when the same is delivered.
Any changes of address by either party shall be communicated to the other in writing. Nothing done in reliance on the above sub-clauses 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.
10. COSTS AND EXPENSES
All legal fees, stamp fees and other disbursements payable in respect of this Agreement shall be borne and paid by the Lessee.
11. SUCCESSORS BOUND
This Lease Agreement shall be binding upon the respective successors in title and permitted assigns of each of the parties hereto.
12. TIME OF THE ESSENCE
Time wherever mentioned shall be of the essence of this Lease Agreement.
13. APPLICABLE LAW AND JURISDICTION
This Lease Agreement shall be governed by and construed in all respects in accordance with the laws of Malaysia and the parties hereby submit to the exclusive jurisdiction of the Courts of the States of Malaya in all matters connected with the obligations and liabilities of the parties hereto under or arising out of this Agreement, and the service of any writ of summons or any legal process in respect of any such action or proceedings may be effected on the party concerned by forwarding a copy of the writ of summons, statement of claim or other legal process by Certificate of Posting to the address as indicated herein or in such manner or mode as a court of competent jurisdiction may order or direct.
IN WITNESS WHEREOF the parties hereto have hereunto set their hands the day year first above written.
SIGNED by )
)
for and on behalf )
of the Lessor )
in the presence of:- )
SIGNED by )
)
for an on behalf )
of the Lessee )
in the presence of:- )
