CLSA Schedule 8

8/12/2019 CLSA Schedule 8

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Schedule 8 — Replacement Accommodation Lease

c2Schedule 8



1

Schedule 8- Replacement Accommodation Lease

DATED

(1) [CAPCO]

(2) THE MAYOR ANDBURGESSES OF THE LONDONBOROUGH OF HAMMER~MITH ANDFULHAM

LEASEof Block [ •] at the [Earls Court Estate] in the London

Borough of Hammersmith and Fulham

Note: This document comprises the Base Lease refer red to in Clause 16 and Schedule 8 of theConditional Land Sale Agreement The document will need to be reviewed and adapted on a c as e b ycase bas is to cater for permitted variations under the Conditional Land Sale Agreement, including without limitation in connection with:

• the joining of a management company as a party to this lease;• the insurance obligations;• and estate regulations;• site specific issues such as the extent of the demise, rights granted and reserved;• access to the demise [separate entrances];• provision and extent of services



I

CONTENTS

Clause Page

PRESCRIBED CLAUSES I

PARTICULARS 3

DEFINITIONSAND INTERPRETATION 4

2 DEMISE, RENTS ANDOTHER PAYMENTS 9

3 TENANT’S COVENANTS 9

4 LANDLORD’S COVENANTS 16

5 INSURANCE 17

6 PRQVISOS 18C:

SCHEDULE I PREMISES, RIGHTSAND RESERVATIONS 20

PART 1 PREMISES 20

PART 2-RIGHTS GRANTED 20

PART3-RIGHTSRESERVEb 21

PART 4-PREMISES, RIGHTS AND RESERVATIONS 22

SCHEDULE 2- RENT REVIEW 23

SCHEDULE 3-THE SERVICES 24

SCHEDULE 4 PREMISES 31



LRI. Date of lease

LR2. Title number(s)

LR2.1 Landlord’s title number(s)

LR22 Other title numbers

LR3. Parties to this lease

Landlord

[CAPCO] (No j 1 of/whose registered office is at

Tenant

The Mayor and Burgesses of the London Borough of Hammersmith and Fuiham of Town Hall KingStreet London W6 9JU

Other parties

None

LR4. Property

In the case of a conflictbetween this clause and the remainder of this lease then, for the purposes ofregistration, this clause shall prevail.

The premises as defined in this Lease in Schedule 1 Part 1.

LR5. Prescribed statements etc.

None.

LRG. Term for which the Property is leased

The tern’ as specified in this Lease in the Particulars.



LR9.2 Tenant’s covenant to (or offer to) surrender this lease

None.

LR9.3 Landlord’s contractual rights to acquire this lease

None.

LRIO. Restrictive covenants given in this lease by the Landlord in respect of land other than theProperty

None.

LR I1. Easements

LRII .1 Easements granted by this lease for the benefit of the Property

The rights set out in Schedule I Part 2.

LRII.2 Easements granted or reserved by this lease over the Property for the benefit of otherproperty

The rights set out in Schedule I Part 3.

LRI2. Estate rentcharge burdening the Property

None. -

LRI3. Application forstandard form of restriction

The parties to this lease apply to enter the following standard form of restriction against the title of the

Property:-

“No disposition of the registered estate (other than a charge) by the proprietor of the registered estate or bythe proprietor of any registered charge, not being a charge registered before the entry of this restriction, is tobe registered without a certificate signed by the proprietor for the time being of the estate registered .undertitle number [specify title number] [or [theirconveyance or specify appropriate details)] that the provisions ofClause [13.16] of the registered lease have been compiled with [or that they do not apply to the disposition].”

LRI4. Declaration of trust where there is more than one person comprising the Tenant



PARTICULARS

Date 201[

Landlord [CAPCO ] (Noof/whose registered office is at

Tenant The Mayor and Burgesses of the London Borough of.l-iammersmith and Fuiham of Town Hall King Street London W6 9JU

Premises The Premises more particularly described in Part 1 of Schedule 1known as edged red on the annexed plan [numbered ] [forms part of] [comprises all of the residential units in]

the Building:

Contractual Term 995 years and three days from ~n d including [the date of this Lease]

Principal Rent £[ ] [ ] pounds)per annum, subject to review in accordance with Schedule 2 [PrincipalRent to be a sum equal to £250 x the total number of residential unitscomprised within thepremises and to be calculated in accordance withClause [• ] of Conditional Land Sale Agreement]

Review Dates The twenty-fifth anniversary of the commencement of the ContractualTerm and every subsequent twenty-fifth anniversary of it

Permitted Use For residential use pursuant to and in accordance with the PlanningPermission and all purposes reasonably ancillary to such use and, in

relat ion to any part of the Premises comprising car parking spaces, forthe parking of private motor vehicles ancillary to such residential use

Building The land and buildings known as edgbd blue on theannexed plan [numbered ][and registered at the LandRegistry under title number

1



THIS LEASE is made on the date specified in the Particulars

BETWEEN:

(1) the Landlord; and

(2) the Tenant.

IT IS AGREEIJ as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 In this Lease:-

“1995 Act11 means the Landlord and Tenant (Covenants) Act 1995

means the last monthly figure shown in the last edition ofthe Index published before the expiry of the precedingAccounting Period

“Accounting Period” means the year or part of a year ending on 31 M?rob.oron such other date as may from t ime to time be notified.by the Landlord to the Tenant

“Amenities” me?nS drainage, water, gas, electricity, telephone and allother services or amenities benefitting the Buildingor thePremises or the Estate (as the context requires)

“Arbilration” means arbitration in accordance with Clause 6.8

“B” the last figure shown in the last edit ion of the Indexpublished before the start of the Term being [

“Base Rate” means the base rate from time to time of BarclaysBank PLC or if such base rate ceases to be publishedthen such other comparable interest rate as the Landlord

- reasonably requires

“BuildingCommon Parts” means the areas and amenities within the Building foruse in common by tenants or occupiers of the Buildingincluding (without limitation) entrances, stairways, fireescapes, halls and corridors, accommodation forsecurity, porterage and other areas designated from time.to time as common parts of the Building as a whole (or as

t f l f th U it )



extensions or additions to it.

“Estate Common Parts’ means the areas and Amenities made available fromtime to time by the Landlord for use in common by thetenants and occupiers of the Estate including (without

limitation) any footpaths, forecourts, car parks, serviceroads, Estate Roads, landscaped areas, service areasand areas designated for the keeping and collecting ofrefuse, management and security accommodation,equipment storage accommodation and: other featuresand fadilitieson thèEstatewhich do not e*clusivelyserveany separate building on the Estate

“Estate Regulations’ means the regulations set out in Schedule [4] as may berevised or updated by the Landlord (acting reasonably)from time to time for th~ rnahàgethent o the Estate (seene w Clause4.6JPM

“Estate Roads” means such unadopted roads and footpaths as now or atany time during the Term are upon or lead into the Estate

“Fixtures and Fittings” means all fixtures and fittings (other than tenant’s fixturesand fittings) in or upon the Building or the Premiseswhich are not for the exclusive benefit of one Unit only Hincluding plant and machinery, lifts, boilers, centralheating air conditioning lighting plumbing, sanitary andsprinkler systems and any other apparatüi for commonuse ‘~hich are from time to time in or upon the Building

“Index” means the ‘All Items’ figure of the Retai l Prices Index

published by the Office for National Statistics (or a nyofficialpublication substituted for it)

‘InitialService Charge means the sum of£[ fj ~ [ j ([ ~ ] pounds)[t his w il l be the cap multiplied by the number ofseóure tenant council units within the Premises plusthe uncapped service charge multiplied by thenumber of leaseholder (non seàure tenant) units inthe Premises]

“Interest Rate” means interest at the rate of 3 per cent per annum aboveBase Rate (both before and after any judgment) suchinterest to be compounded with rests on the QuarterDays H

“L dl d’ C t ” ll bl d t d



government department, the legislative makinginstitutions of theEuropean Union, minister or local publicregulatory or other authority

“Licence” means a licence granting the Landlord’s Permissionexecuted as a deed by the Landlord, the Tenant and anyGuarantor and being duly dated and containing suchcovenants as the Landlord reasonably requires

“MañagingAgeñt” means the agent or agents employed from time to timeby the Landlord for the management of the BuildingCommon Parts and/or the Estate Common Parts

“Non Secure Tenant Unit” Means a Unitwhich is not underlet to a Secure Tenant [itis assumed that prior to the grant of this lease theCouncil will have to indicate how many units will befor non secure tenants]

“Outgoings” means all existing and future rates, taxes, duties,charges, payments, assessments and similar outgoings

“Péticulars” means the page headed Particulars at the front of thisLease

[“Plan” means the plan annexed to this Lease] [Note: Definition- to be reviewed once plan or plans are settledi

“Planning Acts” means the Town and Country Planning Act 1990, the Planning (Listed Buildings and Cons&vation Areas)

Act 1990, the Planning (Hazardous Substances)Act 1990, the Planning (Consequential Provisions)Act 1990, the Planning and Compensation Act 1991, thePlanning and Compulsory Purchase Act 2004 and anyother Legislation of a similar nature in force at any timeduring the Term

“Planning Permission”[lWsert 4etaiI~ ~tt plannlpg permission for thed~’elopmentof th~EstateJ

“Retained Parts” means all parts of the Buildingnot intended to form partof any individual Unit including (butwithout limitation):

(a) the structure, walls, foundations, doorsd i d d f f th B ildi



f the airspace above or surrounding theBuilding

(g) any cellars or basements at the Building

(h) all Conducting Media or other facilitiesorservices which are used in common bythe Building with anyother premises orwhich do not exclusively serve anyindividual Unitin the Building.

“Quarter Days” means 1 January, 1 April, 1 July and 1 October in everyyear and “Quarter Day’ means any one of them

“Secure Tenant” means a tenant who was immediately priorto the grant ofthis Lease a tenant of [the Council] pursuant to a securetenancy (meaning a tenancy granted under the

provisions of section [ ]of the Housing Act 191 ] andsuch tenant was upon the grant o f th is Lease relocated toa Unit in the Building and it is agreed that the number ofSecured Tenants in the Building at the dat e o f the grantof this Lease was

“Secure Tenant Unit” means a unit forming• part of the Premises whichcontinues to be occupied by a Secure Tenant

“Service Charge” means:

1. inrespect of each of the Non Secure Tenant Units theTenant’s Proportion of the Landlord’s Costs; and

2. in respect of each Unit which at the commencement ofthe relevant Accounting Period is a Secure Tenant Unitthe Tenant’s Proportion of the Landlord’s Costs or if lessthe Service Charge Cap for the relevant type of SecureTenant Unit

“Service Charge Cap” for the first AccountingPeriod during the Term the sum of] [the initial Service

Charge Cap for each type of Secure Tenant Unit is tobe th e su m indicated in Table I of Schedule 3] andthereafter in each subsequent Accounting Period thegreater of:

( ) h S i Ch C f h S T U i



(whether immediate or not) to that lease]

“Tenant’s Proportion’ means a reasonable and proper proportion determinedby the Landlord (whose decision shall be final save in thecase of manifest error) as reasonable to charge to the

Tenant in each Accounting Period to which the statementreferred to in paragraph 4.2 of Schedule 3 relates

“Term’ means the Contractual Term and the per iod of anyholding over or extension of such term whether bystatute, common law or by agreement

“Termination Date” means the date of expiration or sooner determination ofthe Term

“Unit” means each separate residential unit within the Building

“VAT” means Value Added Tax or any equivalent tax which maybe imposed in substitution for it or in addition to it

1.2 Ininterpreting this Lease:- .1

1.2.1 the Particulars form part of this Lease and words and expressions set out in theParticulars are to be treated as defined terms;

1.2.2 references to Clauses and Schedules are to Clauses of and Schedules to thi~ Lease andreferences to a paragraph are to a paragraph of the relevant Schedule unless statedotherwise;

1.2.3 the expression “Landlord” includes the person for the time being entitled to theimmediate possession of the Premises on the expiry of the Term;

1.2.4 the expression “Tenant” includes the person in whom for the time being the Tenant’sinterest under this Lease is vested;

1.2.5 the expression “Guarantor” includes the personal representat ives of any person whomay from time to time guarantee the performance of the Tenant’s obligations under thisLease other than pursuant to an Authorised Guar?ntee Agreement;

1.2.6 reference to a piece of legislation, unless stated otherwise, includes all prior and subsequent enactments, amendments and modifications relating to that piece oflegislation and any subordinate legislation made under it;

1.2.7 references to a “person” include any individual, firm, unincorporated association or bodycorporate,

dim~5ortingthe

i l b i l dthe plural

band vice



1.2.12 all references to Principal Rent or other sums payable by the Tenant are exclusive ofVAT;

1.2.13 the headings and contents are to be disregarded in interpreting this Lease.

2. DEMISE, RENTS AND OTHER PAYMENTS2.1 The Landlord lets the Premises to the Tenant for the Contractual Term together with the rights

specified in Part 2 of Schedule I but except and reserving to the Landlord the rights specified inPart 3 of Schedule 1.

2.2 The Premises are let subject to the matters contained or referred to in the documents listed inPart 4 of Schedule 1.

2.3 The Tenant willpay by way of rent throughout the Term without any deduction, counterclaim or setoff:

2.3.1 the Principal Rent by one annual payment in advance on 1 April each year (o r the next

working day), the first such payment or a due proportion of it to the 31 March [insert yearin whLôh is granted] becoming due on the date of this Lease

2.3.2 as further or additional rent the Service Charge payable in accordance with Schedule 3;

2.3.3 [include insurance premiums where the Landlord insures i.e. lease of partj PM

2.3.4 all other sums (includingVAT) due under this Lease from the Tenant to the Landlord.

3. TENANT’SCOVENANTS

The Tenant covenants with the Landlord:- -

3.1 Rent and Payments

3.1.1 to pay the rents reserved by this Lease at the times and in the manner specified;

3.1.2 if required by the Landlord to pay the rents by banker’s standing order or direct debit;

3.2 Outgoings

3.2.1 to pay the Outgoings payable in respect of the Premises (or where the Premises are notseparately assessed a fair proportion as is properly attributable to the Premises) itsowner or occupier (except any payable by the Landlord (other than VAT) as a result ofreceipt of the rents or arising on a dealing of the Landlord’s interest in the Premises) anda fair proportion ofany such Outgoings which are assessed in relation to the Premisestogether with other property;



3.3.2 the preparation and service of a notice (including a schedule of dilapidations) servedunder this Lease relating to the repair or condition of the Premises whether during theTerm or after the Termination Date;

3.3.3 an application by the Tenant for any approval or consent required by this Lease includingwhere the application is withdrawn or the approval or consent is lawfullyrefused;

3.3.4 claiming or recovering any arrears of Principal Rent or other sums due under this Leaseor in connection with the enforcement or remedying of any breach of the Tenant’scovenants in this Lease;

3.4 VAT

3.4.1 to pay any VAT chargeable upon the Principal Rent or other sums payable by the Tenantunder this Lease provided that the Landlord shall promptly supply to the Tenant a validVAT invoice;

3.4.2 where the Tenant has agreed to reimburse or indemnify the Landlord in respect of a

payment made by the Landlord under the terms of or in connection with this Lease, alsoto reimburse any irrecoverable VAT paid by the Landlord on such payment provided thatthe Landlord shall promptly supply to the Tenant a valid VATinvoice;

3.5 Interest on Arrears

if any sums payable to the Landlord under th is Lease are not paid by the due date (whetherdemanded or not) to pay the Landlord (without prejudice to any right or remedy of the Landlord)interest at the Interest Rate on such sums from the due date until the date of actual paymentinclusive of both dates;

3.6 Repair

3.6.1 to keep the Premises in good and substantial repair and condition;

3.6.2 to replace and renew any fixtures and fittings within the Premises which becomeincapable of economic repair with modern ones of equivalent specification and quality;

3.6.3 to make good all defects affecting the Premises for which the Tenant is responsible within3 months after the Landlord serves a schedule of dilapidations on the Tenant;

3.6.4 if the Tenant fails satisfactorily to comply with such schedule the Landlord and all persons ~: 4authorised by the Landlord may subject to having given the Tenant not less than 14 daysprior written notice and subject to the Landlord com plying with the reasonablerequirements and representations of any of the Tenant’s undertenants (without prejudiceto the Landlord’s right of re-entry) enter the Premises to execute the relevant works and

h ( h i h l l d ’ f ) ill b id b h T



3.8 Overloading

38.1 not to knowinglyoverload the floors, ceilings or structure of the Premises or the Fixturesand Fittings;

3.8.2 not to knowingly overload or permit any deleterious, dangerous or harmful matter orsubstance which may cause an obstruction or damage to be discharged into theConducting Media within the Estate or serving the Premises and, in the event of suchobstruction or damage, immediately to remove and make good the damage caused to thereasonable satisfaction of the Landlord;

3.9 Access of Landlord

to permit the Landlord the Managing Agent and aJI persons authorised by them (with or withoutequipment) at reasonable times and on reasonable prior written notice (save in emergency) toenter the Premises:-

3.9.1 to inspect the state of repair and condition of the Premises;

3.9.2 to inspect, clean, connect to, lay,-repair, remove, replace, alter or execute any works to orin connection with the Conducting Media that do not exclusively serve the Premises;

3.9.3 to take inventories of the Fixtures and Fittings;

3.9.4 to determine whether the Tenant has complied with its obligations in this Lease and afterservice of notice under clause 3.6.4 to remedy any breach of the Tenant’s obligations;

3.9.5 tO view the Premises in connection with any dealing (by way of sa le , mortgage orotherwise) with the Landlord’s reversionary interest in the Premises or the reletting of thePremises (but in the case of reletting only within six months before the end of theContractual Term);

3.9.6 to carry out any tests , inspections and surveys.as the Landlord or a purchaser of theLandlord’s reversionary interest in the Premises requires; and

3.9.7 to exercise the rights reserved by this Lease and to comply with the obligations of theLandlord under this Lease

provided that the Landlord causes as little inconvenience as reasonably practicable and makesgood any damage to the Premises caused by the exercise of these rights as soon as reasonablypracticable;

3.10 Alterations

3,10.1 not to make any structural or external alterations or additions to the Premises without theL dl d’ P i i



3.11 Signs and Aerials

not without the Landlord’s Permission to affix to or display so as to be visible from outside thePremises any sign, signboard, advertisement, hoarding, fascia, poster, placard, bill, notice or othernotification (except such notification as is required by law), pole, aerial or satellite dish such

Permission to be given by way of Licence for any permanent fixture.3.12 Use

3.12.1 not to use the Premises otherwise than for the Permitted Use;

3.12.2 not to use the Premises:

(a) for a purpose which is noisy, noxious, offensive, dangerous, illegal or immoral;

(b) for a purpose which is a nuisance or causes damage or disturbance to theLandlord or the owners or occupiers of the remainder of the Estate or othernearby premises;

(c) to hold an auction, exhibition, public showor meeting, or gambling activity;

3.13 Statutory Obligations

to comply with all Legislation relevant to and affecting the Premises and their use;

3.14 Planning and Environmental Matters

3.14.1 not to apply for or implement any planning permission without the Landlord’s Permission;

3.14.2 to supply to the Landlord a copy of any planning permission within t en days after itsreceipt by the Tenant;

3.14.3 to pay and satisfy any charge that may be imposed under the Planning Acts so long as itrelates to the Premises;

3.14.4 not without the Landlord’s Permission to enter into an agreement or undertaking or toserve a notice under the Planning Acts and to the extent required the Landlord shall joininto any planning agreement or undertaking, at the cos t of the Tenant (provided that theLandlord is not required to undertake any onerous obligations or incur expenditurethereunder unless reimbursed to the Landlord by the Tenant);

3.14.5 not to apply for any consent licence or other authority under any environmentallegislation without the Landlord’s Permission;

3.15 Notices



3.16 Dealings

3.16.1 Assignments

(a) not to assign part only of the Premises:

(b) not to assign the whole of the Premises without the Landlord’s Permission(given by way of Licence), provided that for the purposes of section 19(1A) ofthe Landlord and Tenant Act 1927 the Landlords Permission may be subject toall or any of the followingconditions:

i if reasonably require by the Landlord the Tenant enters into anauthorised guarantee agreement in such form as th,e Landlordreasonablyrequires;

N all sums due from the Tenant under this Lease are, paid beforecompletion ofthe assignment;

provided that the Landlord may impose such’other conditions as the LandlQrdreasonably requires;

3.16.2 lJnderlettings

(a) not to underlet or agree to underlet the whole or any part of the Premiseswithout procuring that on or before completion of the proposed underletting:

i the undertenant covenants directly with the Landlord by deed and inthe underlease to:-

(1) observe and perform the Tenant’s covenants in this Lease(other than the payment of the rents in the case of theundertenant’s covenant with the Landlord) during the term ofthe underlease or until released pursuant to the 1995 Act;

(2) comply with the Estate Regulat ions (which obligations theTenant covenants to enforce);

(3) not to part with or share possession or share occupation ofthe whole or part of underlet premises save by way of anassignment of the whole of the underlet premises to anassignee who has entered into a further deed of covenant onthe same terms;

N all rents and other payments due and demanded under this Lease arepaid;



I.

community awareness by residents of the Estate the form of which Resident’sCharter to be approved by the Landlord (such approval not to be unreasonablywithheld) and to use reasonable endeavours to ensure that the Council’ssubtenants adhere to such Resident’s Charter;

(c) to enforce the tenant covenants in any underlease and not waive any of them;

(d) not to hold the Premises or any part or parts of the Premises or this Lease ontrust for another;

3.16.5 Notification ofDealings

within one month after any assignment, underlease, assignment of an underlease, chargeor other devolution of an interest under this Lease, to produce to the Landlord’s solicitorsa certified copy of the relevant document and pay his reasonable registration fee of notmore than £25 provided that:

i no registration fee shall be payable by the Tenant or any undertenant on the

first grant ofany underlease out of this Lease; and fl no registration fees shall be payable by the Tenant or any undertenant in

respect of a ny tenancies, underleases licences or other letting arrangementsthat the Tenant enters into in respect of the Secure Tenant Units.

3.17 Restriction on Title

the Landlord and the Tenant shall apply to the Chief Land Register to enter a restriction in thefollowingform (Form M) in the proprietorship register of the Tenant’s title:-

“No disposition of the registered estate (other than a charge) by the proprietor of the registeredestate or by the proprietor of any registered charge, not being a charge registered before the entryof this restriction, is to be registered without a certificate signed by the proprietor for the time beingof the estate registered under title number [specify title number] [or [their conveyance or specifyappropriate details]] that the provisions of Clause (13.16.4] of the registered lease have beencomplied with [orthat they do not apply to the disposition].”;

318 Registration Requirements

where the grant of this Lease or any dealing authorised by this Lease is required to be registered atthe Land Registry, promptly followingcompletion of this Lease or any assignment or underlease(as appropriate):

3.18.1 to lodge or procure that there is lodged at the Land Registry an application to register therelevant document;

h d b h d h h



(c) to deliver to theLandlord any records relating to the Premises as are requiredby any Legislation;

3.19.2 within one month of the Termination Date (and notwithstanding that the Term has ended),where this Lease is registered at the Land Registry, to make an application to close theregistered title of this Lease and to ensure that any requisitions raised by the LandRegistry in connection with that application are dealt with promptly and properly and tokeep the Landlord informed ofthe progress and comp etion of its application;

3.20 Rights of Light and Encroachments

3.20.1 not to obstruct any windows or openings belonging to the Premises;

3.20.2 not to make any acknowledgement that the flow of light or air to the Premises is enjoyedwith the consent of a third party;

3.20.3 if any easement enjoyed by the Premises is obstructed to immediately notifythe Landlordon becoming so aware and take all appropriate and lawful steps the Landlord reasonablyrequires to prevent or secure the removal of the obstruction;

3.20.4 not to permit any encroachment upon the Premises;

3.20.5 ii any encroachment upon the Premises is made or attempted to be made to immediatelynotifythe Landlord on becoming so aware and take all appropriate and lawful steps theLandlord reasonably requires to prevent such right being acquired;

3.21 Production of Information

to supply to the Landlord on request but not more than once in any one year and any additionalrequests shall be at the cost of the Landlord;

3.21.1 full details of the occupiers of the Premises and the terms upon which they occupy it;

3.21.2 such reasonable evidence in the control of the Tenant as the Landlord reasonablyrequires to satisfy itself that the tenant’s covenants in this Lease have been compliedwith;

3.21 .3 all information withinthe control of the Tenant that the Landlord reasonably requires fromtime to time to comply with the Landlord’s obligationsunder any Legislation;

3.22 Indemnity

to indemnify the Landlord against all Costs arising directly out of a defect in or the condition or useof the Premises or anything done or omitted to be done on them, or any breach of the Tenant’sobligations in this Lease;



3.25 Non-Obstruction of Common Parts

not là place on or within the Building Common Parts or the Estate any goods or other items orcause any them. -

4. LANDLORD’S COVENANTS

The Landlord covenants with the Tenant:-

4.1 Quiet Enjoyment

that the Tenant may peaceably and quietly hold and enjoy the Premises during the Term withoutany interruption or disturbance by the Landlord or any person rightfully claimingthrough or underthe Landlord;

4.2 Services

to observe and perform its obligations in Schedule 3

4.3 Superior Lease obligations

[Where this lease is an underlease provisions in relation to any Superior Lease to be added whereappropriate and agreed in accordance with clause 16.2.6 of the CLSA]

4.3.1 [to pay the rent reserved by, and observe and perform the covenants of the tenant andthe conditions contained in, the Superior Lease, except insofar as the covenants fall to beobserved and performed by the Tenant by reason of the obligations of the Tenant in thisLease;]

4.3.2 [the Landlord acknowledges the r ight of the Tenant to production and to take copies ofthe Superior Lease]

4.4 Service Charge Cap

The Landlord covenants with the -Tenant and for the benefit of other occupiers of the Estate that itmay not a t any time seek to increase the Service Charge in order to make up any shortfall createdby the existence of any capping of service charge on any other part of the Estate including theService Charge Cap under this Lease.

4.5 Notification ofwork

Where the Landlord intends to or is required to carry out any works or services “Works” to thePremises or the Estate that would require by Legislation a consultation with the Tenant and in turnthe Tenant is required by law to consult with its undertenants and other occupiers of the Premises



5. INSURANCE

[WHERE IT IS A LEASE OF PART THE ASSUMPTION IS THAT THE LANDLORDWILL INSURE ANDTHE TENANTPAY AN INSURANCERENTI

5.1 The Tenant covenants to insure the Premises with substantial and reputable insurers based in theUnited Kingdom orwith the Landlord’s Permission through other underwriters at Lloyd’s against theInsured Risks and for the cover stated in Clause 5.2 and against public and employer’s liabilityinrespect of the Premises.

5.2 The Tenant’s.insurance willcover:- -

5.2.1 full rebuilding site clearance, professional fees and VAT (taking intoaccount cover for theeffects of inflation and escalation of costs and fees) and being no less a sum than thevalue of the Premises from time to time; and

5.2.2 public and employers liability insurance with cover for a sum of not less than £5,000,000for each and every claim orsuch other sum as the Landlord may (acting reasonably) fromtime to time require

5 3 The insurance will be against the nsks of fire lightning explosion, earthquake Iandslipsubsidence heave riot, civil commotion aircraft (including vehicles dropped therefrom) aerialdevices, storm, tempest, flood, water, including the bursting and overflowing of water pipes tanksand other apparatus, theft, impact by vehicles, malicious darnage, terrorism (where insuranceagainst such risks is available in the London market and is normally included in a comprehensivepolicy ofinsurance at a reasonable premium) and third party liabilityand in addition to the foregoingany other risks reasonably required by the Tenant or the Landlord;

5.4 The Tenant will:-

5.4.1 insure in the name of the Tenant and note the Landlord’s interest on the policy; and

5.4.2 ensure that any policy exclusions and excesses fall withinnormal commercial practice inthe United Kingdom insurance market for properties similar to the Premises and in thesame area as the PremiAes;

5.5 On written request made by the Landlord at any tim e (but not more than o nce during anyconsecutive petiod of 12 months) the Tenant will provide the Landlord witha copy of the Tenant’s

insurance policies taken out in accordance with this CIause~ (Insurance) and evidencethat theyare in force and that the last premium has been paid

5.6 Unless agreed in writing by the Landlord, the Tenant willdiligently apply all the insurance proceedsreceived under the buildings insurance in reinstating damage to or destruction of the Premises byan Insured Risk as soon as reasonably practicable after the date of the damage or destruction, theTenant making good any shortfall in the proceeds of insurance from its own monies;



6. PROVISOS

6.1 Forfeiture

6.1.1 i f the Principal Rent the Service Charge or any other sums payable by the Tenant to theLandlord under this Lease or any par t of them are unpaid for 14 days after becomingpayable (whether formally demanded or not); or

6.1.2 the Tenant breaches any material covenant or other material term ofthis Lease and failsto remedy the same within a reasonable period (being not less than 180 days) ofreceiving notice from the Landlord specifyingthe breach then the Landlord máyforfeitthis:Lease (but by proceedings only and not by peaceable re-entry) and upon such forfeiturethis Lease will immediately end, but without prejudice to any right or remedy of the~Landlord in respect of any breach of the Tenan t’s obligations contained in. this Leaseprovided that if this Lease and the Premises has been charged to any bank or similarlending institution for security (“Permitted Lender”) and the Landlord has receivedwritten notice of the charge with an address for service of notices within the United

Kingdom for the Permitted Lender the Landlord shall not issue any court proceedings toforfeit this Leaèe until the expiration of 200 days after service by the Landlord on theTenant and on the Permitted Lender of written notice specifying the breach of covenant

complained of and shal l not issue any court proceedings or take -any, such steps inrespect of that breach of covenant if within such 20 0 day period either the Tenant or anysuch Permitted Lender shall remedy such breach.

6.2 Service of Notices

6.2.1 Section 1go of the Law of Property Act 1925 applies to all notices which may be servedunder this Lease save that section 196 is deemed to be amended by deleting the finalwords of section 196(4) “at the time at be delivered” and substituting “on the thirdworking day after posting”.

6.2.2 If the receiving party consists of more than one person, a notice served upon one of themconstitutes service upon all of them.

6.3 Exclusion of Representations and Warranties

6.3.1 The Tenant acknowledges that this Lease has not been entered into in reliance wholly orpartly on any statement or representation made by or on behalf of the Landlord exceptany such statement or representation that is expressly set out in this Lease.

6.3.2 The Landlord does not warrant that the Permitted Use is lawfully permitted under thePlanning Acts.

6.4 No Compensation



6.7 Disputes with Adjoining Occupiers

If any dispute arises between the Tenant and the tenants or occupiers of any adjoining or nearbyproperty of the Landlord in connection with the Premises an d any of that adjoining or nearby

property,it is to be

decided by the Landlord orin

suchmanner

as the Landlord directs actingreasonably.

6.8 Arbitration

Where this Lease provides for reference to Arbitration then the arbitration will be conducted as.follows:—

6.8.1 reference wil l be made to an independent surveyor to be agreed upon by the Landlordand the Tenant and in the absence of agreement as nominated by the President for thetime being of the Roya l Institution of Chartered Surveyors (or his duly appointed deputyor a person authorised by him to, make appointments on his behalf) upon the applicationof the Landlord or the Tehant made at any time;

6.8.2 if the appointed surveyor dies, delays unduly or becomes unwilling or incapable of actingthen the President of the Royal Institutionof Chartered Surveyors may discharge him andappoint another surveyor in his place;

6.8.3 the arbitration will be conducted in accordance with the Arbitration Act1996;

6.8.4 the fees of the arbitrator willbe borne equally unless the arbitrator determines otherwise;

6.8.5 if the release of the arbitrator’s award is delayed becau~e either party has not paid itsshare of the arbitrator’s costs, the other party may pay the unpaid costs and the amountpaid willbe a debt due on demand from the party that has failed to pay.

6.9 Contracts (Rights of Third Parties) Act

A person who is not a party to this Lease has no right under the Contracts (Rights of Third Parties)Act 1999 to enforce any term of this Lease but this does not affect any right or remedy of a thirdparty which exists or is available apart from that Act.

6.10 Superior Landlord

[Where this lease is an underlease provisions in relation to any Superior Lease to be added whereappropriate and agreed in accordance with clause 16.2.6 of the CLSA]

6.11 Statutory Protection

Subject to the provisions of c lause 3.13 and paragraph 1.3 of Schedule 3 to this Lease the



SCHEDULE I

PREMISES, RIGHTS ANDRESERVATIONS

PART I

PREMISES

All those premises known as shown for identification only edged red on the Plan. ThePremises include:-

(a) the internal surfaces of all walls enclosing the Premises;

(b) all non-loadbearing walls within the Premises;

c all ceilings of the premises up to the level of (but excluding) the bottom of the joists, beams or slabsabove them;

(d) all floors and floorbdards of the premises down to the level of (but excluding) the tops of the joists,beams or slabs below them;

(e) the internal surfaces of all window frames and the glass in all windows of the premises and thewindow furnitureon the interior of all windows;

f the internal surfaces of all external doors, locks and door frames belonging to the premises butexcluding the doors and door frames themselves and any external door furniture;

(g) all additions alterations and improvements to the Premises;

(h) all fixtures and fittings from time to time in or on the premises which are fixed by the Tenant erwhich are generally regarded as tenant’s or trade fixtures;

i all Conducting Media within or exclusively serving the Premises;

j the car parking spaces comprised in bays [jto [1 inclusive in the car park on the Estate;

but exclude:

(k) the Building CommonParts and the Retained Parts;

I th? Conducting Media not exclusively serving the Premises;



other persons having a like right, to use all appropriate areas of the Building Common Parts andthe Estate Common Parts for all proper purposes in connection with the use and enjoyment of thePremises.

1.2 The right in common with all others entitled to it to pass and repass all the Estate Roads until the

same are adopted as public highways.

2. RIGHTTO USE THE COMMON CONDUCTINGMEDIA

The right in common with the Landlord, the Managing Agents and all other persons entitled to it ,subject to temporary interruptionfor repair, alteration:or replacement, in common with the Landlordand all other persons having a like right, to the free passage an d running of Amenities to and fromthe Premises through the Conducting Media in, on, over or under the Estate and not exclusivelyserving the Premises.

3. [SUPPORT AND PROTECTION

The right of support and protection for the benefit of the Premises that is now enjoyed from

all other parts of the Building — for lease of part only.jU: 4. ACCESS

The right by prior appointment made with the Landlord or its agents (except in case of emergency)to access such parts of the Retained Parts as such is*necessary.in order for the Tenant to complywith its covenants in this Lease and the Tenant will cause as little interference or annoyance toother occupiers of the Building as is reasonable practicable in exercising such right.

PART 3

RIGHTS RESERVED

PASSAGE AND RUNNING THROUGH THE CONDUCTING MEDIAThe right to the free and uninterrupted passage and running of Amenities fromand to other parts ofthe Estate or any other adjoining or nearby property of the Landlord through the Conducting Mediathat may at any time be constructed in, on, over or under the Premises.

2. RIGHTTO CONSTRUCTCONDUCTINGMEDIA

The right to construct and maintain Conducting Media for the provision of services or supplies forthe benefi t o f any part of the Es ta te or any other adjoining or nearby property of the Landlord, theLandlord making good any damage caused by the exercise of the right.

3. ACCESS



6. RIGHT TO ERECT NEW BUILDINGS

Full right and liberty at any time after the date of this Lease:

6.1 to develop, alter, raise the height of, or rebuild the other parts of the Estate or any other buildings,

and

6.2 to erect any new buildings of any height on any adjoining or nearby property of the Landlord

many manner as the Landlord thinks fit even if doing so may obstruct, affect, or interfer~with theamenity of or access to the Premises orthepassage of light and air to the Premises;but:providedthey do not materially affectthe Premises or the use and enjoyment of the Premises.

6.3 to divert, step up alter or build upon any of the Estate Common Parts and to cause any land orAmenities to cease to be Estate Common Parts provided that thi s does not adversely affect themeans of access to the Building the supply of services thereto or the beneficial use or occupationthereof and further provided that this is taken into account in the calculation of the Estate ServiceCharge and appropriate credit via the Estate Service Charge is given to the Tenant.

PART 4

PREMISES, RIGHTS AND RESERVATIONS

AGREEMENTSAND COVENANTS RELATINGTO THE PREMISES

Date Document Parties

(1)(2) [

[ ] (1) ](2)

All those entries in the Property and Charges Registers to Title Number



SCHEDULE 2

RENT REVIEW

1. In this Schedule 2 the followingwords and expressions shall have the followingmeanings:

“Index” means the Index of Retail Prices (all prices) published bythe Office for National Statistics or any successorgovernment department or appropriate government body

“Indexing Factor’ means thenumerical fraction whichshall have:-

(a) as its denominator the latestpublished value of the Index available as at thedate one month before the date of this Leaseand

(b) as its numerator the latestpublished value of the Index available as at thedate one month be fore the relevant ReviewDate

Provided that in calculating the denominator and thenumerator any ch?nge. in the reference as used tocompile the Index after the date of this Lease shall beignored and the calculation made on the bas is of thefigures which would have been shown on the Index if thereference base current at the date of this Lease had beenretained

2. Upon each of the Review Dates the Principal Rent shall be.adjusted to represent whichever shallbe greater of:

2.1 the Principal Rent reserved immediately prior to the relevant Review Date; and

2.2 the Principal Rent specified in paragraph 2.1 multiplied by the Indexing Factor calculated as at thatReview Date.

3. If it becomes impossible by reason of any change after the date of this Lease to ascertain the valueof the Index or for any reason whatsoever to recalculate the Principal Rent by reference to theIndex or if any dispute or question shall arise between the parties with regard to the amount of thePrincipal Rent or the construction or effect of this Schedule 2, the determination of the PrincipalRent or other matter or difference shall be determined by reference to Arbitration

4. If b yany Review Date the amount of the Principal Rent has not been agreed or determined then:-



SCHEDULE 3

THE SERVICES

IThe service charge schedule is subject to variation in accordance with the CLSA]

PROVISION OF SERVICES

1.1 The Landlord covenants with the Tenant, subject as set out below to use all reasonableendeavours to provide, manage, or operate the Services in a good and efficient manner and inabbórdance with the principles of good estate management.

1.2 In performing its obligations with regard to the Services the Landlord is:

1.2.1 entitled in its absolute discretion to employ managing agents, contractors or such otherpersons as the Landlord may from time to time consider appropriate;

1.2.2. not liable for any breach of such obligations or any fai lu re or interruption in any of theServices by reason of any:

(a) repair, replacement, maintenance of any installations or apparatus, or theirdamage or destruction, or any necessary works of alteration, inspection orrepair or other works being carried out at or on the Estate, or by reason ofmechanical or other defect or breakdown; or

b shortage of fuel, equipment or materials and inclement weather; or

c cause or ciràumstances not within the Landlord’s reasonable control

but the Landlord m ust use reasonable endeavours to prevent interruptions in theprovision of the Services and to resume them as soon as reasonably practicable afterbeing advised of any failure or interruption;

1.2.3 not liable for any act, omission or negligence of any employee, agent, contractor or otherperson employed or engaged by the Landlord to undertake the Services or any of therh;

1.2.4 entitled to withhold, discontinue, add to, extend, vary or make any alteration in therendering of the Services or any of them from time to time if the Landlord reasonablyconsiders it desirable to do so.

3

1.2.5 entitled to have regard to the good management of the Estate or the Building as a wholeirrespective of whether all or some only of the tenants or occupiers of the Estate or theBuildingbenefit from any specific Service.

1.2.6 unless the Landlord and the Tenant agree to the contrary, no distinction shall be made



2.1.2 lighting the Estate Common Parts during such hours as the Landlord from time to timedeems reasonable;

2.1 .3 inspecting, repairing, maintaining, replacing and renewing the structure of the EstateCommon Parts (including any load-bearing parts of the Estate Common Parts, structural,external and boundary walls, columns, aprons, slabs, foundations, any retained deck over

the West London Line, portals, any tunnel providing access to or egress from Earls CourtStation and roofs);

2.1.4 effecting and maintaining third party, ernployees’and public liabilityinsurance and otherinsurances which the Landlord may fromtime.to timedeern reasonable in respect of theEstate Common Parts in such sums as theLandlord from time to time reasonably deemsadequate or which the insurers require;

2.1.5 the payment of all Outgoinga imposed or assessed on the Estate Common Parts or anypart or parts (whether on the owner or occupier) or upon the provision of the Services andall meter rents and charges for the supply of Amenities to the Estate Common Parts;

2.1.6 complying in respect of the Estate Common Parts with:-

and

(b) any requirement of any law or Legislation;

2.1.7 removing all refuse from the Estate Common Parts and providing, maintaining andrenewing such refuse disposal systems refuse bins and other refuse storage and disposalequipment for the Estate Common Parts as the Landlord may from time to time deemreasonable and necessary;

2.1.8 planting, maintaining and cultivating all landscaped or garden areas of the EstateCommon Parts, including the maintenance of any plants, trees, shrubs and grassed

areas, flowers and structural landscaping and/or public art on the Estate Common Partsother than areas which are reserved for the exclusive use of any group of tenants oroccupiers of the Estate which does not also include the Tenant and its subtenants of thePremises.

2.1.9 installing, inspecting,maintaining, running, repairing and renewing electrical, mechanical,security (including CCTVand access control) and fire fighting equipment, alarms, publicaddress systems, escape routes, signs and notice boards for the common benefit of theEstate as the Landlord may from time to time deem reasonable;

2.1.10 maintaining landscaped features and other decorative items, including the provision andmaintenance of any play areas, water features, seasonal and feature decorations, plants,trees, grassed areas and flowers in the Estate Common Parts as often as the Landlordfrom time to time deems reasonable;



2.1.13 providing premises in connection with the management, security and maibtenance of theEstate including workshop and office and living accommodation for staff employed forpurposes connected with the Estate including outgoings relating to such accommodationand the cost of off ice and cleaning equipment, furniture, telephone, communications ITequipment and services and other such costs;

2.1.14 providing, maintaining, repairing and renewing and insuring machinery, equipment andvehicles and other items used in connection with the provision of the Services set out inthis paragraph 2 in respect of the Estate Common Par ts and the c os ts o f leasing anysuch machinery, equipment, vehicles and other i tems and placing and runningmaintenance contracts forthe Estate;

2.1.15 carrying out inspections monitoring works and any other activity necessary for the safetymaintenance and protection of the transport assets and infrastructure which are within orbeneath the Estate;

2.1.16 complianàe with or contributions towards any travel plan as required by any planningconsent relating to the Estate;

2.1.17 doing or providing all other Services or things and the making of any other payment whichmay be reasonably necessary or incidental to the provision of the Services or for thereasonable care and maintenance of the Estate Common Parts cr which in the conclusiveopinion of the Landlord (acting reasonably) and in the interests of good estatemanagement are necessary or desirable for the good management and order of theEstategenerally.

2.2 The Building Services are:

2.2.1 repairing, maintaining, replacing renewing cleaning and decorating the Retained Partsand the Building CommonParts, including any Conducting Media, boilers, lifts and othermechanical and electrical plant and equipment which are used in common in the Building;

2.2.2 lighting the Retained Parts and the Building Common Parts during such hours as theLandlord from time to time deems reasonable;

2.2.3 inspecting, repairing, maintaining, replacing and renewing the structure of the Building(including all load-bearing parts of the Building, structural and external walls, columns,floors and ceilings, slabs, foundations and roofs);

2.2.4 effecting and maintaining third party, employees’ and public liability insurance and otherinsurances.which the Landlord may from timeto time deem reasonable in respect of theBuilding Common Parts in such sums as the Landlord from t ime to time reasonablydeems adequate or which the insurers require;



equipment, alarms, sprinklers, internal telephone and public address systems for thecommon benefit of the occupiers in the Building as the Landlord may from time to timedeem reasonable;

2.2.9 effecting and maintaining insurances of all boilers, mechanical and electrical plant and

equipment and other items which are used in common or form the main plant equipmentand systems in the Building against such sums as the Landlord deems reasonable fromtime to time;

2.2.10 a fair apportionment of the costs or overheads of providing such staff as may bereasonably .apd properly required :for. theflefficient.care, security, management andadministration of the Building and the carrying out of: all the other Services specified inthis paragraph 2 in relation to the Building and in r~sp?ct of.all staff thus employed, theprovision of all proper and reasonable rernunerationandthe payment of all NationalHealth and Insurance contributions and other payments required by law to be made byemployers under any statute or other authority, pension~or other payments (whether ornot ex gra tia ) and the provision of such uniforms 5nd other necessary clothing andmaterials as are required by such staff for the proper perfärmance of their duties;

2:2.11 a fair apportionment of the costs of providing.or sharing premises in connection with themanagement, security and maintenance of the Building Common Parts , includingworkshop and office and living accommodation for staff employed ftr purposesconnected with the Building includingthe cost of office?nd cleaning equipment, furnitureand other like costs;

2.2.12 providing, maintaining, repairing and renewing machinery and equipment used inconnection with the provision of theServices set out in this paragraph 23 in relation to theBuilding and the costs of leasing any suph machinery and equipment and placing andrunning maintenance contracts for the Building;

2.2.13 the provision of general security services, equipment and personnel for the purposes ofsurveillance and security of the Building;

2.2.14 doing or providing all other Services or things and the making ofanyother payment whichmay be reasonably necessary or incidental to the provision of the Services or for thereasonable care and maintenance of the Buildingor which in the conclusive opinion ofthe Landlord are necessary or desirable for the good management and order of theBuilding.

PROVIDED THAT:-

2.3 to the extent that the Landlord (or the Tenant) is able in a reasonable an d cost effecti”e manner torecover the cost of any service charge item by enforcing its contractual rights against anycontractor, supplier, provider of professional services, or insurer or under any guarantee theLandlord (and the Tenant) shall to the extent commercially prudent to do so exercise all such rights



3.2 employing a Managing Agent:-

3.2.1 to manage the Building and the Estate Common Parts and to ensure that the Servicesare duly and properly provided; and

3.2.2 as agent s of the Landlord to collect and when necessary to take a ll lawful steps toenforce the payment of all rents Service Charges and other monies from time to timereserved by the Landlord out of the various lettings from time to time comprised in theEstate;

àrif (at he discretion of the Landlord) the Landlord or a person connected with or employed by theLandlord manages the Estate or the Building as aforesaid itself, a charge equivalent to that whichan independent agent would reasonably and properly charge will be allowed to the Landlordprovided tha t the Landlord must (if requested) provide to the Tenant quotes from at least 2independent managing agents to verify such amount;

3.3 the making ~nd publishing of any regulations for or in connection with the proper use of theCommon Parts the Buildingand the Estate and enforcement of such regulations;

3.4 cdnsidening and settling any disputes, doubts, differences, questions or complaints that may arisebetween the tenants or occupiers of the Estate or the Building;

3.6 borrowing at a reasonable market rate from a reputable lender any necessary sums for or inconnection with the provision of the Services set out in paragraphs 2 and 3 of this Scheduleincluding the interest, commission, banking or other charges in connection with them;

3.6 taking all steps deemed desirable or expedient by the Landlord to comply with, makerepresentations against or otherwise contest any Act of Parliament or any regulation or not ice ororder or any other requirement of any competent authority which may at any time during the Termaffect or threaten to affect the Estate and/or the Buidlingor the beneficial use of them;

3.7 the proper costs where these cannot be recovered from another party of enforcing any claim ormaking or defending •any proceedings that the Landlord in its absolute discretion (actingreasonably) lakes or defends in relation to the Buidling or the Estate including (for example)against contractors consultants architeOts consulting engineers surveyors or other employed oren~aged in connection with the Services and/or to establish preserve or defend any righ tsamenities or facilities used or enjoyed by tenants or occupiers of the Building or the Estate or towhich they may be entitled and abating any nuisance affecting the Building or the Estate, except tothe extent that abating the nuisance is the liability ofany tenant of the Estate provided that theLandlord shall at all times seek to mitigate such costs incurred and shallalso not seek to enforceany claim or make or defend any proceedings where instructed solicitors are of the opinion that thechances of success are less then 50

3.8 such sums as the Landlord or the Managing Agent may from timeto time reasonably require to beset aside in a reserve fund as a reserve to meet such future costs as the Landlord reasonably



4. ASCERTAINMENT AND PAYMENT

4.1 Payment

4.1.1 In respect of the Accounting Period which is current at the date of this Lease the Tenantmust pay on the date of this Lease the Initial Service Charge which is on account of theService Charge for the period from the first day of the Contractual Term until the end ofthe current Accounting Period.

4.1.2 In respect of each subsequent Accounting Period. during the Term the Tenant must pay.on account of the Service Charge for.that Accounting Period such sum as the Landlord orthe Managing Agent in writing specifies to be fair and reasonable such sum to .be paid bytwo equal instalments in advance on the June and December Quarter Days during thatAccounting Period or. within 14 days after demand where the Landlord does not notify theTenant of the estimated amount prior to the relevant date.

4.2 Written Account

The Landlord must keep proper books of account in respect of the Landlord’s Costs and as soon as

reasonably practicable after the, end of eaph Accounting Period (but no later than 30 September ineach year) prepare and submit .to the Tenant a written account showing:-

4.2.1 the amount of the Landlords Costs during the immediately preceding Accounting Periodorin respect of a previous Accounting Period (which has been appropriately audited orcertified) but which has not been taken into account in the statement for the previousAccounting Period; and

4.2.2 containing a fair summary of the items referred to in the account, and details of anyreserve fund; and

4.2.3 a statement specifying the Service Charge for that Accounting Period

4.3 Surplace or DeficiencyIf on preparation of the aocount in respect of any Accounting Period the sums paid on account ofthe Service Charge by the Tenant for that Accounting Period under the provisions of paragraph 4.1are greater or less than the Service Charge in respect of that Accounting Period then:-

4.3.1 if the sums actually paid by the Tenant on account of the Service Charge for thatAccounting Period exceed such Service Charge then the amount of the surplace is to bededucted from the sums p~yable by the Tenant on account of the Service Charge for thethen current Accounting Period (or if the Term has come to an end the Landlord mustwithin 10 days of ascertainment pay the amount of the excess to the Tenant);

4.3.2 if the sums actually paid by the Tenant on account of the Service Charge for thatAccounting Period are less than such Service Charge the amount of such deficiency must



4.5 Statement and Account Conclusive

Any account or statement submitted to the Tenant under the provisions of this Schedule if signedby or onbehalf of the Landlord is conclusive evidence for the purposes of this Lease of the mailersof féct covered by such account or statement (save in the case of manifest error) provided that the

Landlord willas soon as reasonably practicable after the end of each Accounting Period, provide totheTenarit a full copy of the books of account in respect of the Landlord’s Costs and the vouchersand receipts for items included in them.

4.6 Oñiissions from Statement and Account

Any omission of or inaccuracy in any expenditure incurred or deemed incurred in a written accountof the Landlord’s Costs for the preceding Accounting Period is not to preclude the inclusion ordorrection ofthat expenditure in any subsequent written account.

5. MANAGEMENTCOMPANY

If the Landlord transfers or assigns this Lease or grants a lease for a term greater than 21 years tothe Managing Agent in respect of the Estate Common Parts or the BuildingCommon Parts then theLandlord shall ensure that there is a requirement on the Managing Agent to enter into a direct deedof àovenant with the Tenant to provide the Services in accordance with the terms of this Lease andthe Tenant agrees to enter into such deed of covenant to covenant to pay the Service Chargedirectly to such Managing Agent o r as the Managing Agent may otherwise direct.

6. SERVICE CHARGE DISPUTES

6.1 If any one or a group of the Tenant’s undertenants or other occupiers (together Occupier(s))deriving an interest in the Premises out of the Tenants interest under this Lease and who have aliability to contribute payments to the Tenant towards the Service Charge raise concerns ordisputes in respect of the Service Charge or the provis ions of the Services then the Tenant willdetermine whether it is a dispute or concern that should be referred to the Landlord a ReferralDispute) or whether it is a concern or dispute that the Tenant itself should settle or is capable ofsettling a Non- referral Dispute).

6.2 In respect of a Referral Dispute the Tenant shall co-ordinate details of the dispute and provide theLandlord with full details of the dispute and the Landlord shall promptly (and in any eventwhereverpossible within 10 working days) provide a response to the Tenant in respect of the dispute either:

6.2.1 setting out its reasons as to why the Landlord considers that the Referral Dispute is not adispute in respect of a matter for which the Landlord is it responsible hereunder, or

6.2.2 setting out the Landlord’s response to the issues in dispute and its proposals for resolvingthe matter.

6.3 If the Tenant disagrees with the Landlord’s response in either 6 .2 .1 o r6.2.2 then it shall inform the



7. CALCULATIONOF THE SERVICE CHARGECAP

I

7.1 If the reference base used to compile the Index changes after the date of this Lease , the figuretaken to be shown in the Index after the change is to be the figure that would have been shown inthe Index if the reference base current at the date of this Lease had been retained.

7.2 If it becomes impossible to calculate the Service Charge Cap for any Accounting Period byreference to the Index because of any change in the methods used to compile or questioh arise the- Index after the date of this Lease or for any other reason, or if any dispute or question arises

between the parties in connection therewith, then .the Service Charge Cap is to be determined byan arbitrator appointed in accordance with Clause 6.8.

SCHEDULE4~

ESTATE REGULATIONS

1. Not to use or permit or suffer to be used any car parking space on the Estate otherwise than for theparking of a taxed and roadworthy private motor car or motor cycle no r for any purpose which maycause a nuisance to the owners lessees or occupiers of other parts of the Estate.



6. Not to play or use or permit, the playing or use of any musical instrument television radioloudspeaker or mechanical or other noise making instrument of any k ind nor to practise or permitthe practising of any singing in the Premises or any form of shouting or othersuch nuisance at anytime or times of the day or n ight so as to cause any nuisance, disturbance or annoyance to any ofthe other owners tenants or occupiers of the Estate or any neighbouring land or which could annoy:

disturb or distress anyone. .

7. Not to commit or allow other occupiers of the Premises or invitees to the Premises to commit ~nyacts of harassment or any acts likely to cause harassment whether on the grounds of race, colourreligion sex sexual orientation age, disability ill health or otherwise which may interfere with thepéàce and comfort of, or cause Offence to, any other owner, tenant, occupier or visitors..of theEstate (acts of harassment include, but are not limited to, any injurious words ordeeds and acts orthreats of violence including domestic violence or other form of antisocial behaviour).

8. At all times when not in use to procure that the entrance door to the Premises is kept shut and notto make noise or permit or suffer others to make noise so as to cause any nuisance or annoyancetà :any of the other owners tenants or occupiers of the E~tate and in particular to ensUfre:that themain entrance door to the Premises is closed as quietly as possible and not to cause or permit or

stiffer others to cause disturbance or annoyance to the tenants or occupiers of the other parts ofthe Building. .

9. Not to do or permit to be done an~thing which may cause obstruction or interference in any bf the•pipes or drains or other service media.

10 . Not to do or permit to be done anything which may cause an obstruction or interference in theEstate an d the Common Parts and to keep the same free of obstruction at all times.

11 . Not to keep nor allow to be kept any bird reptile dog cat or any other animal in the Premises withoutthe Landlord’s Permission. Permission may be withdrawn if the Landlord believesthe animal maybe causing a nuisance, disturbance or annoyance to owners, lessees or other occupiers of theEstate. Not to allow any bird retile dog ca t or any other anim al b ought onto or into the EstateCommon Parts or the Building CommonParts to foul such areas.

12 . Not to erect any external wireless or citizen band or television serial or TV satellite receivingdish.

13 . Not to u se or permit to be used such part o r parts o f the Estate as are from time to time laid out asgardens other than for formal recreational purposes only.

14 . Not to use or permit to be used any part of the Estate for the playing of games of any description orany other sport or pastime nor shall any bicycles, skates, skateboards or any other equipment bepermitted to be used or ridden atany time anywhere on the Estate or the surrounding areas savefor in designated areas.

15 , Not to loiter or play in any part of the Estate nor to permit any person to loiter or play in any part o fthe Estate.



20. Net to interfere or damage or remove nor permit or suffer to be interfered with, damaged orremoved any street furniture or fittings or fitments ancillarythereto which may be placed on inorattached to the Estate.

21. Not to place fix nor permit or suffer td be placed or fixed outside the windows of the Premises ahy~sun blinds window boxes flower pots or other articles.nor to throw anything from the windows ofthePremises provided that such items may be places on any balconies or terraces.

22. Not to affix or exhibit or permit or suffer to be affixed, placed or exhibited to or upon the exterior ofany part of the Property or to or through any windows any sign, placard, poster, signboard,advertisement or other notice of any description.

23. Not to consume nor permit beverages or food to be consumed in the Common Parts.

24. Not to smoke nor permit other persons to smoke in the Common Parts. -

25. Not to do anything which may prejudice the safety or security of the Estate or any neighbouringland or any owners or occupiers of the Estate or any neighbouring land. -

26.- Not to leave or deposit or allow to be left or deposited in the Common Parts any article or thing ofany kind which is unsightly or of unseemly appearance or dangerous to any person



EXECUTED (but not delivereduntil the date hereof)ASADEEDby [CAPCO]

acting bya

director an d its secretarytwo directors

Director

Director/Secretary

EXECUTED (butnot delivereduntil the date hereof)ASADEEDby THE MAYORANDBURGESSESOF.TI-IE 3LONDON BOROUGH OF HAMMERSMITHAND FULHAMacting by its duly authorised signatory

Director

Director/Secretary



Date post:	03-Jun-2018
Category:	Documents
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