LEASE
DATED 20[ ]
TINGDENE MARINAS LIMITED and [ ] LEASE - ofPlot [ ] Racecourse Marina Windsor SL4 5HT
1st Floor
Witan Gate House 500-600 Witan Gate West
Milton Keynes
Buckinghamshire MK9 1SH Ref: LBW.M-00730982
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LR1. Date of lease 20[ ]
LR2.1 Landlord's title number(s) Title number(s) out of which this lease is granted.
LR2. Title number(s)
BK430824
LR2.2 Other title numbers Existing title number(s) against which entries of matters referred to in LR9, LR10, LR11 and LR13 are to be made.
BK430835
LANDLORD
LR3. Parties to this lease
TINGDENE MARINAS LIMITED a company incorporated in England and Wales (Company Number 5426942) whose registered office is at Bradfield Road Finedon Road Industrial Estate Wellingborough Northamptonshire NN8 4HB TENANT
[ ] [of] [ ]] [a company incorporated in England and Wales [(Company Number [ ])] whose registered office is at [ ]]
In the case of a conflict between this clause and the remainder of this lease then, for the purposes of registration, this clause shall prevail.
All that plot numbered [ ] situated on the Marina Lodge Development which is shown edged red on Plan 1, including:
LR4.
Property
LR5. Prescribed statements etc.
a) all additions alterations and improvements to the Property made during the Term but not tenant’s fixtures; b) all Landlord’s fixtures; c) all Conduits now or at any time during the Term within and exclusively serving the Property; d) the Decking Area; and e) any Open Land.
LR5.1 Statements prescribed under rules 179 (dispositions in favour of a charity), 180 (dispositions by a charity) or 196 (leases under the Leasehold Reform, Housing and Urban Development Act 1993) of the Land Registration Rules 2003.
None
LR5.2 This lease is made under, or by reference to, provisions of:
None
LR6. Term for which the Property is leased
The term as specified in this lease at clause 1.1.
LR7. Premium [ ] Pounds (£[ ])
LR8. Prohibitions or restrictions on disposing of this lease
This Lease contains a provision that prohibits or restricts dispositions.
LR9.1 Tenant’s contractual rights to renew this lease, to acquire the reversion or another lease of the Property, or to acquire an interest in other land
LR9. Rights of acquisition etc.
None
LR9.2 Tenant’s covenant to (or offer to) surrender this lease
None
LR9.3 Landlord’s contractual rights to acquire this lease None
LR10. Restrictive covenants given in this lease by the Landlord in respect of land other than the Property
None
LR11. Easements
LR11.1 Easements granted by this lease for the benefit of the Property
The easements as specified in this lease at Schedule 1 LR11.2 Easements granted or reserved by this lease over the Property for the benefit of other property
The easements as specified in this lease at Schedule 2
LR12. Estate rentcharge burdening the Property None
LR13. Application for standard form of restriction None
[None] [OR]
[The Tenant is more than one person. They are to hold the Property on trust for themselves as joint tenants.]
[OR]
[The Tenant is more than one person. They are to hold the Property on trust for themselves as tenants in common in equal shares.]
[OR]
[The Tenant is more than one person. They are to hold the Property on trust [complete as necessary].]
1 DEFINITIONS
1.1 In this Lease unless the context otherwise requires the following definitions shall apply:
“Acceptable Licensee” means a tenant who does not fall in any one or more of the following categories: students, tenants who are claiming housing benefit, rent rebate or rent allowance, asylum seekers, persons who have or may acquire diplomatic immunity, social landlords (such as housing associations), Rent Act protected tenants, or agents of any of the these;
“Access Road” means the road shown coloured brown on plan 2 to the Transfer of the land registered at HM Land Registry under Title Number BK430824 dated 10 December 2008 and made between (1) The Windsor Racecourse Company Limited and Windsor Concessions Limited and (2) Tingdene Developments Limited;
“Common Parts” means all walls fences roads accessways paths supporting structures sewers drains pipes conduits wires cables greens gardens trees and entrances and other parts of the Marina the use and enjoyment of which is common to some or all of the tenants and occupiers of the Marina Lodge Development and all equipment aerials and apparatus affixed thereon and/or therein;
"Conduits" means all sewers drains pipes gullies gutters ducts mains watercourses channels subways wires cables conduits flues valves and other conducting media of whatsoever nature;
“Decking Area” that part of the Property shown coloured blue on Plan 1;
“Development” has the meaning given by Planning Law;
"Enactment" means everyAct of Parliament directive and regulation and all subordinate legislation which at anyrelevant time during the Term has legal effect in England and Wales;
"Flood Management Plan" means the plan, from time to time made by the Landlord to reduce the risk to life, mitigate damage and enable a safe and well organised evacuation of occupants of the Marina during a flood event;
"Initial Rent" means TWO THOUSAND SEVEN HUNDRED AND FIFTY POUNDS (£2,750.00) per annum exclusive of VAT (if any);
"Insured Risks" means loss, damage or destruction, whether total or partial caused by fire storm tempest flood earthquake lightning explosion impact aircraft (other than hostile aircraft) and other aerial devices and articles dropped therefrom riot civil commotion and malicious damage bursting or overflowing of water tanks apparatus or pipes and such other risks as the Tenant and/or the Landlord may from time to time determine;
"Interest Rate" means the yearlyrate of interest calculated on a daily basis of three per cent (3%) above the base rate of The Royal Bank of Scotland PLC or such other London clearing bank nominated by the Landlord from time to time;
"Lease" means this lease and any document supplemental thereto or which is entered into pursuant to or in accordance with the terms of this Lease;
“Lodge” means a single storey lodge or similar structure designed for Permitted Use;
"Maintenance Charge" shall have the meaning ascribed to it in Part 1 of Schedule 4;
"Marina" means the land (of which the Marina Lodge Development forms part) and all buildings and other structures of whatever nature from time to time erected thereon or on some part or parts thereof and the appurtenances thereof which land is more commonly known as Racecourse Marina, Windsor SL4 5HT registered at HM Land Registry under title numbers BK430824 and BK430835
PROVIDED ALWAYS THAT if the Landlord from time to time so reasonably requires the said expression shall mean such land including the Property as the relevant requirement may specify together with all structures of whatsoever nature from time to time;
“Marina Lodge Development” means the lodge development (of which the Property forms part) on that part of the Marina shown edged red on Plan 2 PROVIDED ALWAYS THAT if the Landlord from time to time so reasonably requires the said expression shall mean such land including the Property as the relevant requirement may specify together with all structures of whatsoever nature from time to time;
“Open Land” means any land within the boundaries of the Property on which at any time there is no building, decking or other structure erected thereon;
“Park Rules” means the rules and regulations relating to the use and occupation of the Marina Lodge Development from time to time made by the Landlord;
"Payment Date" means 31st January in every year;
"Permitted Use" means use as holiday accommodation or such other use as may be approved by the Landlord;
"Planning Law" means every Enactment and to the extent they relate to the Marina and/or the Property every planning permission, statutory consent and agreement made pursuant to any Enactment relating to the use development and occupation of land and buildings;
"Plan 1" means the plan annexed to this Lease marked ‘Plan 1’;
"Plan 2" means the plan annexed to this Lease marked ‘Plan 2’;
"Property" means the property described in clause LR4;
"Public Authority" means any government department public local regulatory fire and other authorityany institution have functions which extend to the Property or their use or occupation any court of law any company or authority responsible for the supply of utilities and any of their duly authorised officers;
"Review Dates" means each of: (a) 1st January in every year of the Term; (b) any date so stipulated by virtue of paragraph 6 of Schedule 3, and “Relevant Review Date” shall be construed accordingly;
"Term" means a term of 125 years from and including the Term Commencement Date;
"Term Commencement Date" means 1st January 2019;
"VAT" means value added tax as referred to in the Value Added Tax Act 1994 (or any tax of a similar nature which may be substituted for or levied in addition to it).
2 INTERPRETATION
2.1 Where a party is more than one person, their obligations are joint and several.
2.2 An obligation by the Tenant not to do (or omit) any act or thing also operates as an obligation not to permit or suffer it to be done (or omitted) and to prevent (or as the case may be) to require it being done.
2.3 References to:
2.3.1 any clause or schedule are references to the relevant clause or schedule of this Lease and any reference to a sub-clause or paragraph is a reference to that sub-clause or paragraph of the clause or schedule in which the reference appears and headings shall not affect the construction of this Lease;
2.3.2 any right of or obligation to permit the Landlord to enter the Property shall also be construed, subject as provided in clause 4.8, as entitling the Landlord to remain on the Property with or without equipment and permitting such right to be exercised by all persons authorised by the Landlord;
2.3.3 any consent of the Landlord, or words to similar effect including references to approvals, mean a written consent signed by or on behalf of the Landlord and given before the act requiring consent and any such reference which states that the consent will not be unreasonably withheld also means that it will not be unreasonably delayed;
2.3.4 the Property extend, where the context permits, to any part of the Property;
2.3.5 a specific Enactment include every modification, consolidation and re-enactment and extension of it for the time being in force;
2.3.6 the last year of the Term mean the actual last year however it determines and references to the expiry of the Term mean its end however it determines;
2.3.7 rents or other sums being due from the Tenant to the Landlord means that they are exclusive of VAT;
2.3.8 the Tenant's obligations mean the Tenant's obligations under this Lease and under every agreement which is supplemental or collateral to this Lease.
3 DEMISE AND RENTS
In consideration of the sum of [
] POUNDS (£[ ]) receipt of which the Landlord hereby acknowledges and of the rents and covenants on the part of the Tenant hereinafter reserved and contained the Landlord hereby DEMISES to the Tenant the Property TOGETHER WITH the rights and easements specified in Schedule 1 EXCEPT and RESERVED to the Landlord and other persons authorised by it at any time during the Term or otherwise entitled to exercise them the rights and easements specified in the Schedule 2 SUBJECT TO all rights easements covenants restrictions stipulations and other matters affecting the Property TO HOLD the Property to the Tenant for the Term the Tenant paying to the Landlord:
3.1 yearly and proportionately for any fraction of a year the Initial Rent plus VAT thereon (if any) and from and including each Review Date such yearly rent as shall become payable under and in accordance with the provisions of the Schedule 3 in each case to be paid annually in advance on the Payment Date in every year the first payment being a proportionate sum in respect of the period from and including the date hereof to the day before the next following Payment Date to be made on the date hereof;
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3.2 as additional rent payable yearly and proportionately for any fraction of a year the Maintenance Charge in accordance with Schedule 4.
4 TENANT'S COVENANTS
The Tenant hereby covenants with the Landlord:
4.1 Rents
To pay the rents reserved by this Lease at the times and in the manner set out in clause 3 without deduction or set-off or counterclaim and (unless the Landlord agrees otherwise) to pay the rents by direct debit.
4.2 Outgoings
To pay and discharge all existing and future rates taxes duties charges assessments impositions and outgoings whatsoever which now are or may at any time during the Term be charged levied rated assessed or imposed upon the Property (including any assessed or imposed on any Lodge from time to time erected on the Property) or upon the owner or occupier of it excluding any tax payable by the Landlord as a result of any dealing with the reversion of this Lease or of the Landlord's receipt of income.
4.3 VAT
4.3.1 The Tenant shall pay any VAT chargeable in relation to any rent or other sum payable at the same time as payment of that rent or other sum is made to the Landlord and in the same manner, if specified.
4.3.2 Where the Tenant is required to pay the Landlord for the cost of any supply made to the Landlord, the Tenant shall also pay the Landlord the amount of any VAT in relation to that supply to the extent that the Landlord is unable to recover it.
4.3.3 Where a taxable supply for VAT purposes is made by the Landlord under this Lease it shall issue a valid VAT invoice to the Tenant in respect of that supply.
4.4 Insurance
4.4.1 To insure and keep insured with a reputable insurance office:
a) the Property (including any Lodge from time to time erected on the Property) in its full reinstatement cost (plus any VAT thereon) against the Insured Risks including but not limited to architects’ surveyors’ and other professional fees (plus any VAT thereon) and expenses incidental thereto, together with the cost of shoring up demolition and site clearance and similar expenses (plus any VAT thereon);
b) property owner’s liability and such other insurances as the Landlord may from time to time deem necessary.
4.4.2 To produce to the Landlord on demand (but not more than twice in any calendar year) a copy of the insurance policy in evidence of payment of the last premium.
4.5 Interest on arrears
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If the Tenant shall fail to pay the rents or any other sums due under this Lease within seven days of the due payment date to pay to the Landlord by way of additional rent within 7 days of written demand Interest on the rents or other sums from the date when they were due to the date on which they are paid in cleared funds.
4.6 Repairs
4.6.1 At all times to keep the Property (including any Lodge from time to time erected on the Property and any decking on the Decking Area) in good repair and condition and in a state of repair and condition required by any Enactment.
4.6.2 To keep the Decking Area and any Open Land clean and tidy and adequately surfaced, in good condition and free from weeds and to keep all landscaped or grassed areas with the boundaries of the Property properly maintained and cultivated.
4.7 Decoration and General Condition
To keep the Lodge from time to time erected on the Property clean and tidy and as often as reasonably necessary throughout the Term (howsoever determined) to decorate and/or treat the exterior of the Lodge with appropriate materials in a good and workmanlike manner and to the reasonable satisfaction of the Landlord.
4.8 Rights of entry by Landlord
To permit the Landlord at all reasonable times upon reasonable prior notice (except in cases of emergency when no notice shall be required) to enter and remain upon the Property:
4.8.1 to view and examine the state and condition of the Property;
4.8.2 to investigate whether the Tenant has complied with its obligations;
4.8.3 during the last six months of the Term to fix and retain on the Property, without interference but in a position which does not materially affect its amenity, a notice for its disposal and to allow the Landlord to show the Property to prospective purchasers and their agents; and
4.8.4 to exercise any of the rights granted to the Landlord under this Lease or excepted and reserved by this Lease,
PROVIDED THAT the Landlord shall cause as little interference as reasonably possible to the Tenant's use of the Property and, if the Landlord exercises any of the rights to carry out work on the Property it shall as soon as reasonably possible make good any damage caused to the Property and to any of the Tenant's chattels to the Tenant’s reasonable satisfaction.
4.9
Remedying breaches
4.9.1 To comply with any written notice requiring the Tenant to remedy any breach of its obligations.
4.9.2 If the Tenant does not comply with any such notice within a reasonable time having regard to the nature of the breach to permit the Landlord to enter the Propertyto remedy the breach as the Tenant's agent.
4.9.3 To pay the Landlord on demand all costs and expenses properly incurred by the Landlord in exercising its rights under this clause 4.9
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4.10 Obstruction/Overloading
Not to obstruct:
4.10.1 or damage any part of the Marina;
4.10.2 or discharge any deleterious matter into any Conduit and to the extent they lie within the Property to keep them clear and functioning properly, nor to overload or cause any undue strain to the Property or the Conduits serving the Property.
4.11 Refuse
Not to deposit or allow, permit or suffer to be deposited any refuse on any part of the Marina or outside any Lodge from time to time erected on the Property except in suitable receptacles and to dispose of all rubbish from the Property in accordance with the Landlord’s regulations.
4.12 Parking
In relation to the use of the car parking spaces allocated to the Tenant pursuant to paragraph 5 of Schedule 1 or any designated parking areas on the Marina:
4.12.1 to use each space only for the parking of one private motor vehicle but not a heavy goods vehicle;
4.12.2 not to carry out any works to any vehicle (except minor repairs in cases of emergency);
4.12.3 not to store any petrol or oil in any vehicle (other than in its petrol or oil tank) or on the parking spaces;
4.12.4 to ensure that any private motor vehicle brought onto the Marina is fully taxed, insured and in a roadworthy condition;
4.12.5 to ensure that all drivers of private motor vehicles brought onto the Marina are fully licensed.
4.13 Pets
4.13.1 Not to keep any animals on the Property except those normally kept as domestic pets.
4.13.2 To ensure that any dog belonging to the Tenant is kept on a lead at all times whilst outside the Property and to forthwith pick up all excrement and dispose of it in suitable receptacles.
4.13.3 Any pets causing a nuisance or annoyance to the Landlord or other occupiers of the Marina shall be removed forthwith if demanded by the Landlord.
4.14 User
Not to use the Property:
4.14.1 for any purpose which causes a nuisance disturbance or obstruction to any person or property;
4.14.2 for any public auction or public meeting or for any noxious noisy or immoral activity and not to transact any business on the Property;
4.14.3 (without prejudice to proceeding paragraphs of this clause 4.14) except for the Permitted Use and PROVIDED ALWAYS THAT:
a) the number of persons permitted to occupy the Property at any one time shall not exceed the number of persons the Lodge on the Property is designed to accommodate; and
b) the Decking Area shall not be used for any purpose whatsoever other than as a decking area ancillary to the use of the Property for the Permitted Use;
4.14.4 for any purpose whatsoever other than in compliance with the Park Rules and any Enactments.
4.15 Alterations
4.15.1 Not to: a) commit any waste and, save as permitted by clause 4.15.2, not to carry out any Development; b) erect any fence, wall, hedge or other boundary structure on the Property.
4.15.2 Not to make any alterations or additions to the Property provided that the Tenant may with the prior consent of the Landlord:
a) erect a Lodge of a size, design and colour first approved by the Landlord; and b) erect, on the Decking Area, decking of a size, design and colour first approved by the Landlord.
4.15.3 Not to make any external or structural alterations or additions to any Lodge from time to time erected on the Property or any decking erected on the Decking Area without the prior consent of the Landlord.
4.15.4 The Landlord may as a condition of giving any such consent require the Tenant to enter into such covenants as the Landlord shall require regarding the execution of any such works and the reinstatement of the Property at the end or sooner determination of the Term.
4.15.5 At the expiry of the Term (if and to the extent reasonably required by the Landlord) to remove all alterations and additions made to the Property including anything which may have been installed under clause 4.16 at any time by the Tenant or any person deriving title from it and to restore and make good the Property in a good and workmanlike manner to the condition and design which existed before the relevant work was carried out and to the Landlord's reasonable satisfaction.
4.16 Signs and Aerials
Not to erect or display any part of the Property nor on the exterior of any Lodge from time to time erected on the Property any advertisement sign post or placard PROVIDED ALWAYS THAT the Tenant shall be permitted to erect a television aerial or satellite dish on the exterior
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of the any Lodge from time to time erected on the Property such aerial or dish to be first approved in writing by the Landlord such approval not to be unreasonably withheld.
4.17 Alienation
4.17.1 Not to transfer underlet mortgage charge hold on trust for another or otherwise part with possession or share occupation of part only of the Property or agree to do so.
4.17.2 Not to transfer underlet hold on trust for another or otherwise part with possession or share occupation of the whole of the Property or agree to do so except that the Tenant may transfer or share occupation of the whole of the Property if before the transfer or licence is completed the Tenant complies with the conditions described in clause 4.17.3 or 4.17.4 or 4.17.5 as appropriate
Transfer
4.17.3 Not to transfer the whole of the Property without the prior written consent of the Landlord (such consent not to be unreasonably withheld) PROVIDED THAT the Landlord shall be entitled to withhold its consent if any of the following circumstances exist:
a) that any sums due from the Tenant to the Landlord under this Lease remain unpaid at the date of application for consent to the proposed transfer;
b) that in the Landlord’s reasonable opinion the Tenant is in material breach of the Tenant’s covenants in this Lease.
4.17.4 It is agreed that for the purpose of Section 19 (1A) of the Landlord and Tenant Act 1927 the Landlord shall be entitled to require all or any of the following as a condition of granting its consent:
a) that prior to any transfer the Tenant shall procure that the proposed transferee enters into a deed of covenant with the Landlord to (inter alia) pay the rents reserved by and to perform and observe the covenants on the part of the Tenant and the conditions and provisions contained in this Lease in a form acceptable to the Landlord (acting reasonably) and prepared at the expense of the Tenant;
b) that the Tenant shall pay to the Landlord on or prior to completion of the transfer 4% of the amount or value of the consideration for the transfer of this Lease including any consideration for the Tenant’s chattels plus VAT (if any);
c) that prior to any transfer the Tenant shall give full particulars of the proposed transferee who shall first be approved by the Landlord in writing.
Licences
4.17.5 Not to share occupation of the whole of the Property except:
a) by licence permitting holiday occupation of the Property;
b) to an Acceptable Licensee who has covenanted with the Landlord to observe the Tenant's obligations in this Lease (other than the payment of rents);
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c) with the Landlord's consent, issued within one month before completion of the licence, which consent (subject to compliance with the foregoing conditions precedent and the Tenant first complying with all planning, legislation and licensing requirements) will not be unreasonably withheld.
Registration of dispositions
4.17.6 Within twenty-eight (28) days of everytransfer assent licence mortgage charge or other disposition whether mediate or immediate of or relating to the Property or any part thereof to produce to and leave with the Landlord or its solicitors a certified copy of the deed instrument or other document evidencing or effecting such disposition and on each occasion to pay to the Landlord or its solicitors a reasonable registration fee being not less than Seventy Five Pounds (£75.00) (together with VAT thereon).
4.18 Payment of cost of
To pay the Landlord on demand all reasonable and proper expenses (including baliffs’ and consultants’ fees) incurred in connection with:
4.18.1 the preparation and service of a notice under Section 146 of the Law of Property Act 1925 or in contemplation of any proceedings under Section 146 or 147 of that Act notwithstanding that forfeiture is avoided otherwise than by relief granted by the Court;
4.18.2 every step taken during or within a reasonable time after the expiry of the Term in connection with the enforcement of the Tenant’s obligations including the service or proposed service of all notices and schedules or dilapidations and reasonable consultants fees incurred in monitoring any action taken to remedy any breach of the Tenant’s obligations; and
4.18.3 every application for consent under this Lease even if the application is withdrawn or properly refused.
4.19 Compliance
4.19.1 To comply with all Enactments and with the requirements of every Public Authority affecting the Property, any Lodge from time to time erected on the Property and/or the Marina Lodge Development their use occupation and any work being carried out thereto (whether the requirements are imposed upon the owner lessee or occupier) and not to do or omit anything by which the Landlord may incur any liability under any Enactment or requirement of a Public Authority.
4.19.2 To comply with the Park Rules, the Flood Management Plan and any other rules and regulations relating to the use and occupation of the Marina Lodge Development from time to time made by the Landlord.
4.20 Official Communications
Within 7 days of receipt to supply the Landlord with a copy of any official communication received from or proposal made by any Public Authority or any other notices relating to the Property, any Lodge from time to time erected on the Property and/or the Marina Lodge Development and to complyfullywith its provisions at the Tenant’s cost except that (if requested by and at the cost of the Landlord) the Tenant shall make such representations as the Landlord may require against any communication or proposal so long as the representations do not conflict with the Tenant’s rights under this Lease.
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4.21 Fire precautions and equipment
To comply with the Fire Safety Order 2005 and the requirements and recommendations of the Landlord and/or the Fire Authority in relation to fire precautions affecting the Property including, but not limited to the installation of smoke detectors and fire extinguishers in any Lodge from time to time erected on the Property and to ensure that such smoke detectors and fire extinguishers are kept in good working order.
4.22 Dangerous and Contaminative Materials
Not to keep or use or permit or suffer to be kept or used in or about the Property and/or any Lodge from time to time erected on the Property anydangerous, contaminative or other material (including but not limited to LPG but excluding bottled LPG kept for use with BBQ’s provided it is kept in accordance with the Park Rules and all Enactments relating to the storage of LPG) which might cause harm to any person or land and, if there is any breach of that obligation to remove all trace of the material from the affected land and to leave it in a clean and safe condition.
4.23 Yield Up
At the expiry of the Term to remove all chattels and, to the extent the Landlord may reasonably require, tenant’s fixtures (including, but not limited to, any Lodge and decking from time to time erected on the Property) and to vacate the Property reinstated and restored and made good in accordance with clause 4.15.5 and in a state of repair and condition required pursuant to the Tenant’s obligations.
4.24 Defective Property
As soon as reasonably possible on becoming aware of the same to give notice to the Landlord of any defect in the Property which might give rise to an obligation on the Landlord to do or refrain from doing any act or thing in order to comply with the provisions of this Lease or the duty of care imposed on the Landlord pursuant to the Defective Premises Act 1972 or otherwise.
4.25
Encroachments and easements
Not to permit any new Conduit or other encroachment or easement to be made or acquired into upon or over the Property or any part thereof and in case any person shall attempt to make or acquire any encroachment or easement whatsoever to give written notice thereof to the Landlord immediately the same shall come to the notice of the Tenant and at the request of the Landlord but at the cost of the Tenant to adopt such means as may be reasonably required by the Landlord for preventing any such encroachment or the acquisition of any such easement
4.26 Indemnity
To keep the Landlord fully indemnified from and against all actions proceedings claims demands losses costs expenses damages and liability arising in any way directly or indirectly out of any breach of the Tenant's covenants contained in this Lease
4.27
Maintenance Charge
To observe and perform the obligations set out in Part 1 of Schedule 4.
4.28
Change of Address
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The Tenant shall forthwith notify the Landlord in writing of any change of address of its principal place of residence and upon request shall provide the Landlord with such information as the Landlord may deem appropriate for the maintenance of a register of tenants and occupiers of the Marina Lodge Development
5 LANDLORD'S COVENANTS
The Landlord hereby covenants with the Tenant:
5.1 Quiet Enjoyment
That if the Tenant pays the rents reserved by this Lease and performs and observes the covenants on the part of the Tenant herein contained the Tenant shall and may peaceably hold and enjoy the Property during the Term without any interruption by the Landlord or any person lawfully claiming through under or in trust for it.
5.2 Services
(Subject to payment by the Tenant of the Management Charge) to provide or procure the provision of the services set out in Part 2 of Schedule 4 to at least a reasonable and at a commensurate reasonable cost but:
5.2.1 the Landlord shall not be liable for any interruption in any of the services caused by prudent repair, replacement, renewal or maintenance of any installation or by any mechanical breakdown or any other cause beyond the Landlord’s control provided the Landlord takes all reasonable steps to remedythe interruption within a reasonable time; and
5.2.2 the Landlord may withhold extend or vary any of the matters previously performed as services if it reasonably considers it is in the interest of good estate management to do so.
5.3 Enforcement of Covenants
Upon written request by the Tenant to enforce the tenant covenants against other tenants of the Marina Lodge Development provided that:
5.3.1 the Tenant shall indemnify the Landlord in writing against all costs and expenses of such enforcement (including any solicitors, surveyors or other professional costs and expenses and any VAT on them, assessed on a full indemnity basis);
5.3.2 the Landlord shall not be required to take any action or incur anycosts under this clause until the Tenant has given to the Landlord such security as the Landlord shall in its reasonable discretion require;
5.3.3 the Tenant shall join in any action or proceedings if so requested by the Landlord.
6 PROVISOS
Provided always and it is hereby further agreed and declared as follows:
6.1 Provision for Re-entry
6.1.1 If and whenever during the Term:
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6.1.2
a) the rents reserved by this Lease or any part thereof shall be unpaid for twenty one (21) days after becoming payable (whether formally demanded or not); or
b) there is a material breach by the Tenant of any covenant or other term of this Lease; or
then and in either of such cases it shall be lawful for the Landlord (subject to clause 6.1.2) or any person duly authorised by it for that purpose at any time thereafter to reenter the Property or any part of it in the name of the whole and thereupon the Term shall absolutely cease and determine but without prejudice to any rights or remedies which may then have accrued to the Landlord against the Tenant in respect of any antecedent breach of any of the covenants contained in this Lease.
a) Before the Landlord may exercise the right of re-entry under clause 6.1.1 it shall give written notice of the particulars of the relevant breach to the Tenant and every person having an interest in the Property whose identity and the nature of whose interest shall have been notified to the Landlord before the occurrence of the relevant breach.
b) The Landlord shall not exercise the right of re-entry within the period of six months after the date of notification by the Landlord under clause 6.1.2a) or if there is more than one such notification of the same breach to more than one person after the date of the last notification.
c) The Landlord shall not exercise the right of re-entry if the relevant breach is remedied within the period of six months described in clause 6.1.2b) or if any person who is notified under clause 6.1.2a) undertakes a binding obligation to the Landlord within that period to remedy the breach within a period of six months after the date of the undertaking.
6.2 No implied easements
Nothing herein contained shall impliedly confer upon or grant to the Tenant any easement right or privilege other than those expressly granted by this Lease.
6.3 Representations
The Tenant acknowledges that this Lease has not been entered into in reliance wholly or partly on any statement or representation made by or on behalf of the Landlord except any such statement or representation that is expressly set out in this Lease.
6.4
Covenants relating to adjoining property
Nothing contained in or implied by this Lease shall give the Tenant the benefit of or the right to enforce or to prevent the release or modification of any covenant agreement or condition entered into by any tenant of the Landlord in respect of any property not comprised in this Lease.
6.5 Effect of waiver
Each of the Tenant's covenants shall remain in full force both at law and in equity notwithstanding that the Landlord shall have waived or released temporarily any such covenant
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or waived or released temporarily or permanently revocably or irrevocably a similar covenant or similar covenants affecting other property belonging to the Landlord.
6.6 Notices
In addition to any other method of service any notice which is served under this Lease shall be validly served if it is served in accordance with Section 196 of the Law of Property Act 1925 as amended by the Recorded Delivery Service Act 1962 or in the case of any notice to be served on the Tenant by sending it to the Tenant at the Property.
6.7 Disputes with adjoining occupiers
Any dispute arising between the Tenant and the tenants or occupiers of the Marina as to any easement quasi-easement right or privilege in connection with the Property or the Marina shall be fairly and reasonably determined by the Landlord whose decision shall be final and binding.
6.8 Effect of document
This Lease is intended to be and shall take effect as a deed and shall be governed by and construed in all respects in accordance with English Law.
6.9 Landlord’s Release
6.9.1 For the purposes of this clause 6.9:
“Landlord’s Obligations” means all obligations of the Landlord under any covenant or other term of this Lease or anydocument expressed to be supplementalto this Lease and all implied obligations of the Landlord under this Lease and any such documents;
“Breach” means any breach by the Landlord of the Landlord’s Obligations or any of them;
“Reversion” means the reversion immediately expectant on the determination of the Term.
6.9.2 No liability shall attach to the Landlord in respect of any Breach which occurs at any time after the Reversion has ceased to be vested in the Landlord.
6.10 Status of Lease
This Lease is a new tenancy for the purposes of the Landlord and Tenant (Covenants) Act 1995.
6.11 Severance
6.11.1 Any provision in this Lease which is void pursuant to Section 25 of the Landlord and Tenant Act (Covenants) Act 1995 shall be severed from all remaining provisions and such remaining provisions shall be preserved.
6.11.2 To the extent that any provisions in this Lease extends beyond the limitations set by the said Section 25 but if it did not so extend would remain unaffected by the said Section 25 the provisions shall be deemed to be varied so as not to extend beyond the said limitations.
6.12 Exclusion of Contracts (Rights of Third Parties) Act 1999
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The parties confirm that no term of this Lease is enforceable under the Contract (Rights of Third Parties) Act 1999 by a person who is not a party to it.
IN WITNESS of which this lease has been executed as a deed and delivered on the date stated at the beginning of this lease.
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SCHEDULE 1
(Rights granted)
Each of the following all of which are exercisable in common with others except to the extent any is referred to as being exclusive.
1 The right at all times in connection with the Permitted Use and in compliance with the Landlord’s reasonable rules and regulations (if any) for the exercise of such right for the Tenant to use the Common Parts for the purpose for which they are provided.
2 The right to the free passage and running of water, soil, electricity and other services (subject to temporary interruption for repair alteration or replacement) to and from the Property through the Conduits which are now or may at any time be in under or through other parts of the Marina so far as any of the same are necessary for the reasonable use and enjoyment of the Property and the use of any meters for such services with reasonable rights of access thereto.
3 The right at all reasonable times upon reasonable prior notice (except in cases of emergency when no notice shall be required) to enter the remainder of the Marina in order to:
3.1 inspect cleanse maintain repair connect remove lay renew relay replace with others alter or execute any works whatever to or in connection with the Conduits exclusively serving the Property;
3.2 execute repairs decorations alterations and make installations to the Property, any Lodge from time to time erected on the Property and/or a decking erected on the Decking Area,
PROVIDED THAT the Tenant shall only make such entry where it is reasonably necessary to do so because the object of making such entry cannot otherwise practicably be attained and PROVIDED FURTHER THAT the Tenant shall cause as little inconvenience as possible to the other occupiers of the Marina and to the Landlord and shall without delay make good to the reasonable satisfaction of the Landlord any damage thereby caused to the Marina or any part of it.
4 To the extent the Landlord is able to grant the same, a right of way for the Tenant or those authorised by it at all times and for all purposes in connection with the use and enjoyment of the Property with or without vehicles over and along the Access Road.
5 The exclusive right to use the two parking spaces shown coloured green on Plan 1 for the parking of two private motor vehicles (but not heavy goods vehicles) provided that the Landlord may by notice in writing at any time in its discretion alter the position of one or both designated parking spaces (including any subsequently designated parking space) to such other position within the Marina Lodge Development which the Landlord may from time to time require.
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SCHEDULE 2
(Exceptions and reservations)
The following rights and easements are excepted and reserved out of the Property to the Landlord and the owners tenants and occupiers of the Marina and all other persons authorised by the Landlord or having the like rights and easements.
1 The free and uninterrupted passage and running of water, soil, electricity and other services through the Conduits which are now or may at any time be in, under or passing through or over the Property.
2 The right at reasonable times on reasonable prior notice (except in an emergency when no notice shall be required) to enter the Property for the purpose of:
2.1 carrying out the Services;
2.2 complying with any Enactment;
2.3 complying with the Landlord’s obligations in this Lease and/or any other lease or licence of the Marina
3 All rights of light, air and other easements and rights (but without prejudice to those expressly granted by this Lease) enjoyed by the Property from or over any other parts or parts of the Marina or any adjoining land.
4 The right to build, alter or extend (whether vertically or laterally) any building on the Marina or any adjoining land of the Landlord notwithstanding that access of light and air to the Property may be diminished.
SCHEDULE 3
(Rent review)
1 DEFINITIONS
1.1 In this Schedule the following expressions shall have the following meanings:
“Base Figure” the Index Figure for December 2018 or (if none) the nearest Index Figure in time prior to December 2018;
“Index” the index of retail prices published by the Office for National Statistics or any official publication substituted for it;
“Index Figure” the “all items” index figure of the Index;
“Rental Period” each period starting on a Review Date and ending immediately before the following Review Date or (in respect of the last Rental Period) ending on the expiry of the Term;
“Rent Restrictions” the restrictions imposed by any statute for the control of rent in force on a Review Date or on the date on which any increased rent is ascertained in accordance with this Schedule and which operates to impose any limitation whether in time or amount on the collection of an increase in the rent first reserved by this Lease or any part of it;
“RPI Rent” a yearly sum calculated as at the Relevant Review Date in accordance with the formula:
A x B C Where:
A = the Initial Rent;
B = Index Figure for the month immediately before the Relevant Review Date; and C = Base Figure.
2 UPWARDS ONLY RENT REVIEW
The rent first reserved by this Lease shall be reviewed at each Review Date in accordance with the provisions of this Schedule and from and including each Review Date the rent shall be equal to the higher of:
2.1 the rent payable immediately before the Relevant Review Date; and
2.2 the RPI Rent applying on the Relevant Review Date.
3 ASCERTAINMENT OF REVISED FIRST RESERVED RENT
The Landlord is to notify the Tenant of the Index Figure for the month immediately preceding the Relevant Review Date and its calculation of the RPI Rent and the amount of the revised rent first reserved payable for the next Rental Period.
4 ALTERATIONS TO OR CESSATION OF THE INDEX
If the basis or method used to compile the Index is altered or if the Index ceases to exist after the date of this Lease the Landlord and the Tenant, acting reasonably, shall agree an alternative method for calculating the RPI Rent.
5 INTERIM PAYMENTS PENDING REVIEW
If the reviewed rent first reserved by this Lease has not been agreed by the Relevant Review Date the Tenant shall continue to pay the Landlord the rent at the yearly rate payable immediately before the Relevant Review Date and within 14 days of the date on which the reviewed rent is agreed the Tenant shall pay to the Landlord as additional rent:
5.1 any shortfall between the rent paid and the reviewed rent for the period starting with the Relevant Review Date and ending on the day before the next Payment Date following agreement or determination; and
5.2 interest on the shortfall at the rate of 2% below the Interest Rate calculated on a daily basis by reference to the days on which the shortfall in rent has accrued.
6 RENT RESTRICTIONS
On each and every occasion during the Term that Rent Restrictions shall prevent or prohibit either wholly or partially:
6.1 the operation of the above provisions for review of the rent; or
6.2 the normal collection and retention by the Landlord of any increase in the rent or any instalment or part of it, then and in each such case respectively:
6.3 the operation of such provisions for review of the rent shall be postponed to take effect on the first date or dates thereafter upon which such operation may occur;
6.4 the collection of any increase or increases in the rent shall be postponed to take effect on the first date or dates thereafter that such increase or increases may be collected and/or retained in whole or in part and on as many occasions as shall be required to ensure the collection of the whole increase,
and until the Rent Restrictions shall be relaxed either partially or wholly the rent first hereby reserved shall be the maximum sum from time to time permitted by the Rent Restrictions as may be applicable.
7 MEMORANDA OF REVIEWED RENT
As soon as the amount of any reviewed rent first reserved has been agreed or determined memoranda thereof shall be prepared by the Landlord or its solicitors and thereupon shall be signed by or on behalf of the Landlord and the Tenant and annexed to this Lease and the counterpart of it and the parties shall bear their own costs in respect thereof.
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8 TIME NOT OF THE ESSENCE
For the purpose of this Schedule time shall not be of the essence.
