Title 7

In view of the urgency of the situation, retrospective authority is sought to instruct a solicitor and surveyor in support of Council’s position regarding agreement of a lease for the ground floor and basement of Albion House. Draft Lease attached – Appendix A.

To consider two applications which were not submitted in time for the previous meeting of Council held on 2 November 2009. Members agreed on 2 November to bring the two applications to this Extraordinary Meeting of Council. The applications will be brought before Members at the meeting.

First initial working draft document based upon instructions received to date for initialconsideration/discussion/comment. Thanet District Council expressly reserves the right to add to and/or otherwise amend this draft as a result of further and more detailed discussion between members/officers. 15.10.2009

all aerials vents chimneys ducts shafts cisterns tanks radiators pipes wires optic fibres cables gutters watercourses channels sewers drains and equipment for the provision of Utilities laid now or in the future in under or over the Premises or serving them;

a consent licence registration exemption approval permission authorisation or filing requirement relating to the environment (as defined in Section 1 of the Environmental Protection Act 1990) or to the control or regulation of pollution of the environment (as also defined in that Section);

the cost of rebuilding or reinstating the land and/or buildings which are the subject of the insurance policy including where the Landlord in its absolute discretion so determines value added tax inflation extraordinary expenses professional fees and incidental expenses (including but not limited to the costs of shoring up demolition and site clearance);

interest at the rate of six per cent per annum above the Base Lending Rate from time to time of National Westminster Bank PLC (or if such rate shall cease to be published such other reasonable or comparable rate as the Landlord shall from time to time designate) compounded with monthly rates on the first day of each month;

The estimated amount for which the premises should lease on the date of valuation between a willing landlord and a willing tenant on appropriate lease terms in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably prudently and without compulsion

the Town and Country Planning Act 1990 the Planning (Listed Buildings and Conservation Areas) Act 1990 the Planning (Hazardous Substances) Act 1990 the Planning (Consequential Provisions) Act 1990 the Planning and Compensation Act 1991 and any other legislation relating to the use development or occupation of land or buildings;

reference to a single Arbitrator to be appointed in default of agreement between the Landlord and the Tenant on the application of either the Landlord or the Tenant by the President and any such reference shall be a submission to arbitration within the Arbitration Act 1996. If the Arbitrator shall die be or become unwilling to act or incapable of acting for any other reason either the Landlord or the Tenant may apply to the President for a substitute to be appointed in his place which procedure may be repeated as often as necessary;

the Contractual Term starting on the Contractual Term Commencement Date together with the period of any continuation or extension of the tenancy granted by this Lease (subject to any provisions of this Lease permitting earlier determination);

foul and surface water drainage signals impulses electric current gas water telecommunication data communication heating ventilation air conditioning the passage of smoke and fumes and all other utilities services and facilities.

2.5. Any obligation in this Lease prohibiting the Tenant from doing something shall include an obligation not to cause or permit the doing of that thing by others and (without prejudice to any other obligation or liability of the Tenant) to take all necessary steps to prevent that thing being done by its employees agents contractors invitees and licensees.

2.6. Where any rights of entry or rights to do anything are excepted and reserved in this Lease to the Landlord and/or any other person then (except where the terms of this Lease shall otherwise expressly provide) no claim shall be made or compensation claimed by the Tenant (or by any other person claiming through under or in trust for the Tenant) except for the making good of damage caused to the Premises by the person exercising such rights.

In consideration of the rents and covenants on the part of the Tenant reserved and contained in this Lease the Landlord demises the Premises to the Tenant TOGETHER WITH the rights mentioned in Schedule 2 EXCEPT AND RESERVING the rights mentioned in Schedule 3 AND SUBJECT as mentioned in Schedule 4 TO HOLD for the Contractual Term starting on the Contractual Term Commencement Date (determinable nevertheless as provided in this Lease) YIELDING AND PAYING during the Term:

3.1. the Yearly Rent specified in the Particulars together with all increases in Yearly Rent which shall become payable pursuant to the provisions for the review of Yearly Rent contained in this Lease such Yearly Rent to be paid without any deductions and proportionately for any part of a year by equal quarterly payments in advance on the First day of January the First day of April the First day of July and First day of October in each year the first (proportionate) payment to be made on today's date in respect of the period from the Yearly Rent Commencement Date until the next quarter after the date of this Lease; and

(together in each case with value added tax if the Landlord so determines in its absolute discretion) and where the Premises are insured with other property the Landlord shall attribute a fair proportion of the premiums to the Premises and the Landlord's decision shall be final and binding on the Parties;

3.2.2. in or in respect of effecting or maintaining insurance in the event of loss of Yearly Rent for a period of two years or such longer period as the Landlord may from time to time reasonably determine including anticipated loss of Yearly Rent following a Yearly Rent review (and if such insurance is effected prior to the agreement or determination of the Yearly Rent upon review the amount of such Yearly Rent for the purpose of insurance only shall be estimated by the Landlord's Surveyor whose decision shall be final and binding on the Parties); and

3.4. a fair and reasonable proportion to be conclusively determined by the Landlord’s Director of Economic Development and Regeneration or other duly authorised office for the time being of the Landlord of the expenses payable in respect of maintaining repairing and cleaning the roof foundations exterior and party walls fences ( if any) sewers pipes drains gutters channels watercourses wires passageways common entrance hall (if any) pavements communal bin store area and other easements used in common with the occupiers of the remainder of the building of which the Premises form part

to pay the reserved rents at the times and in the manner specified in this Lease (and if and for so long as required by the Landlord to pay the Yearly Rent by Banker's standing order or direct debit to such bank account as the Landlord shall from time to time direct);

4.2.1. to pay and discharge all existing and future rates taxes charges duties assessments impositions and outgoings of any kind whether parliamentary parochial local or of any other description now or in the future imposed or charged upon or payable in respect of the Premises or the supply of Utilities to the Premises whether or not of a capital or non-recurring nature and whether payable by the landlord owner or occupier or tenant in respect of the Premises (except in respect of any income or corporation tax assessed upon the Landlord's ownership of rental income from or dealings with its reversionary interest in the Premises) and not without the Landlord's prior consent in writing to claim any relief against payment of any such liabilities;

4.2.2. to pay to the Landlord on demand a fair proportion (to be determined by the Landlord's Surveyor whose decision shall be final and binding on the Parties) of any rates taxes charges duties assessments impositions and outgoings of any kind as described above which may at any time be imposed or charged upon or payable in respect of the Premises together with other land and property (save only as previously specified);

to pay Interest on any sums due and payable under this Lease (whether by way of Yearly Rent or otherwise) (as well after as before judgement) from the date on which any such sum is due and payable (unless any other date is specified in this Lease) until the date of payment or (if acceptance of any such unpaid sum shall be declined by the Landlord because of any breach of covenant) to the date upon which payment is accepted by the Landlord and Interest shall accrue on a daily basis and shall be payable on demand;

to pay to the Landlord on a full indemnity basis all costs expenses and charges (including but not by way of limitation professional advisers' costs and disbursements) incurred by the Landlord or any Superior Landlord and whenever required by the Landlord to give security for them:

4.4.3. in or in contemplation of any proceedings under Sections 146 or 147 of the Law of Property Act 1925 (including but not by way of limitation the preparation and service of all notices under Section 146) even if forfeiture is avoided otherwise than by relief granted by the Court;

4.5.1. to the Landlord any value added tax chargeable upon any supply made by the Landlord to the Tenant by or pursuant to or in connection with this Lease so that all consideration for any such supply is exclusive of value added tax;

4.5.2. and to indemnify the Landlord against any value added tax chargeable upon any supply (whether made to the Landlord or to a third person) where pursuant to this Lease the Tenant is required to pay to the Landlord any sum in respect of any costs fees expenses or other expenditure or liability (of whatever nature) in connection with that supply;

4.5.3. all such value added tax at the same time that the relevant sum of money or consideration is payable to or receivable by the Landlord or (if earlier and in relation to supplies made by the Landlord to the Tenant) at the time that the supply is treated as taking place for the purposes of the charge to value added tax; and

to pay on demand the whole or a fair proportion (to be determined by the Landlord's Surveyor whose decision shall be final and binding on the Parties) of the reasonable and proper expenses payable in respect of constructing repairing renewing rebuilding cleansing re-surfacing maintaining and lighting all party walls fences boundary structures Conduits roads (including without limitation to the generality thereof the estate roads) pathways pavements roofs apparatus and other areas and things (whether or not of a like nature) the use of which is common to the Premises and any other property together with a reasonable management charge (if demanded);

4.7.1. to comply with all recommendations and requirements of the insurers and fire authorities as to fire precautions and fire fighting equipment relating to the Premises and to comply with all such reasonable regulations in this regard as the Landlord may from time to time notify to the Tenant;

4.7.3. not to leave the Premises vacant or unoccupied without first giving the Landlord at least 28 days notice in writing of the intention so to do and without first paying any additional or increased premium required by the insurers and without first providing such security as the Landlord shall require in respect of any exclusions excesses limitations conditions or qualifications which the insurers may impose upon the Insured Risks or the policy;

4.7.4. not to do or omit to do anything or bring on to the Premises any explosive inflammable or toxic or otherwise harmful chemicals or materials or any other matter or thing of any kind if any such act or omission would or might cause the policy for the insurance of the Premises or any adjoining or neighbouring property to become void or voidable or any premium payable to be increased above the ordinary or common rate;

4.7.6.1. to insure and at all times keep insured any plate glass in the Premises against breakage and damage in its full reinstatement cost and as often as any such plate glass shall be broken or damaged to reinstate the same as soon as possible (the Tenant making good from its own resources any deficiency in the insurance money);

4.7.6.2. to effect such insurance in an insurance office approved by the Landlord in the names of the Landlord and Tenant and of any Superior Landlord and upon every request by the Landlord immediately to produce particulars of the policy of insurance and the receipt for every premium payable for the then current year; and

4.7.6.3. if and whenever default shall be made in effecting and keeping on foot such insurance or in producing such particulars or receipt the Landlord may effect and maintain such insurance and the Tenant shall repay to the Landlord upon demand all money paid by the Landlord for that purpose and such money if not so paid shall be recoverable as rent in arrear;

4.8.1. to put and throughout the Term to keep the interior of the Premises in good and substantial repair condition and decoration (with the exception only of damage by any Insured Risk save where any insurance money shall be wholly or partly irrecoverable by reason solely or in part of any act default or omission by the Tenant or by any underlessee licensee or visitor);

in every fifth year of the Term and also in the last three months of the Term in a proper and workmanlike manner using good quality materials and following any manufacturer's instructions or recommendations (and in the last three months of the Term in tints colours patterns and materials to be approved by the Landlord in writing):

4.10.1. to maintain in good and serviceable condition the Landlord's fixtures and fittings in or upon the Premises and replace such of them as may become worn out lost or unfit for use by substituting others of a like nature (but of no lesser quality);

4.11.1. as soon as reasonably practicable to comply with any notice in writing served by the Landlord specifying any breach by the Tenant of any of its obligations under this Lease (including but not limited to the repair condition and decoration of the Premises or the execution of any other works);

4.11.2.1. to permit the Landlord (without the Landlord being obliged to do so and without prejudice to the Landlord's right of re-entry contained in this Lease or any other rights of the Landlord with regard to such default) during the Term or after the expiry or sooner determination of the Term (without being liable to the Tenant or to any person claiming through under or in trust for the Tenant for any damage so caused) at the proper and reasonable expense of the Tenant to remedy any breach of all or any of those obligations of the Tenant and to permit the Landlord to enter the Premises for that purpose; and

4.12.2. not to cut remove alter or damage the Premises nor to make any structural alteration addition or improvement in or to the Premises either internally or externally nor to make any change in the design appearance or style of the exterior of the Premises;

4.12.3. not to make internal non-structural alterations to the Premises without the previous approval in writing of the Landlord and in accordance with plans and specifications previously approved in writing by the Landlord (each such approval not to be unreasonably withheld) provided always that:

4.12.3.1. during the period of six months immediately preceding the expiry or sooner determination of the Term the Tenant shall reinstate the Premises (unless and to the extent requested not to do so by the Landlord) as they were prior to the execution of such internal non-structural alterations and make good all consequential damage to the entire satisfaction of the Landlord and any Superior Landlord; and

4.12.3.2. the Landlord may as a condition of giving such consent require the Tenant to enter into such covenants with the Landlord as the Landlord may require for the execution and supervision of such works and such other covenants as the Landlord may reasonably require;

4.12.4. not to place affix or exhibit at the windows or upon the exterior of the Premises any showcase aerial pole mast flag inscription signboard bill plate board placard poster advertisement or other notification of any kind save that the Tenant may with the prior approval in writing of the Landlord of its size design and location (such approval not to be unreasonably withheld) erect a plate or sign displaying the name and business of the Tenant or any other authorised occupant of any part of the Premises which conform with all statutory and other regulations the Tenant removing the same on the expiry or sooner determination of the Term and making good all resulting damage);

4.13.1. to comply with all present and future legislation from time to time in force upon or in respect of the Premises or their use or occupation whether compliance is required by the owner landlord tenant or occupier and at all times to keep the Landlord indemnified against all actions proceedings losses liabilities costs damages expenses claims and demands arising out of or resulting from them;

notice order or assessment or any proposal for any of them made given or issued to the Tenant by any government department local or public authority under or by virtue of any statutory powers and to produce to the Landlord such notice order or assessment or such proposal and also without delay to take all reasonable or necessary steps to comply with any such notice or order and also at the request and under the direction of the Landlord but at the cost of the Tenant to make or join with the Landlord in making such objection representation or appeal against or in respect of any notice order or assessment or such proposal as the Landlord shall deem expedient;

4.14.6 at all times during the Term to comply in all respects with the provisions and requirements of the Planning Acts and of all Use Consents so far as they relate to or affect the Premises or any development (as defined in the Planning Acts) already or to be carried out executed done or omitted on the Premises or their use for any purpose;

4.14.8 during the Term as often as occasion shall require at the expense in all respects of the Tenant to obtain all Use Consents and serve all such notices as may be required for the carrying out of any such development on the Premises or the institution or continuance on the Premises of any use of the Premises or the carrying out of any activity or process at the Premises in respect of which any Use Consent may be required subject only to any legislative direction to the contrary to pay and satisfy any charge or levy that may now or in the future be imposed under any legislation in respect of the carrying, out or retention of any such development or the institution or continuance of any such use;

4.14.13to produce to the Landlord or the Landlord's Surveyor all such plans documents and other evidence as the Landlord may reasonably require in order to satisfy the Landlord that the provisions of this sub-clause have been complied with in all respects;

4.14.14if the Tenant shall receive any compensation in respect of the Tenant's interest under this Lease because of any restriction placed upon the user of the Premises under or by virtue of any legislation then on the expiry or sooner determination of the Term ' immediately to make such provision as is just and equitable for the Landlord to receive the Landlord's due benefit from such compensation;

4.15.3 not to commit or carry out on or from the Premises any noisy noxious dangerous or offensive act activity or purpose nor any activity or purpose which shall cause any inconvenience nuisance damage or disturbance to the Landlord or the owners tenants or occupiers of any adjoining or neighbouring property;

4.15.4 not to permit empty containers waste or rubbish of any description to accumulate on the Premises to ensure that all trade refuse is removed from the Premises on a daily basis AND FURTHER (if required to provide the Landlord with satisfactory evidence showing that the Tenant has taken out a trade waste agreement for the removal of trade waste and rubbish from the Premises;

4.15.7 to behave at all times in an orderly sober and quiet manner and not to shout tout or solicit or permit any other person to shout tout or solicit either verbally or by the distribution of any handbills circulars or advertisements for the purposes or selling or advertising any articles or of obtaining custom

4.15.8 not to interfere with annoy or molest other tenants or licensees of the Landlord or any of them or members of the public nor to interfere with or prejudice in any way the operation or business of the Landlord or its servants or contractors;

4.17.4 not to assign the whole of the Premises nor to agree to do so without the Landlord's prior written consent obtained not more than three months previously such consent not to be unreasonably withheld or delayed subject to clause 4.18.5 and 4.18.6;

4.17.5 not (otherwise than by assignment permitted by this Lease to part with or share possession or occupation of or grant any other person rights over or in respect of the Premises nor to hold or occupy the Premises as nominee trustee or agent or otherwise for the benefit of any other person;

4.17.6 it is agreed that the Landlord shall not be regarded as unreasonably withholding consent to any proposed assignment of the whole of the Premises if it is withheld on the ground (and it is the case) that any one or more of the circumstances mentioned below exist (whether or not such withholding is solely on such ground or on that ground together with other grounds);

4.17.7.1 to procure that the assignee shall enter into a covenant with the Landlord to pay the rents reserved by and to observe and perform the terms and conditions and the covenants on the part of the Tenant contained in this Lease;

4.17.7.4 if the Landlord reasonably so requires the proposed assignee will prior to the assignment enter into such reasonable rent deposit arrangement and/or provide such additional security for performance by the proposed assignee of its obligations under this Lease as the Landlord may reasonably require

4.17.8 Clauses 4.18.5 and 4.18.6 shall operate without prejudice to the right of the Landlord to refuse such consent on any other ground or grounds where such refusal would be reasonable or to impose further conditions upon the Grant of consent where such imposition would be reasonable

within twenty-one days after any charge assignment or underletting of the Premises or any other disposition or transmission or devolution of the Premises to give notice to the Landlord in writing and to produce all relevant documents together with a certified copy of each of them for retention by the Landlord and to pay the Landlord or the Landlord's solicitors a reasonable fee (in any event not less than Seventy Five Pounds) for registration of the notice;

to permit the Landlord or persons authorised by the Landlord to enter upon the Premises for the purpose of erecting a notice board at any time during the last six calendar months prior to the expiry or sooner determination of the Term stating that the Premises are to let and at any time during the Term stating that the Premises are for sale and not to remove interfere with or obscure the notice board and to permit all persons by order in writing of the Landlord or the Landlord's agents to view the Premises at all reasonable hours in the daytime without interruption;

not to obstruct any windows lights access or Conduits belonging to or serving the Premises nor to permit any new window light access Conduits or other encroachment or easement to be made into against upon or over the Premises and in case any person attempts to make any encroachment or acquire any easement on each occasion to give notice in writing to the Landlord immediately the Tenant becomes aware of it and at the cost of the Tenant to do everything that may be necessary or desirable to prevent any new encroachment or easement being made or acquired;

to undertake such inspections and surveys as are from time to time desirable to monitor compliance by the Tenant with its obligations in this Lease and to produce to the Landlord on demand copies of all such inspections reports and surveys together with all correspondence relevant to them (as to which the Tenant waives privilege);

to observe and perform all and any covenants stipulations and other matters of any kind contained or referred to in Schedule 4 affecting the Premises (save only insofar as the Landlord covenants expressly in this Lease to observe and perform them);

4. that the rent at which the Premises could reasonably be expected to be let is that which would be payable after the expiry of any rent-free period or after the receipt of such other rent concession or inducement (in each case for whatever reason) as may be negotiated in the open market between a landlord and a tenant upon a letting of the Premises

3. any improvement to the Premises carried out during the Term by the Tenant or undertenant other than improvements effected at the expense of the Landlord or pursuant to any obligation to the Landlord whether under the provisions of this Lease or any other deed or document

5.3 Until the Review Date the Rent is to be the Current Rent and thereafter during each successive period the Rent is to be a sum equal to the greater of the rent payable under this Lease immediately before the relevant Review Date or if payment of rent has been suspended as provided for in this Lease the rent that would have been payable had there been no suspension or the New Rent ascertained in accordance with the Clause

5.4 Six months before the relevant Review Date time not being of the essence of the contract the Landlord and Tenant may open negotiations with a view to reaching a written agreement as to the New Rent for the following review period and the New Rent for that period may be agreed at any time or in the absence of agreement is to be determined by the Valuer not earlier than the Review Date The New Rent for any review period may be agreed at any time or in the absence of agreement is to be determined by the Valuer not earlier than the relevant Review Date

5.5 Where the Rental Value is to be determined by the Valuer and the Landlord and the Tenant do not agree as to his appointment within twenty-one days of either of them putting forward a nomination to the other such Valuer shall be appointed at the request of either party by the President:

5.6 The sum to be determined by the Valuer must be the sum at which he decides the Premises might reasonably be expected to be let in the open market at the relevant Review Date making the Assumptions but disregarding the Disregards

5.7 Notwithstanding that the Valuer shall act as an independent expert the Landlord and the Tenant shall be entitled to make representations and counter- representations to such Valuer a copy of which shall be supplied by the Valuer to the other of them and in making an award as to costs the Valuer shall have regard to the representations and counter- representations made to him

5.8 Whenever the New Rent has been ascertained in accordance with this Clause memoranda to that effect must be signed by or on behalf of the Landlord and the Tenant and annexed to this document and its counterpart and the Landlord and the Tenant must bear their own costs in this respect

5.9 If on the publication of the Valuer’s award the Landlord or the Tenant pays all his fees and expenses the paying party may in default of payment within 21 days of a demand to that effect recover such proportion of them if any as the Valuer awards against the other in the case of the Landlord as rent arrears or in the case of the Tenant by deduction from the rent

5.10 If the New Rent payable during the review period has not been ascertained by the relevant Review Date then rent is to continue to be payable at the rate previously payable such payments being on account of the Current Rent for the review period

5.11 If the rent for the review period is ascertained on or before the Review Date but that date is not a quarter day then the Tenant must pay to the Landlord on that Review Date the difference between the rent due for that quarter and the rent already paid for it

5.12 If the rent payable during any review period has not been ascertained by the relevant Review Date then the Tenant must pay to the Landlord within 14 days of the date on which the New Rent is agreed or the Valuer’s award is received by him any shortfall between the New Rent that would have been ascertained on or before the Review Date and the payments made by the Tenant on account and Interest calculated in accordance with Clause 4.3 of this Lease in respect of each instalment of rent due on or after that review date on the amount by which the instalment of the New Rent that would have been paid had it been ascertained exceeds the amount paid by the Tenant on account the Interest to be payable for the period from the date on which the instalment was due up to the date of payment of the shortfall

5.13 If at the Review Date a statue prevents restricts or modifies the Landlord’s right either to review the rent in accordance with this Lease or to recover any increase in rent then the Landlord may when the restriction or modification is removed relaxed or varied ( without prejudice to its rights if any) to recover any rent the payment of which has only been deferred by statute on giving not less than one months notice to the Tenant at any time after the restriction or modification has been removed time not being of the essence and then require the Tenant to proceed with any review of the rent that has been prevented or to review the rent further where the Landlord’s right was restricted or modified The Landlord may recover any increase in the rent with effect from the earliest date permitted by law

Subject to the Tenant paying the rents and other sums payable under this Lease and performing and observing the covenants conditions and agreements contained in this Lease and on the Tenant's part to be performed and observed shall and may peaceably and quietly hold and enjoy the Premises during the Term without any interruption or disturbance from or by the Landlord or any person or persons lawfully claiming, through under or in trust for the Landlord;

6.6.1 to insure the Premises against loss or damage by the Insured Risks in an insurance office or with underwriters of repute in their Full Reinstatement Cost (subject to such exclusions excesses limitations conditions and qualifications as the insurers may require) and for two years (or such longer period as the Landlord may from time to time reasonably require) loss of Yearly Rent together in each case with value added tax if the Landlord so determines in its absolute discretion; and

6.6.2 in case of destruction or damage by any Insured Risk (save where any insurance money shall be wholly or partly irrecoverable by reason, solely or in part of any act default or omission by the Tenant or any underlessee licensee or visitor) to apply all policy money received under or by virtue of any such insurance (other than for loss of Yearly Rent) in rebuilding or reinstating the Premises to provide accommodation reasonably comparable to that afforded by the Premises prior to such destruction or damage (although the Landlord shall not be obliged to rebuild or reinstate the Premises in accordance with the previous sections elevations and specifications) and all the terms of this Lease shall apply to such accommodation (the Parties making such variations to the terms of this Lease as the Landlord shall reasonably require to give effect to this provision) provided that:

6.6.2.1 if any national or local or public or other authority shall refuse permission or otherwise prevent such rebuilding or reinstatement all insurance money shall be the absolute property of the Landlord without the Landlord being required or obliged to appeal against any such refusal of permission or the purported exercise of any power to prevent any such rebuilding or reinstatement; and

6.6.2.2 if the Premises are destroyed or so seriously damaged by any Insured Risk as to require (in the opinion of the Landlord's Surveyor whose decision shall be final and binding upon the Parties) substantial reconstruction then the Landlord may at any time within six months after such damage or destruction give to the Tenant six months' notice in writing to determine this Lease and immediately upon the expiry of that notice this demise shall determine but without prejudice to the rights and remedies of any Party against any other in respect of any antecedent claim or breach of covenant and all insurance money shall be the absolute property of the Landlord.

7.1.1 the rents reserved or any other sums made payable by the Tenant under this Lease or any part of such rents or other sums shall respectively be in arrear for fourteen days after the same shall become due (whether legally demanded or not); or

7.1.2 there is any breach or non-observance of any of the obligations on the part of the Tenant contained in this Lease or in any licence approval or consent given by the Landlord to the Tenant in relation to the Premises or in any deed supplemental to this Lease or by which this Lease may varied; or

7.1.4 the Tenant (where the Tenant comprises more than one person) or(being a corporation) shall enter into liquidation whether compulsory or voluntary (not being merely a voluntary liquidation whilst solvent for the purpose of reconstruction) or have a Receiver or Administrator or Administrative Receiver appointed of all or any assets (or any application for such appointment is made); or

7.1.5 the Tenant (where the Tenant comprises more than one person) or(being an individual or individuals) shall enter into any composition with the Tenant's creditors or commit any act of bankruptcy or be adjudicated bankrupt; or

whereupon this demise shall immediately determine but without prejudice to any rights or remedies which may then have accrued to the Landlord in respect of the non-payment of the rents reserved or other sums made payable by this Lease or any breach or non-observance or non-performance of any of the covenants conditions and agreements contained in this Lease;

if at any time during the Term the Premises shall be damaged or destroyed by any Insured Risk so as to be unfit for occupation and use then so long as the policy of insurance for the time being in force shall not have been vitiated or payment of the policy money withheld or refused in whole or in part by reason of any act default or omission of the Tenant or any underlessee licensee or visitor the Yearly Rent or a fair proportion according to the nature and extent of the damage sustained shall be suspended until the Premises shall again be rendered fit for occupation and use or until the money received by the Landlord in respect of loss of rent insurance shall have been exhausted whichever period shall be the shorter and any dispute between the Landlord and the Tenant concerning this provision shall be Referred to Arbitration;

7.3.1 the Landlord shall not be liable to the Tenant or the Tenant's underlessees agents servants invitees licensees or others for any injury accident loss damage or inconvenience which may at any time during the Term be done occasioned or suffered to or by any such person or to the Premises or any property on the Premises by reason of or in consequence of any interruption in the provision of Utilities or any defect in or the defective working, stoppage or breakage of any apparatus or Conduits in the Premises or in any adjoining property of the Landlord or the defective state and condition of the Premises or any adjoining property of the Landlord;

7.3.2 the Landlord shall not be liable to the Tenant in respect of any failure by the Landlord to perform any of the Landlord's obligations to the Tenant in this Lease (with the exception only of the Landlord's covenant to insure) unless and until the Tenant has notified the Landlord in written of the facts giving rise to such failure and the Landlord has failed within a reasonable period to remedy the same nor shall the Landlord be liable to compensate the Tenant for any loss or damage sustained by the Tenant before such reasonable period has elapsed;

7.4.1 any notice or demand to be served on the Tenant under this Lease shall be validly served if sent by registered or recorded delivery post to the registered office or the last known address of such person or to the Premises or if delivered by hand to the Premises;

7.4.2 any notice to be served on the Landlord under this Lease shall be sufficiently served if delivered to the Head of Legal & Democratic Services for the time being of the Landlord or sent to him by post to or left addressed to him at the Council Offices P 0 Box 9 Cecil Street Margate Kent CT91XZ ;

the Tenant irrevocably appoints the Landlord to be the Tenant's agent to store and/or dispose of any of the Tenant's fixtures and fittings furniture and effects left by the Tenant on the Premises for more than seven days after the expiry or sooner determination of the Term on any terms which the Landlord thinks fit without the Landlord being liable to the Tenant save to account for the net proceeds of sale less the cost of storage (if any) and any other expenses reasonably incurred by the Landlord;

nothing contained in this Lease shall confer on the Tenant any right to the benefit of or to enforce any covenant or agreement contained in any lease or other instrument relating to any adjoining property of the Landlord or which would limit or affect the right of the Landlord to deal with such property at any time in any manner which may be thought fit;

the Tenant waives any and all existing and future counterclaims and set-offs against any payments due to the Landlord under this Lease and agrees to make all such payments in full irrespective of any equity or set off or counterclaim of the Tenant of any nature;

nothing contained or referred to in this Lease shall operate either expressly or impliedly to grant to or confer upon the Tenant the benefit of any easement right or privilege save only as expressly granted to or conferred upon the Tenant in Schedule 2;

the return to the Tenant of any instalment of Yearly Rent paid by Bankers standing order or direct debit as soon as reasonably practicable after its receipt shall be treated as a refusal by the Landlord to accept that payment of Yearly Rent and the receipt of any such instalment of Yearly Rent so returned shall not give rise to a presumption that the Landlord has waived its rights of forfeiture under this Lease;

7.13.2 nothing contained in this Lease shall limit the right of any Party to take proceedings against any other Party in any other court of competent jurisdiction nor shall the taking of proceedings in one jurisdiction preclude the taking of proceedings in any other jurisdiction whether concurrently or not.

The Landlord shall be entitled to cancel this Lease and to recover from the Tenant the amount of any loss resulting from such cancellation if the Tenant shall have offered or given or agreed to give to any person any gift or consideration of any kind as an inducement or reward for doing or forbearing to do or for having done or forborne to do any action in relation to the obtaining or execution of this Lease or any other Lease or Agreement with the Landlord or for showing or forbearing to show favour or disfavour to any person in relation to this Lease or any other Lease or Agreement with the Landlord if the like acts shall have been done by any person employed by them or acting on their behalf (whether with or without the knowledge of the Tenant ) or if in relation to any Lease or agreement with the Council the Lessee or any person employed by him or acting on his behalf shall have committed any offence under the Prevention of Corruption Acts 1889 to 1916 or any amendment of them or shall have given any fee or reward the receipt of which is an offence under sub-section (2) of Section 117 of the Local Government Act 1972

The right during the Term (so far as the Landlord has power to grant the same and subject to the Landlord's reasonable regulations from time to time) for the Tenant in common with the Landlord those authorised by the Landlord and all others having the like right from time to time

1. to the free running of Utilities through the Conduits designed for that purpose passing in through or under any adjoining property of the Landlord provided that the Landlord may at any time stop up remove alter or make connections to the Conduits if the Landlord makes available to the Tenant where appropriate suitable alternative Conduits

The right for the Landlord and all persons authorised by the Landlord from time to time to rebuild alter or develop any adjoining property of the Landlord in such manner as the Landlord may think fit despite any resulting interference to the access of light or air to the Premises and the right to use any adjoining property of the Landlord for any purpose to the intent that nothing contained in this Lease shall by implication of law or otherwise operate to confer upon the Tenant any easement right or privilege over any adjoining property of the Landlord which might restrict or prejudicially affect its future rebuilding alteration or development nor shall the Tenant be entitled to compensation for any damage or disturbance caused by or suffered through any such use rebuilding alteration or development.

The right for the Landlord and all persons authorised by the Landlord from time to time with or without workmen at any time during the Term and upon giving not less than 48 hours prior written notice (except in case of emergency when no advance notice shall be required) to enter upon the Premises for the purpose of.

The free passage and running of Utilities through Conduits to and from adjoining or neighbouring property and the right to connect into them together with the right on not less than 48 hours’ prior written notice (except in case of emergency when no advance notice shall be required) to enter upon the Premises to lay maintain repair and renew Conduits and lay or install new Conduits.