Contract Of Lease - San Pedro.docx

CONTRACT OF LEASE

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Lease is made and entered into this ___ day of _______, 201 by and between: ULTIMATE YIELD REALTY a business entity duly organized and existing under and by virtue of the laws of the Republic of the Philippines with principal office at Purok 4, Cuyab, San Pedro Laguna, through its registered owner, MR. EMMANUEL UY, hereinafter referred to as the “LESSOR”, - and LBC EXPRESS INC. a corporation incorporated and existing under the laws of the Republic of the Philippines, with its principal business address at the General Aviation Centre. Domestic Airport Compound, Pasay City herein represented by its Chief People Officer, MR. JHAYNER BUFI, with mailing address at Gen. Aviation Compound, Domestic Rd. Pasay City hereinafter referred to as the LESSEE; LESSOR and the LESSEE may hereafter be referred to individually as a “Party” or collectively as the “Parties.” WITNESSETH:

WHEREAS, the LESSOR is the owner of a property situated in Purok 4, Cuyab, San Pedro, Laguna, with a portion of more or less 2,400 square meter is available for lease. Copy of the land title is herein attached to as ANNEX A and shall form part as an integral part of this contract. WHEREAS, the LESSEE is desirous of leasing from the LESSOR, and the latter is willing to lease out to the former, for a fixed period of time, the above mentioned premises. NOW, THEREFORE, for and in consideration of the foregoing premises, the LESSOR has agreed to lease and devise unto the LESSEE, and the latter has agreed to lease and devise from the former, the Leased Premises, under the following terms and conditions, to wit: 1.SUBJECT MATTER The LESSEE shall lease and devise from the LESSOR, and the latter shall lease and devise unto the former, the Leased Premises.

2.TERM This Contract shall be for a term of one (1) year beginning on April 1, 2019 and expiring on April 1, 2020. Further renewal and/or extension of this contract shall be mutually agreed upon by both parties.

In the event that the parties fail to renew this agreement in writing upon the expiration of the Leased Period and the LESSOR allows the LESSEE to continue to occupy the Leased Premises, the parties hereby acknowledge that such continued occupation by the Lessee be deemed as a implied new lease and shall be on a month to month lease, subject to the same terms, conditions and restrictions contained in this agreement. The LESSEE, at the expiration of the term of the lease or cancellation of this contract as herein provide, will deliver the said premises to the LESSOR in a tenantable condition, wear and tear excepted. 3.

MONTHLY RENT

The LESSEE shall pay the LESSOR for the use and occupancy of the Leased Premises a monthly rent of Philippine Peso: 200,000.00, exclusive of 12% Value Added Tax (VAT) and all applicable national and local taxes. This shall be payable in advance within the first 15 days of the month. The rental fee shall be subject to an escalation of 5% annually. The monthly rentals shall be paid by the LESSEE at Purok 4, Cuyab, San Pedro Laguna,of the LESSOR as mentioned herein on or before the tenth (10th) day of each month without the necessity of demand and without delay. In the event that the deadline for the payment of any rental, charge or any other amount under and pursuant to this Lease Contract falls on a Sunday or a legal holiday, payment shall be made on the next succeeding business day and the LESSEE shall not be considered in default or breach of the provisions of this Contract. The LESSEE shall issue nine (9) checks to cover the monthly rentals for the current year and shall replenish the same at least two months prior to the closing or end of the current year. The LESSEE shall give the LESSOR three months security deposit and three months advance. The Deposit shall not be consumed nor can be used to offset any outstanding rent its purpose being to cover partial or full settlement of unpaid fees and charges for utilities as well as for the damages that may be in existence upon the expiration of the contract. The same or the remainder thereof shall be returned to the LESSEE upon the end of the term. Any deposit applied for the payment of unpaid bills, damage and other expenses have to be supported by valid and acceptable original official receipts. 4. USE OF THE PROPERTY The LESSEE shall use the Leased Premises pursuant to its business operation, specifically files management and warehousing and not for any other purpose. The LESSEE may not sub-lease the Leased Premises or any portion thereof to any third party. The LESSEE shall not divert the Leased Premises to other uses, without the prior written consent of the LESSOR, it being expressly agreed that if, at any time during the term of this lease and without the previous written consent of the LESSOR, the Leased Premises are used for purposes other than what has been agreed upon, the LESSOR shall have the option to either (a.) cancel or cause the cancellation of this Contract; or, (b.) compel or cause the LESSEE to stop the unauthorized activities. The use of areas other than the leased premises and for purposes not covered by this agreement shall likewise be considered as an unauthorized use hence shall be cause for the cancellation of this contract.

Commented [JTV1]: Commented [JTV2R1]: Not applicable as this is a 1-year lease only Commented [JTV3]: In confusion with the above paragraph which says 15 days. Which one is current?

Commented [JTV4]: Please indicate that the advance payment is applicable in the first 3 terms of the rental period.

5.THE LEASED PREMISES, AND IMPROVEMENTS AND INSTALLATIONS THEREIN The LESSEE shall accept the Leased Premises in an “as-is, where-is” condition. The LESSEE shall not make any structural changes, alteration or other improvements in the leased premises without prior written consent of the LESSOR. Copies of structural changes to be made, if any, shall first be submitted to the LESSOR for approval. It is agreed, however, that any major improvement or alterations made or introduced by the Lessee, shall upon termination of this lease contract, inure to the benefit and become the property of the LESSOR without any obligation on the latter’s part to refund its value or cost to the LESSEE. The LESSEE undertakes to remove the electrical and compressed air systems and fixtures to be introduced in the premises without damage on the property of the lessor. In case damage is sustained, all repairs required shall be for the account of the lessee. 6.

PERMITS AND LICENSES

The LESSEE shall obtain, at its own expense, permits, clearances and licenses required by the City and/or National Government for the construction of LESSEE’s desired improvements and the operation of its business. The LESSEE shall comply with all the laws, ordinances, rules and regulations promulgated by the duly constituted authorities of the National, and/or the Local Government Units concerned regarding the use, occupancy, security and sanitation of the leased premises, PROVIDED, that all works of temporary character, which may be ordained by the National, and/or Local Government Unit authorities to be placed or done on the leased premises shall be for the account and expense of LESSEE. 7.

SANITATION AND REPAIRS

The LESSEE shall keep the premises in clean and sanitary condition the LESSEE hereby acknowledges that the Lease Premises are in good tenantable condition. Any provision of law, present or future or any stipulation of this contract to the contrary, notwithstanding, the LESSEE hereby agrees and binds itself to undertake at its own exclusive expense, all necessary repairs. Ordinary repairs (Php 5,000.00 or less), shall be for the account of the LESSEE without further need of reimbursement. However, when such repairs made on the premises by the LESSOR drastically impairs or affects the business of the LESSEE, the latter shall be entitled for a graduated reduction and/or suspension of rent until such time said repairs, cease to affect the business of the LESSEE. Furthermore, any injury that may be caused within the Leased premises as a result of such repairs shall be the responsibility and liability of the LESSOR. 8.

FIRE HAZARD AND OBNOXIOUS SUBSTANCES

The Lessee shall not keep, deposit or store in the Leased Premises any obnoxious substances that may constitute fire hazard. Repair/reconstruction on the areas damaged by fire resulting from Lessee’s operations shall be for the sole account of the Lessee. 9.

PRE-TERMINATION Should any PARTY be constrained to pre-terminate this Contract of Lease a written notice at least sixty (60) days before the date of pre-termination shall be serve to the other PARTY, in effect the security deposits and advance rentals shall not be forfeited and be fully returned to the LESSEE. After which there should be no other damages or monetary demands from either party be made.

. 10.

UTILITIES

All expenses for telephone, water, electricity and other utilities shall be for the account of the LESSEE, and for the LESSEE’s sole account it may introduce additional utilities currently unavailable in the Leased Premises. The LESSOR shall allow the LESSEE to make use of the available utilities in the Leased Premises for which the LESSEE shall tender payment for the charges on the actual use of the utilities of the LESSOR, upon demand, and on a monthly basis. 11.

WARRANTY

The LESSOR hereby agrees and warrants that it is the owner of the Leased Premises and shall maintain the lessee in peaceful and adequate possession of the leased premises in the entire duration of this contract. LESSOR hereby warrants that it has absolute title to the property and undertakes to defend said title against any claim. LESSOR likewise guarantees the peaceful possession and use of the property by the LESSEE. The LESSEE on the other hand hereby expressly recognizes the absolute right of the LESSOR to sell or mortgage the property. In the event that the leased premise is sold or mortgage by the LESSOR, this contract shall be respected by the new owner and the LESSOR shall cause the annotation of this contract on the title of the property.

The Lessor further warrants that: a. They are the absolute and registered owners of the Leased Premises. b. If the Leased Premises will be subject to mortgage, lien or encumbrance, the Lessor shall inform the Lessee on the matter for the purpose of giving security to the Lessee that this contract will be protected accordingly to all clause stipulated in this contract. c. The Lessee shall have the right to introduce renovations and improvements on the leased premises. The Lessee’s technical staff shall consult with the Lessor for the purpose of avoiding damage to the areas adjoining the premises in the execution of the works. d. The Leased Premises is not subject to any right or claim of any person that may directly or indirectly impair the Lessee’s possession and enjoyment. e. The Lessee shall peacefully and adequately use and enjoy the premises for its business for the entire term of this lease. f. The Lessor has not entered into any undertaking, agreement or contract in favor of any person granting ownership, use or possession, or any other right to the Leased Premises. g. The Leased Premises has not been exposed for sale or sold at public or private auction for an obligation to any person or the government.

h. Real estate taxes on the premises have been fully paid as of the signing of this contract and future ones shall be regularly paid as they fall due. The Lessor shall not delay the Lessee’s construction and business operation by reason of unpaid real estate taxes. i. The Lessor shall turn over the premises free and clear of any occupant, tenant, possessor and structures. j. The Lessor has obtained clearances from government offices that it has complied with environmental laws, rules and regulations. k. The LESSOR hereby grants the LESSEE a privilege to use the parking areas. l. That during the effectivity of the contract, the LESSOR binds himself not to accept as tenant of the remaining doors of his building any person or entity whose business is the same to the LESSEE’s present business. 12.

WARRANTY OF SOLVENCY

The LESSEE hereby warrants that, at the time of signing of this contract, as well as during the term hereof, it is financially capable of paying the monthly rentals as well as other charges provided by this contract. 13. BINDING EFFECT All terms, covenants, conditions and provisions of this contract shall be binding and enforceable upon the parties, their heirs, assigns, executors, administrators, principals and successors in interest. 14.

INSPECTION

The LESSOR shall be allowed to inspect the leased premises at any business hour, with prior arrangements made with the lessee. 15.

RETURN OF THE LEASED PREMISES

Upon expiration hereof, except where the lease is renewed, LESSEE is required to return and surrender the leased premises in favor of the LESSOR, without any need of further demand. 16.

LIABILITY FROM SUIT

LESSEE shall hold the LESSOR FREE and HARMLESS from any liability in whatever legal claim, suit and other legal actions occasioned by injury or damage to third person properties and / or entities resulting from the operation of its business. 17.

ASSOCIATION DUES

The Leased Premises being situated inside a complex where association dues are being levied, lessee agrees to the assessment of association dues based on the same parameters use to determine dues for all lessees. The Lessee likewise agrees on a monthly contribution of Php 1,300.00 for use of the common area or premises.

18.

MISCELLANEOUS PROVISIONS a. In the event that any party violates any terms and conditions contained herein, the innocent party shall have the option to rescind this contract upon written notice to the erring party. b. This contract shall constitute the entire contract between the parties. Any prior understanding or representation of any kind preceding the date of this contract shall not be binding upon either party except to the extent incorporated in this contract. At the end of the contract, all the improvements introduced by the LESSEE on the leased premises shall be returned to the LESSEE except those immovable improvements where removal of the same would deface the leased premises in which case shall belong to the LESSOR. c. If the property where the leased premises is located is expropriated by the government or any of its agencies, or attached through a court order, issued by a court with competent jurisdiction, the LESSOR undertakes to either lease out another property of equal value to the lessee or indemnify the latter for all the improvements made on the leased premises. If the LESSOR chooses to lease out another property of equal value to the LESSEE, it shall be construed as a continuation of this contract and all provisions of this contract shall be in effect. d. In case of damage to the Leased Premises by fire, earthquake, war or other unforeseen or unavoidable causes, LESSEE shall immediately notify LESSOR of such damage. If the damage is not attributable to LESSEE, its agents, employees, visitors or other privies, agents or guest, LESSOR shall be responsible for the repair of the damage, provided that LESSOR’s responsibility shall be confined to the restoration of the Leased Premises to the same condition they were in immediately preceding the damage. Further LESSEE shall give notice to the LESSOR; accordingly, the LESSEE shall be entitled to an extension of the period of lease or abatement/reduction in the payment of monthly rental corresponding to the period of interrupted business operation. e.

Real estate taxes, fire insurance and all other National or Local Government Assessments and charges on the building and on the leased premises shall be the responsibility and for the account of the LESSOR.

f. Should any PARTY be constrained to pre-terminate this Contract of Lease a written notice at least sixty (60) days before the date of pre-termination shall be serve to the other PARTY, in effect the security deposits and advance rentals shall not be forfeited and be fully returned to the LESSEE. After which there should be no other damages or monetary demands from either party be made. g. The failure of the any party to insist upon a strict performance of any of the terms, conditions and covenants hereof shall not be deemed a relinquishment or waiver of any right of remedy that said party may have, nor shall it be construed as a

waiver of any subsequent breach or default or the terms, conditions, and covenants herein contained, which shall be deemed in full force and effect. No waiver by any party shall be deemed to have been made unless expressed in writing and signed the party waiving. h. This Contract of Lease supersedes and renders void any and all agreements and undertakings, oral and/or written, previously entered between the parties covering the property herein leased, and this agreement may not hereinafter be modified or altered except by instrument in writing duly signed by the parties hereunder. 19.

VENUE

Any legal action arising from this contract shall be exclusively brought before the proper Court of San Pedro to the exclusion of all other court venue or jurisdiction; IN WITNESS WHEREOF, the parties have hereunto set their hands on the date and place first above written.

ULTIMATE YIELD REALTY Lessor By:

LBC EXPRESS INC. Lessee By:

MR. EMMANUEL E. UY

JHAYNER V. BUFI

Signed in the presence of: ______________________

______________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES ___________________________

) ) S.S.

BEFORE ME, a Notary Public for and in _____________, this ____day of ______ 2016 at __________________, Philippines, personally appeared the following persons and exhibiting to me their respective government issued identification cards, as follows: Name

Competent Evidence of Identity

Date / Place of Issue

EMMANUEL E. UY JHAYNER V. BUFI

known to me and to me known to be the same persons who executed the foregoing instrument and they acknowledged the same to be their free and voluntary act and deed and that of the principals they each represent. This instrument refers to the CONTRACT OF LEASE consisting of eight (8) pages including this page where the acknowledgment is written, (but excluding its Annexes thereto), signed by the parties and their instrumental witnesses on each and every page thereof. IN WITNESS WHEREOF, I have hereunto set may hand and seal on the date and at the place first above written.

Doc. No.: ________; Page No.: ________; Book No.: ________; Series of 2019.