PROPERTY. Information Pack Expert Knowledge

Transcription

1 PROPERTY Information Pack Expert Knowledge Local Service. Global Reach. HOLDING 1 DISWILMAR AGRICULTURAL HOLDINGS, REG DIV IQ, GAUTENG (DISWILMAR) CNR R28 & STRUBEN STREET, KRUGERSDORP LIVE PROPERTY AUCTION VENUE: PROTEA HOTEL FIRE & ICE, MELROSE ARCH DATE: THURSDAY, 8 DECEMBER 2016 TIME: 12H00 GoIndustry DoveBid

2 NOTICE TO BIDDERS Welcome to GoIndustry DoveBid SA Property Auctions! Within this pack, you will find pertinent information regarding the property being auctioned. Furthermore, there are step by step instructions on how to register on page 3. All additional information and other properties can be found on our website at The information included herewith is a summary of information from a number of sources, most of which have not been independently verified. This summary has been provided only for the use of prospective bidders. It is supplied for whatever assistance it may provide in answering questions. SUCH INFORMATION AND OPINIONS ARE SUPPLIED WITHOUT WARRANTIES OR REPRESENTATIONS, EITHER EXPRESSLY OR TACITLY IMPLIED, WHATSOEVER. Prospective bidders are advised to avail themselves of the land uses and or restrictions if any, of the property and to consult whatever advisors they may feel appropriate. The property for sale will be auctioned voetstoots, as it now stands and subject to the terms and conditions and servitudes mentioned and referred to in the current and/or prior Title Deeds and neither GoIndustry DoveBid, nor Telkom SA or their respective agents make any express or tacitly implied warranties of any kind. The description and conditions listed in this and other advertising materials are to be used as guidelines only and are not guaranteed. Please Note: In order to take part in this auction, a R refundable deposit is required prior to your bidding status being approved. Furthermore, all pending registrants may have to complete a participation form which can be found on the events page / auction page on our website. Should you have any questions regarding the approval of registrants, please contact our offices for assistance on GoIndustry DoveBid GoIndustry DoveBid

3 PROCEDURES FOR PURCHASING AT AUCTION Thank you for your interest on this auction! If you are unfamiliar with buying real estate at auction, here is an easy to follow set of instructions on how to participate: REGISTRATION: 1 Upon arriving at the auction site seek out one of the members of the auction staff to find out where to register. 2 At the registration desk, you will be asked to fill out a registration form; you will receive your bid number for the auction. 3 Please remember to bring with, your ID book, a copy of your ID and Proof of Residence. Without these documents, you will not be allowed to bid at the auction. 4 This auction requires a R refundable deposit; payable by bank guaranteed cheque or EFT. 5 Please make yourself aware and fully understand all documentation relating to the sale of this property prior to any bidding. The documentation and information to be read and understood include the following: Rules of Auction, Agreement of Sale, and Auction Notes. All of these documents can be found at from the auctioneer's office and at the auction itself. BIDDING: Bidding is a very simple process that can be accomplished through one of the following ways. The most important rule is to listen closely to the auctioneer. When the auctioneer is calling out bids to the crowd, you can increase your bid by: 1 Raising your bid card in the air, 2 Shouting your bid out to the auctioneer verbally, 3 Having one of the auction staff place your bid for you, or 4 Communicating a signal to the auctioneer that has been arranged prior to the auction. Conduct of the auction and increments of bidding are at the direction and discretion of the auctioneer. Announcements made from the podium at the time of the sale take precedence over all printed materials. If you have any questions at the auction about the property, procedures, or anything else, do not hesitate to ask. We will be happy to assist in any way we can. POST AUCTION: Upon completion of the auction when the auctioneer says "SOLD", the winning bidder will immediately be required to sign the Agreement of Sale and post the 10% deposit as well as the commission of 7% plus VAT. At this time, instructions regarding closing of the sale will be thoroughly explained to you and any questions will be answered. If you have any additional questions, please direct them to any of the auction staff members present or call our offices at +27 (21) Things to Note: A All lots have a reserve price, if this price is not met on auction day, we will trade it out to the next highest bidder. B Whatever your bid amount is, a 7% buyers premium will be added and then VAT (If a SA Resident Company, please confirm details and conditions if a foreign company) C You may get further assistance/help at the following link: GoIndustry DoveBid GoIndustry DoveBid

4 PROPERTY SUMMARY COMMERCIAL OPPORTUNITY WITH HIGH EXPOSURE ALONG THE N14 NATIONAL ROAD ± 22,131M² IN KRUGERSDORP, GAUTENG Property Address: Co-ordinates: Cnr R28 & Struben Street, Krugersdorp 26 3'40.48"S, 27 50'2.51"E Property Description: Extent: Improvements Ownership: Holding 1 Diswilmar Agricultural Holdings, Reg Div IQ, Mogale City Municipality, Gauteng (Diswilmar) Fully described on Title Deed No: T12197/1973 ±22,131m² ±774m² Telkom SA (Pty) Ltd Zoning (as per certificate): Agricultural (14 December 2010) Municipal Valuation: (2011/2012 Financial Year) Municipality: Electrical Supply: Property Details: To be confirmed Mogale City Municipality To be confirmed The property is well secured with perimeter fencing/walling and has a gated access point. The site consists of a 3 brick buildings, 2 large overhang workshops and one prefabricated structure, as well as large yard areas, numerous carports and extensive open parking. The main buildings consist of an exchange building, a substation building, an office building and 2 warehouses. Current leases with Telkom: (on a month to month basis) ABD Concepts (Pty) Ltd Sun Thatch Poles & Products *Lease terms and rental unknown - subject to confirmation GoIndustry DoveBid GoIndustry DoveBid

5 Important Notes: There are 2 current commercial tenants and the owners, Telkom who use the exchange and substation buildings. The transfer of this property is subject to a notarial lease for ETE portion. Purchaser to guarantee Telkom access to ETE over his land. A portion of the site may also be subject to reclamation for proposed N14 interchange road widening. In the event that asbestos material (-s) exist / may exist on site the purchaser acknowledges being informed / reminded of the following: Disposal of the asbestos material to be conducted in line with policy on the handling and disposal of asbestos and asbestos containing waste in terms of section 20 of the Environment Conservation Act, 1989 (Act 73 of 1989). Notwithstanding the above no guarantees whatsoever are given and as such the Purchaser accordingly warrants that it has thoroughly inspected the Property, or alternatively that it has been given an opportunity to thoroughly inspect the Property and has elected not to do so Property Notes: The Purchaser must comply with the conditions at their own cost to enable the transfer of the property.. The property is sold voetstoots as it now stands and subject to the terms and conditions and servitudes mentioned in the current and/or prior Title Deeds and to the conditions of the zoning certificate. Auction Notes: Bidders and participants who wish to take part in the auction are required to register on the GoIndustry DoveBid website and sign up for the event Registration and approval of your bidding status is subject to completion of the downloadable registration form, submission of your FICA documents, declaration of interest and authority & consent to perform credit bureau profile verification. Bidders are advised to make themselves aware of all property features including but not limited to the property information packs which include the specific Offer to Purchase for each property, Known Defects List, Title Deed and Zoning. Telkom and GoIndustry DoveBid does not warrant the accuracy of the information and we have taken the information as being correct at the time of auction. All interested bidders are to familiarise themselves with the properties and perform their own assessment thereon. The sale of these properties is subject to Value Added Tax charged at 14%. Buyers must please note that the registrations for an onsite auction closes 15 minutes prior to the start of the auction Buyers must further note that no registration will be accepted/completed should the buyer fail to provide the Auctioneer with the completed registration forms together with the supporting documents prior to the auction GoIndustry DoveBid GoIndustry DoveBid

6 Exterior Photographs: GoIndustry DoveBid GoIndustry DoveBid

7 GoIndustry DoveBid GoIndustry DoveBid

8

9

10

11

12

13

14

15

16

17

18

19

20

21 Terms and Conditions: Proposed Notarial Lease NOTE: THE FOLLOWING TERMS AND CONDITIONS WILL BE INCORPORATED INTO A NOTARIAL LEASE TO BE ENTERED INTO BETWEEN THE PARTIES, WHERE APPLICABLE, AND REGISTERED AGAINST THE TITLE DEED OF THE SUBJECT PROPERTY, THE COSTS OF WHICH WILL BE BORNE BY THE PURCHASER AND THE REGISTRATION THEREOF TO TAKE PLACE SIMULTANEOUSLY WITH THE REGISTRATION OF TRANSFER OF THE PROPERTY INTO THE NAME OF THE PURCHASER. PROPOSED TERMS AND CONDITIONS TO BE INCLUDED INTO NOTARIAL LEASE WHEREAS the Lessor has purchased the Property from the Lessee and will be the registered owner of the Property after registration of transfer into the name of the Lessor; AND WHEREAS the Lessee is desirous to maintain a limited presence on the Property and accordingly requires the right to occupy a portion of the Property; AND WHEREAS the Lessor consents to enter into a Notarial Lease with the Lessee in respect of the Premises; NOW THEREFORE the Parties hereto agree as follows: 1. INTERPRETATION 1.1 In this agreement, unless the context otherwise indicates, the following words and expressions shall bear the meanings assigned thereto below in this sub-clause: Electronic Communication Facilities shall mean all electronic communication and ancillary installations, improvements and equipment installed by the Lessee in and on the Premises, and shall include any cabling, Terms and Conditions: Proposed Notarial Lease Page 1 of 17 November 2016

22 Terms and Conditions: Proposed Notarial Lease or other installations related to such facilities over the Property, but outside of the Premises the Lessor shall mean, of address the Lessee shall mean Telkom SA SOC Limited, of address C/O C/o Broll Property Group (Pty) Ltd Citibank Building 2 nd Floor 145 West Street Sandown, Sandton Johannesburg the Property shall mean the property known as the Buildings shall mean the Buildings and other improvements erected and/or to be erected on the Property by the Lessee and housing such electronic communication facilities the Premises shall mean the premises as reflected on the diagram annexed hereto marked A measuring approximately m 2 ( square metres) situated on the Property subject to final measurements according to SAPOA the Commencement Date shall mean the date as more fully described in clause 3.1.hereunder the Lease Period Twenty (20) years. Terms and Conditions: Proposed Notarial Lease Page 2 of 17 November 2016

23 Terms and Conditions: Proposed Notarial Lease the Termination Date shall mean the date as more fully described in clause 3.2. hereunder. 1.2 The headnotes to the paragraphs to this agreement are inserted for reference purposes only and shall not affect the interpretation of any of the provisions to which they relate. 1.3 Words importing the singular shall include the plural and vice versa and words importing the masculine gender shall include females and words importing persons shall include partnerships and bodies corporate. 1.4 Reference to the lease or this lease or the agreement or this agreement shall mean this Notarial Agreement of Lease and all annexures thereto. 2. THE PREMISES The Lessor hereby lets to the Lessee who hereby hires from the Lessor the Premises upon the terms and conditions set out herein. 3. PERIOD OF LEASE 3.1 Notwithstanding the date of signature hereof, this lease shall be for a period of 20 (twenty) years commencing on the date of registration of transfer of the Property at the relevant Deeds Office into the name of the Lessor. 3.2 Notwithstanding anything to the contrary contained in this agreement, the Lessee shall be entitled to terminate this agreement for any reason whatsoever by cancelling the lease in writing with the Lessor and taking steps to record such cancellation in the Deeds Office and against the Title Deeds, at the cost of the Lessee. 3.3 Upon cancellation by the Lessee as envisaged in 3.2 supra or upon expiration of the lease, the entire Premises shall revert back to the Lessor. The Lessee shall be entitled to remove any assets or improvements whether moveable or immovable on the leased premises prior to or at the date of termination and to restore the premises to its original condition at its own Terms and Conditions: Proposed Notarial Lease Page 3 of 17 November 2016

24 Terms and Conditions: Proposed Notarial Lease costs, fair wear and tear excepted. Should the Lessee decide not to remove any assets or improvements then it shall advise the Lessor in writing within 60 (sixty) days of notice of termination of the lease, in which case the Lessor shall retain such assets and improvements at no cost to the Lessor, and the Lessee shall not be liable for any costs, levies or rentals whatsoever (including site restoration costs) which have accrued as a consequence of the Lessee not removing such assets and improvements. 4. OCCUPATION The Parties hereto confirm that the Lessee is in occupation of the Leased Premises pursuant to its ownership of the Property prior to the Commencement Date. However, for purposes hereof the Lessee shall be deemed to have taken occupation of the Leased Premises on the Commencement Date. 5. GROSS RENTAL 5.1 The gross rental throughout the lease period payable by the Lessee to the Lessor shall be a nominal rental of R (One Hundred Rand) per annum for the duration of the lease period. 5.2 For purposes hereof, gross rental shall include the net rental together with all operating costs, but shall exclude the cost of water and electricity actually consumed within the Premises. The Operating Costs as envisaged herein shall comprise all those expenses incurred by the Lessor in owning, operating and/or maintaining the Property, and may include (without limitation) insurance, cleaning, gardening and securing of common areas (as applicable), services including water, electricity, sewerage and refuse removal not paid by individual tenants on the Property, and maintenance of the exterior and the structure of the building (if applicable) and airconditioning, electrical, mechanical and other installations serving the Property, as well as statutory expenses and taxes imposed by any competent authority. Terms and Conditions: Proposed Notarial Lease Page 4 of 17 November 2016

25 Terms and Conditions: Proposed Notarial Lease 6. CONDITIONS OF RENTAL PAYMENT 6.1 The rental payable by the Lessee to the Lessor shall be payable annually in advance within 14 (fourteen) days of the Commencement Date, and thereafter within 14 (fourteen) days of each anniversary of the Commencement Date, to the Lessor at the Lessor s address as set forth in above or such other place as the Lessor may notify the Lessee in writing. 6.2 It is specifically recorded and agreed that the Lessor shall invoice the Lessee separately in respect of rental and electricity where the Lessee does not pay such costs directly to a local authority as contemplated in clause 10.1 hereof. 6.3 Payment is to be made electronically into the Lessor s bank account, with the following details: Name of Bank : Branch Name : Branch Code : Account Name : Account No. : Account Type : 7. USAGE OF PREMISES 7.1 The Lessee shall: use the Premises for the purpose of storing electronic communication facilities and providing electronic communication services and related activities; have no claim or right of action whether for any damages or a remission of rent against the Lessor for any interruption for whatsoever reason in the supply of water, electricity, heating, lift or any other service or amenity, unless such interruptions are due to the negligence and/or wilful misconduct Terms and Conditions: Proposed Notarial Lease Page 5 of 17 November 2016

26 Terms and Conditions: Proposed Notarial Lease of the Lessor, its agents, representative, employee, invitee, director or any other person for which the Lessor is vicariously liable. The Lessor however warrants that it will not do anything that will result in the disconnection of services by any provider thereof; not store or leave or permit the storage or leaving of any goods, furniture or equipment on any part of the Property other than the Premises; duly observe all municipal, provincial and government laws, rules and regulations and shall maintain the Premises in a reasonable state of cleanliness and sanitation at all times; at all times keep the interior of the Premises in a neat and tidy condition. 7.2 The Lessor does not warrant that the Premises are fit for the purpose for which they are let and the Lessee accepts the responsibility for obtaining such licences or permits from the relevant Local Authority, Government Department or any other authority having jurisdiction, as may be necessary to enable the Premises to be used for the aforesaid purposes. The Lessor however warrants that the Premises and the Property comply with the requirements set out in municipal, health and fire regulations and regulations pertaining to the installation and supply of electricity. 8. RIGHTS OF THE PARTIES IN RESPECT OF THE PREMISES AND THE ELECTRONIC COMMUNICATION FACILITIES 8.1 The Lessor shall ensure, at the cost of the Lessor, that the Premises are fenced in such a way that only the Lessee shall have access to the Premises, to the satisfaction of the Lessee. 8.2 The Lessee shall have the exclusive use of the Premises, and the Lessor shall not be entitled to have access to the Premises nor shall it prevent any third parties permitted to have access to the Premises at the invitation of the Lessee. Terms and Conditions: Proposed Notarial Lease Page 6 of 17 November 2016

27 Terms and Conditions: Proposed Notarial Lease 8.3 The Lessor shall ensure that the Lessee, its representative, employees or agents or authorised invitees shall have unfettered access to the Premises at all times including access to such utility services as might be required by the Lessee to enable the latter to have beneficial use of the property. Such access may be over remainder of the Property (outside of the Premises), and shall initially be as indicated on the drawing contained in Annexure A. The Lessor shall, however, be entitled to relocate the location of the access route to enable the Lessor to develop the Property, in the discretion of the Lessor but subject to the Lessee s reasonable access requirements. 8.4 The Lessee shall be entitled to construct, replace, remove, install or lay any electronic communications infrastructure on, under, along or over the Property including the leased premises subject to prior written notice to the Lessor. 8.5 The Lessee shall be entitled to sublet the Leased premises or any portion thereof to any third party subject to prior notice being given to the Lessor. In such instance the Lessee shall ensure that the third party abides with all terms and conditions set out in this lease as might be applicable, but the Lessee shall be entitled to impose any additional terms and conditions in the sole discretion of the Lessee. 8.6 Subject to the provisions of clauses 8.7 and 8.8 below, the Lessor undertakes not to construct or install or lay any infrastructure of whatsoever nature or to permit any person to do so, whether over, on, along or under the Property (including the leased Premises) which will prevent or hamper the Lessee from conducting its business on the Premises. 8.7 The Parties confirm that the Premises currently has utility services being water, electricity and sanitation services as well as refuse removal services directly from the relevant supplier of such services. The Lessor shall, at the cost of the Lessor, be entitled to relocate the position of any utility installations on the Property, subject to the Lessor at all times ensuring that the Lessee has access to the necessary utility services at the Premises. The Lessee shall reimburse the Lessor for consumption of such services as set out in clause 10 below. Terms and Conditions: Proposed Notarial Lease Page 7 of 17 November 2016

28 Terms and Conditions: Proposed Notarial Lease 8.8 The Lessor acknowledges that there might be underground or overhead infrastructure on the Property (outside of the Premises) forming an integral part of the Electronic Communication Facilities operated by the Lessee on the Premises. In order for the Lessor to more effectively develop the Property (if applicable), the Lessor shall be entitled to relocate the location of such underground or overhead infrastructure to a different position on the Property, at the cost of the Lessor. Such relocation shall however only be done in conjunction with the Lessee, and to such location and subject to such reasonable conditions as approved in writing in advance by the Lessee. 9. VAT It is recorded and agreed that the rental payable by the Lessee during the currency of this lease to the Lessor excludes Value-Added-Tax ( VAT ) and that the Lessee shall be liable for payment of any VAT levied in terms of the Value-Added Tax Act 1991 (or any amendment or re-enactment thereof). The Lessee shall effect payment of any VAT to the Lessor simultaneously with payment of the monthly rentals. The Lessor shall be obliged to provide the Lessee with a valid Tax Invoice on a monthly basis, to enable the Lessee to institute Tax rebates. 10. LESSEE S RIGHTS AND OBLIGATIONS The Lessee: 10.1 Electricity shall pay for all electricity consumed by the Lessee in or on the Premises in accordance with readings of separate sub-meter(s) or, if there are no such sub-meter(s), then the Lessee shall be liable to pay for electricity in the proportion that the Premises bears to the total lettable area of the Property. The Lessee s contribution towards electricity consumption shall be calculated at the same rates as that charged to the Lessor by the relevant supplier. Terms and Conditions: Proposed Notarial Lease Page 8 of 17 November 2016

29 Terms and Conditions: Proposed Notarial Lease shall not alter, interfere with, damage or overload the electrical, lighting or heating installations on the Property shall replace from time to time at the Lessee s cost all defective fluorescent or incandescent light bulbs or tubes used in the Premises shall notify the Lessor and the relevant Authority should the electrical current of the Premises cease or become defective or be interrupted shall be entitled to bring a generator into the Premises or the vicinity of the Premises, and make use of such generator in the instance of any power interruption for any reason whatsoever Water, Sanitation and Refuse Removal (as applicable) shall pay for all water (if applicable) consumed by the Lessee in or on the Premises in accordance with readings of separate (sub)meter(s) or, if there are no such (sub)meter(s), then the Lessee shall be liable to pay for water in the proportion that the Premises bears to the total lettable area of the Property. The Lessee s contribution towards water consumption shall be calculated at the same rates as that charged to the Lessor by the relevant supplier; save as provided in clause , shall pay to the Authority concerned all sewerage, sanitary, refuse removal and other Local Authority charges in respect of the Premises, provided that should the Lessor be required to pay any of such amounts, then the Lessee shall within 30 (thirty) days of receipt of the Lessor s valid invoice to such effect refund the amount in question to the Lessor Maintenance shall keep and maintain in good order and condition at the Lessee s cost, the interior and exterior of the Premises, including all fixtures, fittings and appliances therein, all floors, internal walls and ceilings, all electrical, sanitary and water fittings, all locks, keys and door handles and all glass Terms and Conditions: Proposed Notarial Lease Page 9 of 17 November 2016

30 Terms and Conditions: Proposed Notarial Lease windows and doors in respect thereof and on termination of this Lease shall deliver the same to the Lessor in good order and condition (fair wear and tear excepted) shall keep the Premises clean Fixtures and Fittings may at any time install any fixtures, fittings and equipment in the Premises for the purpose of carrying on the Lessee s business, and the parties agree that any such fixtures, fittings and equipment shall be deemed to be movable and to not have acceded to the Property in any way whatsoever, and shall remain the property of the Lessee may at any time and shall, prior to or at the termination of this Lease, remove any fixtures or fittings installed in terms of or prior to the Commencement Date Municipal Regulations shall at its own cost comply with all requirements of all/any competent authorities in connection with the conduct of its business in the Premises Refuse shall, if no common facilities are provided by the Lessor, provide suitable refuse storage facilities on the Premises and shall ensure that refuse does not remain on the Property outside the Premises, save in the place provided therefor Fire and Safety Requirements shall ensure that all activities on the Premises comply in all respects with the Occupational Health and Safety Act No 85 of 1993, as amended, and the regulations framed thereunder. Terms and Conditions: Proposed Notarial Lease Page 10 of 17 November 2016

31 Terms and Conditions: Proposed Notarial Lease shall at all times obey the lawful instruction of, allow inspection by, and in general co-operate with Municipal Fire Prevention Services or those of any other authority which may replace the said body(ies) or take over the responsibility of ensuring compliance with Fire Regulations as amended from time to time shall maintain and repair all fire extinguishers on the Premises, serving the premises exclusively, and shall have same serviced on a regular basis as required by the Municipal Fire Prevention Services or any other authority which may replace the said body(ies) or take over the responsibility of ensuring compliance with the relevant Regulations as amended from time to time, provided that such equipment is in a good and operable condition and has been certified as such by ASIB and/or the local fire department at the commencement of the lease all flammable substance(s)/liquid(s) that may be defined as such in the regulations of any local authority from time to time shall be stored by the Lessee in all respects in accordance with the reasonable requirements from time to time of the Lessor Alterations shall be obliged to effect any alterations or additions to the Premises which may be required for the purpose of the Lessees business. The Lessee shall be entitled to remove any such alterations or additions at the Termination Date, in the sole discretion of the Lessee and without any compensation becoming payable to the Lessor in respect thereof Licences shall be liable for obtaining all necessary licences and permits in respect of the Lessee s business Security shall be liable for any security services which may be necessary for securing the inside of the Premises. Terms and Conditions: Proposed Notarial Lease Page 11 of 17 November 2016

32 Terms and Conditions: Proposed Notarial Lease Access shall, together with its employees, consultants, contractors, agents or other representatives have access to the Premises 24 (twenty four) hours per day, 7 (seven) days per week, and the Lessor shall provide the Lessee with the necessary means to access the Premises at all times, which might include where necessary, the provision of an additional key by the Lessor to the Lessee if there is no other access to the leased Premises, other than through an entrance under the control and supervision of the Lessor. 11. THE LESSOR S RIGHTS & OBLIGATIONS The Lessor: 11.1 Maintenance at its own cost shall keep and maintain the Property (other than the Premises), as well as any gardens, access roads and fencing in good order and condition Access shall not have any rights of access to the Premises except with the prior written consent of the Lessee, who shall be entitled to impose any conditions reasonably necessary to ensure the security of the Premises on the Lessor The Lessor shall permit the Lessee to bring and set up a generator in the Premises in the event of a suspension or termination of electricity through no fault of the Lessee The Lessor undertakes to ensure that no third party will do anything or cause anything to be done on the Property which hinders / hampers the Lessee in its provision of electronic communication services and/or electronic communication facilities. Terms and Conditions: Proposed Notarial Lease Page 12 of 17 November 2016

33 Terms and Conditions: Proposed Notarial Lease 11.3 Municipal Rights shall not be obliged to effect any repairs and/or alterations and/or additions to the Premises in order to comply with the requirements of any local authority and/or other competent authorities in connection with the conduct of the Lessee s business on the Premises Indemnity/Liability hereby indemnifies the Lessee against any claim made against the Lessee by anyone for any loss or damage suffered as a consequence of any act or omission of the Lessor, or the Lessor s agents, representatives, employee, invitee, director or any other person for which the Lessor is vicariously liable. The Lessor together with its invitees, employees, family members, consultants, contractors or agents shall not have any claim against the Lessee for any loss or damage incurred as a result of the Lessee s activities on the Premises, unless caused by the intentional misconduct or breach of contract of the Lessee or any person for whom the Lessee is vicariously liable; 12. INSURANCE The Lessor shall keep the buildings and other improvements on or constituting the Property (excluding the Premises) adequately insured against the risk of loss and damage by fire, riot, flood, civil disturbance, earthquake and such other causes against which property of such nature is ordinarily insured and against risk of loss or damage by political riot, malicious damage and similar causes to the extent commercially available in the area in which the Property is situated. 13. BREACH 13.1 Should either party, the Lessor or the Lessee (hereinafter referred to as the Defaulting Party ): Terms and Conditions: Proposed Notarial Lease Page 13 of 17 November 2016

34 Terms and Conditions: Proposed Notarial Lease breach any of its obligations in terms of this agreement, and fails to remedy such a breach within 14 (fourteen) days after receipt of written notice by the other party (hereinafter referred to as the Non-Defaulting Party ) requiring the Defaulting Party to remedy that breach; or breach any of the conditions of the lease and thereafter again breach any condition of the lease (whether the same condition or not) within a period of 12 (twelve) months after the earlier breach aforesaid; (provided that should the breach be one which is not reasonably capable of being remedied within the said 14 (fourteen) days, then the Defaulting Party shall be allowed such additional period as is reasonably required therefor), then the Defaulting Party shall be considered to be in breach of this agreement Should either party be in breach as set out in 13.1 above, then and in any of such events the Non-Defaulting Party shall be entitled, notwithstanding any previous waiver and without prejudice to its right to damages or to any other claim of any nature whatsoever that the Non-Defaulting Party may have against the Defaulting Party as a result thereof, to: cancel this agreement forthwith and without further notice thereof to the Defaulting Party and claim damages from the Defaulting Party; or alternatively and in its sole discretion, claim specific performance of all the terms of this agreement without prejudice to any claim which it may have against the Defaulting Party; or remedy such breach and immediately recover the total cost incurred by the Non-Defaulting Party in so doing from the Defaulting Party Notwithstanding the above-mentioned provisions the Non-Defaulting Party shall not be entitled to exercise its right to cancel this agreement unless the default or breach in question is material and goes to the root of this agreement. Terms and Conditions: Proposed Notarial Lease Page 14 of 17 November 2016

35 Terms and Conditions: Proposed Notarial Lease 14. NOTICES & DOMICILIA All notices given by either party to the other shall be given by prepaid registered post: 14.1 to the Lessor at its address set forth in clause hereof; 14.2 to the Lessee at its address as set forth herein under: General Notices: C/o Broll Property Group (Pty) Ltd Citibank Building 2 nd Floor 145 West Street Sandown, Sandton Johannesburg 2196 Please direct your queries as follows: For accounts payable: ap.telkom@broll.com. Phone For Estates Management: em.telkom@broll.com. Phone Legal Notices: Telkom Legal Services 2 nd Floor The HUB Telkom Park 61 Oak Avenue Highveld Techno Park Centurion legalservices@telkom.co.za Phone: at which address the parties respectively choose domicilium citandi et executandi for all purposes hereunder. 15. COSTS The costs of and in connection with the preparation of this agreement of lease shall be borne by the Lessor. Terms and Conditions: Proposed Notarial Lease Page 15 of 17 November 2016

36 Terms and Conditions: Proposed Notarial Lease 16. CONSENT Wheresoever in this agreement reference is made to consent of the Lessor being obtained, such consent shall not be unreasonably withheld, and the Lessor shall furnish in writing its reasons for any refusal to grant such consent. 17. GENERAL 17.1 No variation of this lease shall be of force or effect unless it is in writing and signed by both the Lessor and the Lessee This lease contains all the terms and conditions of the agreement between the Lessor and the Lessee. The parties acknowledge that there are no understandings, representations or terms between the Lessor and the Lessee with regard to the letting of the Premises other than those set out herein The rule of construction that this Agreement shall be interpreted against the party that is responsible for drafting this Agreement shall not apply, as this Agreement of Lease is the product of negotiation between the parties, nor shall this Agreement of Lease be construed in favour of or against any party by reason of the extent to which any party or its professional advisors participated in the preparation of this Agreement of Lease. DATED at this day of 20 As Witnesses: 1. For and on behalf of the Lessor 2. Terms and Conditions: Proposed Notarial Lease Page 16 of 17 November 2016

37 Terms and Conditions: Proposed Notarial Lease DATED at this day of 20 As Witnesses: For and on behalf of the Lessee Terms and Conditions: Proposed Notarial Lease Page 17 of 17 November 2016

38 Terms and Conditions: Proposed Notarial Lease ANNEXURE A: DIAGRAM Terms and Conditions: Proposed Notarial Lease Page 18 of 17 November 2016

39

40