Catering Contract XXX ABN ## ### ### ### & xxxx Page 1 of 13
XXXX GOLF CLUB BISTRO xxx Xxx STATE PCODE This Lease is made the 1 st Day of July 2008 BETWEEN: XXXX Of xxxx in the State of Victoria (hereinafter referred to as the Lessor of the one part. AND: In the said State (hereinafter referred to as the Lessee ) of the other part. WHEREAS: A. The Lessor is the registered proprietor of premises situated at xxx ( the premises ) on which the Lessor carries on the activity of a Golf Club and other ancillary activities. B. The Lessor is the holder of a Club Licence issued under the Liquor Control Act 1987 ( the Act ) for the premises. C. The premises have facilities for the operation of a Bistro to which alcoholic and other beverages may be provided by the lessor pursuant to the Act. D. At the request of the Lessor, the Lessee has agreed to provide all meals and food services on behalf of the Lessor in accordance with the terms and provisions of the Act and otherwise upon the terms and conditions contained in this agreement. E. The agreement will be subject to all approvals that may be required from the Liquor Licence Commission. In the event of any such approval being refused by the said Commission, this Agreement shall be deemed null and void and of no effect. Page 2 of 13
NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:- 1. Right to Conduct In consideration of the premises herein contained, and in consideration of the payment of the rental herein provided, the Lessor grants to the Lessee during the continuance of this Lease the right to conduct the catering facility from the kitchen, to use the bistro facilities and to use the Lessors chattels for the conduct of such facility. Further the lessee shall maintain sole catering rights of the club to the exclusion of any commercial or private caterer during the term of this lease. 2. Lessees Convenants During the term of the Lease, the Lessee covenants and undertakes to be responsible and shall attend to the following:- (a) Promptly and punctually pay the rental, free of deduction to the Lessor and on the day and in the manner specified in Item 6 of the Schedule 1 hereto. (b) To be responsible for and promptly pay all accounts for purchases of food and all articles necessary to comply with the terms herein contained. (c) To engage all staff necessary for the running of the kitchen and the conduct of the catering facility and to be totally responsible for their payment and for their general appearance and supervision of their conduct. To ensure that the catering facility conducted at the premises is of a satisfactory standard as required by the Lessor. (d) The Lessee shall forthwith take out and maintain a Public Risk Insurance Policy for no less that ten million dollars or such other sum as shall be required by an Insurance Company (not less than ten million dollars) for the area described in Item 3 of the Schedule 1. (e)the Lessee hereby indemnifies the Lessor in respect of any claims, which may be made against the Lessor arising directly or indirectly out of the provision by the Lessee of its catering facilities to the Lessor or to members of the public visiting the premises. Page 3 of 13
(f) Promptly pay all gas consumed in the Kitchen area for the conduct of the catering facility, as per meter at rear of Kitchen. (g) Clean all bistro table and chairs. (h) Ensure all plant and equipment as mentioned in clause 5 (e) is maintained in good working order, however the lessees are not obliged to replace equipment which deteriorated through fair wear and tear or is damaged by fire or other risk for which the lessor has insurance cover. (i) Table service to be provided (j) To comply with all statutory authority health regulations. The lessor is responsible for complying with any Food Act, or order relating to improvements to the premises or maintenance of a structural nature. (k) Tables to be cleaned and within the defined bistro area at the close of each trading period. (l) To be responsible for and to pay for all consumable items. (m) To provide a variety of menus plus a minimum of daily specials. (n) Specific menus to be designed by the lessee in respect of group bookings (o) to be responsible and pay for all breakages of crockery, eating and preparation equipment. (p) To keep the service counter area clear of all unnecessary items and to store mats, shakers, etc in the kitchen area. (q) To decorate, clean or cover service counter at the close of each trading period. (r) Keep in a clean and tidy condition the area at the rear of the premises and ensure that all receptacles are clean and tidy and free of litter and dispose of all waste in the rubbish container adjacent to the machinery shed. Page 4 of 13
(s) To arrange routine servicing of Club equipment as deemed necessary. THE LESSEE SHALL NOT (a) do or allow anything, which may cause nuisance or damage or disturbance to the Lessor, its members or the owners of adjacent premises. (b) use or allow the use of the premises in breach of this Lease. (c) Do or allow anything, which may result in the insurance of the premises becoming void or voidable. (d) Keep or use chemicals, flammable liquids or other hazardous material on the demised premises except as may be necessary for the permitted use of the premises or create any fire hazard. 4. LESSORS CONVENANTS The lessor covenants that if the Lessee performs and observes the Lessees obligations under this Lease, the Lessee may occupy and use the premises during the Lease without any interruption by the Lessor except in so far as jointly used areas which may be occupied from time to time by mutual agreement, to cater for overflows fro the purposes of mutual gain. 5. During the Lease term, the Lessor undertakes and covenants to attend the following:- (a) ensure that the carpet and windows of bistro area are kept clean at all times. (b) cleaning the general toilet area and maintaining toilet requisites. (c) Promptly pay and maintain all service and fittings, which includes lights, heating and air conditioning facilities. (d) Engage bar staff at its cost and supply all wine lists. (e) In consideration of the payment payable pursuant to Item 6 (b) of the Schedule 1, to supply for the use of the Lessee all plant and equipment as set out in the Inventory annexed. Page 5 of 13
6. LEASE ASSIGNMENT AND SUBLETTING (a) The Lessee shall not without first obtaining the written consent of the Lessor, and if applicable the consent of the Liquor Licensing Commission:- (i) assign, sublet or part with possession of the demised premises or part thereof. (ii) permit any person other than the Lessee to conduct the kitchen and catering facilities. (iii) mortgage or charge this Lease. (b) The Lessor shall not unreasonably withhold consent to an assignment or a subletting of the demised premises if the Lessee has:- (i) requested the Lessors consent in writing; (ii) provided the Lessor with the name, address and references for the proposed assignee or sublessee together with the proposed assignee/sublessees financial circumstances, business experience, references and copy of the proposed Deed of Assignment of Sublease. (c) The Lessee shall pay the fees, costs and charges (including stamp duty) reasonably incurred by the Lessor in connection with any proposed or actual assignment or subletting, including all costs for the investigation of the proposed assignee/sublessee. 7. OBSERVE ALL REGULATIONS/LEASES AND LAWS The Lessee is to duly observe all Licences in force in respect of the premises and to ensure compliance with all laws, municipal requirements and by laws and regulations established by the local authority and all terms and conditions of the Liquor Licence in respect of the premises and the Act. The Lessor promises to comply with the provisions of the food act and the requirements of the Liquor Control Commission. The Lessor also promises to comply with any notices or orders relating to improvements to the premises or maintenance of a structural nature. Page 6 of 13
8. RIGHTS OR RE-ENTRY AND TERMINATION OF LEASE The Lessor may re-enter the demised premises and terminate the Lease if:- (a) the rent remains unpaid for 14 days whether or not formal demand for payment has been made. (b) the Lessee fails to perform or observe any of the Lessees obligations under the Lease and fails to remedy the breach within 14 days of a written notice being given to the Lessee of the breach and requiring its immediate rectification. (c) If the Lessee is a corporation and:- (i) an order is made or a resolution passed for its winding up (except for purposes of reconstruction or amalgamation). (ii) it goes into liquidation or makes an assignment for the benefit of or enters into an arrangement or composition with its creditors. (iii) it is placed under official management or a receiver or manager of any of its assets is appointed. (iv) Without the prior written consent of the Lessor a change occurs in its membership resulting in the effective control of the Lessee being with a person who at the commencement of this Lease did not have that control. (v) Without the Lessors prior written consent, the business conducted on the demised premises is discontinued or the demised premises left unoccupied for a period of 7 days. (d) If the Lessee: (i) becomes a bankrupt, or (ii) takes or attempts to take advantage of Part X of the Bankruptcy Act, or (iii) makes an assignment for the benefit of its creditors, or (iv) is unable to pay his debts when they fall due (v) without the prior written consent of the lessor the lessee discontinues the business conducted or the demised premises are left unoccupied for a period of 7 days (e) Upon re-entry, this Lease shall be at an end without affecting any right, which the Lessor may have to recover monies owing under the Lease. (f) The parties hereto agree that 14 days are fixed as the period within which the Lessee may remedy any breach if it is capable of remedy. Page 7 of 13
9. VARIATION OF LEASE Any term or condition of this Lease can only be varied in writing and with the approval of the Lessor but the terms of this Lease may be varied on any renewal of lease. 10. RENTAL The rental payable shall be reviewed annually and shall be the previous rent plus CPI increase. In this clause the following word will have the meaning assigned to it herein:- CPI INCREASE shall mean: The amount expressed as a rate per centum by which the index number published for the quarter ending immediately before the relevant rental review period exceeds the index number published for the quarter ending immediately before one year prior to the relevant rental review date. INDEX NUMBER shall mean: The consumer price index for Melbourne (all groups) published from time to time in the Commonwealth Statisticians Summary of Australian Statistics. 11. FURTHER TERM The Lessor will renew this Lease for the next term of the further terms permitted in the schedule hereto if the Lessee gives the Lessor a written notice of renewal not more than 6 months or less than 3 months before the expiration of the Lease. 12. The Lessor does not have to renew this Lease if:- (a) the Lessee is persistently in default under this Lease throughout the term of the Lease and the Lessor has given the Lessee written notices of the default. (b) There is any unremedied default of which the Lessor has given the Lessee written notice. 13. In the event that this Lease is renewed the Lease shall commence on th4e day after this Lease expires. 14. LESSEE BEING A CORPORATION If the Lessee is a Corporation, a Guarantee to the Lessor of the Lessees obligations under this lease shall be duly executed by the directors of the Lessee Company. Page 8 of 13
15. NOTICES Any notices to be given to a party may be sent by post to that party s registered office or last known address and in the case of the Lessee, may be left on the premises. Any notice sent by post shall be deemed received 72 hours after posting. 16. LESSEES COVENANTS To comply with all directions and decisions given to the Lessee by the Lessor in respect of the proper conduct and policy decisions in respect of the demised premises. This is limited to the XXXX. policy decisions and not the normal conduct of the Lessees catering business. 17. GUARANTOR S OBLIGATIONS The Guarantor hereby covenants with the Lessor to punctually perform and observe all of the Lessees obligations under this Lease or any renewal thereof and for payment to the Lessor of any loss recoverable against the Lessee after termination of this Lease or any renewal thereof. 18. INDEMNITY The Guarantor shall indemnify the Lessor against any loss arising from the Lessees failure to perform and observe the Lessees obligations under this Lessee. 19. TABLE OF ASSOCIATED CATERING COSTS The parties hereto agree that a Table of Associated Catering Costs has been prepared and attached hereto as Schedule 2 and this is to reflect the cost payable by the respective parties hereto. 20. COSTS The Lessee shall pay the Lessors reasonable expense of:- (a) preparation, execution and stamping of this lease (b) variation, assignment, surrender or termination of this Lease other than expiry of the term, (c) subletting of the demised premises, (d) any default by the Lessee in observing the provisions of this lease, (e) the exercise or attempted exercise of any right or remedy of the Lessor against the Lessee. 21. HOT BEVERAGE DISPENSER The Lessor reserves the right to install a hot beverage dispenser within a defined area of the clubhouse to provide a facility for patrons outside caterers normal trading hours. Page 9 of 13
The Common Seal of XXXX, Has been affixed in accordance with its constitution ) In the presence of:- ) ).. The Common Seal of Has been affixed in accordance with its memorandum ) and articles of association ) In the presence of:- )... Signed sealed and delivered by In the presence of :.. Signature of Witness NAME: ADDRESS: Page 10 of 13
SCHEDULE 1 1. Lessor: XXXX of xxx 2. Lessee: 3. Demised Premises The kitchen and bistro at XXXX Golf Club premises at xxxx. 4. Term of Lease: Two (2) year with a further term of two (2) years by two (2) unless terminated in accordance with Clause 8 hereof. 5. Commencement of date: 1 st day of July 2008 6. Rental: (a) For Lease of Kitchen: $XXXXX (GST inclusive) per annum payable always monthly in advance on 1 st day of each and every month. (b) Chattels, Plant & Equipment: $500 for the first term of the lease, payable upon signing of this lease, then $500 per annum payable always monthly in advance on the first day of the month for the further two terms of this lease. Subject to the Lessee having the right to negotiate the transfer of the Lease to a suitable party at a figure determined by the Lessee. 7. Rent Review: Annually in accordance with clause 10 hereof: 8. Essential Term of The Lessee must, during the following periods, provide meals and other catering services to the Lessor and its patrons at a price, which, in the opinion of the Lessee, is reasonable and competitive. Trading hours 7 days a week Page 11 of 13
Minimum of 12.00 2.00pm and 6.00 to 8.00pm Extended hours are to be provided for competition days and Special Events, Group Bookings, Weekends and summer period, Easter, Ladies days. Snacks to be provided on competition days eg. Pies, pasties and sandwiches. 9. Performance Criteria The performance of the contract will be monitored on a quarterly bases. (a) Online survey will be conducted on a quarterly bases and member satisfaction rating of 85% will need to be maintained. (b) There needs to be a quarterly menu change according to the seasons. (c) All new staff will undertake induction training and regular training sessions will be held for combined catering & bar staff. (d) Attendance at monthly OH & S meetings 10. Marketing Costs Page 12 of 13
SCHEDULE 2. ASSOCIATED LEASE COSTS COSTS PAYABLE BY LESSEE (EXCLUDING RENTAL) Cleaning - See responsibilities. Gas Relevant Labour Costs (e.g. Wages, Insurance etc) Laundry Equipment and maintenance for normal operational needs COSTS PAYABLE BY LESSOR S.E.C. Rentokil Cleaning See Responsibilities Table Mats Provision of furnishing and maintenance of same. Replacement of Chattels, Plant & Equipment through fair wear and tear. Page 13 of 13