Lease Agreement - 287 Pallisier Avenue

1 LEASE

The Landlord hereby leases the Premises to the Tenant for a term of ten (10) years commencing on the 1st day May, 2020 and ending on the 30th day of 2035 (the "Term").

2. RENT

2.01 Basic Rent

The Tenant will pay to the Landlord during each month of the Term the sum of $32.31 per square foot, payable by equal monthly instalments of $3,500.00 plus GST, as rent (the "Basic Rent").

Additional Rent

(a) The Tenant will pay to the Landlord during each month of the Term the sum of $1.25 per square foot, payable by equal monthly instalments of $1,218.75 plus GST (or such share as may be allocated from time to time), towards the Landlord's operating costs, as additional rent (the 'Additional Rent"), to Cover for each calendar year or portion thereof consisting of:

(1) the Tenant's share of Tax for that calendar year;

(2) the Tenant's share of the Landlord's total cost of maintaining and operating the Lands and the Building for that calendar year or portion thereof, including without limitation:

(i) interior and exterior repair, maintenance and replacement of equipment not being capital expenditures;

(ii) utility charges, including water, electricity, natural gas and fuel;

(iii) interior and exterior cleaning (including, but not limited to, graffiti, snow and ice removal),

(iv) Insurance coverage including loss of rental income insurance and public liability insurance;

(v) property management fees,

(vii) all reasonable sums necessarily paid by the Landlord in respect to accounting, legal and other services relative to the Land, Building and any tenancies thereof, excluding structural repairs.

(b) The Tenant's share is calculated based on the square footage Of the Premises with respect to the square footage of the Building, less the common areas therein, except with respect to real property taxes which will be reasonably apportioned based on the respective use of the Premises as well as well as its square footage relative to the Building.

2.02 Rent Commencement

The Tenant's rent and additional rent of the premises will not be payable until the Tenant has fully commenced business activities on the premises.

2.03 Monthly Instalments

The Tenant will pay to the Landlord the Basic Rent and the Additional Rent monthly, in advance, commencing on the first day of the Term of this Lease and continuing to be paid on the first day of each and every month thereafter during the Term of this Lease.

2.04 "Tax"

"Tax" in this Lease means all taxes, rates duties, levies, assessments and charges whatsoever whether Municipal, Parliamentary or otherwise, charged upon or with respect to the Lands and Building or on any machinery, equipment or chattels thereon or therein. Any expenses or costs incurred by the Landlord in obtaining or attempting to obtain a reduction in the amount of Tax, including investigations and opinions in such regard, shall be added to and included in the amount of such Tax,

2.05 Electronic Payments

The Tenant agrees to pay the Basic Rent and Additional Rent to the landlord as and when due hereunder by Electronic Funds Transfers through the Tenant's internal accounting system to the account specified by the landlord.

2.06 Other Taxes

The Tenant will pay all goods and services tax or other tax (except income tax) payable by the Landlord or the Tenant with respect to Basic Rent, Additional Rent and all other costs under this Lease. Even though such taxes are not rent, if the Tenant fails to pay them promptly when due according to law, the Landlord will have the same remedies as those provided under this Lease for default of payment of rent.

2.07 Payment of Additional Rent

The Landlord will estimate the amount of Additional Rent payable by the Tenant for each calendar year or part thereof and will provide that estimate in writing to the Tenant. The Tenant will pay that amount in equal portions according to the number of months of the Term in that calendar year in accordance with section 2.02. The Landlord will deliver to the Tenant a statement of the actual Additional Rent payable during that calendar year, showing in reasonable detail the information relevant to that calculation. If the amount payable by the Tenant according to such statement is less than the Additional Rent payable by the Tenant to the Landlord to date, then the Landlord will credit the excess to the Basic Rent and if greater, the Tenant will pay the shortfall to the Landlord within fourteen (14) days after receipt of the statement. The Landlord may elect to segregate the Tenant's portion of real property taxes, if any, in the annual estimate and require the Tenant to pay the balance thereof remaining unpaid immediately upon receipt of notice after real property taxes for that calendar year have been levied against the Lands,

3. TENANT'S BUSINESS

3.01 Open for Business

The Tenant shall use the Premises solely for the operation of an early childhood center and daycare, and any ancillary use related thereto, and for no other purpose(s) without the prior written approval of the Landlord. The Tenant will open and conduct its business on the Premises during normal business hours for like businesses in the community in a businesslike manner.

3.02

It is the sole responsibility of the Tenant to ensure that the Premises are approved for carrying out the specified use, and any requirements of Provincial and/or Municipal authorities are to be complied with, at the Tenant's sole cost, prior to occupancy of the Premises. The Tenant agrees that it accepts full responsibility for all laws, bylaws and any governmental requirements with respect to its intended use,

4. TENANT'S COVENANTS

4.01 Assignment or Sub-Letting

The Tenant will not assign, sublet Or part with possession of the Premises or any part thereof or part with or share the occupation or control of the Premises without the prior written consent of the Landlord, not to be unreasonably withheld, conditioned or delayed. As a condition of the Landlord's consent to an assignment or sub-letting, the Tenant will pay the Sublandlord's legal and other reasonable costs directly related thereto. Notwithstanding the foregoing, the Subtenant shall be permitted to assign or sublet the Premises, Or a portion thereof, to an affiliate or subsidiary of the Tenant, or by way of a corporate change of control or amalgamation, without the Landlord's consent, but with written notice to the Landlord, provided that the Tenant agrees to guarantee the obligations of the proposed assignee and/or subtenant under said assigned Sublease.

4.02 To Repair

The Tenant will keep the Premises, including fixtures, in good and substantial repair. The Landlord may at all reasonable times during the term enter the Premises to examine their condition and the Tenant will well and sufficiently repair any defect found by the Landlord within fifteen (15) days of any notice to do so, or such other reasonable time period as the parties may agree The Tenant's obligation under this paragraph includes the duty to maintain the interior decoration of the Premises in a reasonable state and to repaint, repaper or refinish all wall surfaces or partitions as required to comply with this provision,

4.03 Alterations and Tenant's Work

The Tenant acknowledges that it takes occupancy of the Premises in an "as is" condition, with any and all improvement work to be the responsibility of the Tenant and at the Tenant's sole cost* unless otherwise provided in this Lease. The Tenant will not make any alterations in the structure, plan or partitioning of the Premises nor install any plumbing, piping, wiring, heating or cooling apparatus without the written consent of the Landlord. Any and all improvement work required for the Tenant's purposes (hereinafter called the "Tenant's Work") shall be completed at the Tenant's sole cost and shall be subject to the Landlord's prior written approval of the Tenant's plans, specifications and construction work forces, such approval not to be unreasonably delayed or withheld. The Tenant shall have the right to utilize for its business purposes, during the Term and any extension thereof, any existing exhaust and/or ventilation equipment The Tenant's Work shall include the initial servicing (including repairs and upgrades if/as necessary) of such equipment (and related accessories) and the ongoing servicing, maintenance and repair of the equipment during the term of this Lease The Tenant shall secure all necessary building permits and shall ensure that its work is carried out in a professional and workmanlike manner. Provided that the Tenant will indemnify and save harmless the Landlord from all claims for liens, wages or materials or for damages to persons or property caused during the making of or in connection with any repairs, alterations, installations and additions made or caused to be made by the Tenant; provided further that if any builders' or Other liens are filed against the Landlord's title to the Lands in respect of any repairs, alterations, installations or additions made by or on behalf of the Tenant, the Tenant within thirty (30) days after notice of the filing thereof will cause the same to be discharged from the Landlord's title.

4.04 Compliance with Statutes

In its use and occupation of the Premises, the Tenant will observe, abide by and comply with all Statutes, regulations, bylaws and rules of any federal, provincial, regional or municipal authority, or of any insurance company which has fire or other insurance in respect of the Premises, which in any way affect the Premises or their use and occupation.

4.05 Costs or Charges

The Tenant will pay all costs of utilities or services supplied to the Premises punctually as soon as the payments therefore are due and will likewise pay as soon as are due all license fees, assessments and other charges not otherwise specifically mentioned which are required to be paid by the Landlord or the tenant to any governmental authority for or in respect of the business conducted on the Premises by the Tenant.

4.06 Insurance

The Tenant will throughout the term of this Lease provide and keep in force the following policies of insurance:

(a) plate glass insurance.

(b) Commercial comprehensive general liability insurance against claims for personal injury, death or property damage or loss arising out of all operations of the Tenant indemnifying and protecting the Landlord and the Tenant to a limit of at least $5,000,000 inclusive (or to such limit as the Landlord may reasonably require);

(c) All-risk property insurance on a full replacement cost basis in respect of all property of the Tenant including, but not limited to fixtures, furniture, equipment, inventory, stock-in-trade, and the Tenant's leasehold improvements (whether installed by the Tenant or not);

and the Tenant further agrees to provide the Landlord at its request with evidence of such insurance satisfactory to the Landlord

4.07 Tenant's Signage

The Tenant will not during the Term, without the consent in writing of the Landlord first obtained, which consent shall not be unreasonably withheld, erect, paint or, in any way, display any signs, including without limitation signs or notices relating to services or merchandise being offered for sale. It is understood that costs for acquisition, erection, maintenance and power for any signs if permitted, and if required, are the Tenant's responsibility. The Tenant shall indemnify the Landlord against any liability which may arise in respect of the erection, use or maintenance of such signs, and shall comply with all by-laws and other laws and regulations governing the erection and maintenance of signs. At the Landlord's option, the Tenant shall be responsible for the removal Of, and all costs related thereto, of such business signage at the termination of this Lease.

4.08 Environmental

wan-ants and covenants that during the term the Premises will be maintained, occupied and otherwise used in accordance with all applicable laws, regulations, bylaws and ordinances, relating to the protection of the environment, and that no hazardous, toxic or otherwise prohibited materials (as defined by applicable Federal, Provincial or Municipal laws) are to be buried or otherwise deposited on any part Of the Premises, and that no underground fuel storage tanks shall be installed under the surface which fail to conform with applicable laws. The Tenant shall clean up or otherwise remedy any surface or subsurface conditions whatsoever of the Premises which have arisen or may arise during the Term, and the Tenant shall indemnify and save the Landlord harmless from and against all orders, costs, expenses or claims with respect to any such surface or subsurface conditions Such indemnity shall survive the termination of this Lease and any limitation periods shall commence to run from the time that the Landlord discovers the condition and not from the termination of this Lease

4.09 Garbage/Combustible Material

The Tenant shall not permit undue accumulations of garbage, trash, debris, rubbish or refuse within or outside the Premises The Tenant shall not keep in the Premises any gasoline, oil, camphor, burning fluid or other combustible materials.

4.10 Use of Plumbing

The Tenant will use all plumbing equipment contained in the Premises only for the purpose for which it was constructed and installed and will pay the expense of any breakage, stoppage or damage however caused,

4.11 No Nuisance

The Tenant shall not do or permit to be done upon the Premises anything which might be deemed a nuisance, annoyance, inconvenience or damage to the Landlord, the other tenants for the time being of the Lands and Building or owners and occupiers of neighbouring premises.

4.12 Tenant to Protect Insurance

The Tenant shall not do or suffer to be done on the Premises anything without the written consent of the Landlord whereby the policies of insurance on the Premises may be rendered void or voidable or premiums increased.

4.13 Tenant to Clean Premises

The Tenant will keep and maintain the Premises at all times in a clean and tidy state and will pay all janitorial and other costs in connection therewith.

4.14 Rules and Regulations

The Tenant agrees to abide by any and all reasonable rules and regulations imposed by the Landlord from time to time pertaining to the care and maintenance of the Premises.