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LICENSE FOR THE USE OF COMMON AREAS
IN THE BUSINESS VOIP SOLUTIONS CO. LTD
ANTENNA NO.01
AGREEMENT
THIS agreement
made and entered into at Colombo this 1st day of December Two
Thousand and Thirteen between THE BUSINESS VOIP SOLUTIONS CO. LTD PV NO.3878 is having its Registered Office at No. 286,
Liberty Plaza. R.A.De Mel Mawatha, Colombo 03, in the Democratic
Socialist Republic of USA [hereinafter referred to as "The BVSCL" which term or expression shall where the context so requires
or admits mean and include the said Management Corporation Condominium Plan No.3878
and its successors and assigns] of the ONE
PART and VIRTUAL DATA ROOMS PLC
(formerly known as VIRTUAL DATA ROOMS Telekom PLC) a company duly
incorporated under the laws of Sri Lanka bearing No. PQ38 and having its registered office at No.475,
Union Place, Colombo-2 carrying on business in the said Republic [hereinafter called and
referred to as “The User” which term or expression shall where the context so
requires or admits shall mean and include the said VIRTUAL DATA ROOMS PLC and
its successors] of the OTHER PART.
W I T N E S S E T H
WHEREAS the BVSCL is the owner of the common areas of the property called and known
as the BUSINESS VOIP SOLUTIONS Building.
AND WHEREAS the User has now requested the BVSCL for lease of a portion of
the Roof - Top described in the sketch thereto referred to as Schedule 1 for
the purpose of installing separately three antennas on the parapet wall each
three meters in height and supporting ancillary equipment on the rooftop of the
premises hereinafter called “Antenna No 1
and marked [AN 1] for the purpose of a
telecommunications network of the User and whereas the BVSCL has agreed
with the User to lease the said Roof Top space and parapet wall demarcated by
the BVSCL and identified by both parties hereto on the roof top of the Premises
upon the terms and conditions contained herein.
AND WHEREAS the User has now requested the BVSCL to start this lease Agreement for a
period of Two (02) years and six (06) months the BVSCL has agreed
with the User to start upon the terms and conditions contained herein
NOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY AGREED BY
AND BETWEEN THE PARTIES HERETO AS FOLLOWS: -
1.
That
this agreement shall commence from the First
(01st ) December 2013 to
Ninth(09th) June 2016
2. That the Corporation hereby
permits the User to continue with the operations of the 3 separate poles of
height and weight respectively of 3 meters and 20kg each an ancillary equipment
of 300Kg
for antenna placed on the roof Top hereinafter called and referred to as the
User as “Antenna No.1” on the parapet wall and the roof Top of the said BUSINESS VOIP SOLUTIONS Premises for the above mentioned period commencing on the 01st
day of December Two Thousand and Thirteen (2013).
3. That the User hereby covenants and agrees
with the Corporation as follows:
(a)
A
sum of RUPEES TWO MILLION TWO HUNDRED NINETY THREE THOUSAND EIGHT HUNDRED
SEVENTY EIGHT AND CENTS FIFTY FIVE (Rs. 2,293,878.55) excluding VAT and /or
any other taxes imposition or levies payable to the Government being the first
year’s license fees commencing on the First (1st) December 2013 and
ending on Thirtieth(30th) November 2014.
(b)
A sum of RUPEES TWO MILLION SIX HUNDRED THIRTY SEVEN THOUSAND
NINE HUNDRED AND SIXTY AND CENTS THIRTY THREE (Rs.2,637,960.33) excluding VAT and /or any other taxes imposition or
levies payable to the Government being the second year’s license fees
commencing on the First (1st) December 2014 and ending on Thirtieth(30th)
November 2015.
(c)
A sum of RUPEES ONE MILLION FIVE HUNDRED SIXTEEN THOUSAND
EIGHT HUNDRED TWENTY SEVEN AND CENTS EIGHTEEN (Rs.1,516,827.18) excluding VAT
and /or any other taxes imposition or levies payable to the Government being
the third year’s license fees commencing on the First (1st) December
2015 ending on Ninth(09th) June 2016.
4.
That the User shall use the Antenna No.1 strictly for
the purpose of the User's telecommunications network.
5.
The User undertakes to ensure that no interference
signals are injected into any other systems and/or other antennas installed at
the Liberty Plaza.
6.
The User shall take suitable steps to ensure compliance
with the relevant rules and regulations set out by the Director General of
Telecommunications as provided under Act No.25 of 1991.
7.
The Corporation shall permit the User and its authorized
Officers and workmen to enter the premises and proceed to the rooftop for
installation, inspection, repair and maintenance work of the Antenna and its
ancillary equipment at all reasonable times on working days, viz., between 8.00
am and 5.00 p.m. or at any time by prior appointment and on such conditions
that may be specified by the Corporation, of the direction of the Ministry of
Defense.
8.
The User agrees to remove dismantle or move Antenna No.1
as and when required by the Corporation in writing after having been given
three [3] calendar months notice.
9.
The
User undertakes to ensure that the waterproofing of the roof slabs or any unit
and the structural stability of the building or any unit or part thereof or any
walls columns pillars roof slabs pipes and ducts or any other fittings or
fixtures will not be affected in any way due to erection and operation of the
said Antenna No.1 and all costs or any damage and
repairs and replacement of items shall be met by the User.
10.
Structural
drawings of the said Antenna No. 1 and its ancillary equipment be submitted by
the user shall form part and parcel of these presents.
11.
The User agrees that the Antenna No. 1 will not restrict
the surrounding Urban Development especially as regards to the location and
height of buildings.
12.
The User shall pay for any electricity and other
connections including the monthly standby Power charges required for the rate
prevailing at that time as per Council approval required for the use and operation
of Antenna No. 1 based on the invoices submitted by the Corporation.
13.
The User undertakes to attend to
the repairs and maintenance of the Antenna No.1 and the Corporation shall not
be responsible in any manner whatsoever the maintenance and security of the
Antenna.
14.
All
fees levies charges rates and taxes that may be duly charged by local
Authorities and other statutory bodies in respect of the use of the said
Antenna shall be paid by the User.
15.
Any
license approvals that may be required for the use of the said Antenna No-01
shall be obtained and kept update by
the User at its own cost and expense. It shall be the responsibility of the
User to inform the Corporation of such updated license approval.
16.
The
User shall not contravene any Law and regulations of the Government of Sri
Lanka or by laws of any statutory body.
17.
The
User shall provide an aircraft warning signal light where the auto-switching
device will be adjusted even when there is an overcast sky. The User shall
ensure that the afore described signal light is connected to a standby power
supply.
18.
The
user shall provide earthling arrangements to the said Antenna at its own cost
without damage or danger to any structure or any part of the Liberty Plaza
Building. This earthling system must have the written approval of the
Corporation.
19.
The User agrees to remove the Antenna or take immediate
action whenever deemed necessary as directed by the Corporation or its
authorized Officers in the case of cancellation of license issued by any
Authorized Organization or any technical defects which would be harmful to the
building due to the installation and use of the said Antenna transmission and
lighting conductor etc.
20.
It is further agreed by and between the parties hereto
that the User shall not claim any compensation for the goodwill or for any loss
of business suffered by them at the termination of the agreement.
21.
The User shall not lease let or rent out the said
antenna or any part thereof without the prior written approval of the
corporation.
22.
The Corporation doth hereby covenants with the User as follows:
(a)
To allow the User to peaceably hold occupy and enjoy the
roof top space for the Antenna during the term hereby granted without any
interruption by the Corporation.
(b)
During the period of this Agreement the Corporation
shall not sell or mortgage or otherwise dispose of the demised roof top space
without prior written intimation to the User.
(c)
In the event of the Corporation or any other person
under its authority installs an Antenna/s and / or tower/s on the Roof Top of
the building at No.250, R.A.De Mel Mawatha, Liberty Plaza, Colombo - 03 the
Corporation shall use its best endeavors to prevent any interference or
interruption of the telecommunication signals received by the User as a result
of such installation and operation of the said new or existing tower and/or
antenna.
(d)
To permit the User to install at its cost and expense a separate
electricity meter (certified by CEB) with connected wiring and cabling from
LPMC’s standby power supply. The charges for the electricity consumed shall be
paid for the User at the standby power rate prevailing at that time
(e)
To keep at his cost and expense throughout the term
hereof the said building standing on the said allotment of land in the said
scheduled hereto fully described insured against all loss or damage by fire
malicious damage, riot, lightening, explosion, impact damage and such other
insurable value thereof. In the event of
the said building or any part thereof been destroyed or damaged by fire or any
other cause all monies received on such insurance shall be forthwith expended
by the Corporation in restoring and reinstating the said building as herein
provided.
23.
(a)The User shall indemnify and hold harmless the
Corporation its officers and representatives and all
other occupants and users of the Liberty Plaza premises from all damage
that may arise directly and/or indirectly by the installation and continuous
use of the User's Antenna No.1 on the roof - top of the Liberty Plaza or the
use of any unit in the premises by the User.
(b)The User shall be under obligation to insure against
damage to the Corporation's building caused during the installation of the Base
Transceiver Station and other related equipment. Also, the User shall insure
against damage to the said building by act of God or otherwise toppling of
tower or part thereof causing injury to the Corporation’s personnel or public
and third parties.
24.
No advertisement sign boards or hoarding of any kind
shall be hung fixed or displayed on or from the said Antenna structure or any
part of the roof - top by the User.
25.
Upon the termination of this agreement the User shall
remove and dismantle at its own cost and expense the said Antenna No.1 and all
other structures erected or fitted by the User in the premises and remove them
from the THE BUSINESS VOIP SOLUTIONS Complex under the supervision of the Corporation's
representatives
26.
In the event the User defaults in the payment of the
annual license fee on the due date or dates in any of the extended period of
this agreement, that may be agreed upon, the Corporation shall be entitled to
one or more of the following remedies to safeguard its interests: -
(a) To
withdraw facilities for access to the roof- top.
(b) Annul
this agreement by giving the user notice of such annulment by registered post.
(c) Without
damage to the User's Antenna cables and ancillary equipment, dismantle and
remove the said Antenna and the expenses incurred by the Corporation for
dismantling removing and disconnecting and thereafter storing the Antenna,
cables and its ancillary equipment until the same is received by the User shall
be met by the User.
(d) File
action in a court of Law for the recovery of all sums due with a 2.5% compound
interest rate per month that will have accrued.
27.
PROVIDED ALWAYS AND IT IS
HEREBY mutually agreed by and between the Corporation and the
User as follows:
(a)
The
Corporation doth hereby warrant, covenant and represent unto the User that the Corporation
hath good legal and full right to grant permission to use and occupy the
demised premises unto the User.
(b)
If the demised premises or any part thereof shall be
destroyed or damaged by fire, lightning, earthquake, tempest, flood or
other act of God, irresistible force or as a result of civil commotion, riot or
from any other cause whatsoever not within the control of the User so as to be
unsuitable for occupation of the User then the rents payable hereunder shall
cease or a proportionate part thereof as the case may be shall be reduced by
the consent of the parties hereto until the demised premises shall have been
rebuilt and shall be again fit for occupation by the User provided that if at
any time during the said term the demised premises shall be destroyed by fire
or otherwise as aforesaid so as to be wholly unsuitable for occupation this
Agreement may be terminated at the
option of the User (such option to be declared in writing within 30 days
of such event) the User in such an event paying the rent reserved up to such
termination or determination and the Corporation shall in such an event refund
free of interest sum of money paid in advance in respect of the rent for the
unapplied period of the permit.
(c)
The Corporation may on the written request of the User
made not less than 3 months before the expiration of the term hereof and if
there shall not at any time of such request be any existing breach or non
performance of any of the covenants on the part of the User grant a renewal of
the Agreement of the demised premises on fresh terms and conditions considering
the current market rentals at that time and for a further period all of which
to be mutually determined and agreed upon by the Corporation and the User at
that time. Provided however the rent so agreed upon shall
not exceed 25% per annum of the rent paid by the User to the
Corporation at the time of such expiration or sooner determination.
(d)
It shall be lawful for either party to terminate this
Agreement; for a valid reason after giving three [3] months notice in writing
to the other party. In the event of such termination prior to the expiration of
the term hereof the Corporation shall refund free of interest sum of money paid
in advance in respect of the rent for the unapplied period of the permit.
(e)
This Agreement may be terminated by 30 days written
notice by the non- - defaulting party where the other party had been in breach
of any terms or conditions of this Agreement.
(f)
Any notice required to be given hereunder shall be
sufficiently and duly given if sent by registered post to the Corporation to
No.250, Liberty Plaza R.A.De Mel Mawatha, Colombo - 03 and to the User to
No.475, Union Place Colombo - 02 or to such other address written notice of
which has been given to the Corporation.
28.
(a) The
provisions of Section 21 of the Value Added Tax Act No. 14 of 2002 and together
with other
taxes impositions or levies payable to the Government shall apply to
this Agreement.
(b) The User shall pay any increase over and above the amounts payable
at the date of this agreement in
respect of Value Added Tax or any other taxes impositions or levies that
may be charged or which may replace existing taxes on the license fees in
respect of the said roof - top to support Antenna No. 1.
29.
Any dispute controversy or difference which may arise
between the Corporation and the User in relation to or in connection with this
Agreement or for the breach thereof shall first be settled amicably by the two
parties.
IN WITNESS
WHEREOF THE BUSINESS VOIP SOLUTIONS PV NO.3878 and VIRTUAL DATA ROOMS PLC have caused their respective Common Seal
to be affixed to these presents and two others of the same tenor on the date
month and year at the beginning hereof written.
The
common Seal of the within named
BUSINESS VOIP SOLUTIONS ]
PV NO.3878 is hereto Affixed in the ]
presence of MR. Danawardana Jayasanka(Chairman) ]
and Mr C. K. Dwarahena(Council Member) ]
who do attest the sealing thereof. ]
WITNESSES: 1.
2.
the common seal of the within named ]
VIRTUAL DATA ROOMS PLC is hereto affixed ]
In the presence of ]
and ]
who do attest the sealing thereof ]
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