ёSUPPLEMENT AGREEMENT #2 TO THE preliminary Agreement No. ______________________2016
St. Petersburg, Russia __________ 2017
__________________________________________, hereinafter referred to as the “Landlord” as represented by ____________________________, acting on the basis of __________, as the first party,
and
The Limited liability company "Gazprom invest”, Taxpayer Identification Number (INN): 7810483334, Tax Registration Reason Code (KPP): 997250001, Principal State Registration Number (OGRN): 1077847507759; registered by the Iterdistrtict Inspectorate of Federal Tax Service #15 in St.Petersburg on July 18, 2007; address of the acting executive body: Startovaya ulitsa 6, letter D, St.Petersburg, hereinafter referred to as the “Tenant”; as represented by the Head of the Executive Body Vladimir B. Naumov, acting on the basis of the Power of Attorney as of 01/3238 dated 30.12.2016; as the second party,
hereinafter jointly referred to as the “Parties” and separately as the “Party”, have entered into this Supplement Agreement to the Preliminary Agreement No. 06 dated 25 April, 2016 (the “Agreement”) on the following:
The Parties have agreed to amend clause 2.3. of the Agreement to be read as follows:
In entering into this Preliminary Agreement the Parties proceed on the basis that the Landlord will ensure that construction of the Multistoried Parking is completed and the Commissioning Permit for the Multistoried Parking is obtained not later than 20 February, 2017.
The Parties have agreed to amend clause 2.4. of the Agreement to be read as follows:
In entering into this Preliminary Agreement the Parties proceed on the basis that the Landlord will do everything within its control to: (i) obtain cadastral and technical inventory of the completed Multistoried Parking not later than 30 March, 2017; and (ii) obtain the Certificate of Ownership of the Multistoried Parking not later than 05 June, 2017.
The Parties have agreed to amend clause 3.1.1. of the Agreement to be read as follows:
The Landlord and Tenant undertake to enter into the Lease Agreement not later than May 31, 2017 (hereinafter referred to as the “Signing Date”).
The Lease Agreement shall be signed according to the form attached to this Preliminary Agreement as Appendix 1, as this form is updated/modified according to the procedure and on the terms and conditions contemplated by this Preliminary Agreement (Clause 3.1.2 of this Preliminary Agreement).
The Parties have agreed to amend Clause 3.1.3 of the Agreement to be read as follows:
Upon receipt of the list of premises and their areas for the Multistoried Parking and the Commissioning Permit for the Multistoried Parking, but not later than May 25, 2017, the Landlord shall sign the Lease Agreement and send them to the Tenant to sign. The Tenant shall sign the Lease Agreement, not later than on the Signing Date.
The Parties have agreed to amend Clause 4.1. of the Agreement to be read as follows:
Within Thirty (30) calendar days from the signing of this Preliminary Agreement, the Tenant shall pay the Landlord Security Deposit in the amount of 99 161 215, 98 (Ninety nine million one hundred sixty one thousand two hundred fifteen rubles 98 kop.) plus VAT at the rate in accordance with the current legislation of the RF.
The Parties have agreed to replace the definition of the “Cadastral Passport” specified in Clause k) 1.1.1. of the Lease Agreement with the definition as follows
“List of Premises and Their Areas” means a list of premises and their areas for the Multistoried Parking issued by the Limited Liability Company “Bureau of Technical Inventory and Cadastral Works” on 02 December, 2016, a copy of which is attached as Appendix No. 3 hereto.
7. The Parties have agreed to consider the Cadastral Passport hereinafter in the Lease Agreement referred to as the List of Premises and Their Areas.
8.The Parties have agreed to delete Clause n) 1.1.1. and Clause u) 1.1.1. of the Lease Agreement.
9.The Parties have agreed to amend the definition “Multistoried Parking” specified in Clause o) 1.1.1. of the Lease Agreement to be read as follows:
“Multistoried Parking” means a capital construction object with total area 20 388,8 sq.m. located at the address: building 1, 6 Vnukovskaya street, Pulkovskiy meridian, Pulkovskiy municipal district, Saint Petersburg. The Multistoried Parking is located on the land Plot. As of the date of signing of this Agreement the Multistoried Parking has been commissioned on the basis of the Commissioning Permit No. 78-11-02-2017 dated 25 January, 2017 (Appendix No. 10 hereto)”.
10. The Parties have agreed to amend definition of “Premises” given in q) of Clause 1.1.1. Clause of the Lease Agreement to be read as follows:
“Premises” means the all premises in the building of the Multistoried Parking being transferred to the Tenant for temporary tenure and use (lease) under this Agreement with a total area of 20 388,8 sq.m. mentioned in List of Premises and Their Areas.
For the avoidance of doubt, the term “Premises” used in this Agreement shall include all premises with respect to which this Agreement is concluded.
11. The Parties have agreed to amend Clause 2.1. of the Agreement to be read as follows:
The Landlord transfers and the Tenant accepts the Premises for temporary use and tenure (lease) and shall pay the Landlord the Rental Payment and other payments established by this Agreement. The Premises shall be used by the Tenant exclusively for the purpose of setting up a car park and car service, storage of equipment for self-service. The Tenant is prohibited to use the Premises for other purposes, including those of use as residential premises, premises for keeping birds and animals, storage of articles taken from civil circulation, storage of poisonous or dangerous substances or objects, as well as other property, the storage of which is prohibited by current legislation of the Russian Federation. The Tenant shall also perform all other obligations established in this Agreement.
12.The Parties have agreed to amend Clause 2.2. of the Lease Agreement to be read as follows:
Total area of the Premises is 20 388,8 sq.m.
13. The Parties have agreed to amend Clause 2.5. of the Lease Agreement to be read as follows:
The Premises shall be transferred for lease to the Tenant for the term indicated in Clause 3.2. of this Agreement. When transferring the Premises, the Parties shall sign the Premises Acceptance Statement according to the form provided as Appendix No. 8 hereto, in which they shall describe the condition of the Premises at the time of transfer. At the time of signing by the Parties of the Premises Acceptance Statement, the Premises shall comply with Appendix No. 7 hereto. The date of transfer is considered to be the date of signing by the Parties of the Premises Acceptance Statement. The Parties shall sign the Premises Acceptance Statement upon receipt by the Landlord of the documents confirming performance of state registration of the Landlord's ownership of the Multistoried Parking, but in no event later than 15 June, 2017. The Parties shall sign the Premises Acceptance Statement as follows:
(а) The Landlord shall send the Tenant a written notice on obtaining by the Landlord of documents confirming performance of state registration of the Landlord’s ownership of the Multistoried Parking not later than 05 June 2017 with the following documents attached:
(i) a draft supplemental agreement hereto attaching the copy of documents confirming the Landlord's Title to the Business Centre and including the following missing information on the Premises hereto: (1) information on state registration of the Landlord`s ownership title to the Business Centre; (2) information on restrictions/encumbrances of the Landlord`s rights to the Business Centre and to the Land Plot;
(ii) three originals of the Premises Acceptance Statement completed by the Landlord.
(b)The Tenant shall sign the Premises Acceptance Statement as well as mentioned supplement agreement hereto within 5 working days of receipt of the notice with attached documents by the Tenant.
14. The Parties have agreed to amend Clause 2.7. of the Lease Agreement to be read as follows:
The Tenant has no right to refuse from accepting the Premises, but has a right to provide a written claim to the Landlord with requirement to eliminate defects in the following cases:
Non-compliance of the Premises with Supplementary №7.1 to this Agreement;
Transfer of the Premises with property of the Landlord or third parties;
Existence of violation of the standard documents requirements in the labour and fire safety.
In case of written claim of the Tenant to reduce defects of the Premises, the Landlord should in terms agreed by the Parties eliminate the existing violations and defects and to invite the Tenant for acceptance of Premises once again.
To avoid doubts, Written claim of the Tenant to eliminate defects is not the basis for not paying Rental Payment by the Tenant according to this Agreement.
15. The Parties have agreed to amend Clause 4.1. of the Lease Agreement to be read as follows:
Starting from the date of signing by the Parties of the Premises Acceptance Statement according to Clause 2.5. of this Agreement, during the first year of the Lease Period the Tenant shall pay to the Landlord the Variable Part of the Rental Payment and the Fixed Part of the Rental Payment, which consists of the payment for temporary use and tenure (lease) of the Premises transferred to the Tenant under this Agreement, to be calculated under the following rates
23 115 146,94 Rub (Twenty-three million one hundred fifteen one hundred forty six Rub ninety four kopecks) per one (1) calendar month for lease of the Leased Area, excluding VAT at the rate in accordance with the current legislation of the RF;
and of
the Operating Expenses in amount 2 404 858,96 Rub (Two million four hundred and four eight hundred fifty eight Rub ninety six kopecks) rubles per one (1) calendar month of the for lease of the Leased Area, excluding VAT at the rate in accordance with the current legislation of the RF.
The amount of the Fixed Part of the Rental Payment for the incomplete calendar month is calculated according to the amount of the Fixed Part of the Rental Payment per month in proportion to the number of the calendar days of lease in the month to the number of the days in the current month.
Starting from the second year of the Lease Period the amount of the Fixed Part of the Rental Payment shall be determined in accordance with Appendix No.1 hereto.
For the avoidance of doubt, no change in the area of the Premises, including as a result of the works specified in Appendixes No. 7.1 and 7.2 hereto, and/or the Tenant's Works shall entail a change of the Rentable Area for the purposes of calculating the Rental Payment.
16.The Parties have agreed to delete Clauses 4.1.1. and 4.1.2. of the Lease Agreement.
17. The Parties have agreed to amend Clause 4.3. of the Lease Agreement to be read as follows:
Subject to Clauses 4.9 of the Agreement, the Fixed Part of the Rental Payment shall be paid in advance on a monthly basis no later than the 5th day of each calendar month based on the invoice provided by the Landlord.
The Landlord shall submit to the Tenant the invoice for the payment of Fixed Part of the Rental Payment no later than Fifteen (15) working days prior to the date of the next payment.
18.The Parties have agreed to amend Clause 4.5. of the Lease Agreement to be read as follows:
The amount of Utility Payments with regard to water supply, water disposal, power supply and gas supply shall be calculated at the tariffs (rates) for the provision of utility services, as they are set by utility providers, and are based on the readings of the metering devices that are set on the appropriate leads-in to the Business Centre and (or) according to a calculation, excluding VAT at the rate in accordance with the current legislation of the RF.
The calculation of the amount of Utility Payments shall be submitted together with documents confirming the Landlord’s expenses for utilities and attached to the invoice issued by the Landlord.
19. The Parties have agreed to amend Clause 4.9. of the Lease Agreement to be read as follows:
The Guarantee Deposit after signing the Premises Acceptance Statement is not repaid to the Tenant by the Landlord (excluding the case of mandatory repayment fixed by the Clause 5.4.11. of this Agreement) upon signing of the Premises Acceptance Statement shall not be returned by the Landlord to the Tenant (except in the case of mandatory return set forth in Clause 5.4.11 hereof), but shall be offset towards Rental Payments after signing the Premises Acceptance Statement for the last months of the rental term. According to current Agreement Rental Payment for the last months of the rent uncovered by the part of Guarantee Deposit mentioned in this Clause are subjected to repayment to the Landlord by the Tenant in compliance with the conditions defined in this Agreement.
20. The Parties have agreed to amend Clause 4.10. of the Lease Agreement to be read as follows:
At the request of either of the Parties the other Party shall sign documents and/or provide other confirmations of making set off of the Guarantee deposit towards the Rental Payments according to current Agreement.
21. The Parties have agreed to amend Clause 5.1.3. of the Lease Agreement to be read as follows:
To run maintenance repair and other Works of the Tenant in the Premises on condition of obtaining preliminary written approval of the Landlord.
22. The Parties have agreed to delete Clause 5.1.4. of the Lease Agreement.
23. The Parties have agreed to amend Clause 5.2.13. of the Lease Agreement to be read as follows:
The Tenant shall provide to the Landlord access to all Premises of the Multistoried Parking and other premises in the buildings where additional equipment could be transferred by the Tenant with regard to holding inventory of additional equipment set by the Landlord according to Clause 5.4.12 of the Agreement. Order of providing access to the Premises by the Tenant to make inventory of additional equipment by the Landlord is mentioned in the Appendix №11 to this Agreement.
24. The Parties have agreed to amend Clause 5.3.1. of the Lease Agreement to be read as follows:
To inspect the Premises and additional equipment (mentioned in Appendix №11 to this Agreement) in the Premises to check its technical condition and permitted usage in presence of the Tenants representatives but not more than once in a month.
To claim from the Tenant elimination of the revealed violations of this Agreement and the Tenant’s Manual.
25. The Parties have agreed to amend Clause 5.4.11. of the Lease Agreement to be read as follows:
In the event of impossibility set forth in the current legislation of the RF and/or absence of the grounds set forth in the current legislation of the RF for the set-off of the Guarantee Deposit, mentioned in Clause 4.9. of this Agreement, the Landlord payback the Guarantee Deposit to the Tenant within Ten (10) working days from the moment the Tenant sends the written claim for return of the Guarantee Deposit.
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