Sports Corporate Hospitality Agreements

Abstract

Corporate Hospitality is a global industry worth around US$15 billion annually, and is an important component of the sports marketing mix and a significant contributor to the ‘bottom line’ of many sports event organisers, who offer a wide range of commercial rights and packages.

Appendices

Appendices

7.1.1 Appendix 1

Annexure “A”

Standard Terms of Lease ³

• 1. Definitions

  In this Lease Agreement, unless the context indicates otherwise:

  • 1.1 “Main Agreement” means the Lease Agreement, to which these Standard Terms of Lease is attached.

  • 1.2 “Premises” means the Premises indicated in clause 1 of the Main Agreement and all the Lessor’s fixtures, fittings, appliances, equipment and electrical and sanitary installations thereon and pertaining thereto, which is subject to clause 1 of the Main Agreement.

  • 1.3 “Property” means all the buildings and other structures and all facilities erected on the erven on which the Stadium is.

  • 1.4 “Event” means any promotional entertainment, sporting, cultural event or any other event, staged under the auspices of or sanctioned by […] and/or […], at the Stadium.

  • 1.5 “Event days” means any day or days on which an event takes place.

  • 1.6 “Event Security Services” means the security services involved in the event security at any sports or other organised events which falls under the direct control of […] and/or […], which includes, but are not limited to the following institutions:

    • The South African Police Service;

    • Johannesburg Metropolitan Police Service;

    • Knights Event Management;

    • Court Security; and

    • Diligence Security.

  • 1.7 […]

  • 1.8 […]

  • 1.9 “the Stadium” means the Ellis Park Stadium.

  • 2. Interpretation

    • 2.1 Words in the singular include the plural and vice versa.

    • 2.2 Words referring to the male gender shall include the female gender and vice versa.

    • 2.3 The impersonal pronoun shall include the masculine and feminine pronouns.

    • 2.4 Words referring to persons shall include firms, associations, companies, partnerships and corporate bodies, juristic persons and vice versa.

    • 2.5 Any reference to the period, currency, unexpired period, termination or date of termination of this Lease Agreement, shall include any renewal or extension thereof.

    • 2.6 Any reference to the Lessor shall, where applicable, include the Lessor and its successors in title and their respective employees or agents.

    • 2.7 Any reference to the Lessee shall, where applicable, include the Lessee’s agents, employees, servants, customers, clients, licensees, contractors, invitees, visitors and guests.

  • 3. Duration

    • 3.1 This Lease shall commence on the commencement date and shall continue thereafter until the expiry date as set out in clause 2 of the Main Agreement.

    • 3.2 Upon the termination of this Lease, the Lessee shall have the option to enter into a new Lease on such terms and conditions as may be determined by the Lessor. This option must be exercised in writing at least 60 (sixty) days prior to the expiry date mentioned in clause 2.2 of the Main Agreement.

  • 4. Purpose For Which The Premises Shall Be Used

    • 4.1 The Premises shall be used for the purpose described in clause 5 of the Main Agreement and for no other purpose without prior written consent having been obtained from the Lessor.

    • 4.2 The Lessee may not use the Premises or allow the Premises to be used for residential purposes.

  • 5. Deposit

    • 5.1 The Lessor shall, on termination of this lease, notwithstanding anything to the contrary herein contained, be entitled to recover any amount which the Lessee may be indebted to the Lessor during the currency or at the expiration of the Lease Period, including but not limited to damage to the Premises, loss of rental and other levies in arrears and rental in arrears, in full from the deposit, provided that, should there be a shortfall, the Lessee shall remain liable for payment of such shortfall to the Lessor.

    • 5.2 The Lessee shall not be entitled at any time during the Lease Period to set off the deposit against any amount due and payable by the Lessee to the Lessor, but should the Lessee attempt or purport to do so, then, the Lessor shall, notwithstanding anything to the contrary contained in the Lease Agreement, be entitled forthwith to terminate this Lease Agreement without prejudice to any and/or all the rights of the Lessor in terms of or arising from the Lease Agreement and/or the Common Law and/or Statute.

  • 6. Payment Of Amounts Due

    • 6.1 The Lessee shall pay without any deduction or setoff (for any reason whatsoever), the rental, as well as any increases in the annual rental and any other amounts which may become due and payable in terms of this Lease Agreement, as stipulated in clause 3 of the Main Agreement.

    • 6.2 Payment shall be made during office hours of the Lessor, free of bank exchange and other charges, in South African currency:

      • 6.2.1 at the address of the Lessor stipulated in clause 8 of the Main Agreement or such other address which the Lessor may from time to time notify the Lessee of in writing; or

      • 6.2.2 electronically in the bank account of the Lessor as stipulated in clause 7.2 of the Main Agreement.

    • 6.3 A certificate signed by the Lessor’s auditors of the amount due by the Lessee and the date on which it is payable in terms of this lease shall be prima facie evidence of the correctness of the contents thereof.

  • 7. Conditions of Leased Premises

    • 7.1 The Premises are let ‘as is’.

    • 7.2 The Lessee takes the Premises in its present state and condition and the Lessee admits to having acquainted itself with the condition thereof. Should the Lessee require any additional items, the Lessee can, with the written consent of the Lessor, at its own cost and expense furnish and equip the leased premises to the Lessee’s requirements.

    • 7.3 The Lessee shall not move or remove or permit the moving or removal of any article or installation of the Lessor in or upon the Premises.

    • 7.4 The Lessee shall, on vacation of the Premises and to the extent necessary, at the Lessee’s expense and to the satisfaction of the Lessor, cause the interior of the Premises, including but not limited to all keys, locks, windows and/or electrical and plumbing installations and fittings and appurtenances therein, to be put in a proper state of repair and condition, fair wear and tear excluded.

  • 8. Default In Payment of Amounts Due

    • 8.1 If the Lessee fails to pay the rental or any other amounts for which he is liable in terms of this Lease Agreement on the due date, the Lessor may charge interest on the total amount outstanding from time to time at current bank overdraft rates of the Lessor’s bankers from time to time. Interest will be calculated monthly from and including the due date for payment thereof until such amount has been paid in full.

    • 8.2 Failure by the Lessor to charge interest on any amount in arrears shall in no way prejudice or affect the right of the Lessor to charge such interest thereon with retroactive effect, at any time thereafter.

  • 9. Breach of Lease Agreement

    • 9.1 Should the Lessor commit any material breach of any term of this Lease Agreement and fail to remedy that breach within a period of 10 (ten) days after posted written notice from the Lessee calling on it to do so (provided that should that breach be one which cannot reasonably be remedied within 10 (ten) days then the Lessor shall be allowed such additional time as is reasonably required therefore) then the Lessee shall, in addition to and without prejudice to all other rights available to the Lessee, be entitled to cancel the agreement.

    • 9.2 Should the Lessee:

    • 9.2.1 fail to pay any amount owing by Lessee in terms of this Lease Agreement on the due date thereof; or

    • 9.2.2 commit any other breach of any term of this Lease Agreement and fail to remedy that breach within a period of 10 (ten) days after posted written notice from the Lessor calling on it to do so (provided that should that breach be one which cannot reasonably be remedied within 10 (ten) days then the Lessee shall be allowed such additional time as is reasonably required therefore) or should such other breach occur on 2 (two) separate occasions during the period of this Lease Agreement or any renewal thereof; or

    • 9.2.3 reach or attempt to reach a general compromise with the Lessee’s creditors; or

    • 9.2.4 be provisionally or finally wound up or placed under judicial management or should a meeting of the Lessee’s shareholders be convened for the purpose of considering a resolution to wind up the Lessee voluntarily or should such a resolution be passed, or should any scheme or offer of compromise under section 311 of the Companies Act relating to the Lessee be submitted in terms of that section, or if the Lessee seeks to make any compromise with the general body of its creditors (whether formally or informally); or

    • 9.2.5 permit any of its goods to be attached pursuant to a court judgment; or

    • 9.2.6 suffer any judgment to be entered against it and fail to satisfy that judgment or apply for the rescission thereof (and unless such application is successful the Lessee shall be deemed not to have applied for rescission at all) within 10 (ten) days of such judgment, then in any of the abovementioned events the Lessor shall in addition to and without prejudice to all other rights available to the Lessor as a result thereof be entitled, but not obliged, notwithstanding any previous waiver or anything to the contrary herein contained, either:

    • 9.3.1 forthwith to cancel this Lease Agreement and to resume possession of the premises, but without prejudice to its claim for arrears of rent and any other amounts owing hereunder or for damages which it may have suffered by reason of the Lessee’s breach of the Lease Agreement or of the premature cancellation in which case the Lessee shall pay to the Lessor, over and above any rental and other monies which may be in arrears in terms of the Lease Agreement as at date of cancellation, the following amounts:

      • 9.3.1.1 Rental which the Lessor would otherwise have received from the Lessee in terms of the Lease Agreement for the period reckoned from the date of cancellation to the date upon which the Premises are re-let or the date upon which the Leased Period would have expired in the normal course of events, whichever is the earlier.

      • 9.3.1.2 The difference between the rental and other monies which the Lessor would have received from the Lessee in terms hereof and the rental and other monies which the Lessor receives from the new Lessee, calculated from the date of commencement of the new Lease Agreement to the date upon which the Leased Period would have expired in the normal course of events, should the rental and other monies receivable in terms of the new Lease Agreement be less than the rental and other monies which the Lessee would have had to pay.

      • 9.3.1.3 The costs of repair of any damages to the Premises, including but not limited to the costs of removal of fixtures and fittings and signage.

      • 9.3.1.4 Any other damages which the Lessor may suffer as a result of the premature termination of the Lease Agreement.

    • 9.3.2 to vary the Lease Agreement by making it thereafter terminable by one month’s written notice given by the Lessor or in such other way as the Lessor may, in its sole discretion deem appropriate.

  • 10. Lessor’s Hypothec

    For the duration of the Lease Agreement all furniture, fittings and fixtures, equipment, stock, etc. brought onto the Premises shall be subject to the Lessor’s hypothec and shall serve as collateral security for the proper fulfillment by the Lessee of all his obligations in terms of the Lease Agreement. The Lessee may not pledge or otherwise encumber or dispose of the aforementioned assets or remove them from the Premises, except in the ordinary course of business.

  • 11. Additional Services

    It is recorded that a liquor licence or licenses in respect of the Stadium is/are held by a third person, or persons subject to certain conditions and restrictions regarding the consumption of liquor in the Stadium:

    • 11.1 The Lessee shall not commit or allow to be committed by itself and/or its agents, officials, employees, contractors or invitees, any offence, act or omission which could jeopardise any licence or authority contemplated in 11.1, the Lessee indemnifying the third person(s) contemplated in 11.1 against any loss or damage sustained and arising from any such act or omission by the Lessee or its agents, officials, employees, contractors or invitees.

    • 11.2 The Lessee shall not be entitled to provide in the leased premises any alcoholic beverages, non alcoholic beverages, mineral water, cold drinks or any other refreshments to be consumed in or about the leased premises unless such drinks and other refreshments are supplied and/or sold and/or distributed directly by the Lessor, its members, employees or agents for the sole account of the Lessor and upon such terms and conditions as may be agreed between the Lessor and the Lessee.

    • 11.3 The Lessor undertakes that the prices at which such alcoholic and non alcoholic beverages, mineral water, cold drinks or any other refreshments shall be supplied and/or sold and/or distributed to the Lessee by the Lessor shall be at competitive retail prices as determined by the retail market in the area in which the Stadium is situated.

    • 11.4 It shall be the sole responsibility of the Lessee to procure that satisfactory arrangements are made with the Lessor regarding the supply, sale and distribution of such alcoholic or non alcoholic beverages, mineral water, cold drinks or any other refreshments.

    • 11.5 The Lessee shall procure that no such alcoholic and non alcoholic beverages, mineral water, cold drinks and/or any other refreshments not supplied, sold or distributed by the Lessor are consumed in or about the leased premises.

    • 11.6 Neither the Lessor, […] nor their agents or employees shall be liable for the receipt or non-receipt or the delivery or non-delivery of any goods excluding those services provided in clause 11.3, personal effects or correspondence of the Lessee to the leased premises, nor shall they be liable for anything which the Lessee or any employee, contractor, invitee or agent of the Lessee may have deposited or left in the leased premises or in any part of the Stadium.

    • 11.7 All goods brought onto the leased premises or in any part of the Stadium by the Lessee or its employees, agents, contractors or invitees shall be placed there at their sole risk, and no liability whatsoever therefore is undertaken by the Lessor or its agents or employees.

    • 11.8 The Lessor shall provide telephone and television connection points in the leased premises, provided that the Lessor is not in any way liable for the provision of telephone, telex or any other communication systems and services to the leased premises.

  • 12. Use of Leased Premises

    • 12.1 The Lessee shall use and have the use and enjoyment of the leased premises only for the purposes of attending events in the Stadium, and for no other purpose unless the prior consent of the Lessor has been obtained.

    • 12.2 The use of the leased premises by the Lessee shall be restricted to the Lessee and the Lessee’s representatives and invitees up to the maximum number of persons as stipulated in clause 1 (e) of the Main Agreement.

    • 12.3 The Lessor shall procure that the Lessee shall receive season admission tickets to seats in the Stadium per event, in the number as stipulated in clause 1 (e) of the Main Agreement. The tickets shall entitle the holders thereof to be admitted to the Stadium and the leased premises and the private seats allocated to the leased premises, and to attend, without additional charge, international and provincial rugby football matches held under the direct control of […], and such other events of which the Lessor may notify the Lessee in writing from time to time.

    • 12.4 In respect of any event held at the Stadium other than an event contemplated in 12.3, the Lessee shall, in order to be admitted to the Stadium be obliged to purchase admission tickets to seats in the Stadium at the price determined by the person or entity under whose auspices such event is to be held for such admission tickets, provided that the Lessee shall, once admitted to the Stadium in the manner aforesaid, be admitted free of charge to the leased premises provided that the Lessee and the Lessee’s representatives and invitees shall not exceed an amount as stipulated in the clause 1 (e) of the Main Agreement.

    • 12.5 The Lessee shall at all times ensure that no nuisance emanates from the leased premises, and shall not cause any nuisance or disturbance on or about the leased premises or cause or allow any interference of the use of any other premises leased by other tenants in the Stadium or by spectators or other persons in the Stadium, and the Lessee indemnifies the Lessor against any claim made by any person against the Lessor by reason of such nuisance or disturbance.

    • 12.6 The Lessee shall further ensure that the leased premises closes and is completely vacated no later than two (2) hours after the Main match or any other event in the Stadium, has officially concluded or finished, unless the prior written consent of the Lessor has been obtained.

    • 12.7 The Lessee acknowledges that […] shall only provide Event Security Services for a period of two (2) hours after the scheduled conclusion of any event which falls under the direct control of […] and/or […]. The Lessor shall, subject to clause 33, not be liable for any loss, damage or injury incurred in/around the leased premises and/or the stadium outside of the said period stipulated in clause 12.6.

    • 12.8 The Lessee shall not use or occupy the leased premises or cause or allow it to be used or occupied in contravention of any law or in any manner which may impair the good reputation of the Lessor.

  • 13. Defects

    Should the Lessee on taking occupation of the Premises find any of the keys, locks, doors, windows, washbasins, taps, sanitary conveniences, drains or down pipes, electrical or other equipment of the Premises in disrepair, the Lessee shall notify the Lessor in writing of all defects within 7 (seven) days of taking occupation and the Lessor shall take all reasonable steps to repair such defects as soon as possible. Should the Lessee fail to give such notice to the Lessor, the Lessee shall be deemed to have acknowledged that on taking occupation of the Premises the aforesaid items were received in good order and condition.

  • 14. Maintenance

    • 14.1 The Lessee shall keep the interior of the Premises in good order and condition and hereby acknowledges, subject to the provisions of clause 13 that, on taking occupation, he received the Premises in a good, clean and satisfactory condition. The Lessee undertakes to leave the Premises in the same good order and condition, fair wear and tear excepted, on expiration or prior termination of this Lease Agreement.

    • 14.2 The Lessee shall not, without the prior written consent of the Lessor, mark, paint, drill or drive nails, screws or fasteners of any nature into or in any way deface the walls, doors, floors, ceilings or partitions of the Premises.

    • 14.3 The Lessee shall at all times during the lease period keep and maintain in proper order and condition all wiring, switches, lamps and fittings for electrical light and power, as well as all pipes and fittings for the supply of water to the Premises.

    • 14.4 For the duration of the Lease Agreement, the Lessor shall not be liable for, whether wholly or in part, the replacement of or repairs to the floor covering in the Premises. The Lessee shall be liable for the costs of replacement of or repairs to the floor covering, power and telephone outlets, defective fluorescent tubes, electric bulbs, starters and choking coils and any other item supplied by the Lessor in or on the Premises.

    • 14.5 The Lessee shall not without the prior written consent of the Lessor, effect any repairs or permit repairs to be effected to the Premises and/or replace any equipment for which he is liable in terms of this clause. The Lessor shall decide whether the Lessor or the Lessee or any other party shall affect the repairs or replacement and shall determine the conditions, which shall apply to the repair work and/or replacements. The repair work and/or replacements shall be executed to the satisfaction of the Lessor at the expense of the Lessee.

    • 14.6 The Lessee shall not change the colour scheme of the Premises without the prior written consent of the Lessor.

    • 14.7 The Lessee shall forthwith on demand pay to the Lessor all costs incurred or which may have to be incurred, as a result of repairing the damages to the Premises, caused by the Lessee. A certificate signed by an authorised representative of the Lessor stating the amount of the costs aforementioned (or the anticipated costs to be incurred) shall be prima facie proof of the amount due and payable by the Lessee to the Lessor. This provision shall not in any way prejudice the Lessor’s rights pursuant to sub clause 14.8 below.

    • 14.8 If the Lessor is prevented from letting the Premises due to the fact that repairs are being done to the Premises in terms of sub clause 14.7, the Lessee shall, notwithstanding termination of the Lease Agreement, pay to the Lessor an amount equal to the rental and other moneys which the Lessee would have had to pay to the Lessor had this Lease Agreement not been terminated, until such time as the said repairs have been completed and the Premises occupied by a new Lessee.

  • 15. Water Closets, etc.

    The water closets and other water apparatus shall not be used for any purposes other than those for which they are constructed and no sweepings, rubbish, rags, ashes, chemicals or other substances shall be thrown therein. Any damage thereto resulting from misuse shall be borne by the Lessee. The Lessee shall in the use of the communal toilet rooms and lavatories show due consideration for other users thereof and shall be responsible for any damage, breakage or blockage cause by the Lessee or its invitees or employees.

  • 16. Alterations by Lessee

    • 16.1 The Lessee shall not effect any alterations and/or additions to the Premises without prior written consent of the Lessor being had and obtained. In the event of alterations and/or additions being effected with or without prior approval of the Lessor, provided that any such alterations, additions or improvements, whether it is a necessary, luxury and/or useful alteration, addition or improvement and/or whether such alteration, addition or improvement is classified as a fixture or a fitting, shall become the property of the Lessor without any obligation on the part of the Lessor to pay compensation therefore, whether during or upon termination of this Lease;

    • 16.2 Should consent be given pursuant to subclause 16.1, the alterations and/or additions or the use thereof shall nevertheless be effected strictly in accordance with the reasonable requirements and conditions imposed by the Lessor and in accordance with all the rules and regulations made from time to time by the suppliers of electricity, by insurance companies and by a local authority or any other competent authority.

    • 16.3 The Lessee may under no circumstances without the prior written consent of the Lessor, install or arrange to be installed any heaters or air conditioning units on the Premises.

  • 17. Signs, Nameplates, Advertising Boards etc.

    The Lessee may not erect, affix or paint any advertising or other signs on the Premises, without the prior written consent of the Lessor.

  • 18. Unlawful Occupation

    If occupation of the leased premises by the Lessee becomes unlawful by virtue of any statute, provincial ordinance or by-law of any local authority or any other decree, rule or regulation, this Lease shall be cancelled without affecting any claim that the Lessor may have acquired against the Lessee prior to such cancellation.

  • 19. Interruption of Services

    • 19.1 In the event of any interruption in any electric current or water to the leased premises—

      • 19.1.1 the Lessor shall not be liable to the Lessee for any loss or damage sustained by the Lessee as a result thereof;

      • 19.1.2 the Lessee shall have no right against the Lessor for cancellation of this Lease or for any remission of rental, provided that such interruption is not attributable to the Lessor’s default in making payment of municipal charges in respect of electric current or water.

  • 20. Provision of Services

    The Lessor may at any time during the Lease Period install electric wiring, air conditioning equipment, water pipes, telephone cables or any other equipment or wiring through the Premises, should it be necessary for the supply of electricity, air conditioning, water of any other service to any other part of the Building and/or the Property. The Lessor shall endeavour to ensure that as little inconvenience as possible is caused to the Lessee. The Lessee may not reduce the rental, withhold or defer payment of rental or any other amounts, or terminate this Lease Agreement as a result of any such inconvenience or disruption of his business activities.

  • 21. Keys and Locks

    No duplicate keys of any lock on the Premises or any other lock on the Property shall be made nor shall any additional or replacement lock be fixed to any door of the Premises without the prior written consent of the Lessor. On vacating the Premises, the Lessee shall deliver all keys and duplicate keys in good order to the Lessor. The Lessee shall be liable for any loss of or damage to the keys and locks of the Premises and shall, at the request of the Lessor, either replace the keys and locks or have the lock mechanisms and lock combinations changed and provide new keys.

  • 22. Damage to or Destruction of Leased Premises

    • 22.1 Should the Stadium or the leased premises or any part thereof be damaged or destroyed to an extent which renders the leased premises substantially unsuitable for use as contemplated in this Lease Agreement, then—

      • 22.1.1 the Lessee shall have no claim of any nature whatever against the Lessor as a result thereof;

      • 22.1.2 the Lessor shall be entitled to determine within 1 (one) month after such destruction or damage, whether or not to terminate this Lease from the date of that destruction or damage, and shall notify the Lessee of its decision.

    • 22.2 Should the Lessor elect to terminate this Lease, and provided that the Lessee has not caused or contributed to the destruction or damage contemplated in 22.1, then the Lessee shall be entitled to a pro rata remission of any rental prepaid for the unexpired period of this Lease, and apart from such right, neither party shall have any claim of whatsoever nature against the other as a result of such destruction or damage.

    • 22.3 Should the Lessor elect not to terminate this Lease, then—

      • 22.3.1 the Lessor shall reinstate the Stadium or the leased premises at its own cost as soon as possible in the circumstances;

      • 22.3.2 the Lessee shall not be entitled to any remission for rental in respect of any period of reinstatement contemplated in 22.3.1;

      • 22.3.3 the lease period shall be extended for a period equal to the period during which the suite was unsuitable for use as contemplated in this Lease Agreement.

    • 22.4 Should the Stadium or the leased premises or any part thereof not be destroyed or damaged to an extent which renders the leased premises substantially unsuitable for use as contemplated in this Lease Agreement, then—

      • 22.4.1 this Lease shall not terminate;

      • 22.4.2 the Lessor shall repair the damaged part of the Stadium or the leased premises or such part thereof as soon as possible in the circumstances;

      • 22.4.3 the Lessee shall have no claim of any nature against the Lessor;

      • 22.4.4 the lease period shall extend for the period in which the suite was unsuitable for use as contemplated in this Lease Agreement.

  • 23. Consent

    If there is a dispute between the Lessor and the Lessee as to whether the Lessor has unreasonably withheld its consent or approval in any case where this lease precludes the Lessor from withholding its consent or approval unreasonably, then the onus shall be on the Lessee to prove the Lessor has withheld its consent or approval unreasonably

  • 24. Lessor’s Right to Extend and/or Alter

    Nothing in this Lease Agreement shall be interpreted so as to limit the Lessor’s right at any time to make alteration or addition to the Property, the Stadium and/or the Premises.

  • 25. Communal Convenience and Services

    • 25.1 The Lessee and its invitees and employees may, together with the other lessees, invitees and employees on the Property, use the toilets and any other convenience allocated by the Lessor for communal use.

    • 25.2 The Lessee shall comply with any rules laid down from time to time by the Lessor for the use of the aforementioned conveniences. Should there be an interruption in any of the communal services or facilities or should any such services and conveniences or equipment become unusable, the Lessee may not reduce the rental, withhold or defer payment of rental, or terminate the Lease Agreement.

    • 25.3 Communal conveniences and facilities are used at the Lessee’s risk and the Lessor shall not be liable for any injury, damage or loss, however caused, which the Lessee or his invitees, employees or agents may suffer as the result of the use as aforesaid.

  • 26. Parking Facilities

    The Lessee and his invitees, agents, and/or employees shall park their vehicles on the parking spaces at his own risk and the Lessor, […],[…] or their officers or employees or agents shall not be liable for any loss or damage whatsoever, whether due to the Lessor’s, […]’s, […]’s or their officers or employees or agents negligence or not, to a vehicle, its accessories or contents, while it is parked on the Property. The Lessor, […] or […]or their officers or employees or agents shall furthermore not be liable for any personal accident or third party claims, which may arise from the use by the Lessee parking areas.

  • 27. Inspection, Building Operations and Repairs

    The Lessor may enter, inspect and have repairs effected to the Premises at all reasonable times and when required to do so by any lawful authority.

  • 28. Cleaning Services

    • 28.1 The Lessor shall render reasonable cleansing and janitorial services in the leased premises at such intervals in the leased premises and in accordance with such standards as shall be determined by the Lessor from time to time.

    • 28.2 The Lessee shall pay the Lessor a service levy as stipulated in clause 4 of the Main Agreement.

    • 28.3 The Lessee shall procure that the Lessor shall have reasonable access to the leased premises to render such reasonable cleaning and janitorial services.

    • 28.4 The Lessor shall not be responsible for any carpet shampooing and extraordinary cleaning, janitorial or repair services of the leased premises arising from any abuse or abnormal use thereof and any such services rendered shall be extra for the account of the Lessee.

  • 29. Nuisance

    The Lessee shall at all times ensure that no nuisance emanates from the leased premises, and shall not cause any nuisance or disturbance on or about the leased premises or cause or allow any interference of the use of any other premises leased by other tenants in the Stadium or by spectators or other persons in the Stadium, and the Lessee indemnifies the Lessor against any claim made by any person against the Lessor by reason of such nuisance or disturbance.The Lessee shall also be obliged, at his own expense, to comply with the requirements of all regulations, laws, provisional ordinances and local authority rules and regulations concerning nuisance.

  • 30. Firefighting, Evacuation Exercises and Security

    • 30.1 The Lessee shall take part and cooperate with the Lessor in all security activities, firefighting, fire-prevention and evacuation exercises which the Lessor may order from time to time.

    • 30.2 The Lessee shall at all times co-operate with and assist the security personnel of the Lessor, […] or […] at the Stadium in maintaining the level of security required by them.

  • 31. Value-Added Tax

    All amounts due by the Lessee to the Lessor in terms of this Lease Agreement are subject to the payment of value-added tax by the Lessee at the then ruling rate.

  • 32. Severance

    Should any clause or provisions of this lease be found to be invalid or unenforceable in any way, such clause or provision shall be deemed to be separate and devisable from the remaining portion of this lease and the validity and enforceability of the remaining terms and conditions of this lease shall not be affected.

  • 33. Disclaimer

    The Lessor, […], […] or their officers or employees or agents or invitees shall under no circumstances be liable for any damages, loss or injury to the Lessee or any employees, officers, private contractors, clients or invitees of the Lessee, all arising from any act or omission by the Lessor, […], […] or any of their officers, agents, employees or invitees in or about the leased premises or the Stadium, except where the Lessor was grossly negligent, the Lessee indemnifying the Lessor, […] and […] against any such claims in respect of the leased premises including the seats allocated to the leased premises

  • 34. Insurance

    The Lessee shall from the commencement date and throughout the currency of this Lease, at the Lessee’s expense, procure that insurance cover to the satisfaction of the Lessor is provided, so as to cover public liability and damage and/or loss to the contents of the leased premises

  • 35. Cession And Sub-Letting

    • 35.1 The Lessee shall not, without the prior written consent of the Lessor, transfer, cede or assign its rights or interest in this Lease Agreement or sub-let the Premises or any portion thereof, or to part with possession of, or suffer, permit or allow any other person the use of occupation of the Premises or any portion thereof. The Lessor shall not however, unreasonably withhold its consent.

    • 35.2 In the event of the Lessor allowing the Lessee to cede his rights and obligations to a third party, the Lessee shall sign as surety for the third party’s lease, binding himself jointly and severally in respect of moneys owing to the Lessor and for the due fulfillment by such third party of all his obligations under the Lease Agreement, or any cancellation thereof.

  • 36. Company, Close Corporation or Trust in the Course of Formation

    If this Lease Agreement is signed for the Lessee by a person who professes to act as agent or trustee on behalf of a company, close corporation or trust to be formed, then:

    • 36.1 this signatory in his personal capacity hereby warrants to the Lessor that the entity for which he is acting will within 60 (sixty) days from date of signature of the Lease Agreement by the Lessor:

      • 36.1.1 be duly formed or incorporated; and

      • 36.1.2 pass a resolution adopting this Lease Agreement without modification;

    • 36.2 until the entity is formed or incorporated and has adopted this Lease Agreement, the signatory, in his personal capacity, shall be liable for all the obligations imposed on the Lessee in terms of this Lease Agreement;

    • 36.3 if the entity is not formed or incorporated within the period prescribed in 36.1, if having been so formed or incorporated, it does not within the said period comply with the obligation in terms of 36.1.2, then the signatory in his personal capacity shall be deemed to be the Lessee in terms of this Lease Agreement;

    • 36.4 in the event of the entity being duly formed and incorporated and adopting and ratifying this Lease Agreement in terms of this clause, then the signatory by his signature to this Lease Agreement, hereby binds himself jointly and severally in favour of the Lessor as surety and principal co-debtor with the Lessee, under renunciation of the benefits of excussion, division and cession of action, for all the obligations of the Lease Agreement in terms of this Lease or any cancellation thereof.

  • 36. Sureties

    • 36.1 In the event that the Lessee is a private company or a close corporation or a trust, each director, member or trustee of the Lessee, as the case may be, shall sign the Lessor’s standard form of Surety.

    • 36.2 In the event that the Lessee is a married person or a minor, the spouse or guardian of the Lessee, as the case may be, shall sign the Lessor’s standard form of Surety.

    • 36.3 In the event that the Lessee is a partnership, each partner shall sign the Lessor’s standard form of surety.

  • 37. Legal Costs

    Should the Lessor institute any action against the Lessee for payment of moneys payable in terms of this Lease Agreement, or for any other breach of the Lease Agreement, with or without cancellation of the Lease Agreement, the Lessee shall also be liable to the Lessor for all legal costs, including collection commission, on a scale as between attorney an own client, as well as costs incurred to trace the Lessee.

  • 38. Jurisdiction

    The Lessee hereby consents that, notwithstanding the provisions of the Magistrate’s Court Act, No 32 of 1944, with regard to jurisdiction in connection with course of action and the amount claimed, a competent Magistrate’s Court shall have jurisdiction in respect of any legal action which the Lessor may institute against the Lessee arising from this Lease Agreement. The Lessor will, however, have the right, notwithstanding the aforegoing and at his own discretion, to institute any legal action, which exceeds the jurisdiction of the Magistrate’s Court against the Lessee in the competent division of the High Court.

  • 39. Notice

    Any notice, consent or other communication to a party:

    • 39.1 is valid only if it is in writing, except where it is stated in this Lease Agreement that it may also be given verbally;

    • 39.2 if sent to that party by prepaid registered post in a correctly addressed envelope to its chosen address, is to be deemed to have been received by it on the 7th day after posting;

    • 39.3 if delivered by hand at the chosen address of that party between 09:00 and 16:00 on a business day, it is to be deemed to have been received by it upon that delivery.

  • 40. Redevelopment

    The Lessor may cancel this Lease Agreement without the payment of any compensation to the Lessee with 6 (six) month’s written notice to the Lessee, if the Lessor or the registered owner of the Property from time to time wishes to demolish the Building or wishes to rebuild, redevelop, renovate or alter the Building or any part of the Building or to incorporate the Building into any scheme of building or redevelopment involving any adjoining building and/or properties.

  • 41. Relocation/Rebuilding

    • 41.1 The Lessor reserves to itself the right to relocate the Lessee from the Premises to another area within the Building. In such an event the Lessor shall be obliged to give to the Lessee not less than 3 (three) month’s written notice that it requires the Lessee to relocate to a new location in the Building. Such written notice shall contain the following information:

      • 41.1.1 a description of the new location specifying its approximate size and placement in the Building;

      • 41.1.2 the basic monthly rental for the purposes of and in the place of that stipulated in clause 3 of the Main Agreement;

    • 41.2 All the other terms and conditions of this Lease Agreement shall remain unchanged and shall continue in full force and effect as fully and as though the Premises had not been relocated.

    • 41.3 The Lessor undertakes to use its best endeavours to perform all work reasonably necessary to effect such relocation in a manner so as to cause the least possible inconvenience to the Lessee. All reasonable relocation expenses shall be for the Lessor’s account.

    • 41.4 Should the Lessee neglect, fail or omit to consent to relocation within 30 (thirty) days after the notice referred to in clause 41.1, the Lessor shall be entitled to terminate this Lease Agreement and the Lessee shall have no recourse or other relief against the Lessor by reason of termination of this Lease Agreement;

    • 41.5 Notwithstanding any provision in this Lease Agreement, it is agreed that in the event of the Lessor or the registered owner of the Property from time to time, deciding to embark on a rebuilding scheme involving the Premises, the Lessor shall be entitled to cancel this Lease Agreement upon giving 6 (six) month’s written notice of termination to this effect. The Lessee shall vacate the Premises upon expiry of the aforementioned notice period and shall have no recourse or other relief against the Lessor. Without derogating in any way from the generality of the aforegoing, it is specifically agreed that renovations, alterations, extensions, additions or replacement may constitute a rebuilding scheme for the purposes of this clause.

  • 42. Lessee’s General Obligations

    • 42.1 The Lessee shall not:

      • 42.1.1 contravene or permit a contravention of—

        • 42.1.1.1 any of the conditions of title of the property on which the Stadium is situate or in terms of which the Lessor occupies the Stadium or

        • 42.1.1.2 any measure having the force of law with which the Lessor must comply as occupier of the Stadium or

        • 42.1.1.3 any law, by-law or regulation relating to tenants or occupiers of the Stadium or affecting the conduct of any events in the Stadium;

      • 42.1.2 bring or allow to be brought or kept on the leased premises any matter or thing or activity whereby the fire or any other insurance policy held from time to time by the Lessor, […] and/or […] in respect of the Stadium may be liable to become void or voidable, or whereby the premium for any such insurance may be increased, and if the premium for such insurance is increased as a result of such thing brought onto or kept on the leased premises, whether with the Lessor’s written consent or not, the Lessor, without prejudice to any of its rights hereunder, may recover from the Lessee the amount due in respect of any additional premiums;

      • 42.1.3 have any claim of any nature whatsoever for any loss or damage which the Lessee may suffer in or about the leased premises or the Stadium arising out of—

        • 42.1.3.1 vis major; or

        • 42.1.3.2 casus fortuitus; or

        • 42.1.3.3 any other cause either wholly or partly outside the Lessor’s control

  • 43. Whole Agreement

    This Agreement constitutes the whole agreement between the parties as to the subject-matter hereof and no agreements, representations or warranties between the parties other than those set out herein are binding on the parties.

  • 44. Variation

    No addition to or variation, consensual cancellation or novation of this Agreement, including this clause and no waiver of any right arising from this Agreement or its breach or termination shall be of any force or effect unless reduced to writing and signed by both the parties or their duly authorised representatives.

  • 45. Relaxation

    No latitude, extension of time or other indulgence that may be given or allowed by either party to any other party in respect of the performance of any obligation hereunder or the enforcement of any right arising from this Agreement and no single or partial exercise of any right by any party shall under any circumstances be construed to be an implied consent by such party or operate as a waiver or a novation of, or otherwise affect any of that party’s rights in terms of or arising from this Agreement or estop such party from enforcing, at any time and without notice, strict and punctual compliance with each and every provision or term hereof.

7.1.2 Appendix 2

General Terms and Conditions for the Sale and Purchase of Corporate Hospitality Rights Packages*

*Reproduced with the permission of Hospitality finder Ltd.

Terms and Conditions, forming the “Agreement”

• 1. Definitions used in these Conditions

• 1.1 “Booking Form” means the booking form signed by the Customer, to which these Conditions are attached and incorporated into the Agreement between the Customer and [x.co.uk].

• 1.2 “Conditions” means the terms and conditions set out in this Agreement together with any other terms agreed in writing.

• 1.3 “Customer” means the legal entity detailed above with whom [x.co.uk] make this Agreement.

• 1.4 “Event” means the event(s) included in the Package, as specified in the Booking Form.

• 1.5 “Force Majeure” means an event beyond [x.co.uk]’s control, including (but not limited to) an act of God, civil disorder, war or military operations, terrorism or threat of terrorism, national or local emergency, acts or omissions of government, industrial disputes, fire, flood, weather or natural disaster, any other act or omissions of persons for whom [x.co.uk] is not responsible, or events which are unforeseeable and could not have been reasonably avoided.

• 1.6 “Literature” means specifications, itineraries, dates, menus and other such similar information published by [x.co.uk] on the various Packages.

• 1.7 “Package” means the hospitality services detailed in the Booking Form, including the Event identified on the Booking Form (if any).

• 1.8 “Price” means the Price for the Package plus VAT (where applicable) as set out in the Booking Form.

• 2. Terms of Sale

  • 2.1 The Customer wishes to purchase the Package (and entry to any Events contained within the Package) and hereby appoints [x.co.uk] (and [x.co.uk] accepts such appointment) to provide the Package and book entry to any Events contained within the Package on behalf of the Customer, in accordance with this Agreement. The Customer hereby gives its authority to [x.co.uk] to purchase tickets or other goods/services in the name of the Customer (as agreed with the Customer and confirmed on the Booking Form, or as agreed in writing with the Customer) when [x.co.uk] makes such bookings and/or completes such purchases.

  • 2.2 [x.co.uk] agrees to sell and the Customer agrees to buy the Package, subject to these Conditions and it is expressly agreed that these Conditions represent the entire agreement between the parties in respect of the purchase of the Package and may only be varied or amended by the written agreement of both parties.

  • 2.3 [x.co.uk] employees or agents are not authorised to make representations (whether oral or in writing) concerning alterations to the information in the Literature or these Conditions and any such alterations shall only be binding when confirmed in writing by a director of [x.co.uk]. The Customer acknowledges in signing the Booking Form attached to this Agreement that they have not relied on any such representations

  • 2.4 [x.co.uk] may at any time and without liability amend any error or omission in their Literature (including any alterations on Price or description of the Package) or invoice or any other document issued by it.

• 3. Reservations and Payment

  • 3.1 The Literature constitutes an invitation to treat and no binding agreement for the sale of a Package shall exist until a valid Booking Form is received back from a Customer within the stated deadline duly signed by a person having authority to sign on behalf of the Customer, and such Booking Form has been acknowledged by [x.co.uk], with confirmation of availability of Event(s) contained within the Package, by [x.co.uk] issuing its receipt.

  • 3.2 Payment of a deposit of 50% of the Price is required to be paid to [x.co.uk] by the Customer within 14 days of receipt by [x.co.uk] of a signed Booking Form from a Customer, when [x.co.uk] shall issue its pro-forma invoice for payment. The balance of the Price is payable by the Customer not less than 12 weeks before the Event. The dates for payment are confirmed on the Booking Form. Once [x.co.uk] receives payment from the Customer, it shall issue a full VAT invoice for all sums payable in accordance with this Agreement.

  • 3.3 On requests for bookings placed within 12 weeks of the Event, full payment of the Price is due from the Customer upon receipt of the pro-forma invoice sent by [x.co.uk], which shall be generated upon receipt of the signed Booking Form and provide confirmation of your booking of the Package. A full VAT invoice shall then be issued once full payment of the Price has been received from the Customer by [x.co.uk].

  • 3.4 [x.co.uk] shall be entitled to charge the Customer interest on all overdue balances at the rate of 8% per annum above the base lending rate from time to time of National Westminster Bank Plc (both before and continuing after any Court Judgement) from the date payment became due to the date of payment in full with such interest being applied on a daily basis.

  • 3.5 [x.co.uk] agrees to transfer payment to suppliers, as appropriate, for Events and other parts of a Package, once payment has been received from the Customer in accordance with the Conditions of this Agreement.

• 4. Additional Services

  • 4.1 From time to time [x.co.uk] may provide additional goods and/or services which do not form part of the Package and [x.co.uk] shall act as agents of the Customer and only on the basis that no liability of any kind shall attach to [x.co.uk] for the provision of such additional goods and/or services.

  • 4.2 [x.co.uk] shall issue a separate invoice for any additional goods and/or services which shall be payable within 5 days of the date of the invoice unless the order is placed within 12 weeks of the Event when payment is due upon receipt of the invoice.

• 5. Alterations

  • 5.1 Whilst [x.co.uk] will use all reasonable efforts to deliver the Package, it reserves the rights to alter the Package in anyway and for any reason which in its absolute discretion it considers necessary.

  • 5.2 [x.co.uk] shall be entitled to increase the Price at any time and for any reason which in its absolute discretion it considers necessary and payment of the additional sum shall be made by the Customer within 7 days of the invoice.

  • 5.3 The Customer shall be entitled to cancel the Package and (subject to Clause 9.5) receive a refund if [x.co.uk] increase the Price, providing written notice of Cancellation is given by the Customer within 4 days of the date of the invoice notifying the Customer of the increase

  • 5.4 The suppliers of any tickets and/or Events (which may make up part of your Package) reserve the right to alter details of a booking, seat allocations or make other changes to tickets and/or Events booked by Hospitalifyfinder.co.uk on the Customer’s behalf, without notice. [x.co.uk] will provide the Customer with notice of any changes or variations tickets and/or Events that it may be notified of by a supplier, although [x.co.uk] shall not be liable for any losses to the Customer if notice is not provided to [x.co.uk] by the supplier of any changes or variations to tickets and/or Events that have been purchased on behalf of the Customer by [x.co.uk] under this Agreement.

• 6. Exclusive Facilities

  • 6.1 Where a Customer requests an exclusive facility at venue where an Event is being held, this will be subject to an additional exclusivity fee plus VAT where applicable. Such exclusivity fee shall be confirmed to the Customer in writing.

  • 6.2 [x.co.uk] shall issue a separate invoice for the exclusivity fee which shall be payable within 7 days of the date of the invoice unless the request is made within 12 weeks of the Event, when payment is due upon receipt of the invoice

• 7. Ticketing and documentation

  • 7.1 [x.co.uk] will despatch, where possible, car park and other passes and information to the Customer prior to the Event date, providing the Price and any additional charges have been paid in full and cleared funds. When it is not possible to despatch all relevant documentation relating to the Package to the Customer prior to the Event for any reason (for example, the booking made by the Customer is too close to the Event date for despatch to the Customer of the information), [x.co.uk] reserves the right to make the tickets and all other relevant information available for collection by the Customer at an agreed location on the Event date.

• 8. Warranties and Liability

  • 8.1 [x.co.uk] cannot guarantee and does not warrant that the Event will take place on the date of dates agreed or at all or the ability of its suppliers to supply (all of which shall be treated as Force Majeure). In the circumstances of an event of Force Majeure, the Customer shall not be entitled to any refund except to the extent that [x.co.uk] is able to obtain a refund from relevant third parties.

  • 8.2 [x.co.uk] shall not be liable for any consequential loss or damage including (but not limited to) loss of business or profits, loss of goodwill or loss of contracts sustained by the Customer in any circumstances.

  • 8.3 Nothing in this Agreement shall exclude or limit the liability of [x.co.uk] for its negligent acts or omissions which cause death or personal injury, or for any fraudulent misrepresentation.

  • 8.4 Except for claims under Clause 8.3, the liability of [x.co.uk] to the Customer for breach of this Agreement or negligence or otherwise shall be limited to a maximum of the Price paid by the Customer to [x.co.uk] under this Agreement.

  • 8.5 Tickets or other entry to events which may form part of the Package booked for the Customer are subject to the ticket provider/supplier/venue owner’s own terms and conditions and the Customer acknowledges that they shall be bound by those terms and conditions to the ticket provider/supplier/venue owner, in addition to its responsibilities under this Agreement. The ticket provider/supplier/venue owner reserve the right to remove people from a venue or event, at their discretion, and a Customer’s entry to a venue or event will be subject to not only the terms and conditions of the venue owner and rules and regulations of the venue, but also the event organiser and Customers must ensure they read their tickets and any other materials/literature forwarded to them by [x.co.uk] and/or the venue owner/ticket provider/supplier when they receive such materials/literature, to ensure that they familiarise themselves with these terms prior to the event and/or attendance at the venue.

• 9. Cancellation and Termination

  • 9.1 The Customer shall be entitled to cancel the Package at any time by giving notice in writing to [x.co.uk], subject to the terms of this Clause 9 and the Conditions of this Agreement.

  • 9.2 In the event of cancellation for whatever reason, save as prescribed in Clause 8.1, the Customer shall forfeit any payment made under Clause 3.2 above and if not yet paid, shall remain liable for such payment in accordance with this Agreement.

  • 9.3 In addition to Clause 9.2 above, if cancellation is made 12 weeks or less before the Event date, then the full Price remains due and shall be payable forthwith by the Customer to [x.co.uk].

  • 9.4 If any payment of the Price is not received by the due date, [x.co.uk] shall be entitled, at its sole discretion, to treat the Package as cancelled by the Customer and in those circumstances, [x.co.uk] shall issue a written notice of cancellation to the Customer and the provisions of Clauses 9.2 and 9.3 apply.

  • 9.5 Tickets are generally not able to be cancelled and no refunds are offered. However, each Event is different and the Customer will be bound by the supplier/venue owner terms and conditions and [x.co.uk] shall not be responsible to the Customer in the event of any cancellation, refusal of entry or other termination of the Customer’s right to enter an event/venue.

• 10. Confidentiality and Data Protection

  • 10.1 The parties agree to keep confidential any information disclosed to the other party where such information is specifically highlighted as being confidential information (“Confidential Information”). The obligations of confidentiality shall continue for as long as the Confidential Information remains confidential, unless any disclosure of the Confidential Information is required in order for a party to comply with its obligations under this Agreement, or if the Confidential Information is required to be disclosed as a matter of law.

  • 10.2 [x.co.uk] collects, stores and processes personal data in accordance with its Privacy Policy.

• 11. General

  • 11.1 Any failure or delay by [x.co.uk] in enforcing or exercising any of the terms of rights or powers arising under this Agreement shall not constitute a waiver of those terms or rights or powers and shall not affect [x.co.uk]’s right to enforce or exercise them at some later stage.

  • 11.2 If for any reason any of the Conditions set out in this Agreement are held to be illegal and/or unenforceable then the remainder of the Agreement will continue in force but without those particular conditions.

  • 11.3 Any notices to be served in accordance with this Agreement must be served personally or by ordinary First Class mail or facsimile. All invoices and notices served by [x.co.uk] will be sent to the Customer at the address on the Booking Form or such other address that has been notified to [x.co.uk] in writing. All notices to be served by the Customer shall be sent to our registered office address and such notices shall be deemed to take effect only when acknowledged by [x.co.uk] in writing.

  • 11.4 Any legal costs, expenses or charges incurred by [x.co.uk] in recovering any outstanding payments shall be paid by the Customer on a full indemnity basis.

  • 11.5 The parties to this Agreement do not intend that any term of the Agreement shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.

  • 11.6 The Agreement is to be considered in accordance with the Laws of England and Wales and the parties hereby submit to exclusive jurisdiction of the English Courts.