Whereas:
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on 2/7/2002 the parties executed a lease contract according to which the Tenant leases from the Landlord an area of approximately 2,614 square meters, on ground, Basement A and Basement B floors and a roof, located in the building leased by the Landlord in the new industrial park in Azour (hereunder: "the Contract");
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Whereas:
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the parties wish to extend the lease under the Contract, to increase the leased area and to amend the Contract in respect of several matters, and all in accordance with and subject to the following terms and provisions;
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1.
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It is agreed that the provisions of the Contract shall remain valid, mutatis mutandis, unless and to the extent they are explicitly amended under this Annex, and to the extent they do not contradict this Annex.
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2.
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For the avoidance of doubt, it is agreed that in case that there is a contradiction between provisions of the Contract and this Annex, the provisions of this Annex will prevail.
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3.
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The current wording under the term "Leased Premises" in the Contract shall be replaced by the following wording:
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4.
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The term of lease mentioned in section 4(a) of the Contract shall be extended and shall be for 7 years commencing from April 1, 2013 and until March 31, 2020.
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5.
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Section 4(b) of the Contract - is terminated.
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6.
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Instead of the current wording of section 7 of the Contract, the following wording shall be placed:
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a.
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In consideration for the lease of the Leased Premises, the Tenant undertakes to pay the Landlord the followings:
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(1)
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Amount of NIS 48 plus VAT for each per square meter gross of the Leased Area, as defined above, as monthly lease payments and for the maintenance of the air-conditioning systems, computerized smoke detection center, elevators, cleaning of the public areas, sanitary plumbing in the public bathrooms, but not including municipal property taxes and water (the "Rental and Maintenance Payments").
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(2)
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In addition to the Rental and Maintenance Payments, the Tenant will pay to the Landlord the municipal property taxes in accordance with the rate determined by the Municipal Property Tax Order of the Azor Local Council as of 1.1.2013.
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(3)
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Terminated.
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(4)
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The Rental and Maintenance Payments will be linked to the Index as detailed below, and shall be referred to as "the Rental Payments".
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b.
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(Terminated).
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c.
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(1)
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On April 1st, 2013 the Tenant shall pay to the Landlord an amount for 4 months of rent and maintenance. The Rental and Maintenance Payments for one month of rent out of the amount mentioned in section 7c(1) shall be used as a security for the fulfillment of the Tenant's undertakings (hereinafter – "One Month Security Amount").
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(2)
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On this date the parties will conduct a settlement in respect of the security amounts paid for the period preceding the rental period under this Annex, to the extent paid (hereinafter - "the Security Amounts") and these will be deducted from the One Month Security Amount.
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d.
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The Tenant will pay to the Landlord VAT in addition to the Rental and Maintenance Payments at the rate applicable under the law on the date of payment against the provision of a tax invoice. The VAT amount shall be paid to the Landlord on the dates of payment of the Rental and Maintenance Payments as stated in this Contract, by check dated two days prior to the designated date of VAT payment under the law in respect of the invoice.
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e.
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Breach of the provisions of section 7 including all its subsections, shall be considered as a material breach of this Contract."
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7.
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Section 8e(1) of the Contract – instead of "34", "54" shall be placed. Instead of "1.1.02", "1.4.12" shall be placed.
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8.
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Section 8e(3) of the Contract – instead of "34", "54" shall be placed. Instead of "1.1.02", "1.4.12" shall be placed.
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9.
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Section 8i fourth line – after the word "carpets" shall be placed "and/or the parquet."
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10.
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Section 8m – the words "the Tenant declares .... 40 ampere" shall be deleted.
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11.
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Section 13a third line – instead of the words "amount equal to 1.40 $", "amount of NIS 6" shall be placed.
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12.
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Section 15f – the words "in addition to dollar linkage differentials" as mentioned in section 7 above, shall be deleted. Instead of the words "the calculations will be carried out", the words "the calculation will be carried out" shall be placed.
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13.
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Section 17 to the Contract – is terminated.
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14.
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Section 25a to the Contract – instead of current wording, the following wording shall be placed: "the Tenant confirms that he is aware that he has no right of use whatsoever regarding the part of the ramp in front of the vitrines, as outlined in red in the Diagrams (annex c), and this part shall be used for parking of vehicles of other tenant/s in accordance with the sole discretion of the Landlord".
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15.
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Section 25b to the Contract – is terminated.
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16.
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Section 29 to the Contract – is terminated.
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17.
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Section 32 to the Contract, at the end shall be added– "the Tenant undertakes to perform periodical examinations of radiation of the antennas and the electronic equipment as required under the law".
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18.
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A new section 33(c) will be added as follows – "the Landlord allows the Tenant to park, for no consideration, within the area of parking outlined in red in the attached diagrams, which is located on the upper surface of the ramp in front of the offices of "Mister Big". The Tenant shall pay the local property taxes for this parking area.
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19.
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Section 34 to the Contract – the clause which starts with the words "notwithstanding the foregoing, ..." shall be deleted until the end of the section.
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20.
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Section 35 will be added to the Contract as follows: "the Landlord, at its sole discretion, shall be entitled to add and build additional floors on the roof of the building in which the Leased Premises and its systems are located. The Tenant shall not be entitled to object to the construction, as long as such construction shall not cause any change to the structure of the Leased Premises. The Landlord shall take reasonable measures to avoid unreasonable disturbances to the use of the Leased Premises taking into consideration the circumstances of such construction works. In the event of such construction, the Tenant undertakes to evacuate, on its account, the mast currently placed on the roof of the building to another place as instructed by the Landlord.
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21.
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Section 36 will be added to the Contract as follows: "the parties agree to avoid any unilateral action toward each other without notice and/or the receipt of consent of the other party, including actions of set-off, electricity disconnection, close of entrances/exits etc.
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22.
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Section 37 will be added as follows - the Tenant is entitled, upon coordination with the Landlord, to place flowerpots/vegetation in front of the building on the sidewalk.
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23.
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Section 38 will be added to the Contract as follows: the parties acknowledge that on the date of execution of this Annex, the Tenant leases from the Landlord 5 parking places (in addition to the 3 parking places that the Tenant is entitled to under the Contract) at the basement of the building, for a monthly consideration of NIS 400 plus VAT for double parking, and a monthly consideration of NIS 470 plus VAT for single parking. This lease shall remain valid under these terms.
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24.
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Section 39 will be added to the Contract – it is agreed that in case that the parties will agree on the lease of additional areas in the building, then the rental payments to be paid by the Tenant therefor shall be at same rate as the rental payments paid by the Tenant for the leased areas it then leases from the Landlord.
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