LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

Certain agreements relating to LMIR Trust and the PropertiesOther material termsSecurity depositThe Master Lessee will provide a security deposit equivalent to (i) six months’ rent for the first five years ofthe lease term and (ii) three month’s rent for the next five years of the lease term, in the form of cash or abank guarantee, under the Master Lease Agreements as security for the compliance by the Master Lesseeof the terms of the Master Lease Agreements as well as against any loss or damage resulting from theMaster Lessee’s default and against any claim by the relevant landlord against the Master Lessee.Liabilities of Master LesseeThe Master Lessee shall be responsible for the maintenance of the Retail Spaces and all fixtures, fittingsand installations therein, including keeping the same clean and in good and tenantable condition,undertaking works to make good any damage, maintaining the mechanical and electrical equipment inaccordance with the relevant manufacturers’ guidelines and maintenance of its own plant and machinerywhich are required for the operation of its business. The Master Lessee shall also be responsible for theland and building tax (including any increases) in respect of the Retail Spaces.The Master Lessee must comply, at its cost and expense, with all laws and regulations and all requirementsof the relevant authorities in force at the moment relating to the Retail Spaces.Works of a capital nature during the first 30 monthsDuring the first 30 months of the lease term, the Master Lessee shall at its own cost and expense carry outall repair and replacement works in respect of the mechanical and electrical equipment, whether or notsuch works are of a capital nature. After the first 30 months of the lease term, the relevant landlords will beresponsible for repair and replacement works in relation to the mechanical and electrical equipment whichare of a capital nature. Where any replacement works (after the first 30 months of the lease term) isreasonably required by the Master Lessee in connection with any changes to the layout of the RetailSpaces, the cost of such replacement works shall be deducted from the rent payable by the Master Lesseeto the relevant landlord for the rest of the lease term.Addition and alteration worksThe Master Lessee must obtain the prior written consent of the relevant landlord (such consent not to beunreasonably delayed or withheld) for addition and alteration works to or affecting the Retail Spaces if suchworks require the approval of the relevant authorities or involves the hacking of floors or structural columnsand beams.AssignmentThe Master Lessee may sub-let to sub-lessees of good repute and sound financial standing any part ofeach of the Retail Spaces, not exceeding 30.0% of the total leased area of the relevant Retail Space and fora term not exceeding one year.The Master Lessee is not permitted to assign any of the Master Lease Agreements except where suchassignment is in respect of (a) its subsidiary and the performance of the assignee’s obligations under therelevant Master Lease Agreement is guaranteed by the Master Lessee or (b) its associated companywhich is of equivalent or better financial standing than the Master Lessee.InsuranceThe Master Lessee must at its own cost take out and maintain, inter alia, all risks and public liabilityinsurance policies in the joint names of the Master Lessee and the relevant landlord covering the relevantRetail Space.Damage or destructionIf any of the Retail Spaces is damaged or destroyed such that the Retail Space cannot be used or becomesinaccessible, the relevant landlord has the option to reinstate or replace such Retail Space (or the affectedpart, as the case may be) using insurance proceeds received under the insurance policies. If the relevantlandlord opts to reinstate or replace the Retail Space, the Master Lessee will not be liable to pay rent inrespect of the period when the Retail Space cannot be used or is inaccessible. If the relevant landlord optsnot to reinstate or replace the Retail Space, the Master Lessee may either terminate the relevant Master230