LAND/GROUND LEASE AGREEMENT

This Land/Ground Lease Agreement (this “Agreement”) is entered into as of the _____ day of
_______________, 20_____, (the “Effective Date”) by and among/between:

Landlord: ________________________, (“Landlord”) and

Tenant(s): ________________________________________________, (collectively, “Tenant”).

Each Landlord and Tenant may be referred to in this Agreement individually as a “Party” and collectively
as the “Parties.”

For good and valuable consideration stated herein, the sufficiency of which is hereby acknowledged, the
Parties agree as follows:

1. Agreement to Lease. Landlord agrees to lease to Tenant and Tenant agrees to lease from Landlord,
according to the terms and conditions set forth herein, the following real estate (the “Site”): ___________
________________________________________________________________ [Legal land description].

2. Purpose. The Site may be used and occupied only for the following purpose (the “Permitted Use”):
__________________________________________________________________ [Purpose of land use].
Nothing herein shall give Tenant the right to use the Site for any other purpose without the prior written
consent of Landlord. Landlord makes no representation or warranty regarding the legality of the Permitted
Use, and Tenant will bear all risk of any adverse change in applicable laws.

3. Term. This Agreement will be for a term beginning on _______________, 20_____ and ending on
_______________, 20_____ (the “Term”). The Parties hereto may elect to extend this Agreement upon
such terms and conditions as may be agreed upon in writing and signed by the Parties at the time of any
such extension.

4. Rent. Tenant will pay Landlord rent in advance ZAR__________:

In monthly installments due on the __________ day of each month during the Term.

Rent will increase by 7% at every 12-month anniversary from the date of signature of this Agreement.

Late Fee
Landlord will NOT charge a late fee.

Prorated Rent
Rent for any period during the Term which is for less than one year will be a pro rata portion of the
monthly installment.

First month’s rent payment is to be paid in full 30 days after commencement of business on the Site.

Land/Ground Lease Agreement

5. Additional Rent. There may be instances under this Agreement where Tenant may be required to pay
additional charges to Landlord. All such charges are considered additional rent under this Agreement and
will be paid with the next regularly scheduled rent payment. Landlord has the same rights and Tenant has
the same obligations with respect to additional rent as they do with rent. 

6. Security Deposit. Tenant is NOT required to pay a security deposit.

7. Taxes. Landlord shall pay all taxes or assessments which are levied or charged on the Site during the
Term.

8. Utilities.  Tenant shall pay the cost of all utility services during the Term, including but not limited to
gas, water, and electricity used on the Site.

9. Delivery of Possession. Landlord will deliver exclusive and lawful possession of the Site to Tenant on
the start date of the Term. In the event Landlord is unable to give possession of the Site to Tenant on
such date, Landlord will not be subject to any liability for such failure, the validity of this Agreement will not
be affected, and the Term will not be extended. Tenant will not be liable for rent until Landlord gives
possession of the Site to Tenant.

10. Holdover Tenancy. If Tenant does retain possession past the Term, Tenant shall pay 100% of the
then applicable rent computed on a monthly basis for each month or portion thereof during such holdover.
In addition, Tenant shall NOT be liable for any damages incurred by Landlord as a result of the holdover.

11. Condition of the Site. Tenant has examined the Site and accepts the Site in its current condition “AS
IS” and “WITH ALL FAULTS.” except as expressly set forth herein, landlord makes no representation OR
warranty, express or implied, or arising by operation of law, including but not limited to, any warranty of
fitness for a particular purpose, merchantability, habitability, SUITABILITY, or condition. tenant
acknowledges that Tenant has not relied on any representations or warranties by Landlord in entering this
Agreement.

12. Use of the Site. Tenant agrees to use the Site at their discretion and will not commit waste upon the
Site. Tenant will, at its sole expense, maintain the Site in good repair and make all necessary repairs
thereto. Tenant will not use the Site for any unlawful purpose or in any manner that will materially harm
Landlord’s interest in the Site.

13. Improvements and Alterations. Tenant may make improvements, alterations, additions, or other

changes to the Site without the written approval of the Landlord. Tenant agrees that any construction will
be performed in a good and workmanlike manner and will comply with all applicable laws. All
improvements, alterations, additions, or other changes to the Site shall become the property of Landlord
upon the termination of this Agreement.

Signs. Tenant shall have the right to erect any sign related to its business, on the condition that such
signs comply with the law.

Land/Ground Lease Agreement

14. Leasehold Mortgage. Tenant has the right to grant a mortgage, deed of trust, or other security
instrument in Tenant’s interest to the Site created by this Agreement (the “Leasehold Mortgage”) to
secure repayment of a loan made to Tenant to finance construction of any improvements made to the Site
during the Term.

Subordinated Lease In no event will any interest of Landlord in the Site be pledged as collateral for or be
subordinate to any Leasehold Mortgage.

15. No Mechanics Lien. Tenant will not permit any mechanics or other liens to be filed against Landlord’s
interest to the Site as a result of any work performed for or obligations incurred by Tenant. Tenant will
indemnify Landlord for any liability, cost, or expense, including attorney’s fees, in the event any such lien
is filed.

16. Permits and Approvals. Tenant will be responsible for obtaining all licenses, permits, and approvals
required by any local authority in connection with its use of the Site. Landlord will cooperate with Tenant
and provide the necessary documents to obtain such licenses, permits, and approvals.

17. Compliance with Laws. Tenant covenants and agrees to comply with all local laws, regulations and
ordinances affecting the Site and use of the Site, including applicable environmental laws. In addition,
Tenant will comply with all requirements necessary to keep in force fire and liability insurance covering
the Site.

18. Insurance. At all times during the Term, Tenant will maintain insurance for the Site covering:

I. Property Insurance. Property insurance covering all of Tenant’s improvements, equipment, and
other personal property located on the Site.

19. Waiver of Subrogation. Landlord and Tenant each waive any and all claims or rights to recovery
against the other Party for any loss or damage to the extent such loss or damage is covered by insurance
or would be covered by insurance as required under this Agreement. Landlord and Tenant will cause
each insurance policy carried by Landlord or Tenant relating to the Site to include or allow a full waiver of
any subrogation claims.

20. Indemnification. To the extent permitted by law, Tenant agrees to indemnify, defend, and hold
harmless Landlord from any and all claims, actions, liabilities, suits, demands, damages, losses, or
expenses, including attorneys’ fees, arising out of or relating to (i) Tenant’s use and occupancy of the
Site, (ii) any work done by or on behalf of Tenant on the Site, (iii) Tenant’s negligence or willful
misconduct, and/or (iv) Tenant’s breach or default of any of the terms of this Agreement, provided
however, Tenant’s obligations under this section shall not extend to any claims actions, liabilities, suits,
demands, damages, losses, or expenses arising from the sole negligence or willful misconduct of
Landlord.

21. Access to Site. Landlord or its agents may have access to the Site at reasonable times to inspect the
Site, to make any necessary repairs, to show the Site to prospection lenders, and as otherwise needed to
perform its obligations under this Agreement.

Land/Ground Lease Agreement

22. Default. The following shall each constitute an “Event of Default” by Tenant:

A. Tenant fails to make any 6 consecutive required payments due under this Agreement.
B. Tenant fails to perform any obligation or condition or to comply with any term or provision of this
Agreement.
C. Tenant files a petition for bankruptcy, reorganization or similar relief, or makes an assignment for
the benefit of creditors.

23. Termination by Landlord. Upon the occurrence of an Event of Default by Tenant which continues for
a period of 180 days after receiving written notice of the default from Landlord, Landlord has the right to
terminate this Agreement and take possession of the Site. Landlord’s rights hereunder shall be in addition
to any other right or remedy now or hereafter existing at law or equity.

24. Termination by Tenant. In the event of a breach by Landlord of any of its obligations, covenants, or
agreements under this Agreement which continues for a period of 180 days after receiving written notice
of the breach from Tenant, Tenant has the right to terminate this Agreement, upon written notice to
Landlord, without penalty. Landlord shall return to Tenant any prepaid or prorated rent if Tenant
terminates this Agreement pursuant to this section. 

25. Surrender of the Site. Tenant shall return the Site to Landlord upon termination of this Agreement in
good condition and repair, ordinary wear and tear excepted. Within 30 days following the termination of
this Agreement, Tenant will begin to remove all equipment, materials, fixtures and other personal property
belonging to Tenant from the Site. Any property left on the Site after 60 days following the termination of
this Agreement will be deemed to have been abandoned by Tenant and may be retained by Landlord. 

26. Registration of the Lease. The parties shall OPT, to the extent required by law and practice,
properly register this Lease Agreement with the relevant government office that may serve as a place for
registering or recording leases, within 45 days from the date that this Lease Agreement is executed.

27. No Partnership. Nothing contained in this Agreement shall be deemed or construed to create a

partnership, joint venture or any other fiduciary relationship between the Parties other than that of
Landlord and Tenant. Neither Party is authorized to act as an agent or on behalf of the other Party.

28. Condemnation. In the event that all or a material portion of the Site necessary for Tenant’s Permitted
Use of the Site is taken for any public or quasi-public use under any governmental law, ordinance or
regulation or by the right of eminent domain, this Agreement shall terminate on the date of such taking,
and all rent under this Agreement shall be prorated and paid to such date. In the event such taking is less
than a material portion of the Site, this Agreement shall remain in full force and effect; provided however,
the rent due under this Agreement shall be reduced to such extent as may be fair and reasonable under
the circumstances. Landlord and Tenant shall each be entitled to receive and retain such separate
awards and portions of lump sum awards as may be allocated to their respective interests in any
condemnation proceedings.

Land/Ground Lease Agreement

29. Limitation of Liability. Landlord is not responsible or liable for any loss, claim, damage or expense
as a result of any accident, injury or damage to any person or property occurring anywhere on the
Premises, unless resulting from the negligence or willful misconduct of Landlord.

30. Assignment and Subletting. Tenant will not assign this Agreement as to all of or any portion or the
Site or make or permit any total or partial sublease or other transfer of all of or any portion of the Site
without Landlord’s consent.

31. Quiet Enjoyment. If Tenant pays the rent and performs all other obligations under this Agreement,
Tenant may peaceably and quietly hold and enjoy the Site during the Term.

32. Force Majeure. In the event that Landlord or Tenant shall be delayed or hindered in or prevented
from the performance of any act other than Tenant's obligation to make payments of rent, additional rent,
and other charges required hereunder, by reason of strikes, lockouts, unavailability of materials, failure of
power, restrictive governmental laws or regulations, riots, insurrections, the act, failure to act, or default of
the other Party, war or other reason beyond its control, then performance of such act shall be excused for
the period of the delay and the period for the performance of such act shall be extended for a period
equivalent to the period of such delay. 

33. Notices. All notices given under this Agreement must be in writing. A notice is effective upon receipt
and shall be delivered in person, sent by overnight courier service or sent via certified or registered mail,
addressed to Landlord or Tenant at the address stated above, or to another address that either Party may
designate upon reasonable notice to the other Party.

34. Further Assurances. Each Party hereto agrees to execute and deliver any additional documents and
to do all such other acts as may be necessary to carry out this Agreement and each Party’s rights and
interests in this Agreement.

35. No Waiver. No Party shall be deemed to have waiver any provision of this Agreement or the exercise
of any rights held under this Agreement unless such waiver is made expressly in writing.

36. Severability. If any provision of the Agreement is held to be invalid, illegal, or unenforceable in whole
or in part, the remaining provisions shall not be affected and shall continue to be valid, legal, and
enforceable as though the invalid or unenforceable parts had not been included in this Agreement. 

37. Successors and Assignees. This Agreement will inure to the benefit of and be binding upon the
Parties and their respective permitted successor and assigns.

38. Governing Law. The terms of this Agreement shall be governed exclusively by the laws of the
Republic of South Africa, without regard to its conflicts of laws rules. 

39. Disputes. Any dispute arising from this Agreement shall be resolved through:

Land/Ground Lease Agreement

 Mediation, then binding arbitration. If the dispute cannot be resolved through mediation, then the
dispute will be resolved through binding arbitration conducted in accordance with the rules of the
Association of Arbitrators (South Africa) (AASA).

40. Amendments. This Agreement may not be modified except in writing signed and acknowledged by
both Parties.

41. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be
deemed an original, and all of which together, shall constitute one and the same document.

42. Headings. The section heading herein are for reference purposes only and shall not otherwise affect
the meaning, construction, or interpretation of any provision in this Agreement.

43. Entire Agreement. This Agreement constitutes the entire understanding between the Parties and
supersedes and cancels all prior agreements of the Parties, whether oral or written, with respect to the
Site. 

44. Miscellaneous. ___________________________________________________________________
____________________________________________________________________________________
IN WITNESS WHEREOF, the Parties hereto, individually or by their duly authorized representatives have
executed this Agreement as of the Effective Date.

 
Landlord Signature Landlord Full Name

 
Tenant Signature Tenant Full Name

 
Tenant Signature Tenant Full Name

Land/Ground Lease Agreement