2022-02-08_cterlesky_REVISED OFFER TO LEASE - HOME CARE ASSISTANCE #37 Richard Road DRAFT #1.docx

OFFER TO LEASE

TO:			CALGARY INTRINSIC OPPORTUNITY FUND II LTD.

(hereinafter called the "Landlord"), a body corporate having it’s office in the City of Calgary, in the Province of Alberta,

c/o CBRE Limited

525 8th Avenue SW, Suite 3200, Calgary, AB T2P 1G1

Attention: Colin MacDonald colin.macdonald@cbre.com

FROM:		2004437 Alberta Ltd., dba Home Care Assistance Calgary

(hereinafter called the "Tenant"), a body corporate having it’s office in the City of Calgary, in the Province of Alberta,

c/o: Mark Kolke, under contract to MaxWell Capital Realty

6204B Burbank Road SE, Calgary, Alberta T2H 2C2

Attention:  	Mark M. Kolke - kolke@markkolke.com

RE:	Leasing 2,400 sq. ft., (more or less) of Office Space being a demised portion of the suite currently known as #301, 37 Richard Way SW, Calgary

2004437 Alberta Ltd., dba Home Care Assistance Calgary “Tenant”) submits the following Offer (the “Offer to Lease”) to Lease office space at 37 Richard Way SW, Calgary (the “Building”) from CALGARY INTRINSIC OPPORTUNITY FUND II LTD. (the “Landlord”) on the following terms and conditions:

1.	Leased Premises:	The Leased Premises shall comprise the space on the 3rd floor of the Building as outlined in red on Schedule “A” attached hereto having a rentable area (the “Rentable Area”) of 2,400 square feet (more or less)* (the “Leased premises”). The Rentable Area of the Leased Premises shall be confirmed by measurement and calculated in accordance with industry measurement standards. [*  subject suite is currently known as #301 , however Landlord agrees, to demise the space leaving a 2,400 sq. ft. portion of Suite #301 as shown in Schedule A to be known as suite as #301 ]

2.	Term of Lease:	The term of the Lease shall commence June 1, 2022 (the “Commencement Date”) and ending May 31, 2028.  (the “Term”).

2.(b)	Gross Free Rent Period:	The period from agreement to these terms through to occupancy by the Tenant, estimated to be May 1, 2022, to May 31, 2022, shall be on a Gross Free basis (no rent, no operating costs).

2.(c)	Net Free Rent Period:	The period from June 1, 2022, to August 31, 2022, shall be on a Net Free basis (no rent, Tenant pays operating costs only).

3.	Annual Basic Rent:	The Tenant shall pay to the Landlord Annual Basic Rent (“Basic Rent”) for the Leased Premises in respect of each year of the Term, payable in advance and in equal monthly installments as follows:

Year 1:	- $ 12.00 per square foot of Rentable Area per annum.

Year 2:	- $ 12.00 per square foot of Rentable Area per annum.

Year 3:	- $ 12.50 per square foot of Rentable Area per annum.

Year 4:	- $ 12.50 per square foot of Rentable Area per annum.

Year 5:	- $ 13.00 per square foot of Rentable Area per annum.

Year 6:	- $ 13.00 per square foot of Rentable Area per annum.

4.	Additional Rent:	Throughout the Term, the Tenant shall pay to the Landlord its pro-rata share of operating costs, and realty taxes, and all other amounts of additional rent (the “Additional Rent”) pertaining to the Leased Premises in accordance with the provisions of the Lease.  The 2022 rate for Additional Rent is $17.62. In addition to the foregoing, the Tenant shall also be responsible to pay business taxes, if applicable, pertaining to its use and occupation of the Leased premises.

5. 	Deposit:	The Tenant will, upon acceptance of this offer, provide a deposit of $ 13,477.45 to be held by the Landlord’s agent CBRE Limited, to be applied to the first month’s rent with the balance held as security by the Landlord.

6.	Use of Leased Premises:	The Leased Premises shall be used only as office space for an administrative and training office.

6.(a)	Exclusive use: 	The Tenant is in the business of providing home health care services, and the Landlord agrees throughout the term of the Lease and renewal or extension thereof, to not lease space in the building to any other Tenant in the home health care business without the Tenant's consent.

7.	Permits: Throughout the Term or any renewal thereof, except for the Landlord’s Work herein, the Tenant shall be responsible for obtaining all necessary approvals, including zoning development and business permits, for its intended use or renovation of the premises. Throughout the Term, any renovations conducted by the Tenant shall be approved by the Landlord, such approval not to be unreasonably withheld.

8.	Parking:	The Landlord shall provide, and the Tenant will rent and use, seven (7) unreserved parking stalls in the building, at the prevailing rate (currently $35.00/stall/mth) which is subject to change from time to time.

9.	Signage:  The Landlord will modify the building signage system to show the Tenant as ‘Home Care Assistance.’

AND, the Landlord shall allow installation of the Tenant’s signage on sign cans as designated by the Landlord, acting reasonably, on two sides of the building at no charge (Tenant responsible for art work an installation of its images),

10.	Tenant Improvement Allowance:	not applicable

11.	Pre-Occupancy Tenant’s Work:		not applicable

12.	Condition of Premises:	as is, and modified to meet the Tenant’s requirements as described in 13. Landlord’s Work, and as Shown in Schedule ‘A’. In addition to that work, the Landlord will clean and service the HVAC ductwork and thermostats and conduct post renovation air-balancing.

13.       Landlord’s Work: 	The Landlord will, at its sole cost, provide the premises after the following work has been performed, but in no case later than April 30, 2022, with the following work substantially completed:

Expand the existing storage room as shown in Schedule A

Construct a meeting/board room as shown in Schedule A

- redecorate and renovate/modify the subject premises as shown in Schedule A and install a coffee station/mini kitchen including a dishwasher, sink and microwave along with related building standard millwork

14.	Assignment And Sub-letting:	The Tenant shall not be permitted to assign the Leased  Premises or any portion thereof without the Landlord’s prior written approval subject to the provisions of the Lease, such approval not to be unreasonably withheld.  Any such sub-letting or assignment shall not relieve the Tenant of its covenants and obligations under this Lease.

15.	GST:	All amounts quoted in this Offer to Lease are prior to the inclusion of Goods and Services Tax (GST).  Tenant shall be responsible for GST due on any fees, rent, charges, or other costs payable, pursuant to the terms of the Lease.

16.	Time Of The Essence: 	Time shall be of the essence of this Offer to Lease and each and every part hereof.

17.	Formal Lease And Regulations:	Except only as varied by the terms of this Offer to Lease, the Tenant agrees to be bound by the terms and conditions, rules and regulations contained in the Lease.  In executing this Offer to Lease, the Tenant relies entirely on its own inspection and knowledge of the Leased premises and acknowledges that there are no representations, conditions, warranties or collateral agreements made by or on behalf of the Landlord other than as expressed herein.

18.	Notice:	Any notice herein required to be given by the Tenant to the -Landlord shall be sufficiently given if delivered to the Landlord as follows:

To:			CALGARY INTRINSIC OPPORTUNITY FUND II LTD.

c/o CBRE Limited

525 8th Avenue SW, Suite 3200, Calgary, AB T2P 1G1

Attention: Colin MacDonald colin.macdonald@cbre.com

And any notice herein required or permitted to be given by Landlord to Tenant shall be delivered to the Tenant as follows:

To:			2004437 Alberta Ltd., dba Home Care Assistance Calgary

c/o: Mark Kolke, MaxWell Capital Realty

6204B Burbank Road SE

Calgary, Alberta T2H 2C2

Attn:  Mark Kolke – kolke@markkolke.com

Any such notice shall be conclusively deemed to have been given and received at the time of such delivery. Such notice, if sent by facsimile, shall be deemed to have been given and received by the addressee when actually transmitted by the sender provided that such transmission was made during normal business hours, with receipt or other verifications of such transmission.

19.	Landlord’s Conditions: 	The Landlord’s execution of this Offer to Lease is subject to the following:

Approval of Tenant’s financial status and pricing of the Landlord’s work within ten (10) business days of the acceptance of this offer

20.	Tenant’s Conditions: The Tenant’s execution of this Offer to Lease is subject to the following Conditions :

approval by the Tenant’s head office and removal of this condition within ten (10) business days of acceptance of this offer

20 (a).	Tenant’s Conditions Precedent: The Tenant’s execution of this Offer to Lease is subject to the following Conditions Precedent:

the Offer to Lease shall merge with the Lease upon execution by both parties to the Lease.  Upon the execution of that Lease, the Offer to Lease shall be then null and void and the only contractual obligations between the parties shall be the Lease.

the Lease, both as to form and drafting incorporating agreed terms, shall be subject to review by the Tenant and such approval shall be secured and this condition satisfied within ten (10) business days from the date the Landlord provides the Landlord’s standard Lease format, otherwise this Offer to Lease is null and void.

21.	Option To Renew:	Provided the Tenant has duly, promptly and regularly preformed its duties and obligations under the Lease and throughout the term, the Tenant may renew the Lease at the expiration of the term if the Tenant is not in default under the terms of the Lease and the Tenant has delivered a written request for renewal to the Landlord not less than Six (6) Months before the expiration of the term. There will be the right to successive one renewal of  Five (5) Years on the same terms and conditions as are contained in the Lease, except for rental rate and this option to renew.  The Landlord's then current Formal Lease and prevailing market rental rates for similar premises in similar multi-tenant office buildings with a three (3) kilometre radius of the premises will apply at the time of renewal. Should the Landlord and Tenant fail to agree on the rental rate then the Arbitration Laws of Alberta shall apply and, if such arbitration is required, but using a single (1) Arbitrator.

22.	Acknowledgement:	The Tenant acknowledges that there are no representations, covenants, agreements, warranties or conditions in any way relating to the subject matter of this Offer, whether express or otherwise, except as set forth in this Offer and the appendices attached hereto.  The parties to this Offer acknowledge that MaxWell Capital Realty as represented by Mark Kolke has recommended that any legal, tax and accounting advice sought be obtained through the Tenant's own professional advisors and that no information provided by MaxWell Capital Realty as represented by Mark Kolke is to be considered as expert legal, tax or accounting advice

23.	Authority:	The Tenant and Landlord represent and warrant that the signatories of this agreement have authority to bind the Tenant and Landlord respectively to the agreed terms of this Offer.

24.	Agency:	In accordance with Agency disclosure requirements, the Tenant and Landlord mutually agree that MaxWell Southstar Realty as represented by Mark Kolke and is acting in a Single Agency capacity as Realtor in this transaction representing 2004437 Alberta Ltd., dba Home Care Assistance Calgary notwithstanding the leasing fee/commission to MaxComm in this matter being paid by CALGARY INTRINSIC OPPORTUNITY FUND II LTD. The fee for this transaction will be computed at the rate of *$1.50/sq. ft./yr. for the first five (5) years of the terms of the Lease and $0.75/sq. ft./yr. for the balance of the term of the Lease plus applicable GST, 50% of such payment to be made once the Tenant has executed the Lease and returned same to the Landlord, and the balance on the Commencement Date. [* this fee is applicable for the entire Lease term defined herein for the entire premise without any deductions for inducements, free rent.]

25.	Acceptance:	This Offer to Lease replaces the Offer to Lease made February 2, 2022 and accepted with changes on February 4, 2022, and once signed, these documents shall merge and this document shall be the sole agreement between the Tenant and the Landlord.

EXECUTED at the The City of Calgary, in the Province of Alberta, this ____ day of February, 2022.

2004437 Alberta Ltd., dba Home Care Assistance Calgary

Per:     ______________________________________

Chuck Terlesky, General Manager

The Landlord hereby accepts this Offer to Lease and agrees to be bound by the terms and conditions herein, dated this ___ day of February, 2022.

CALGARY INTRINSIC OPPORTUNITY FUND II LTD.

Per:     ______________________________________

Schedule “A”