Licence to Occupy – Stage 1
Point England and Panmure
North, TOC50 - Larsen and Torino
(Version 2.0 February 2022)
Tāmaki Regeneration Limited
Licensor
and
Kāinga Ora Homes and Communities
and
Housing New Zealand Build Limited
(together referred to as the Licensee)
Date
28 September
2023
Contents
1.
Occupation under licence .......................................................................................... 1
2.
Licensee's covenant ................................................................................................... 1
3.
Licensor's covenant ................................................................................................... 3
4.
Outgoings .................................................................................................................... 3
5.
Default ......................................................................................................................... 3
6.
Licensee not to assign or transfer rights and ability to sub-licence ....................... 3
7.
Miscel aneous ............................................................................................................. 3
8.
Schedule 1 ................................................................................................................... 5
This
Licence to Occupy is made on
2023
between
(1)
Tāmaki Regeneration Limited (
Licensor)
and
(2)
Kāinga Ora Homes and Communities (
Licensee)
and
(3)
Housing New Zealand Build Limited (
Licensee)
((2) and (3) together and individual y referred to as the Licensee)
Introduction
A.
The Licensor and the Licensee have entered into an umbrella agreement dated 21
December 2018 (
Umbrella Agreement).
B.
The Licensor is the registered proprietor of the TRL Land described and shown on the map
in the Schedule to this Licence (the
Property).
C.
In accordance with clause 13.2(a) of the Umbrella Agreement, the Licensor has agreed to
grant the Licensee a licence to occupy the Property on the terms and conditions set out
below.
It is agreed
1.
Interpretation and Definitions
Definitions
Licence Commencement Date means the date agreed as the Vacant Possession Date and for
the purposes of this licence means
Friday, 29 September 2023.
Interpretation
Unless the context otherwise requires, defined terms used in this licence shal bear the same
meaning as those terms have in the Umbrel a Agreement.
2.
Occupation under licence
In consideration for the payment of a licence fee of $10 (receipt of which is hereby
acknowledged), the Licensor hereby grants to the Licensee (and to the extent necessary, its
employees, financiers, consultants, agents and contractors) a licence to occupy the Property
or part thereof, on and from the Licence Commencement Date for the purposes of (and
being limited to) undertaking:
(a) the demolition, deconstruction and removal of TRL Existing Houses located on the
Property; and
(b) the Remediation (as that term is defined in the Umbrel a Agreement) and subdivision
(including required civil and earth works) of the Property,
in accordance with the Licensee’s obligations under clause 13 of the Umbrel a Agreement,
from and including the date of this licence to the earliest of:
(c)
the termination of this licence in accordance with clause 6;
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(d) the termination of the Umbrella Agreement (save in respect of any Stages in
Progress); or
(e) the Superlot Settlement Date taking place in respect of the relevant Superlot, in which
case this licence shall only be partial y terminated as it applies to that Superlot.
3.
Licensee's covenant
3.1
Maintenance
The Licensee shall at al times and at its own cost:
(a) comply with clause 14 of the Umbrella Agreement;
(b) comply with TRL’s reasonable requirements in respect of any works to be undertaken
on the Property during the term;
(c)
exercise its rights under this Licence in a manner that causes the Licensor and any
owners or occupiers of adjoining or nearby properties the least possible inconvenience
and disruption having regard to the nature of the works involved;
(d) make good any loss or damage to the Property, the Licensor, or any owners or
occupiers of adjoining or nearby properties which arises from the Purchaser’s
activities in accordance with the terms of this Licence;
(e) ensure that no damage is caused to any part of the Property or suffered by the
Licensor through the exercise of the rights conferred by this Licence; and
(f)
take all reasonably necessary precautions to prevent nuisance from water, smoke,
dust, rubbish and other causes.
3.2
Compliance
The Licensee shall at al times comply with all Laws affecting or relating to the Property or to
the use or occupation of the Property and shal also comply with the provisions of all
consents, licences, requisitions, notices or orders made or given by any Authority, local body
or other authority in relation to the Property, and all interests to which the title(s) to the
Property are subject.
3.3
Health and Safety
The Licensee agrees that it wil comply with the obligations of Kāinga Ora Homes and
Communities under clause 24 of the Umbrella Agreement to fulfil its relevant health and
safety responsibilities.
4.
Licensor's covenant
The Licensor shal permit the Licensee such rights of access to the Property as may be
reasonably required by the Licensee in order to exercise the Licensee’s rights, and carry out
the Licensee’s obligations, set out in this Licence.
2
5.
Outgoings
The Licensee shall, upon receipt of a valid tax invoice made out to
Kāinga Ora Homes and
Communities,pay to the Licensor:
(a) all local authority rates and charges for water, electricity, gas, telephone and other
services connected to the Property; and
(b) any penalties incurred through any late payment by the Licensee of any such rates,
charges or levies.
6.
Default
If at any time the Licensor gives notice to the Licensee in writing specifying any material
breach of one or more of the covenants in this Licence which breach remains unremedied 20
Business Days after giving the notice, then it shal be lawful for the Licensor to re-enter upon
the Property or any part thereof in the name of the whole and thereby determine the estate
of the Licensee without releasing the Licensee from any liability in respect of any antecedent
breach.
7.
Licensee not to assign or transfer rights and ability to sub-
licence with Developer/Builder
7.1
No Assignment
The rights of the Licensee recorded in this licence are personal to the Licensee and are not
assignable or transferable.
7.2
Sub-Licence
Notwithstanding clause 7.1 above, the Licensee may grant sub-licences to a
Developer/Builder to occupy the Property or part thereof and undertake development works
in accordance with the relevant D/B Contract.
8.
Miscel aneous
8.1
Costs
(a) Each party shall bear its own costs of and incidental to the preparation and execution
of this Licence and any extension or variation of this Licence.
(b) The Licensee shall pay all costs, charges and expenses for which the Licensor shall
become liable in consequence of or in connection with any breach or default by the
Licensee in the performance of any of the covenants in this Licence.
8.2
Expert Determination
(a) If any dispute or difference shall arise between the parties as to:
(i)
the meaning or application of any part of this Licence; or
(ii)
any other matter in connection with or which may have an effect on this Licence
3
the dispute or difference shall be referred by either party for resolution pursuant to
clause 27.2 of the Umbrel a Agreement.
8.3
No interest
The Licensee has a personal right of entry onto the Property pursuant to this Licence but no
interest in the Property (other than as provided for in this Licence) and the right to ownership,
possession and control of the Property shal remain vested in the Licensor at all times.
Execution
Executed as an agreement
Tamaki Regeneration Limited under
delegated authority by:
Signature of authorised signatory
Shel ey Katae – Chief Executive under delegated authority
Print name of authorised signatory
Executed as an agreement
Kāinga Ora Homes and Communities
Under
delegated authority
by:
Signature of authorised signatory
Adam Johnstone - Project Director
Print name of authorised signatory
Executed as an agreement
Housing New Zealand Build Limited Under
delegated authority
by:
___________________________
Signature of Authorised Signatory
___________________________
Name of Authorised Signatory
4
Schedule 1
Where there is a conflict between the maps and the tables, the tables prevail.
Stage 1 Point England and Panmure North, TOC50 - Larsen and Torino
5
Area
Post
Record of
Property Address m2 Suburb Code Legal Description
Title
Parcel ID Title Type
Project
2 Tuakiri Street
670
Pt.
Fee Simple
England 1072
Lot 355 DP 39859
NA22C/63
5182107
Freehold
TK-PE-024
4 Tuakiri Street
660
Pt.
England 1072
Lot 356 DP 39859
NA22C/64
4806931
Fee Simple
Freehold
TK-PE-024
6 Tuakiri Street
665
Pt.
England 1072
Lot 357 DP 39859
NA22C/65
5094146
Fee Simple
Freehold
TK-PE-024
170 Tripoli Road
776
Pt.
England 1072
Lot 354 DP 39859
NA54A/317
4935149
Fee Simple
Freehold
TK-PE-024
51 Kawiti Avenue
1196 Pt.
England 1072
Lot 359 DP 39859
NA22C/66
5192887
Fee Simple
Freehold
TK-PE-024
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Document Outline