MEMORANDUM OF TERMS OF FORMAL TENANCY AT WILL

LANDLORD AT WILL:

THE PREMISES :

TENANT AT WILL ("THE TENANT"): Relief Fund for Romania Ltd. of 18 Fitzhardinge Street, London, W1H 6EQ( Registered Charity No 1046737)

RENT : The rent shall be waived in accordance with the landlord's support for the charitable use of the premises but if rent is agreed to be paid at a later date then this will be expressed as a daily rate.

USE : The Premises shall be used for the purposes of the retail sale of items to raise funds and meet charitable objectives.

OTHER TERMS AND CONDITIONS

1. OUTGOINGS : The tenant shall be responsible for the payment of all rates, taxes, duties, charges ( including gas, electricity and water), and assessments and other outgoings relating to the Premises for the period of this Tenancy at Will.

2. REPAIR : The tenant shall be responsible for all internal repairs
and decoration of the Premises, together with responsibility for the shop front and all works found necessary to adapt and
fit out the premises for the proposed use subject to first
obtaining the landlord's prior written consent to any proposed works.

3. ASSIGNMENT AND SUBLETTING : This Tenancy at Will is personal to the Relief Fund for Romania Limited only and the tenant shall not assign, charge or sublet the Premises or any part thereof nor part with the possession or share occupation of the whole or any part thereof. The tenant shall not grant any franchise or rights to any third party to see or display within the Premises or advertise goods from the Premises.

4. INTERNAL DISPLAY: The tenant shall maintain a window display at all times
to a standard appropriate for the Premises and keep the Premises clean and tidy and clean windows externally and internally at all times (at least once a month).

5. TRADE : The tenant shall trade from the Premises during normal shop hours in accordance with the hours of business of the locality.

6. ALTERATIONS : The tenant shall not without the previous consent of the landlord make any alterations, improvements or additions to the Premises whatever nor alter the external appearance of the Premises.

7. TERMINATION OF TENANCY AT WILL: At the determination of this Tenancy at Will, the tenant shall leave the Premises in a clean and tidy condition in accordance with the covenants contained herein and shall remove all furniture, equipment and other items brought into the Premises. Any goods or items left in the Premises shall, if necessary, be removed by the landlord at the expense of the tenant.

This Tenancy at Will is determinable at any time without notice by either party.

8. STORAGE OF REFUSE : The tenant shall make provision for the storage of refuse within the Premises and not deposit refuse on the adjoining service road, highway or walkway and in default thereof the landlord shall have the power to remove such refuse or waste at the expense of the tenant.

9. INSURANCE: The tenant shall insure and keep insured all glass in the windows and doors of the premises and effect third party and public liability cover.

The landlord shall insure and keep insured the Premises against loss or damage by fire, lightning and explosion and such other risks as the landlord shall consider necessary.

The tenant is to take out cover for loss or damage to contents, fixtures and fittings and insure the Premises against flood, including burst pipes and tanks and impact damage and shall produce a copy of such Policy of Insurance upon demand to the landlord.

10. EXTERNAL FITTINGS: The landlord reserves the right to affix lighting points,
notices and other fittings or equipment to the exterior of the Premises.

11. SIGNS : The tenant shall not erect on the exterior of the Premises any notice, nameplate, sign or advertisement other than with the consent of the landlord a sign indicating the tenant's name or business and shall not erect any mast, pole, aerial or wires.

12. STATUTORY REQUIREMENTS: The tenant shall comply with the Offices, Shops and Railways Premises Act 1963, the Fire Precautions Act 1971 and such other legislation as may apply to the use proposed and to the Premises.

13. PERMISSION TO ENTER: The tenant shall not have exclusive possession of the Premises and the landlord and persons authorised by him shall have the right at all times without notice to enter, survey, inspect and view the Premises.

14. POSSESSION: The occupation of this tenant is as a tenant at will pursuant
to the terms hereof. No right of tenancy under the Landlord and Tenant Act 1954 is granted or implied. This Tenancy at Will is determinable by either party at any time without notice.

15. COSTS: The landlord's costs and expenses incurred in preparing and completing this Tenancy at Will have been waived.

16. INDEMNITY: The tenant hereby agrees to indemnify and keep indemnified the landlord against all costs, claims, actions, damages, proceedings, losses and any other expenses incurred or arising as a result of the tenant's occupation of the Premises pursuant to this Tenancy at Will or arising from any breach or non-observance by the tenant of the covenants contained herein whether before or after the determination of this Tenancy at Will.


Signed on behalf of the Tenant at Will:


Name...................................... Signature..................................................
for and on behalf of the Relief Fund for Romania Ltd

Date..........................................

Signed for Landlord at Will..........................................................................................

Date..............................................


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