Lululemon 2010 Annual Report Download - page 100

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- 3 -
(
p)
“
HST
”
has the meaning set forth in section 9.5;
(q)
“
HST Certificate
”
has the meaning set forth in section 9.5;
(r) “
Lands
” means that real property legally described in Schedule A, together with all buildings, improvements (including
parking structures) and fixtures thereon and all rights and benefits appurtenant thereto (for greater certainty, such appurtenant
rights and benefits include the Leases);
(s) “
Leases
” means every written agreement, pursuant to which any person has any interest in the Lands in the nature of a
tenancy or a right to occupy premises, including any modification or extension thereof, and “ Lease ” means any of such
Leases;
(t)
“
LTO
”
means the Lower Mainland Land Title Office;
(u) “
Lululemon Lease
” means the lease dated May 21, 2010, as amended from time to time, between the Vendor, as landlord,
and the Purchaser, as tenant, in respect of the Lands;
(v) “ Order ” means any written directive, decision, order, notice including a notice of litigation or proceeding, letter or other
written communication, that requires the taking of any measures or actions or refraining from taking any measures or actions,
issued or made by any Governmental Authority under any Environmental Law;
(w)
“
Other Leases
”
means the Leases, excluding the Lululemon Lease;
(x)
“
Other Tenants
”
means the Tenants, excluding the Purchaser, as tenant under the Lululemon Lease;
(y)
“
Parties
”
means, collectively, the Vendor and the Purchaser and
“
Party
”
means either of the Vendor or the Purchaser;
(z) “
Permitted Encumbrances
” means the Leases and the legal notations, charges, liens and interests listed in Schedule A
attached hereto (except for any Leases listed in Schedule A that pertain to premises that are no longer occupied by the
applicable Tenant), including any agreements entered into by the Vendor in accordance with sections 4.5 and 4.6 and any other
tenancy agreements, agreements, charges, liens, or encumbrances expressly permitted in writing by the Purchaser prior to the
Completion Date;
(aa)
“
Person
”
includes a firm, corporation or other entity;
(bb)
“
Purchase Price
”
means the amount set out in section 2.2;
(cc) “ Purchased Property ” means the Lands, the Leases, the Equipment, those of the Service Contracts which are assigned to the
Purchaser with effect on the Completion Date pursuant to this Agreement, and all other rights and benefits to be granted or
transferred to the Purchaser under this Agreement;
(dd)
“
Purchaser
”
means lululemon athletica canada inc.;
(ee)
"
Purchaser
’
s Conditions
”
means the conditions precedent set forth in subsections 6.1(a) and 6.1(b);