Terms and Definitions

The Condominium Act, 1998, including the regulations thereunder and any successor or replacement legislation.

A fee equal to one percent (1.0%) of the value of the transaction to which this fee applies, or such other fee as Key may notify the Owner-Resident in writing from time to time.

The Co-Owner and the Owner-Resident have agreed to enter into this Agreement to set forth the terms and conditions with respect to, among other things, their Co-Ownership of the Suite, your rights to have exclusive possession and use of the Suite and other matters described within.

Any and all federal, provincial, municipal or local laws, ordinances, constitutions, regulations, statutes, rules, codes, licenses, certificates, permits, principles of common law, requirements and orders adopted, enacted, implemented, promulgated, issued, entered or deemed applicable by or under the authority of any governmental, quasi governmental or regulatory body having jurisdiction.

The appraisal of your Suite conducted by the Appraiser, this is effective as of the last Business Day of the applicable month.

An accredited appraiser with an A.A.C.I. designation from the Appraisal Institute of Canada, selected from time to time by Key.

Key will employ, on behalf of the Owner, a third-party automated valuation model (“AVM”) for residential properties that has been validated and stress-tested for precision by an Appraiser for reliability and consistency of valuation results. The AVM is used to obtain the deemed current value of your Suite (the “AVM Valuation”) to determine the purchase or selling price.

The deemed value of the Suite as a result of application of the Appraiser-validated automated valuation model.

The condominium building in which your Suite is located.

Any day other than a Saturday, Sunday or other day on which commercial banks in Toronto, Ontario are authorized or required to close.

The date on which Homeownership-as-a-Service (HaaS) that we provide to you ceases to operate.

As part of your co-ownership with Key, you receive a Co-financing Benefit that helps amplify your returns. It is the dollar value of debt applied to the Deposit. Equal to the Deposit until the Home Equity reaches 25% of Suite Value, whereafter it is applied at a lesser ratio. Note: Schedule B in the ORA provides a summary of how the ratio is applied after 25%.

The cost of the Co-financing Benefit. A monthly interest payment by the Owner-Resident for the Co-financing calculated in accordance with the table set out in Schedule B to this Agreement.

The charge applied to outstanding debt, typically expressed as an annual percentage.

The quotient, expressed as a percentage, resulting from dividing the Owner-Resident’s Co-Ownership Interest by Suite Valuation and multiplying by 100%.

The amenities and common areas in the Building that you can use and enjoy alongside your neighbours.

The monthly cost of operating, maintaining and repairing the common elements of the Building, costs relating to the maintenance or management of the Building, property taxes relating to the Building (other than the Suite), and reserves for deferred maintenance as determined by the Condominium Corporation and allocated on a Suite basis pursuant to the Condominium Rules.

The date upon which you transfer the total initial cost to us.

The respective Toronto Standard Condominium Corporation for each building and the corporation that governs the Building.

The declaration, by-laws, rules and regulations in effect from time to time and governing the Building, including, the Suite and the Common Areas and Facilities.

The undivided ownership interest (expressed as a percentage) of either your co-ownership or Key’s co-ownership of the Suite.

While this Agreement is in effect, you will be considered in default if any of the following events happen:
1. You don't pay any monthly Residency Payment when due.
2. You do not perform, or you breach, any of your covenants or agreements in the ORA.
3. Any lien, execution or encumbrance from any action or default by you is registered against your Suite or the Building, including the Common Areas and Facilities.
4. Your Suite remains vacant for twelve (12) consecutive months.

This refers to your Initial Investment plus any ongoing investments including the monthly Equity Boost that you make in your Suite. Each investment can lower your monthly rent and help grow your Home Equity faster (in an appreciating market).

Early Termination is termination by the Owner-Resident within the first year of the Agreement that results in the Owner-Resident receiving 95% of the amount equal to the their Home Equity, minus any associated fees back at this time. Please refer to Article 8.3(a)(i) for more details.

The dollar value of the your notional equity position based on the investments you have made. In month one, it is equal to the Deposit. After this, it is equal to the Co-Ownership Interest less the Co-financing. It diverges from the Deposit because of the Leverage applied to changes in Suite Value month-to-month.

The property management system that Key uses to administer the ORA.

Your spouse, common-law partner, child or parent.

The Information Form attached to the Agreement.

The mobile application created for the purpose of interactions between you and Key.

The lands upon which the Building is situated.

The ratio of the Co-financing to the Deposit, expressed as a percentage.

A Residency Payment has not been made or received at the beginning of the month that the payment is due.

If there is a Default, Key may deliver to you a written notice of termination of this Agreement, to be effective not earlier than the 21st day after such notice is given. The Notice of Termination will specify the act or acts that constitute the Default and will require you within seven (7) days of the date of delivery of the Notice of Termination to either:
- Cure the Default to the satisfaction of Key, or
- Enter into arrangements satisfactory to Key to cure the Default, which shall include an agreement to terms of any payment default under this Agreement.

For every investment you make, you receive an Ownership Savings that reduces your monthly Residency Payment, so you will pay less each month in rent.

Your Immediate Family Member or an existing Resident of the Suite (who is not an Immediate Family Member) and has been a Resident of the Suite for at least twelve (12) months and, in each case, to whom you can transfer your Co-Ownership Interest in accordance with the terms of this Agreement.

The total payment due at the end of each month. This payment includes your Rent Equivalent, less Ownership Savings, plus Co-financing Interest, plus Suite Expenses, and plus Condo Fees.

Regular Termination is when the Owner-Resident decides to move and end their contract, after the first year of the Agreement. There are no penalties for regular termination. The amount payable by the Owner to the Owner-Resident shall be an amount equal to the Owner-Resident’s Home Equity. Please refer to Section 8.3(a)(ii).

Any person, other than you, who resides in the Suite for any consecutive period of thirty (30) days or more, or for any ninety (90) days in any twelve (12) month period.

The condominium unit where you have Co-Ownership Interest identified in the Information Form that is the subject of this Agreement.

The direct expenses related to operating and maintaining the Suite including property taxes, contents and liability insurance and maintenance and management costs, and any other specific services made available by Key at your request.

Termination Fees and Expenses is the total of the Administration Fee, any applicable amounts outlined in Article 7.6, the reasonable costs of recovery and transfer, the cost of any repairs and redecorating reasonably required for the Suite, the cost of the Appraisal, any amount owed by the Owner-Resident to the Owner under this Agreement or otherwise, and, if required, the costs incurred by the Owner to remove and dispose of any of the Owner-Resident’s furniture or personal effects located in the Suite.

The total payment required by Key for your initial Co-Ownership Interest as set out on the Information Form.

The sale, conveyance, assignment or transfer of your Co-Ownership Interest in your Suite to a Permitted Transferee.

Your last day as an Owner-Resident and the date of the completion of a Transfer.

You must notify Key of your intention to move out with at least seventy-five (75) days' notice. The Transfer Date must be the last Business Day of a calendar month.

Means the Co-Owner, Key.

Means the Owner-Resident, you.

Time is of the essence in and of this Agreement.

Unless otherwise specified, time periods within or following which any payment is to be made or act is to be done shall be calculated by excluding the day on which the period starts and including the day on which the period ends.

Unless otherwise specified, all references to amounts of money in this Agreement refer to the lawful currency of Canada.

The descriptive headings preceding Articles and Sections of this Agreement are solely for convenience of reference and are not intended as complete or accurate descriptions of the content of such Articles or Sections. The division of this Agreement into Articles and Sections shall not affect the interpretation of this Agreement.

Where the word “including” or “includes” is used in this Agreement, it means “including without limitation” or “includes without limitation”.

The use of words in the singular or plural, or referring to a particular gender, shall not limit the scope or exclude the application of any provision of this Agreement to such Persons or circumstances as the context otherwise permits.

Any reference to a statute shall mean the statute in force as at the date of this Agreement (together with all regulations promulgated thereunder), as the same may be amended, reenacted, consolidated or replaced from time to time, and any successor statute thereto, unless otherwise expressly provided.

This Agreement together with the agreements and other documents to be delivered pursuant to this Agreement, constitute the entire agreement between you, Key and the Property Owner pertaining to the subject matter of this Agreement and supersedes all prior agreements, understandings, negotiations and discussions, whether oral, written or otherwise, of the parties. There are no representations, warranties, covenants or other agreements between the parties in connection with the subject matter of this Agreement except as specifically set forth in this Agreement and any document delivered pursuant to this Agreement.

No supplement, modification, amendment, waiver or termination of this Agreement shall be binding unless executed in writing by the party to be bound thereby.

Since you are an Owner-Resident and no longer a renter, you also agree that we are both bound by this Owner-Resident Agreement and not any aspect of the Residential Tenancies Act (Ontario).

ORA Ref: Article 1.2

This Agreement shall be construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and shall be treated, in all respects, as an Ontario agreement.