2020-08-31 SM - Item 2 - Attachment 2 - Infrastructure Agreement

Infrastructure Agreement
       pursuant to Clause 3.2 (Compliance of Applicant) shall be so made or done within
       the time provided in the Special Conditions.


4.     Novation of deed upon sale

4.1    Sale of the Subject Site

       The Landowner and any future Owner must not Sell the Subject Site prior to the performance and
       fulfilment of the Special Conditions as contained in this deed unless:

       (a)    the Sale is subject to the condition that the purchaser (in this clause called "the Purchaser")
              shall enter into a deed of novation of this deed or a replacement deed with the Council,
              whereby the Purchaser becomes contractually bound to the Council to perform and comply
              with the Special Conditions, or such of them as remain unperformed or unfulfilled by the
              Owner at the time of such Sale; or

       (b)    the Sale is in respect of a subdivided part of the Subject Site which has been reconfigured in
              accordance with the Subdivision Approval and is shown on a registrable plan of subdivision
              for the reconfiguration of the Subject Site consented to by the Council.

4.2    Owner to remain liable

       In the event that an Owner Sells the Subject Site otherwise than in compliance with Clause 4.1, the
       Owner must perform and fulfil the Special Conditions at such time or times as the Council stipulates,
       even if the time or times otherwise appointed for such performance and fulfilment have not then
       arrived.

4.3    Release from Liability

       In the event that the Purchaser enters into a deed of novation or such further deed or agreement
       which contractually obliges the Purchaser to the Council to perform and comply with the Special
       Conditions, the Landowner and Applicant shall be forever released from the Special Conditions or
       any further liability pursuant to this deed or otherwise arising from its subject matter and the
       provisions of this clause may be pleaded as a bar to any proceedings brought by the Council.


5.     Governing law and jurisdiction

5.1    Governing law

       This deed is governed by and construed in accordance with the laws of Queensland.

5.2    Jurisdiction

       Each party irrevocably:

       (a)    submits to the non-exclusive jurisdiction of the courts of Queensland and the courts
              competent to determine appeals from those courts, with respect to any proceedings which
              may be brought at any time relating to this deed; and

       (b)    waives any objection it may now or in the future have to the venue of any proceedings, and
              any claim it may now or in the future have that any proceedings have been brought in an
              inconvenient forum, if that venue falls within clause 5.2(a).




HopgoodGanim Lawyers                                                                              Page 5
1958131 - 21534790_1