SIGNED LEASE to John Holland Queensland Pty Ltd dated 1 June 2026 with plan

Page 2

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY -| FORM 7 Version 8
Land Title Act 1994, Land Act 1994, LEASE / SUB-LEASE Page > of 46
and Water Act 2000

[ Title Reference: 50250532 |

 

9. Previous Leases (delete statements with a * if not applicable)
The Lessor confirms that:

*The premises described in Item 5 does not conflict with any other Lease currently lodged or registered.

 

10. Grant/Execution
The Lessor leases to the Lessee, and the Lessee accepts the lease of, the premises described above on the terms and
conditions in this lease and the Lessee acknowledges the amount payable or other consideration for the lease.

Witnessing officer must be aware of their obligations under section 162 of the Land Title Act 1994

signature

full name fn by:

 

NOT REQUIRED

 

 

qualification 5534DESE039F45D. :
Witnessing Officer (signature, full name & qualification) i ot PETER RAYMOND LAVIN, Sole Director & Secretary
(Witnessing officer must be in accordance with Schedule 1 Execution Date eee ON TS UNDER INSTRUMENT stereos
of the Land Title Act 1994 eg Legal Practitioner, JP, C Dec) 1. eG
01 June 2026 | 10:29 PM AEST Lessor’s Signature

Gerard Kodomichalos

 

 

 

 

 

 

 

 

 

 

signature
NOT REQUIRED NAME (BLOCK LETTERS)
full name
qualification
Witnessing Officer (signature, full name & qualification) 25/05/2026 JOHN HOLLAND QUEENSLAND PTY LTD an bee
(Witnessing officer must be in accordance with Schedule 1 Execution Date soe
of the Land Title Act 1994 eg Legal Practitioner, JP, C Dec) Lessee’s Signature
signature
NOT REQUIRED NAME (BLOCK LETTERS)
full name
qualification
Witnessing Officer (signature, full name & qualification) / ot JOHN HOLLAND QUEENSLAND PTY LTD an bee
(Witnessing officer must be in accordance with Schedule 1 Execution Date se:
of the Land Title Act 1994 eg Legal Practitioner, JP, C Dec) Lessee’s Signature

194497:3474-5111-9945_v1

Page 3

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY
Land Title Act 1994, Land Act 1994
and Water Act 2000

-

Item 1
Item 2

Item 3
Item 4

Item 5
Item 6
Item 7
Item 8

Item 9

Item 10

Item 11
Item 12
Item 13
Item 14
Item 15

Item 16
Item 17

Landlord

Address
Email
Tenant

Address
Email
Land
Premises

Commencement Date
Expiry Date

Further Term

Rent

Review Dates
Market Review
Index Review
Fixed Review

Fixed Percentage

Public Risk Insurance
Tenant's Proportion
Permitted Use
Redecoration Dates
Bank Guarantee

Trust
Guarantor

SCHEDULE

FORM 20 Version 2
Page 3 of 46

5

Title Reference 50250532

PARTICULARS

COOROY PROPERTY PTY LTD ACN 161 578 105

TRUSTEE UNDER INSTRUMENT 715289043

271 Lake Macdonald Drive, Cooroy QLD 4563
[email protected]

JOHN HOLLAND QUEENSLAND PTY LTD ACN 133

069 280

110 Collwood Road, Lake Macdonald QLD 4563

[email protected]

Lot 2 on SP 108094, Title Reference 50250532

Part of the Land being the area shown in the plan in

Annexure A

25 May 2026

22 December 2028

Nil

$117,750.00 plus GST per annum being $15.00 per

square meter

Not applicable

Not applicable

On anniversary of Commencement Date but not
applicable while John Holland Queensland Pty Ltd
ACN 133 069 280 is the Tenant

3%

$20,000,000.00

Not applicable — gross lease

Car Parking, Laydown and Hardstand

Two weeks prior to the End Date

An amount equivalent to 3 months Rent plus GST but
not applicable while John Holland Queensland Pty Ltd
ACN 133 069 280 is the Tenant

Cooroy Property Trust

Not applicable while John Holland Queensland Pty Ltd
ACN 133 069 280 is the Tenant

194497:3474-5111-9945_v1

Page 4

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P. 4 of 46
and Water Act 2000 age 4 oO!

[ “|

Title Reference 50250532

TABLE OF CONTENTS
1. INTERPRETATION 7
1.1 Definitions 7
1.2 Interpretation 13
2. TERM 14
2.1 Term of Lease 14
2.2 Holding over 14
2.3. Option of renewal 14
3. RENT 15
3.1 Payment of Rent 15
3.2 Rent reviews 15
3.3 Market review of Rent 15
3.4 Tenant's dispute of Market Rent Amount 16
3.5 Index review of Rent 18
3.6 Fixed review of Rent 18
3.7 Rent payable after review 18
4. OUTGOINGS 18
44 Tenant's Outgoings Contribution 18
4.2 Landlord's estimate 18
4.3 Payments on account 19
4.4 Yearly adjustment for actual Outgoings 19
4.5 Cost of Services 19
5. GST 19
5.1 GST Exclusive Amounts 19
5.2 Payment of GST 19
5.3 Reimbursements 19
6. USE OF PREMISES 20
6.1 Permitted use 20
6.2 No warranty as to use 20
6.3. Compliance with Laws 20
6.4 Use Requirements and Restrictions 21
6.5 Emergency evacuation procedures and fire regulations 22
6.6 Securing of Premises 22
6.7 Removal of waste through the Tenant's use of the Premises 23
6.8 Car Parking 23
7. TENANT'S SIGNAGE 23
7.1 Signage Requirements 23
7.2 Make good damage 23
7.3 Maintenance of Tenant's Signage 23
8. MAINTENANCE, REPAIRS, REDECORATION AND CONTAMINATION 23
8.1 Repair obligations 23
8.2 Notify Landlord of damage 24
8.3. Contamination 24
8.4 Redecoration 24
9. BANK GUARANTEE 24
9.1 Tenant to provide Bank Guarantee 24
9.2 Top Up 24
9.3 Default by Tenant 25
9.4 No waiver 25
9.5 Tenant to keep current 25
9.6 Transfer by Landlord 25
9.7 Return of Bank Guarantee 25

194497:3474-5111-9945_v1

Page 5

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY
Land Title Act 1994, Land Act 1994 SCHEDULE
and Water Act 2000

-

10.

11.
12.
13.

14.

15.
16.

17.

18.

19.

20.
21.

22.

Title Reference 50250532

LANDLORD’S RIGHTS

10.1 Landlord's right of access

10.2 Restrict Access

10.3 Easements

10.4 Further Construction

10.5 Change of Landlord

QUIET ENJOYMENT

TENANT’S ALTERATIONS

DEALINGS BY TENANT

13.1 No disposal of Tenant's interest without consent
13.2 Assignments and subleases

13.3. No disposal of part of Premises

13.4 Change in Control of Tenant

13.5 No Charging of Tenant's interest
INSURANCE

14.1. Insurances to be taken out by Tenant

14.2 Insurance Claims

14.3 Effect on Landlord's insurances

14.4 Exclusion of Landlord's liability
INDEMNITIES

DAMAGE AND DESTRUCTION

16.1 Rent Abatement, Reinstatement and Termination
16.2 Restriction on Tenant's right to abatement or termination
16.3. No Liability for Termination

16.4 Dispute Resolution

16.5 Landlord not obliged to reinstate

DEFAULT AND TERMINATION

17.1 Events of Default

17.2 Essential terms

17.3 Termination

17.4 Landlord may remedy Events of Default

17.5 Damages

17.6 Tender of money after termination

17.7 Interest on overdue money

17.8 Attorney

17.9 Tenant's Termination

END DATE OBLIGATIONS

18.1 Tenant to yield up and remove Tenant's Property
18.2 Tenant not to cause damage

18.3. Failure by Tenant to remove Tenant's Property
18.4 Tenant to indemnify and pay Landlord's Costs
18.5 Rent and other payments to continue
LIABILITY OF TRUSTEE

19.1 Limitation of trustee's liability

19.2 Exception to limitation of trustee's liability
COMMON AREAS

TENANT'S FITOUT

21.1 Definitions

21.2 Grant of licence

21.3 Terms of licence

TENANT’S WORKS

22.1 Definitions

22.2 Completion of Tenant’s Works

FORM 20 Version 2
Page 5 of 46

5

25
25
26
26
26
27
27
27
28
28
29
29
29
30
30
30
30
30
31
31
32
32
32
32
32
33
33
33
33
33
34
34
34
34
34
35
35
35
35
36
36
36
36
36
37
37
37
37
38
38
38
38
39

194497:3474-5111-9945_v1

Page 6

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY
Land Title Act 1994, Land Act 1994 SCHEDULE
and Water Act 2000

-

23.
24,

25.

26.

Title Reference 50250532

22.3. Tenant's Works at End Date
LANDLORD'S CONSENT

NOTICES

24.1 Service of Notice

24.2 Effective Service

24.3 Ineffective Service

24.4 Additional Provisions Regarding Email
MISCELLANEOUS

25.1 Costs

25.2 Waiver

25.3 Severance

25.4 Entire agreement

25.5 No Reliance

25.6 Warranty by Tenant

25.7 Certificate from Authorised Officer of Landlord
25.8 Governing law

25.9 Exclusion of statutory provisions
GUARANTEE AND INDEMNITY

26.1 Consideration

26.2 Guarantee

26.3 Payment

26.4 Indemnity

26.5 Duration of Guarantee and Indemnity
26.6 Principal obligation

26.7 No deduction

26.8 Liability unaffected by other events
26.9 Nocompetition

26.10 Costs

FORM 20 Version 2
Page 6 of 46

5

39
39
40
40
40
40
40
41
41
41
42
42
42
42
42
42
42
43
43
43
43
43
44
44
44
44
45
45

194497:3474-5111-9945_v1

Page 7

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P. 7 of 46
and Water Act 2000 age / oO!

[ “|

Title Reference 50250532

1. INTERPRETATION
1.1 Definitions
The following definitions apply where used in this Lease unless otherwise expressly stated.

Australian Property Institute means the Australian Property Institute Inc. (being the division located in
the same state or territory as the Premises).

Authorised Officer means:

(a) in respect of the Tenant or any Guarantor, any director or company secretary of the Tenant or
Guarantor (as appropriate), or any person nominated as an authorised officer by the Tenant or
Guarantor (as appropriate) by a notice to the Landlord accompanied by specimen signatures of
all persons so appointed; and

(b) in respect of the Landlord, any director, company secretary or chief executive officer of the
Landlord, or any person whose title includes the word 'manager'’, or any authorised agent or
attorney of the Landlord.

Authority means:

(a) a local, state or federal government;

(b) a minister, department or agency of any government in (a);

(c) a corporation, authority or body that is constituted under statute or regulation for a public purpose;

(d) a holder of a statutory office for a public purpose, or a person charged with the administration of
a Law;

(e) a court, tribunal or commission constituted under statute or regulation.

Bank Guarantee means an irrevocable and unconditional undertaking (which does not contain an expiry
date) issued by a trading bank or other financial institution in each case approved by the Landlord in its
absolute discretion to pay the amount specified in Item 15 to the Landlord on demand and otherwise on
terms and conditions acceptable to the Landlord.

Building means the building on the Land of which the Premises form part.

Business Day means any day except Saturday or Sunday or a day that is a public holiday throughout
the state or territory in which the Premises are located.

Claim means any claim, demand, action or proceeding.
Commencement Date means the date specified in Item 5.

Common Areas means those parts of the Estate, if any, designated by the Landlord from time to time
for common use.

Consolidation means the consolidation of two or more titles into a lesser number of titles.

Control Event means any event, or series of events, by which the effective control of the Tenant
changes, including but not limited to:

194497:3474-5111-9945_v1

Page 8

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P. 8 of 46
and Water Act 2000 age © oO!

-

5

(a) if the Tenant is a corporation - a change in shareholding whether by transfer of shares or issue of
new shares;

Title Reference 50250532

(b) if the Tenant is the trustee of a unit trust - a change in unitholding whether by transfer of units or
issue of new units;

(c) a change in shareholding of a holding company of the Tenant;

(d) the entering into of an agreement, arrangement or undertaking between the Tenant, its
shareholders or unitholders, or any other person;

(e) an event which results in the shareholders of the Tenant as at the Commencement Date together
holding less than 51% of the voting rights in the Tenant.

Cost means cost, charge, expense, outgoing, payment or other expenditure of any nature (whether
accrued or paid).

Default Rate means the Reserve Bank of Australia's Cash Rate Target plus 2% per annum.

Defunct Body means any body or agency that ceases to exist, is renamed, reconstituted, replaced or
has its powers or functions removed.

Dispute Notice means a notice given by the Tenant under clause 3.4(a) disputing the Market Rent

Amount.

End Date means, as appropriate:

(a) the Expiry Date;

(b) the date this Lease is terminated or ends;

(c) the date that any holding over period under clause 2.2 ends;
(d) the date that the Tenant identifies under clause 17.92
Essential Term means any of the terms referred to in clause 17.2.
Estate means the Land, Building, Premises and other improvements on the Land.
Event of Default means each event referred to in clause 17.1.
Expiry Date means the date specified in Item 6.

Externally Administered Body Corporate means a body corporate:
(a) that is being wound up;

(b) in respect of the property of which a receiver, or a receiver and manager, has been appointed
(whether or not by a court) and is acting;

(c) that is under administration;
(d) that has executed a deed of company arrangement that has not yet terminated; or

(e) that has entered into a compromise or arrangement with another person the administration of
which has not been concluded.

194497:3474-5111-9945_v1

Page 9

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P. 9 of 46
and Water Act 2000 age 9 oO!

Title Reference 50250532

Final Outgoings Statement means a statement stating the Tenant’s Outgoings Contribution and the
total Outgoings paid by the Tenant for an Outgoings Year.

Fire Regulations means all Laws and the requirements of all Authorities that relate to sprinklers, fire
alarms and fire prevention.

First Occupation Date means the earlier of the Commencement Date or, if all or part of the Premises
was occupied pursuant to an earlier lease of which this Lease is an option or one of a series of options,
the commencement date of the earliest of those leases.

Fixed Percentage means the percentage specified in Item 10.

Fixed Review means a review of the Rent in accordance with clause 3.6.

Further Term means a further term of this Lease, if any, specified in Item 7.

GST has the meaning given by the GST Law.

GST Amount means an amount equal to any GST paid or payable by the supplier in respect of a taxable
supply.

GST Law has the meaning given to “GST law’ in the A New Tax System (Goods and Services Tax) Act
1999 (Cth).

Guarantor means the person, if any, specified in Item 17.
Index Review means a review of the Rent in accordance with clause 3.5.
Index Number means:

(a) the Consumer Price Index All Groups number for the capital city of the state or territory in which
the Premises are located published by the Australian Bureau of Statistics; or

(b) if the Consumer Price Index is suspended or discontinued, the index published by the Australian
Bureau of Statistics which best reflects changes in the cost of living in the capital city of the state
or territory in which the Premises are located.

Insolvency Event means:

(a) if the Tenant is an individual, the Tenant becomes bankrupt; or

(b) if the Tenant is a corporation, the Tenant:

(i) has an order made against it that it be wound up;
(ii) resolves that it be wound up voluntarily;

(iii) has an administrator appointed or executes a deed of company arrangement;

(iv) has a controller, managing controller, receiver or receiver and manager appointed in
respect of any of its assets.

Item means an item in the Particulars.

Keys means keys, access cards and other things used to access the Premises and the Land.

194497:3474-5111-9945_v1

Page 10

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 10 of 46
and Water Act 2000 age 10 o!

[ “|

Title Reference 50250532
Land means the land specified in Item 3.
Landlord’s Consent means the consent of the Landlord in accordance with clause 22.
Law means any:

(a) statute, rule, regulation, proclamation, ordinance or by-law, present or future, and whether state,
federal or local; and

(b) requirement, notice, order, direction, consent or permit given by an Authority, whether in writing
or otherwise.

Lettable Area means, in respect of the Premises, Building, Land or Estate, the lettable area of the
relevant area measured in accordance with the appropriate method of measurement then adopted by
the Property Council of Australia.

Loss means loss, damage, cost, expense or liability (whether direct, indirect or consequential).

Market Rent Amount means the amount the Landlord considers to be the current market rent for the
Premises, as specified in a Market Rent Notice.

Market Rent Notice means a notice given by the Landlord under clause 3.3(b)(i) specifying the Market
Rent Amount.

Market Review means a review of the Rent in accordance with clause 3.3 or 3.4.

Motor Vehicles means any motor vehicle or other property of the Tenant or Tenant's Employees on or
in the Car Parking Spaces.

Notice means a demand, certificate, statement, consent, approval, waiver or other communication.
Obligations means all obligations and liabilities of the Landlord under or in respect of this Lease.

OH & S Act means the Laws relating to occupational health and safety that apply to the Premises and
the use of them.

Outgoings means the total of all Costs payable by the Landlord in relation to the Estate including:

(a) rates and other amounts payable to any Authority, including amounts payable for water, sewerage,
drainage and garbage collection;

(b) amounts payable to any Authority in respect of car parking spaces;
(c) premiums for and amounts payable in respect of:

(i) building insurance;

(ii) industrial special risks insurance;

(iii) insurance for loss of rent or other money;

(iv) public liability insurance;

(v) workers’ compensation insurance for all persons employed in connection with the Estate;
and

194497:3474-5111-9945_v1

Page 11

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 11 of 46
and Water Act 2000 age 11 o'

-

5

(vi) insurance for such other risks the Landlord reasonably considers appropriate from time to
time;

Title Reference 50250532

(d) broker fees, valuation fees and risk assessment fees payable in connection with the insurances
and their renewal (including all fees for valuation reports and risk management reports);

(e) costs of installing, supplying, providing, operating, repairing and maintaining the Landlord's
Property and Services;

(f) costs for energy, including electricity and gas;

(g) costs of removing garbage and waste;

(h) costs of controlling pest, vermin, and insects;

(i) costs of maintaining outdoor gardens, lawns, potted plants and landscaped areas;
(j) costs of repairs, maintenance, caretaking and cleaning;

(k) costs of providing security;

(I) costs of providing requisites for toilet and shower facilities;

(m) costs of employing persons in relation to management, administration, operation and
maintenance, including wages and superannuation;

(n) the Management Fee;

(0) costs payable to managing agents for the management, administration and operation of the
Estate;

(p) costs incurred in relation to OH & S Act requirements;
(q) land tax;

(r) levies, charges and contributions imposed under a strata or community titles scheme of which the
Premises form part,

but excluding:

(s) any liability or expenditure of a structural or capital nature other than replacement of component
parts (but not the whole) of the Landlord's Property.

Outgoings Year means each consecutive period of 12 months ending on 30 June during the Term.
Permitted Use means the permitted use of the Premises as described in Item 13.
Policies means:

(a) a public risk insurance policy in respect of the Premises, and any Car Parking Spaces for an
amount in respect of any single event of not less than the amount specified in Item 11 or any other
amount notified by the Landlord (acting reasonably);

(b) an insurance policy for the Tenant's Property for their full replacement value,

with an insurer approved by the Landlord (acting reasonably).

194497:3474-5111-9945_v1

Page 12

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 12 of 46
and Water Act 2000 age 12 ol

[ “|

Title Reference 50250532

Premises means the premises specified in Item 4 located on the Land and includes all of the Landlord's
Property in or on the Premises.

Proposed Work means any work, alteration, addition or installation in or to the Premises or to the
Tenant's Fittings.

Redecorate includes:

(a) the washing down and cleaning of the whole of the interior of the Premises, the Tenant's Fittings
and Landlord's Property;

(b) the treatment as previously treated of all internal surfaces of the Premises by painting, staining,
polishing or otherwise to a specification approved in writing by the Landlord; and

(c) replacing all floor coverings and window coverings.
Redecoration Dates means the dates specified in Item 14.

Rent means the rent specified in Item 8 as varied under this Lease.
Review Date means each of the dates specified in Item 9.

Services means all services or systems of any nature provided or available for use to the Estate
including:

(a) telecommunications, gas, fuel, electricity, water, sewerage, and drainage;
(b) sprinkler systems, lifts, escalators and air-conditioning;

(c) fittings, fixtures, appliances, plant and equipment utilised for any of the services specified in
subparagraphs (a) and (b); and

(d) any services or systems utilised for access to the Estate or any part of it.

Subdivision means a subdivision of one or more of the titles comprised in the Estate and includes a
strata subdivision.

Tenant's Business means the Tenant’s use of the Premises in accordance with the Permitted Use.

Tenant's Employees means the employees, agents, contractors, consultants, customers, workers,
invitees, clients and visitors of the Tenant, its subtenants, licensees and concessionaires and others who
may at any time be in or on the Estate, with or without invitation.

Tenant's Fittings means all fixtures, fittings, plant, equipment, partitions, chattels and other property
(excluding stock-in-trade and Tenant's Signage) which is not owned by the Landlord and is at any time
on the Premises.

Tenant’s Outgoings Contribution means the sum calculated under clause 4.1.

Tenant's Property means the Tenant's Fittings, Tenant's stock-in-trade, and Tenant's Signage.

Tenant’s Proportion means the proportion, expressed as a percentage, which the Lettable Area of the
Premises bears to the Lettable Area of the Estate, and which at the Commencement Date is the
proportion specified in Item 12.

Tenant's Signage means signage installed by the Tenant at the Premises.

194497:3474-5111-9945_v1

Page 13

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 13 of 46
and Water Act 2000 age 1s 0!

[ “|

Title Reference 50250532

Term means the term of this Lease commencing on the Commencement Date and ending on the Expiry
Date.

Trust means the trust, if any, specified in Item 16.
Trustee means the trustee of the Trust.
Valuation Principles means the principles described in clause 3.4(d).

Valuer means a valuer registered under a Law relating to the registration and regulation of valuers in the
state or territory in which the Premises are located, who has at least 5 years experience in valuing
premises similar to the Premises.

1.2 Interpretation

This clause 1.2 specifies the rules for interpreting this Lease, except where the context makes it clear
that a rule is not intended to apply.

(a) Headings are for convenience only and do not affect the interpretation of this Lease.
(b) A reference to:

(i) legislation (including subordinate legislation) is to that legislation as amended, re-enacted
or replaced, and includes any subordinate legislation issued under it;

(ii) a document (including this Lease), or a provision of a document (including a provision of
this Lease), is to that document or provision as amended or replaced;

(iii) a party to this document, or a party to any other document or agreement, includes that
party’s executors, administrators, permitted substitutes and permitted assigns;

(iv) a person includes any type of entity or body of persons, whether or not it is incorporated
or has a separate legal identity, and any executor, administrator or successor in law of the
person;

(v) anything (including a right, obligation or concept) includes each part of it;
(vi) property includes real, personal and intangible property;

(vii) | a Defunct Body means the agency or body which succeeds to the Defunct Body’s powers
or functions, or performs most closely the functions of the Defunct Body;

(viii) AUD$, A$, $A, dollar or $ is to Australian currency; and
(ix) a clause, schedule or annexure is to a clause of, or schedule or annexure to, this Lease.
(c) A singular word includes the plural, and vice versa.

(d) Aword which suggests one gender includes any other genders.

(e) If a word is defined, another part of speech or grammatical form of that word has a corresponding
meaning.
(f) If an example is given of any thing, such as by saying it includes something else, the example

does not limit the scope of that thing.

194497:3474-5111-9945_v1

Page 14

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 14 of 46
and Water Act 2000 age 14 0!

-

2.2

2.3

(i)

TERM

5

Title Reference 50250532
An obligation on, warranty by, or right of:
(i) two or more persons; or
(ii) a party that comprises two or more persons,
is the obligation, warranty or right (as the case may be) of those persons jointly and severally.

Terms defined in the GST Law have the same meaning in this Lease unless the context makes it
clear that a different meaning is intended.

A provision of this Lease must not be construed against a party only because that party was
responsible for preparing this Lease.

Every covenant by the Tenant includes a covenant by the Tenant to ensure compliance with the
covenant by each of the Tenant's Employees.

Term of Lease

The Landlord leases the Premises to the Tenant for the Term.

Holding over

If the Tenant continues to occupy the Premises with the Landlord's Consent beyond the Expiry Date
(otherwise than under clause 2.3) then:

(a)

(b)

(c)

the Tenant does so as a monthly tenant on the same terms, and at the same rent, as applied on
the Expiry Date;

if the Tenant breaches any of those terms, the monthly tenancy may be terminated at any time by
the Landlord giving 72 hours notice to the Tenant, ending at any time; and

either party may terminate the monthly tenancy by giving one month’s written notice to the other
party expiring on any day.

Option of renewal

(i) there is a Further Term that commences immediately following the Expiry Date;

(ii) the Tenant notifies the Landlord not more than nine months and not less than six months
before the Expiry Date that it requires a lease for the Further Term; and

(iii) at the date of that notice and at the Expiry Date there is no subsisting Event of Default,
the Landlord must grant to the Tenant a lease of the Premises for the Further Term.
The lease for the Further Term will be on the same terms as this Lease except that:

(i) the Commencement Date and Expiry Date will be the corresponding dates of the Further
Term;

194497:3474-5111-9945_v1

Page 15

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 15 of 46
and Water Act 2000 age To Oo!

-

3.2

3.3

5

(ii) the amount specified in Item 11 for public risk insurance will be the amount reasonably
required by the Landlord; and

Title Reference 50250532

(iii) this clause 2.3 will be omitted, unless there is another Further Term.
(c) The Rent for the Further Term will be determined in accordance with clause 3.2(a).
RENT
Payment of Rent
(a) The Tenant must pay Rent to the Landlord:
(i) without demand;
(ii) without any deduction or set-off; and
(iii) by equal monthly instalments (and proportionately for any part of a month) in advance on
last Business Day of each month, with the first instalment to be made on the
Commencement Date.
(b) All instalments of Rent must be paid:

(i) by direct deposit to the bank account notified to the Tenant by the Landlord; or

(ii) in the absence of a notification under clause 3.1(b)(i), to the place and in the manner
directed by the Landlord.

Rent reviews

(a) The Rent will be reviewed on each Review Date in accordance with the review type specified in
Item 9.

(b) The Landlord does not, by:
(i) failing to initiate a review on or before a Review Date; or
(ii) accepting payment of Rent (in any amount) after a Review Date,
waive its right to review the Rent.

(c) Once the Rent is determined, the parties will make any necessary adjustment within 14 days of
the determination. The adjustment applies on and from the Review Date.

Market review of Rent

(a) On each Review Date for which a Market Review applies, the Landlord may vary the Rent to
current market rent.

(b) If the Landlord elects to vary the Rent in accordance with clause 3.3(a) the following applies:

(i) The Landlord may give the Tenant a Market Rent Notice not more than six months prior to
the Review Date.

(ii) The Tenant may dispute the Market Rent Amount in accordance with clause 3.4(a).

194497:3474-5111-9945_v1

Page 16

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 16 of 46
and Water Act 2000 age 16 o'

[ “|

Title Reference 50250532

(iii) If the Tenant does not dispute the Market Rent Amount strictly in accordance with clause
3.4(a), the Rent on and from the Review Date will be the Market Rent Amount.

(c) If the Landlord does not elect to vary the Rent in accordance with clause 3.3(a), the Rent payable
from the Review Date remains unchanged.

3.4 Tenant's dispute of Market Rent Amount

(a) The Tenant may within 14 days after a Market Rent Notice is given, give a Dispute Notice to the
Landlord.

(b) If the Tenant gives a Dispute Notice the parties must attempt to agree on the current market rent
for the Premises. If the parties cannot reach agreement within 7 days after the Tenant gives a
Dispute Notice, the current market rent for the Premises will be determined by a Valuer under
clause 3.4(c).

(c) Where the current market rent for the Premises is to be determined by a Valuer, the following
applies:

(i) The Landlord will appoint the Valuer.
(ii) The Valuer must be instructed to:

(A) determine the current market rent for the Premises as at the relevant Review Date
in accordance with the Valuation Principles; and

(B) make a written determination of the current market rent containing reasons within
45 days after appointment.

(iii) The Valuer may:

(A) ask the Landlord and Tenant for information within their knowledge, possession or
control which the Valuer considers relevant to the determination;

(B) have regard to written submissions from the Landlord and Tenant about current
market rent for the Premises; and

(C) specify reasonable times frames for the parties to provide the information and
submissions referred to in this clause 3.4(c)(iii).

(iv) For the purposes of 3.4(c)(iii)(B), the Landlord and Tenant may each make:
(A) one written submission to the Valuer; and
(B) one further submission responding to issues raised in the other party's submission,
but no more unless permitted by the Valuer.

(v) The Valuer’s determination is final and binding on the Landlord and the Tenant, except in
the case of manifest error.

(vi) | The Valuer may correct his or her determination where the determination contains:
(A) a typographical error;

(B) an accidental omission;

194497:3474-5111-9945_v1

Page 17

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY SCHEDULE FORM 20 Version 2

Land Title Act 1994, Land Act 1994

and Water Act 2000

-

(vii)

(viii)

(ix)

Page 17 of 46

5

Title Reference 50250532
(C) a mistake in the description of a person or thing; or
(D) | amathematical miscalculation.
The Landlord and the Tenant must each:
(A) comply with any request of the Valuer under clause 3.4(c)(iii);
(B) provide copies of anything supplied to the Valuer to each other; and
(C) cooperate with the Valuer and each other in the conduct of the determination.
The Valuer will act as an expert and not an arbitrator.

The Costs of the Valuer's determination will be paid equally by the Landlord and Tenant.

The Valuation Principles for the purposes of clause 3.4(c)(ii)(A) are as follows:

(i)

disregard:
(A) the value of any goodwill of the Tenant's Business;
(B) the value of the Tenant's Fittings;

(C) any impaired condition of the Premises if that condition results from any thing done
or not done by the Tenant or from any breach of this Lease by the Tenant;

(D) any sublease or other sub-tenancy agreement or occupancy arrangement in
respect of any part of the Premises and any rental, fees or money payable under
any of them; and

(E) all rent-free periods, financial contributions, allowances or inducements, whether
in cash or kind, or other concession given to the Tenant under this Lease or tenants
at comparable premises;

have regard to:
(A) the rates of rent payable for comparable premises in comparable locations; and

(B) any car parking spaces or licenced areas provided to the Tenant if no licence fee,
or a licence fee below market rate, is payable in relation to them;

consider the Premises as available for use for the highest and best use for which the
Premises may be lawfully used;

assume that all covenants on the part of the Tenant and the Landlord in this Lease have
been fully performed and observed on time;

if the Premises have been damaged, destroyed or rendered inaccessible in whole or part,
assume that they have been reinstated and made accessible; and

consider all other factors a prudent valuer would consider in determining current market
rent.

194497:3474-5111-9945_v1

Page 18

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 18 of 46
and Water Act 2000 age Io oO!

Title Reference 50250532
3.5 Index review of Rent

On each Review Date for which an Index Review applies, the Rent will be varied in accordance with the
following formula.

= Ax

Olw

= the Rent payable on and from the Review Date;
= the Rent payable for the year immediately preceding the Review Date (disregarding
any period of reduced rent);
= the Index Number for the quarter immediately preceding the Review Date;
C= the Index Number for the quarter one year before the quarter in B.

3.6 Fixed review of Rent

On each Review Date for which a Fixed Review applies, the Rent will be varied by increasing the Rent
payable immediately before the Review Date by the Fixed Percentage.

3.7 Rent payable after review

Despite any other provision of this Lease, the Rent payable on and from a Review Date will be the greater
of:

(a) the Rent determined under each of clauses 3.3, 3.4 (if applicable), 3.5 and 3.6; and
(b) the Rent payable immediately before the Review Date.

4. OUTGOINGS

4.1 Tenant's Outgoings Contribution

The Tenant must pay to the Landlord the Tenant's Outgoings Contribution for each Outgoings Year,
calculated as follows:

TOC = (TP x O)+TOXN
Y
where
TOC = Tenant's Outgoings Contribution
TP = Tenant's Proportion
O= Outgoings for the relevant Outgoings Year, other than TO
TO= any Outgoings which are separately assessed on the Premises or which in the

Landlord's reasonable opinion are wholly attributable to the Premises or to the
Tenant's use or occupation of the Premises

N= the number of days of the Term or holding over period (as appropriate) falling
within the relevant Outgoings Year
Y= 365 (or 366 in a leap year)

4.2 Landlord's estimate

L

The Landlord:

194497:3474-5111-9945_v1

Page 19

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 19 of 46
and Water Act 2000 age 19 Oo!

[ “|

Title Reference 50250532

(a) may notify the Tenant of the Landlord's estimate of the Tenant’s Outgoings Contribution for each
Outgoings Year; and

(b) may from time to time during an Outgoings Year by notice to the Tenant adjust the estimate to
take account of changes in any Outgoings.

4.3 Payments on account

(a) The Tenant must pay the Tenant's Outgoings Contribution by equal monthly instalments on the
same day and in the same manner as the Tenant is required to pay Rent.

(b) Payment by the Tenant under clause 4.3(a) will be based on the Landlord's estimate under clause
4.2, subject to adjustment under clause 4.4.

4.4 Yearly adjustment for actual Outgoings

(a) After the end of each Outgoings Year the Landlord must give the Tenant a Final Outgoings
Statement.

(b) Within 14 days after the Landlord gives the Tenant a Final Outgoings Statement, the Tenant must
pay the Landlord (or the Landlord must credit the Tenant with) the difference between the amount
paid by the Tenant on account of Outgoings for the relevant Outgoings Year and the Tenant's
Outgoings Contribution stated in the Final Outgoings Statement.

4.5 Cost of Services

(a) The Tenant agrees and acknowledges that they will not have access to the Services connected
to the Land and they are responsible for and must take all steps to arrange the connection of
separately supplied, metered and consumed Services at their own Cost.

(b) The Tenant is responsible for all Costs for all Services separately supplied, metered, consumed
or connected to or at the Premises.

(c) The Tenant must pay promptly all Costs for all Services separately supplied, metered, consumed
or connected to or at the Premises.

5. GST
5.1 GST Exclusive Amounts

All amounts payable under or in connection with this Lease are exclusive of GST.
5.2 Payment of GST

(a) A recipient of a taxable supply under or in connection with this Lease must pay to the supplier, in
addition to the GST exclusive consideration for the taxable supply, the GST Amount.

(b) The recipient must pay the GST Amount to the supplier when the GST exclusive consideration or
part of it is provided, except that the recipient need not pay the GST Amount unless the recipient
has received a tax invoice (or an adjustment note) for that taxable supply.

5.3 Reimbursements
Where a supplier incurs a cost or expense for which it may claim payment, reimbursement or indemnity

from another party under or in connection with this Lease, the amount to be paid or credited to the
supplier is the cost or expense (reduced by the input tax credit that the supplier is entitled to claim in

194497:3474-5111-9945_v1

Page 20

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY SCHEDULE FORM 20 Version 2

Land Title Act 1994, Land Act 1994

and Water Act 2000

-

Page 20 of 46

5

Title Reference 50250532

respect of that cost or expense) plus the amount in respect of GST payable by the recipient as calculated
under clause 5.2.

6. USE OF PREMISES

6.1 Permitted use

The Tenant may only use the Premises for the Permitted Use unless the Tenant obtains the Landlord's
Consent to change the Permitted Use.

6.2 No warranty as to use

(a)
(b)

The Landlord gives no warranty that the Premises are suitable for the Permitted Use.

The Tenant:

(i)

(0)

accepts this Lease subject to any restrictions on the use of the Premises which apply
under any Law; and

must obtain from the relevant Authority at its cost, and keep current, all consents and
approvals necessary under any Law for the conduct of the Tenant's Business.

The Tenant acknowledges and agrees that the:

Premises are leased on an “as is, where is” basis in its current state of condition, including
with all faults;

it has conducted its own investigations, inspections and enquiries in respect of the
Premises, and has satisfied itself as to their condition and suitability for its intended use;

it is responsible for undertaking all works required to bring the Premises into a state that
is deemed safe and usable; and

it has not relied on any representation, warranty or statement made by or on behalf of the
Landlord or its agents, except to the extent expressly set out in this Lease.

6.3 Compliance with Laws

(a)

The Tenant must comply with, at its cost, all Laws in relation to:

the Premises;
the Tenant's Fittings; and

the use or occupation of the Premises, including those which arise as a result of the gender
or number of persons in the Premises,

whether or not those Laws are directed at or are required to be complied with by either or both of
the Landlord and the Tenant or by any other person.

If the Tenant receives a notice or direction from an Authority in relation to the Premises, the Tenant

must:

(i)

promptly give a copy of the notice or direction to the Landlord; and

194497:3474-5111-9945_v1

Page 21

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 21 of 46
and Water Act 2000 age <1 Oo!

-

6.4

5

(ii) subject to obtaining the Landlord's Consent and otherwise observing the terms of this
Lease, comply with the notice or direction at its cost.

Title Reference 50250532

(c) The Landlord may elect to comply with:
(i) any Law referred to in clause 6.3(a); or
(ii) any notice or direction under clause 6.3(b),

either in part or whole, whether or not the Tenant has failed to comply with that Law, notice or
direction.

(d) If the Landlord makes an election under clause 6.3(c), the Tenant must pay to the Landlord on
demand the Landlord's reasonable Costs of compliance.

(e) The Tenant is responsible for all structural alterations, repairs and any additions to the Premises
caused by, contributed to by, or arising from:

(i) the nature of the Tenant's Business;

(ii) the number or gender of the Tenant and Tenant's Employees; or

(iii) a deliberate or negligent act or omission of the Tenant or the Tenant's Employees.
Use Requirements and Restrictions

(a) The Tenant must not:

(i) use the Landlord's Property for any purpose other than those for which they were
designed;
(ii) interfere with or obstruct access to the Services;

(iii) use or operate any musical or other instrument or other sound or picture producing
equipment on the Premises if that instrument or equipment is audible or visible from
outside the Premises;

(iv) keep animals or birds in the Premises;

(v) do or carry on in the Premises any harmful, offensive or illegal trade, business or
occupation;

(vi) do anything which causes or may cause annoyance, nuisance, damage, disturbance or
obstruction to the occupiers or owners of any nearby premises or to the Landlord;

(vii) hold any auction, bankrupt or fire sale on the Premises;
(viii) | prepare or cook food, except in areas which are designed for that purpose;

(ix) store or use any hazardous substances at the Premises unless required for the Tenant's
Business, and then only in compliance with relevant Laws;

(x) place any heavy items on any part of the Premises that cause or are likely to cause
damage to the Premises; or

(xi) install any equipment or system that overloads the Services.

194497:3474-5111-9945_v1

Page 22

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 22 of 46
and Water Act 2000 age << Ol

-

6.5

6.6

5

Title Reference 50250532
(b) The Tenant must:
(i) keep the Premises clean and free of accumulated rubbish, pests and vermin;

(ii) use their best endeavours to ensure tobacco smoking does not occur within the Premises
or any part of the Estate other than in any area (if any) designated by the Landlord;

(iii) ensure all waste paper or rubbish is deposited in proper receptacles;
(iv) if any infectious illness occurs on the Premises:
(A) immediately notify the Landlord and all proper Authorities; and

(B) where that illness is confined to the Premises, at its cost thoroughly fumigate and
disinfect the Premises to the satisfaction of the Landlord and all relevant
Authorities.

Emergency evacuation procedures and fire regulations

(a) The Tenant must at its own cost comply with all Fire Regulations that apply to the Premises, but
only to the extent that the Tenant's Fittings or the nature of the Tenant's Business affect what
would otherwise be required at the Premises under the Fire Regulations.

(b) The Tenant must at its own cost and risk comply with all Laws and the requirements of the
Landlord in relation to emergency evacuation drills and procedures.

(c) The parties acknowledge and agree that there are fire hydrants for the Estate located within the
Premises and that the Landlord and the Queensland Fire Department or other emergency
services may require access to these fire hydrants from time to time for testing purposes but also
in the event of an emergency so the Tenant agrees to grant such access as required and will
ensure the Premises are secured with dual key access so that in the event of an emergency
occurring while the Premises as secured, the Landlord and any emergency services will be able
to access the fire hydrants.

Securing of Premises

(a) The Tenant must ensure the Premises are securely locked and fastened at all times and
occupation of the Premises must be restricted by the Tenant to the Tenant’s employees,
contractors or agents of the Tenant.

(b) The Tenant acknowledges that:

(i) The Landlord uses the part of the Estate which is not the Premises and will continue to do
throughout the Term; and

(ii) The part of the Estate the Landlord uses can be accessed through the Premises and any
access gained through the Tenant’s failure to securely lock gates and all access points,
may result in damage, loss or liability for which the Tenant will be held responsible for.

(c) The Tenant indemnifies the Landlord for any loss, damage, or expense suffered or incurred by
the Landlord as a result of the Tenant’s failure to comply with clause 6.6(a), including but not
limited to repair costs, remediation and any consequential losses.

(d) The Tenant may install security cameras at the Premises to ensure the safety of vehicles,
equipment and the Tenant’s Employees.

194497:3474-5111-9945_v1

Page 23

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 23 of 46
and Water Act 2000 age 29 O!

-

6.7

6.8

7.1

7.2

7.3

8.1

5

Title Reference 50250532

Removal of waste through the Tenant’s use of the Premises
The Tenant may, acting reasonably, remove and dispose of any damaged roofing or other components
from the Premises (including off-site) where it considers this necessary to ensure the safety of persons,
equipment or operations. Provided the removal includes only damaged roofing or other components
within the Premises, removal does not constitute damage or breach of this Lease.
Car Parking
(a) The Tenant intends to use the Premises for car parking during the Term.
(b) The Tenant must not clean, grease, oil, repair or wash any motor vehicle in the Premises.
(c) The Landlord is not liable for:

(i) damage to or theft of Motor Vehicles; or

(ii) injury to or death of any person occurring in relation to the car parking on the Premises.
TENANT'S SIGNAGE

Signage Requirements

The Tenant must obtain and maintain the consent of all Authorities required in connection with the
installation and operation of the Tenant's Signage and comply with the requirements of all those consents.

Make good damage
The Tenant must make good any damage to the Premises caused by the Tenant's Signage or by any act
or omission of the Tenant or the Tenant’s Employees in connection with the installation, maintenance or
removal of the Tenant's Signage.
Maintenance of Tenant's Signage
The Tenant must maintain the Tenant's Signage in a good state of appearance and repair.
MAINTENANCE, REPAIRS, REDECORATION AND CONTAMINATION
Repair obligations
(a) The Tenant must, during the Term, keep the Premises and the Tenant's Fittings in good repair and
condition having regard to their state of repair and condition at the First Occupation Date,
including any works of a capital nature.
(b) The obligation of the Tenant under clause 8.1(a) excludes:
(i) fair wear and tear; and
(ii) damage to the Premises caused by fire, storm or tempest or any other risk covered by any
insurance taken out by the Landlord in respect of the Premises, unless the damage is
caused or contributed to by the deliberate or negligent act or omission of the Tenant or the
Tenant's Employees.

(c) The Tenant must, at its cost:

(i) immediately make good any damage to the Premises caused or contributed to by:

194497:3474-5111-9945_v1

Page 24

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 24 of 46
and Water Act 2000 age 24 oO!

[ “|

Title Reference 50250532
(A) any act or omission of the Tenant or of the Tenant's Employees;
(B) the Tenant's use or occupation of the Premises; or
(C) the installation, use or removal of the Tenant's Fittings;
(ii) immediately replace all glass broken by the Tenant or any of the Tenant's Employees;
(iii) promptly replace all defective lighting within the Premises; and

(iv) in relation to any of the Landlord's Property which is damaged or destroyed by the Tenant
or the Tenant's Employees:

(A) repair or where appropriate replace it; or

(B) at the Landlord's election, pay the Landlord the reasonable Cost incurred by the
Landlord in repairing or replacing it.

8.2 Notify Landlord of damage
The Tenant must immediately notify the Landlord of any damage to, accident at or defect in the Premises.
8.3 Contamination

(a) The Tenant must promptly remediate all environmental contamination at the Premises caused or
contributed to by the Tenant or the Tenant's Employees, to the satisfaction of the Landlord and in
accordance with all relevant Laws.

(b) If contamination is being remediated by the Tenant after the End Date the Tenant must continue
to pay the Landlord a monthly licence fee equivalent to the Rent and Tenant’s Outgoings
Contribution payable immediately before the End Date until remediation is complete. The Tenant
must not use the Premises for any purpose other than carrying out the remediation during this
period.

8.4 Redecoration

The Tenant must Redecorate the Premises to the satisfaction of the Landlord at each Redecoration Date.
9. BANK GUARANTEE
9.1 Tenant to provide Bank Guarantee

On or before the Commencement Date, the Tenant must deliver to the Landlord a Bank Guarantee
securing the performance of the Tenant 's obligations under this Lease.

9.2 Top Up
If at any time:
(a) the amount of the Bank Guarantee; or
(b) the amount remaining claimable under the Bank Guarantee,

is less than the amount specified in Item 15, the Tenant must within 7 days of the Landlord giving notice
requesting it, provide an additional or replacement Bank Guarantee so that the amount guaranteed is
equal to the amount specified in Item 15.

194497:3474-5111-9945_v1

Page 25

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 25 of 46
and Water Act 2000 age <9 oO!

Title Reference 50250532
9.3 Default by Tenant
(a) If an Event of Default occurs the Landlord may, without prior notice to the Tenant, demand
payment under the Bank Guarantee to compensate the Landlord for any Loss sustained as a

result of the Event of Default.

(b) Within 14 days after demanding payment under the Bank Guarantee the Landlord must give the
Tenant written notice specifying the amount demanded.

9.4 No waiver
(a) Clause 9.3(a) does not limit the Landlord's other rights in respect of an Event of Default.

(b) The Landlord does not, by demanding an amount under the Bank Guarantee that is less than the
amount of the Landlord's Loss, waive its right to Claim for the full amount of the Loss.

9.5 Tenant to keep current
The Tenant must at all times ensure that any Bank Guarantee is current and enforceable.
9.6 Transfer by Landlord
(a) If at any time during the Term the Landlord transfers the Landlord's interest in the Land:
(i) the Landlord may assign the Bank Guarantee to the transferee; or

(ii) the Tenant must, if requested by the Landlord, provide a replacement Bank Guarantee in
favour of the transferee.

(b) If the Tenant does not comply with clause 9.6(a)(ii) within 14 days of request by the Landlord, the
Landlord may make demand under the Bank Guarantee and deliver the proceeds to the
transferee to hold as a security deposit until the Tenant provides a Bank Guarantee to the
transferee.

9.7 Return of Bank Guarantee

The Landlord must return every Bank Guarantee which has not been called upon, to the Tenant promptly
following the latest of:

(a) the End Date;

(b) the date the Tenant makes good all Events of Default and yields up the Premises to the Landlord
as required by this Lease;

(c) the date the Tenant provides a replacement Bank Guarantee to the transferee under clause
9.6(a)(ii), if applicable.

10. LANDLORD’S RIGHTS
10.1 Landlord’s right of access

(a) The Landlord may at all reasonable times on giving reasonable notice to the Tenant enter the
Premises to:

(i) view the condition of the Premises;

194497:3474-5111-9945_v1

Page 26

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 26 of 46
and Water Act 2000 age <0 oO!

[ “|

Title Reference 50250532
(ii) remedy any default by the Tenant under clauses 6, 7 or 8;
(iii) repair or maintain the Services;
(iv) do any thing the Landlord is obliged or permitted to do under this Lease;
(v) do any thing required by any Law or Authority;
(vi) show the Premises to prospective buyers or tenants; or
(vii) install, maintain, repair or replace signage.

(b) In the case of an emergency or to protect the health or safety of any person or property, the
Landlord may enter the Premises without notice at any time.

(c) When entering the Premises the Landlord must use reasonable endeavours not to substantially
inconvenience the Tenant in the conduct of the Tenant's Business.

(d) The Landlord may enter the Premises with persons authorised by the Landlord, and equipment.
10.2 Restrict Access
(a) The Landlord may close the Building or restrict access to the Premises:
(i) in an emergency;

(ii) where the Landlord considers such action is necessary to protect the safety of any person
or property; or

(iii) if required by Law.

(b) The Landlord is not liable to the Tenant for any Loss incurred by the Tenant as a result of action
taken by the Landlord under clause 10.2(a).

10.3. Easements
The Landlord may for the purpose of:
(a) providing public or private access to the Estate or any part of it;
(b) permitting access to land that adjoins the Estate;
(c) rectifying any encroachment from or onto the Estate;
(d) facilitating the support of structures on the Land or land that adjoins the Land; or
(e) allowing for access to or maintenance of any Service,
grant or take the benefit of any easement, licence or other right as the Landlord thinks fit. This Lease is
subject to that easement, licence or other right and the Tenant must promptly on request by the Landlord
execute any necessary document consenting to that easement, licence or other right.

10.4 Further Construction

(a) The Landlord reserves the right at any time to:

194497:3474-5111-9945_v1

Page 27

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 27 of 46
and Water Act 2000 age </ oO!

-

10.5

10.6

11.

12.

5

(i) construct, install, renovate, or alter any buildings, structures, fixtures or fittings on the
Land; or

Title Reference 50250532

(ii) alter the routes of access to and egress from the Premises as a result of anything done
under clause 10.4(a)(i).

(b) Subject to clause 10.4(c), the Tenant is not entitled to make any Claim against the Landlord in
relation to any thing done under this clause 10.5.

(c) The Landlord must use reasonable endeavours to ensure that any thing done under clause
10.4(a) does not cause substantial disruption to the Tenant’s Business and that any damage to
the Premises or the Tenant’s Property caused by any thing done under clause 10.4(a) is made
good by the Landlord.

Change of Landlord

(a) If the Landlord:

(i) sells its interest in the Land; or

(ii) grants a concurrent lease over the Premises,

so that the Tenant becomes obliged to perform its obligations under this Lease in favour of another
person, then the Tenant must enter into those documents the Landlord or that other person
reasonably requires, at the Landlord’s or that other person’s cost, to enable that other person in
its name to enforce the benefit of all obligations owed by the Tenant under this Lease.

Access to Sheds on Land

The parties agree and acknowledge that:

(a) there are 2 sheds on the Land which share a boundary with the Premises;

(b) those 2 sheds do not form part of the Premises;

(c) during the Term, the Landlord is entitled to enter those 2 sheds at any time, but entry must be
gained only through the back doors of the sheds which do not border the Premises; and

(d) no access to those sheds may be gained through the Premises at any point during the Term.
QUIET ENJOYMENT

If the Tenant observes and performs all of its obligations under this Lease the Tenant may occupy and
enjoy the Premises, subject to the terms of this Lease, without interruption by the Landlord.

TENANT’S ALTERATIONS

(a) The Tenant must not carry out or permit to be carried out any Proposed Work without the
Landlord's Consent.

(b) In seeking the Landlord's Consent the Tenant must submit to the Landlord plans and
specifications of the Proposed Work.

(c) If the Landlord consents to any Proposed Work, the Landlord requires (unless it notifies
otherwise), as a condition of the Landlord's Consent, that:

194497:3474-5111-9945_v1

Page 28

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 Version 2
Land Title Act 1994, Land Act 1994 SCHEDULE

and Water Act 2000

-

13.
13.1

Page 28 of 46

5

Title Reference 50250532
the Proposed Work will be at the cost of the Tenant;

the Proposed Work be carried out in a proper and workmanlike manner by contractors or
tradespersons;

the Tenant pay on demand all reasonable Costs for the Proposed Work and its supervision,
including the fees of architects and other building consultants;

the Tenant obtains from relevant Authorities all approvals and permits necessary for
carrying out the Proposed Work, and provides copies to the Landlord upon request;

the Tenant carries out the Proposed Work in accordance with relevant Laws;

the Tenant carries out the Proposed Work in a manner that does not cause nuisance and
inconvenience to other occupiers and users of the Estate;

on completion of the Proposed Work the Tenant immediately obtains and gives to the
Landlord a copy of any certificates issued by the appropriate Authority verifying that the
Proposed Work is satisfactorily completed and legally capable of being used or occupied;

the Tenant reimburses the Landlord on demand for any Cost incurred by the Landlord as
a result of the Proposed Work being carried out, including any resulting modification or
variation to the Premises or Building;

prior to the date the Lease ends the Tenant restores the Premises and all Services in the
Premises to a configuration and layout as proposed by the Landlord; and

the Tenant takes out insurance reasonably required by the Landlord in respect of the
Proposed Work and provides a certificate of currency to the Landlord.

The Tenant must at its own cost comply with all conditions imposed by the Landlord as part of its
consent to the Proposed Work.

For the purposes of the OH & S Act in relation to the Proposed Work, the Tenant acknowledges
that as between the Landlord and Tenant:

the Tenant is the person who carries out or commissions the Proposed Work;

the Tenant is the person with management and control of the workplace at which the
Proposed Work is carried out;

the Tenant is the person with the management and control of any plant used in the
Proposed Work; and

unless the OH & S Act imposes a duty specifically on the Landlord, the Tenant must comply
with and ensure that its contractors comply with all duties imposed by the OH & S Act.

DEALINGS BY TENANT

No disposal of Tenant's interest without consent

The Tenant must not:

(a)
(b)

assign or transfer this Lease; or

sublet or licence the Premises or any part of them,

194497:3474-5111-9945_v1

Page 29

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 29 of 46
and Water Act 2000 age <9 oO!

[ “|

Title Reference 50250532
without the Landlord's Consent.
13.2 Assignments and subleases
The Landlord will give its consent to a proposed assignment or sublease if:
(a) there is no subsisting Event of Default at the date of the proposed assignment or sublease;

(b) the Tenant pays to the Landlord all reasonable Costs incurred by the Landlord (whether or not the
proposed assignment or sublease proceeds to completion) in relation to the proposed assignment
or sublease;

(c) the Tenant proves to the satisfaction of the Landlord that the incoming tenant is respectable,
responsible, solvent and capable of complying with the Tenant’s obligations under this Lease;

(d) in the case of a proposed sublease, the Tenant proves to the satisfaction of the Landlord (by
valuation if required) that the rent payable by the incoming tenant under the sublease is at a rate
not less than the then current market rent for the Premises;

(e) the Tenant and the incoming tenant enter into a deed with the Landlord in the form reasonably
required by the Landlord which includes provisions that the incoming tenant:

(i) if an assignee, will comply with all of the Tenant's obligations under this Lease on and from
the date of assignment; or

(ii) if a subtenant:
(A) will not cause or contribute to a breach of this Lease by the Tenant;
(B) acknowledges the Landlord's rights under the Lease, including clause 9;

(C) will provide guarantees and security reasonably required by the Landlord if the
subtenant ever becomes the direct tenant of the Landlord, for example where this
Lease is surrendered;

(f) the Tenant and the incoming tenant comply with the Landlord's reasonable requirements in
relation to the documenting, stamping and registration of the proposed assignment or sublease;
and

(g) in the case of an assignment, the incoming tenant provides guarantees to the Landlord of the
performance of the incoming tenant's obligations under this Lease in a form acceptable to the
Landlord.

13.3. No disposal of part of Premises

Despite any other provision of this Lease or Law, the Landlord may withhold its consent in its absolute
discretion to an assignment, transfer, sublease or licence that relates to only part of the Premises.

13.4 Change in Control of Tenant
(a) The Tenant must not allow a Control Event to occur without the Landlord's Consent.
(b) The Landlord will give its consent to a Control Event if:

(i) there is no subsisting Event of Default at the date of the Control Event;

194497:3474-5111-9945_v1

Page 30

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 30 of 46
and Water Act 2000 age ¥0 Oo!

[ “|

Title Reference 50250532

(ii) the Tenant pays to the Landlord all reasonable Costs incurred by the Landlord (whether
or not the proposed Control Event occurs) in giving consent;

(iii) the Tenant proves to the satisfaction of the Landlord that the Control Event will not
adversely affect the Tenant's respectability, responsibility, solvency or ability to comply with
the Tenant’s obligations under this Lease; and

(iv) the Tenant provides guarantees to the Landlord of the performance of the Tenant's
obligations under this Lease in a form acceptable to the Landlord.

(c) Clause 13.4(a) does not apply if the Tenant is a corporation listed on the Australian Securities
Exchange.

13.5 No Charging of Tenant's interest

The Tenant must not mortgage or charge this Lease or the Tenant's Fittings without the Landlord's
Consent.

14. INSURANCE

14.1 Insurances to be taken out by Tenant
The Tenant must:
(a) take out on or before the Commencement Date and keep current during the Term, the Policies;
(b) ensure that the Policies:

(i) contain conditions acceptable to or required by the Landlord and the Landlord's insurer;
and

(ii) note the interest of the Landlord and any mortgagee of the Land;

(c) whenever required by the Landlord, give to the Landlord a copy of every Policy and a certificate
of currency from the insurer; and

(d) pay all premiums and other money payable in respect the Policies whenever due.
14.2 Insurance Claims
(a) The Tenant must promptly notify the Landlord if:
(i) an event occurs which would allow a claim under a Policy; or
(ii) the Tenant proposes to make a claim under a Policy.

(b) The Tenant must not settle or compromise any claim under a Policy without the Landlord's
Consent.

14.3. Effect on Landlord's insurances

(a) The Tenant must not, without the Landlord's Consent, do anything to or on the Premises which
will or may:

(i) increase the cost of the Landlord's insurance for the Estate or any part of it;

194497:3474-5111-9945_v1

Page 31

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 31 of 46
and Water Act 2000 age 91 oO!

[ Title Reference 50250532 a
(ii) void or render liable to cancellation:
(A) any Policy; or
(B) the Landlord's insurance for the Estate or any part of it.

(b) The Tenant must pay to the Landlord on demand all extra Costs of insurance in relation to the the
Estate or any part of it which result from the extra risk caused by the Tenant's use or occupation
of the Premises.

14.4 Exclusion of Landlord's liability
(a) The Tenant acknowledges and agrees that it occupies and uses the Premises at its sole risk.

(b) The Tenant releases the Landlord from liability, and the Tenant may not make any Claim against
the Landlord, except to the extent that a Claim arises from any negligent acts or omission of the
Landlord or breaches of the Lease by the Landlord in respect of:

(i) any fault in the Premises;
(ii) any defect in, or lack of functionality of, the Landlord's Property;
(iii) any interruption of, or defect in, any Service,
(iv) damage to or loss of the Tenant's Property; or
(v) injury to or the death of any person on the Estate.
15. INDEMNITIES

The Tenant indemnifies the Landlord against, and will compensate the Landlord for, any Loss incurred
by the Landlord, except for any Loss arising from any negligent acts or omission of the Landlord or
breaches of the Lease by the Landlord, as a direct or indirect result of:

(a) a negligent act or omission of the Tenant or the Tenant's Employees;
(b) a deliberate act of the Tenant or the Tenant's Employees;

(c) an Event of Default;

(d) a breach of any Law by the Tenant or the Tenant's Employees;

(e) the negligent or careless use by the Tenant or the Tenant's Employees of the Services or
Landlord's Property;

(f) failure of the Tenant to notify the Landlord of a defect in the Premises, Services or Landlord's
Property; or

(g) a Claim against the Landlord by any person in relation to an act or omission of the Tenant or the
Tenant's Employees, including any Claim in relation to damage to property or the injury or death
of any person.

194497:3474-5111-9945_v1

Page 32

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 32 of 46
and Water Act 2000 age v2 oO!

[ “|

Title Reference 50250532
16. DAMAGE AND DESTRUCTION
16.1. Rent Abatement, Reinstatement and Termination
(a) If the Premises or any part of them are damaged or destroyed so that the Premises are wholly or
substantially unfit for the occupation and use of the Tenant or wholly or substantially inaccessible,
then:

(i) until the Premises have been made fit for the occupation and use of the Tenant or are
accessible the Rent abates proportionately according to the nature and extent of the
damage, destruction or inaccessibility; and

(ii) the Landlord may:

(A) give notice to the Tenant that the Landlord intends to reinstate the Premises; or
(B) terminate this Lease by notice to the Tenant.

(b) If the Landlord:

(i) does not give notice to the Tenant under clause 16.1(a)(ii)(A) within one month after the
damage or destruction occurs; or

(ii) having given notice under clause 16.1(a)(ii)(A) does not reinstate the Premises within a
reasonable time so that they are fit for the occupation and use of the Tenant, and
accessible,

the Tenant may terminate this Lease by notice to the Landlord.

16.2 Restriction on Tenant's right to abatement or termination

(a) the damage or destruction referred to in clause 16.1 was caused or contributed to by the Tenant
or the Tenant's Employees; or

(b) any insurance policy for the Premises has been avoided, or payment under the policy refused or
reduced, as a result of the act or omission of the Tenant or the Tenant’s Employees,

then the Tenant is not entitled to an abatement of Rent, or to terminate this Lease, under this clause 16.
16.3 No Liability for Termination

Neither the Landlord nor the Tenant is liable to the other for terminating this Lease under this clause 16,
however termination does not affect rights accrued to either party prior to termination.

16.4 Dispute Resolution
(a) Any dispute arising under clause 16.1 is to be determined by a Valuer who is:
(i) agreed between the Landlord and the Tenant and appointed jointly by them; or
(ii) if they cannot agree, nominated at the request of either party by the appropriate officer of

the Australian Property Institute (from the division located in the same state or territory as
the Premises).

194497:3474-5111-9945_v1

Page 33

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 33 of 46
and Water Act 2000 age v9 O!

[ “|

Title Reference 50250532
(b) The Valuer will act as an expert and not an arbitrator.
(c) The Valuer's determination is final and binding on the parties.

(d) The cost of the Valuer's determination is to be borne equally by the Landlord and Tenant, unless
the Valuer decides otherwise.

16.5 Landlord not obliged to reinstate

Nothing in this Lease obliges the Landlord to reinstate the Premises or the means of access to them
where they are damaged or destroyed.

17. | DEFAULT AND TERMINATION
17.1. Events of Default
Each of the following is an event of default:
(a) the Rent is not paid when due (whether demanded or not);

(b) any money (other than Rent) payable by the Tenant to the Landlord is not paid when due (whether
demanded or not);

(c) the Tenant does not comply with any other term of this Lease (whether or not an Essential Term);

(d) if the Tenant is an individual, the Tenant becomes bankrupt; or

(e) if the Tenant is a corporation, it becomes an Externally Administered Body Corporate.
17.2 Essential terms

The essential terms of this Lease are:

(a) clause 3.1 — Payment of Rent;

(b) clause 4.1 - Tenant's Outgoings Contribution;

(c) clause 6.1 — Permitted Use;

(d) clause 8.1 — Repair obligations;

(e) clause 9.1 - Tenant to provide bank guarantee;

(f) clause 12(a) - Tenant's Alterations;

(g) clause 13.1 - No disposal of Tenant's interest;

(h) clause 14.1 - Insurances to be taken out by Tenant.
17.3. Termination

If an Event of Default occurs the Landlord may:

(a) subject to any prior demand or notice required by Law:

194497:3474-5111-9945_v1

Page 34

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 34 of 46
and Water Act 2000 age 04 oO!

-

17.4

17.5

17.6

17.7

17.8

L

5

(i) re-enter and take possession of the Premises, in which event this Lease will be at an end;
or

Title Reference 50250532

(ii) by notice to the Tenant terminate this Lease; or

(b) by notice to the Tenant elect to convert the unexpired portion of the Term into a tenancy from
month to month on the same terms as are set out in clause 2.2.

Landlord may remedy Events of Default

The Landlord may at any time remedy any Event of Default and the Tenant must pay to the Landlord on
demand all Costs incurred by the Landlord in doing so.

Damages

(a) If the Landlord exercises a right under clause 17.3 in respect of the breach of an Essential Term,
the Landlord may recover from the Tenant loss of bargain damages for the unexpired portion of
the Term.

(b) Clause 17.5(a) does not limit the Landlord's rights in respect of an Event of Default.
(c) The Landlord's entitlement to damages is not limited by:
(i) the Tenant abandoning the Premises;
(ii) the Landlord re-entering the Premises or terminating this Lease;
(iii) the Landlord accepting the Tenant's repudiation; or
(iv) the parties' conduct constituting a surrender by operation of law.
Tender of money after termination
Any money tendered by the Tenant after the termination of this Lease, and accepted by the Landlord,
Be pe applied by the Landlord against money due to the Landlord in any manner or order the Landlord

Interest on overdue money

(a) The Tenant must pay to the Landlord interest at the Default Rate on any Rent or other money due
under this Lease but unpaid.

(b) Interest under this clause 17.7:
(i) accrues on a daily basis:

(A) from and including the day after the date on which the Rent or other money was
due;

(B) until and including the date on which the Rent or other money is paid in full; and
(ii) is payable on demand.
Attorney

The Tenant appoints the Landlord as its attorney to:

194497:3474-5111-9945_v1

Page 35

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 35 of 46
and Water Act 2000 age vo O!

[ “|

Title Reference 50250532
(a) execute a surrender of this Lease; and

(b) do any thing and sign any document necessary to give effect to the Landlord's rights under this
Lease,

after the Landlord's right to re-enter the Premises or terminate this Lease has arisen under clause 17.3.
17.9 Tenant’s Termination

(a) The Tenant may terminate this Lease by giving the Landlord ninety (90) days’ prior written notice.
During the period after the Termination notice is given, the Tenant agrees that:

(i) The Tenant remains liable for, and must pay, all Rent and any other money payable under
this Lease up to and including the effective date of termination;

(ii) The Tenant must continue to observe and perform all of its obligations under this Lease
up to the effective date of termination; and

(iii) Upon termination, the Tenant must, at its cost, make good the Premises in accordance
clause 18, including carrying out any required redecoration and reinstatement works to
return the Premises to the condition required by the Landlord.

(b) Notwithstanding any other provision in this Lease, this clause 17.9 will only apply when John
Holland Queensland Pty Ltd ACN 133 069 280 is the Tenant.

18. END DATE OBLIGATIONS
18.1. Tenant to yield up and remove Tenant's Property
The Tenant must at the End Date:
(a) yield up the Premises in the state of repair and condition described in clause 8.1;
(b) remove from the Premises all the Tenant's Property;
(c) Redecorate the Premises;

(d) reinstate the Premises to a gravel hardstand, removing the temporary structures, fencing, lighting,
signage and sheds installed by Tenant, unless agreed otherwise between the Tenant and the
Landlord;

(e) remove all construction waste as a result of the Tenant’s occupation of the Premises;
(f) remediate any contamination in accordance with clause 8.3; and
(g) deliver the Keys to the Landlord.
18.2 Tenant not to cause damage
(a) The Tenant must:

(i) make good any damage caused to the Premises or the Estate in removing the Tenant’s
Property; and

(ii) leave the Premises in a clean condition.

194497:3474-5111-9945_v1

Page 36

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 36 of 46
and Water Act 2000 age v0 oO!

[ “|

Title Reference 50250532

(b) If the Tenant fails to comply with clause 18.2(a) the Landlord may make good the damage and
clean the Premises and recover the Cost of doing so from the Tenant.

18.3 Failure by Tenant to remove Tenant's Property
If the Tenant fails to remove the Tenant's Property the Landlord may:
(a) remove the Tenant's Property and store it at the risk of the Tenant; or

(b) treat the Tenant's Property as abandoned and deal with it in any way (including by sale) without
being liable to account to the Tenant.

18.4 Tenant to indemnify and pay Landlord's Costs
The Tenant:

(a) must pay to the Landlord on demand all Costs incurred by the Landlord in exercising its rights
under clause 18.3; and

(b) indemnifies the Landlord against, and will compensate the Landlord for, any Loss incurred by the
Landlord as a result of a Claim by any person claiming an interest in the Tenant's Property.

18.5 Rent and other payments to continue

The Tenant must continue to pay the Rent and all other payments payable under this Lease until the time
the Tenant complies with its obligations under clauses 18.1 and 18.2, even though the Lease has ended.

19. LIABILITY OF TRUSTEE
19.1 Limitation of trustee's liability

(a) The Landlord enters into this Lease only in its capacity as trustee of the Trust, and in no other
capacity.

(b) An Obligation may be enforced against the Landlord:
(i) only to the extent to which it can be satisfied from the Assets; and
(ii) only to the extent to which the Landlord is actually indemnified out of the Assets,
after deducting any Costs of the Landlord in exercising the right of indemnity.

(c) The limitation of liability in this clause 19.1 extends to all liabilities and obligations of Landlord

arising from:
(i) representations and warranties made by or on behalf of the Landlord in connection with
this Lease;

(ii) acts or omissions of the Landlord or Landlord's employees, agents and contractors in
connection with this Lease; and

(iii) any transaction contemplated by this Lease.

(d) To the extent that a claim by the Tenant under or in connection with this Lease exceeds the amount
for which Landlord is liable under clause 19.1(b), the Tenant waives its right to claim that excess.

194497:3474-5111-9945_v1

Page 37

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY
Land Title Act 1994, Land Act 1994 SCHEDULE
and Water Act 2000

-

Title Reference 50250532

19.2 Exception to limitation of trustee's liability

20.

21.
21.1

FORM 20 Version 2
Page 37 of 46

5

If the Landlord's right of indemnity out of the Assets is reduced wholly or partly because of the Landlord's
fraud, breach of trust or other disentitling conduct:

(a)
(b)

the limitation of liability in clause 19.1 does not apply to the extent of the reduction; and

the Landlord may be personally liable to the extent of the reduction, but only to that extent.

COMMON AREAS

(a)

(b)

(c)

The Tenant and Tenant's Employees may use the Common Areas in common with the Landlord
and other persons authorised by the Landlord for purposes permitted by the Landlord, and for no

other purpose.

The Tenant must comply with any rules notified to the Tenant by the Landlord in relation to use of

the Common Areas.

The Tenant must not obstruct use of or access to the Common Areas.

The Tenant uses the Common Areas at its own risk. The Landlord is not liable for:

(i) damage to property of the Tenant or Tenant's Employees which is on or in the Common
Areas; or
(ii) injury to or death of any person occurring on or in the Common Areas,

unless, and then only to the extent it is, caused by the deliberate act or negligence of the Landlord.

The Landlord may:

(i) close or restrict access to the Common Areas temporarily or permanently;

(ii) change the location and size of the Common Areas; or
(iii) grant licences or leases over the Common Areas,

without liability to the Tenant.

TENANT'S FITOUT

Definitions

In this clause 21:

Fitout means the following works to be carried out by the Tenant in preparation for commencing
occupation:

An initial dilapidation survey and report, which will document existing condition of the Premises;

A Dial Before You Dig investigation to locate services;
Minor excavation and strip; and

Placement of gravel.

194497:3474-5111-9945_v1

Page 38

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 38 of 46
and Water Act 2000 age v0 oO!

[ “|

Title Reference 50250532

Fitout Period means the period commencing on the day after the Landlord receives all of the following
from the Tenant:

(a) this Lease signed by the Tenant;
(b) all amounts payable by the Tenant under clause 25.1(b);
(c) any necessary approval or permit under clause 12(c)(iv);
(d) evidence of insurance as required under clauses 12(c)(x) and 14,
and ending on the day before the Commencement Date.
21.2 Grant of licence

The Landlord grants the Tenant a non-exclusive licence to enter the Premises during the Fitout Period
for the purposes of carrying out the Fitout only.

21.3. Terms of licence

The licence granted under clause 21.2 is on the same terms as this Lease (with necessary changes to
reflect the nature and term of the licence given), except that:

(a) clauses 3 (rent), 6.1 (permitted use) and 11 (quiet enjoyment) are excluded;

(b) the rights conferred on the Tenant are personal to the Tenant and may not be assigned or
sublicensed;

(c) the rights conferred on the Tenant do not confer any estate or interest in the Premises;

(d) the Tenant must at all times observe the reasonable requirements of Landlord in connection with
the use of the Premises; and

(e) if the Tenant breaches any term of the licence the Landlord may immediately terminate the licence
by notice to the Tenant.

22. TENANT’S WORKS
22.1 Definitions
In this clause 22:

Tenant’s Works means the following works to be carried out by the Tenant to remediate the site for the
Permitted Use:

(a) Minor clearing works;

(b) Minor excavation and strip;

(c) Placement of gravel;

(d) Compaction of gravel;

(e) Installation of minor drainage as necessary;

(f) Installation of temporary lighting and walkways;

194497:3474-5111-9945_v1

Page 39

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 39 of 46
and Water Act 2000 age 9 oO!

[ “|

Title Reference 50250532

(g) Installation of temporary signage;

(h) Installation of temporary shelter/sheds for Tenant’s Employees to congregate in;
(i) Temporary access to existing sheds to remove some damage roof panels; and
(j) Temporary gate at the back of the sit to allow access to vehicles.

22.2 Completion of Tenant’s Works
The Tenant agrees and acknowledges that the Landlord requires that the Tenant’s Works undertaken in
accordance with this clause 22 comply with all conditions of consent in clause 12(c), unless the Landlord
notifies the Tenant otherwise.

22.3. Approval for Tenant’s Works and Permitted Use

(a) The Tenant agrees and acknowledges that the Tenant is responsible for obtaining all relevant
approvals and permits necessary for carrying out the Tenant’s Work from the relevant Authorities
and provide a copy of such approvals and permits to the Landlord upon request.

(b) The Tenant agrees and acknowledges that the Landlord has restrictions imposed on it by the local
Council Authorities which restrict truck movements on the Land and on this basis, it is the Tenant’s
responsibility to obtain the relevant approvals and permits necessary for the intended occupation
of the Premises and the Permitted Use from the relevant Authorities and provide a copy of such
approvals and permits to the Landlord upon request.

22.4 Tenant’s Works at End Date
Notwithstanding any other provisions of this Lease, the:

(a) Tenant acknowledges and agrees that at the End Date of the Lease, the Tenant is responsible
for:

(i) removal of all temporary structures, fencing, lighting, signage and sheds installed by the
Tenant during the Term;

(ii) removal of any and all construction waste;
(iii) reinstating the Premises to a safe and tidy condition;

(b) Landlord acknowledges and agrees that at the End Date of the Lease, the Tenant is permitted to
leave the Premises as a gravel hardstand provided the Tenant completes any necessary make
good to ensure that gravel is left in a level condition.

23. LANDLORD'S CONSENT

In each case where the Tenant is required to obtain the Landlord’s Consent under this Lease:

(a) that consent may be given or withheld at the absolute discretion of the Landlord unless the
relevant clause specifically provides otherwise;

(b) the Landlord’s Consent may, if given, be conditional or unconditional;

(c) that consent must be obtained prior to the relevant event in writing; and

194497:3474-5111-9945_v1

Page 40

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 40 of 46
and Water Act 2000 age 40 o!

[ “|

Title Reference 50250532

(d) the Tenant must pay to the Landlord on demand the Landlord's reasonable Costs of considering
the request for consent, giving consent and documenting consent.

24. NOTICES
24.1 Service of Notice
A Notice must be:
(a) in writing, in English and signed by the party giving it, or by their agent; and
(b) delivered or sent by:
(i) prepaid post;
(ii) email,

to the party's address specified in this document, or any other address notified by a party to the
other party as its address for service.

24.2 Effective Service

(a) A Notice given in accordance with clause 24.1 takes effect when received, or at a later time
specified in it.

(b) A Notice is taken to be received at the time specified below:
(i) if hand delivered — when delivered;

(ii) if sent by prepaid post — on the third Business Day after the date of posting (or on the tenth
Business Day after the date of posting if posted to, or from, a place outside Australia);

(iii) if sent by email — when, under the Electronic Transactions (Queensland) Act 2001 (Qld),
an electronic communication is taken to be received;

(c) However, if the time at which a Notice is taken to be received is not on a Business Day, or is after
5.00pm on a Business Day, it is taken to be received at 9.00am on the next Business Day.

24.3 Ineffective Service
A Notice is taken not to be received if:

(a) in the case of service by post, the Notice is returned to sender because the postal service was
unable to deliver it;

(b) in the case of service by email, the party sending the Notice receives an automated email
response specifying that the email containing the Notice was undeliverable.

24.4 Additional Provisions Regarding Email
(a) ANotice given by email is taken to be in writing, even if it remains in digital form and is not printed.
(b) A Notice may be an attachment to an email, or accessible by a link in the email.

(c) A Notice given by email is taken to be signed by the party if:

194497:3474-5111-9945_v1

Page 41

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 41 of 46
and Water Act 2000 age 41 Oo!

-

25.
25.1

25.2

5

Title Reference 50250532
(i) the party's name is typewritten into the Notice; or

(ii) the party's handwritten signature (which may be a digital image or copy of the signature)
appears in the Notice.

(i) the originator of an email requests a read receipt from the addressee; and

(ii) the originator receives a read receipt from the addressee specifying the time and date that
the email was read or received,

the email is taken to be received no later than the time and date specified in the read receipt.

Aread receipt does not by itself amount to an admission by the recipient regarding the content or
effect of a Notice.

(e) Nothing in this clause 24 affects the provisions of the Electronic Transactions (Queensland) Act
2001 (Qld) regarding attribution of electronic communications.

MISCELLANEOUS
Costs

(a) The Tenant must pay its own costs and the reasonable costs of the Landlord in connection with
the negotiation, preparation, execution, stamping and registration of this Lease.

(b) The Tenant must pay to the Landlord on demand all:

(i) duty (including penalties and fines other than those incurred due to the default of the
Landlord) and registration fees on this Lease and any extension of it under clause 2.3;

(ii) reasonable Costs incurred by the Landlord in relation to any consent the Landlord must
obtain in relation to this Lease, for example, mortgagee's consent; and

(iii) reasonable Costs incurred by the Landlord in preparation of any plan associated with this
Lease.

Waiver
(a) A right the Landlord has under this Lease can only be waived by notice to the Tenant.

(b) The Landlord does not waive a right it has under this Lease by failing to exercise, or delaying the
exercise of, that right.

(c) A custom or practice which has developed between the parties does not limit, or constitute a
wavier of, the Landlord's rights under this Lease.

(d) A waiver by the Landlord of one breach of a term of this Lease is not a waiver of another breach
of that term.

(e) Acceptance by the Landlord of Rent or any other money payable under this Lease after an Event
of Default is not a waiver of the Landlord's rights in respect of that or any other Event of Default.

194497:3474-5111-9945_v1

Page 42

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 42 of 46
and Water Act 2000 age 42 oO!

[ “|

Title Reference 50250532
25.3. Severance
If the whole, or any part, of a provision of this Lease is void, unenforceable or illegal in a jurisdiction, it is
severed for that jurisdiction. The remainder of this document has full force and effect, and the validity or

enforceability of that provision in any other jurisdiction is not affected. This clause has no effect if the
severance materially alters the nature or intended effect of this Lease.

25.4 Entire agreement

This Lease and the Agreement for Lease embody the entire agreement between the parties and
supersede all previous agreements, understandings, negotiations, warranties and representations on the
subject matter of this transaction.

25.5 No Reliance
The Tenant acknowledges and represents that it:

(a) has had the opportunity to seek disclosure of all material information relating to this Lease and
the Premises;

(b) has not relied upon any representations or warranties made by or on behalf of the Landlord in
entering into this Lease, except for those contained in this Lease; and

(c) has satisfied itself that the Premises is suitable for the Tenant's Business.
25.6 Warranty by Tenant

The Tenant warrants to the Landlord that it has obtained all necessary consents and approvals from
relevant Authorities for the lawful conduct of the Tenant's Business.

25.7 Certificate from Authorised Officer of Landlord

A certificate signed by an Authorised Officer of the Landlord is conclusive evidence against the Tenant in
the absence of manifest error, as to the amount of money or rate of interest stated in that certificate.

25.8 Governing law

This Lease is governed by the law in force in the state or territory in which the Premises are located.
Each party:

(a) irrevocably submits to the non-exclusive jurisdiction of the courts exercising jurisdiction in that
state or territory, and any court that may hear appeals from any of those courts, for any proceeding
in connection with this Lease; and

(b) waives any right it may have to claim that those courts are an inconvenient forum.

25.9 Exclusion of statutory provisions
To the extent permitted by Law:
(a) terms implied into leases under any Law are expressly negatived; and

(b) any Law which:

(i) extends or reduces the Term;

194497:3474-5111-9945_v1

Page 43

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 43 of 46
and Water Act 2000 age 49 oO!

[ “|

Title Reference 50250532

(ii) lessens, varies or affects in favour of the Tenant or the Guarantor any obligation under this
Lease;

(iii) delays, prevents or prejudicially affects the exercise by the Landlord of any right, power or
remedy given by this Lease; or

(iv) reduces or postpones the payment of any money payable by the Tenant under this Lease,
is excluded and does not apply to the parties or to this Lease.
26. GUARANTEE AND INDEMNITY
26.1 Consideration
The Guarantor enters into this guarantee and indemnity in return for the Landlord entering into and
providing valuable consideration under the Lease. The Guarantor acknowledges that the Landlord enters
into the Lease in reliance on the Guarantor agreeing to the terms of this clause 26.
26.2 Guarantee
The Guarantor unconditionally and irrevocably guarantees to the Landlord:
(a) the payment of all money payable to the Landlord under this Lease; and
(b) performance by the Tenant of the Tenant’s obligations contained in this Lease.
26.3. Payment
If the Tenant defaults in:
(a) the payment of any amount due under this Lease; or
(b) the performance of any of the Tenant’s obligations under this Lease,

the Guarantor must, on demand, pay that amount to the Landlord or perform the relevant obligation (as
appropriate)

26.4 Indemnity

As a separate and additional liability, the Guarantor indemnifies the Landlord in respect of all Loss
incurred by the Landlord as a direct or indirect result of:

(a) an Event of Default;

(b) the Tenant failing to indemnify the Landlord where under the Lease the Tenant is required to
indemnify the Landlord;

(c) the Lease, or any term of the Lease, being unenforceable in whole or in part against the Tenant
for any reason, including:

(i) the Tenant's lack of capacity;
(ii) improper exercise of power or authority by the Tenant;

(iii) if the Tenant is an individual, the Tenant being bankrupt; or

194497:3474-5111-9945_v1

Page 44

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 44 of 46
and Water Act 2000 age 44 oO!

[ “|

Title Reference 50250532

(iv) if the Tenant is a corporation, the Tenant being an Externally Administered Body Corporate;
or

(d) any money paid to the Landlord under or in relation to the Lease being restored or returned to the
Tenant for any reason, including where the payment is void under a law relating to insolvency.

26.5 Duration of Guarantee and Indemnity

(a) This guarantee and indemnity continues until all money payable under this Lease has been paid
in full and all of the Tenant’s obligations have been performed and observed.

(b) This guarantee and indemnity continues to apply:
(i) to any renewal or extension of this Lease; and
(ii) where the Lease has been assigned by the Tenant.
26.6 Principal obligation

The Guarantor's obligations under this clause 26 are principal obligations. The Landlord need not first
take action against the Tenant.

26.7 No deduction

The Guarantor will pay all money payable under this clause 26 in full, and must not deduct anything that
is claimed to be owed by:

(a) the Landlord to the Tenant;

(b) the Landlord to the Guarantor; or

(c) the Tenant to the Guarantor.
26.8 Liability unaffected by other events

The liability of the Guarantor under this clause 26 is not affected by anything which might otherwise
release, extinguish or reduce that liability, including the following:

(a) the Landlord granting the Tenant a waiver, release or other indulgence;

(b) the Landlord delaying in enforcing an obligation against the Tenant;

(c) the bankruptcy, death or mental disability of the Tenant or Guarantor;

(d) the Tenant or Guarantor becoming an Externally Administered Body Corporate;

(e) any agreement or arrangement between the Tenant or any other person and the Landlord;
(f) the Landlord exercising or not exercising any rights against the Tenant or any other person;

(g) the receipt of any distribution, dividend or other payment by the Landlord where the Tenant is an
Externally Administered Body Corporate or is bankrupt;

(h) the amendment, variation, replacement, termination, unenforceability, frustration or expiry of this
Lease;

194497:3474-5111-9945_v1

Page 45

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY FORM 20 version 2
Land Title Act 1994, Land Act 1994 SCHEDULE P 45 of 46
and Water Act 2000 age 409 oO!

[ “|

Title Reference 50250532
(i) failure by the Landlord to notify the Guarantor of any default by the Tenant; or
(j) judgment being entered against the Tenant in respect of an Event of Default.
26.9 No competition
The Guarantor must not while this guarantee continues:

(a) take any steps to enforce a right or claim against the Tenant in respect of any money paid by the
Guarantor under this clause 26;

(b) exercise any rights as surety or rights of indemnity against the Tenant in competition with any
claims by the Landlord against the Tenant;

(c) reduce its liability under this clause 26 by claiming that it or the Tenant has a right of set-off or
counterclaim against the Landlord; or

(d) claim an amount or receive any distribution, dividend or payment in the liquidation, administration,
bankruptcy or insolvency of the Tenant.

26.10 Costs

The Guarantor must pay to the Landlord the reasonable Costs incurred by the Landlord in enforcing, or
attempting to enforce, the Landlord rights under this clause 26.

194497:3474-5111-9945_v1

Page 46

Docusign Envelope ID: ASBADEEF-A04C-49A2-9666-03AB9F 131037

QUEENSLAND TITLES REGISTRY
Land Title Act 1994, Land Act 1994 SCHEDULE
and Water Act 2000

-

Title Reference 50250532

Annexure A

Plan

FORM 20 Version 2
Page 46 of 46

5

194497:3474-5111-9945_v1

Page 47

  Locked gate




                                            Undercover area. Not
                                            used.




                                              Damaged roofing iron
                                              to be removed




Proposed Emergency
Access Route through
site
                                                   Usable square meters




   Car Park Area

                       Temporary fence
                       boundary.




Proposed Temporary            Locked gate
sheds location