Skybarrels Info Pack 26 Jun v2

Clifftop at Hepburn
Skybarrels
www.clifftopathepburn.com.au
1300 112 114
CONTENTS
TAB1….…………………………………SUMMARY
TAB 2..………………………………….ABOUT CLIFFTOP
TAB 3..………………………………….THE SKYBARRELS
TAB 4..………………………………….BUILD LOCATION
TAB 5……………………………………SITE MASTER PLAN
TAB 6..………………………………….ARCHITECTURAL PLANS
TAB 7….………………………………..JOINERY PLANS
TAB 8….………………………………..AGREEMENT TO LEASE
TAB 9….………………………………..OPERATIONAL LEASE
TAB 10..………………………………..SUB LEASE

SUMMARY PAGE
Pending
ABOUT CLIFFTOP
Clifftop at Hepburn is one of Australia’s most popular luxury getaways, having been Crowned
Australia’s No.1 Holiday Home (from 55,000 homes nationally), Australia’s Most Unique Holiday
Home, Australia’s No.1 Romantic Getaway, Australia’s No.1 People’s Choice, Australia’s No.1
Interior & Design, and One of the World’s Top 60 Places to Elope. We’re the luxury
accommodation of choice for numerous brands launching and promoting their products.
Clifftop is Tourism Brand Hero
Clifftop is a hero brand that’s promoted widely by state and regional tourism boards, and enjoys
significant reach through hundreds of media visits, TV coverage, print media and distribution
channels across 77 countries. We’re currently partnering with Tesla on a national campaign that
will reach millions of Australians. We’re also a brand hero for Visit Victoria and Clifftop is often
used to launch their seasonal campaigns. We’ve been showcased on 15 of the highest profile
billboards in Melbourne CBD, televised in Taiwan to an audience of millions and written about in
the media across a dozen countries.
Crowned No.1 in Australia from 55,000 Holiday Homes
We’re best-practice operators in the luxury accommodation segment and we’ll operate your new
Skybarrel profitably and without hassle for you for many years to come. Our success has attracted
major brands such as Nick Scali, Apaiser, Krix, Oblica, Polaris and a myriad of others. We’ve also
won numerous awards and developed a cult following that has seen Clifftop consistently achieve
occupancy rates above 95% across every single villa we build. We’ve quickly become one of
Australis’s most highly awarded accommodation brands:
• Australia’s No.1 Romantic Accommodation • Featured by the Age Traveller

• Australia’s No.1 People’s Choice • Showcased by the Courier Mail
• Australia’s No.1 Romantic Getaway • Featured by Herald Sun Great Escapes
• Australia’s No.1 Interior & Design • Showcased by the Urban List
• One of the Worlds Top 60 Places to Elope • Showcased by Home Beautiful
• Australia’s Top 15 Secluded Luxury Getaways • Featured by the Interiors Addict
• Travel Insider’s Most Romantic Getaways • Featured in Belle Magazine
• Domain Australia’s Best Holiday Homes • As Seen on Postcards TV Show
• Winner 2016 Master Builder’s Award • Featured by QANTAS
Previous Clifftop Projects
• SERENITY VILLA: SOLD 2020 - $1.1m, 8% rental guarantee, long term leaseback
• TRANQUILITY VILLA: SOLD 2020 - $0.99m, 8% rental guarantee, long term leaseback
• EVOKE VILLA: SOLD 2020 - $1.05m, 8% rental guarantee, long term leaseback
See our existing villas at https://www.clifftopathepburn.com.au/photos.php
THE SKYBARRELS
The Skybarrels are being built in Ballarat, just over 100 kilometres north-west of Melbourne.
Ballarat is a major manufacturing, health, retail and education centre, and the principal service
centre for the eastern part of the Grampians Region. With a population of over 100,000 people,
Ballarat is the regional capital of Western Victoria and one of Australia’s fastest growing cities.
There is a paucity of genuine luxury accommodation in Ballarat despite its thriving domestic and
international scene and the fact that Sovereign Hill attracts 700,000 visits annually.
We’re building the Skybarrels on top of an extinct volcano on one of the very few hills in the
entire region, with an 70m drop just outside the panoramic floor-to-ceiling windows, providing
guests with stunning views and the convenience of an idyllic country township offering quaint
cafes, popular restaurants and eclectic shopping experiences just minutes away. Our existing
accommodation is already the talk of the town across Australia, but the Skybarrels will redefine
the luxury accommodation segment and will be talked about around the world. There are 4
Clifftop Skybarrels and 1 Vertigo Skybarrel (16m) off the ground. Vertigo will be the only one of its
kind ever built by Clifftop.
We’re a small family business and we take a lot of pride in what we do. They say the best judge of
future performance is past performance, so if you’d like to chat with some of our investors who
have bought existing Clifftop properties we’d welcome the opportunity to put you in touch with
them. And when we say the Skybarrels will be special we mean it! We’ve upped the ante to
ensure that folks are provided with a truly world class accommodation experience. If you’re
wondering just how special our villas could possibly be, here’s a few photos of our earlier projects
to give you an idea of how much effort we put into being the best in our market.
BUILD LOCATION
SITE MASTER PLAN
ARCHITECTURAL PLANS
A00 DRAWING REGISTER A25 PROPOSED ELEVATED BARREL - SECTION DD
A01 EXISTING SITE PLAN A26 PROPOSED ELEVATED BARREL - SECTION EE
A02 PROPOSED SITE PLAN A27 PROPOSED ELEVATED BARREL - SECTION FF
A03 PROPOSED SITE PLAN: DETAIL A28 PROPOSED ELEVATED BARREL - DOOR & WINDOW SCHEDULE
A04 PROPOSED SITE SECTION A29 PROPOSED ELEVATED BARREL - SERVICES FLOOR PLANS
A05 PROPOSED RAMPED BARREL - UPPER FLOOR PLAN A30 PROPOSED ELEVATED BARREL - SERVICES SECTIONS
A06 PROPOSED RAMPED BARREL - LOWER FLOOR PLAN A31 PROPOSED ELEVATED BARREL - ELECTRICAL FLOOR PLANS
A07 PROPOSED RAMPED BARREL - ELEVATIONS (SOUTH & EAST)
A08 PROPOSED RAMPED BARREL - ELEVATIONS (NORTH & WEST) J01 JOINERY PLANS
A09 PROPOSED RAMPED BARREL - SECTIONS AA & BB J02 JOINERY ELEVATIONS A - RAMPED BARREL
A10 PROPOSED RAMPED BARREL - AWNING & WALKWAY SECTION J03 JOINERY ELEVATIONS A - ELEVATED BARREL
A11 PROPOSED RAMPED BARREL - AWNING DETAILS J04 JOINERY ELEVATIONS A - ALL BARRELS
A12 PROPOSED RAMPED BARREL - WALKWAY DETAILS J05 JOINERY ELEVATIONS B - RAMPED BARREL
A13 PROPOSED RAMPED BARREL - DOOR & WINDOW SCHEDULE J06 JOINERY ELEVATIONS B - ELEVATED BARREL
A14 PROPOSED RAMPED BARREL - SERVICES FLOOR PLANS J07 JOINERY ELEVATIONS C - ALL BARRELS
A15 PROPOSED RAMPED BARREL - SERVICES ELEVATIONS J08 JOINERY ELLIPTICAL FORM - ALL BARRELS
A16 PROPOSED RAMPED BARREL - ELECTRICAL FLOOR PLANS
A17 PROPOSED ELEVATED BARREL - UPPER FLOOR PLAN

ACCOMMODATION DETAILS
A18 PROPOSED ELEVATED BARREL - LOWER FLOOR PLAN STRUCTURE TYPES (TOTAL 5)
4 x Ramped Barrels
A19 PROPOSED ELEVATED BARREL - ENTRY STAIR PLAN 1 x Elevated Barrel
BATHROOM AMENITIES
A20 PROPOSED ELEVATED BARREL - ELEVATIONS (SOUTH) 3 x Barrels with baths - consult with architect
2 x Barrels with showers - consult with architect
A21 PROPOSED ELEVATED BARREL - ELEVATIONS (EAST)
A22 PROPOSED ELEVATED BARREL - ELEVATIONS (NORTH)

Proposed accommodation units:
draft only: not for construction
A23 PROPOSED ELEVATED BARREL - ELEVATIONS (WEST) Clifftops@Hepburn:

CA3 Yendon No 2 Road, Buninyong, VIC.
A24 PROPOSED ELEVATED BARREL - SECTION CC A00 - Drawing Register
ROBIN LARSEN DESIGN pty ltd
ph & fx. 03 9690 4446 mob. 0439 383 900
post: po box 515, daylesford, victoria, 3460
SCALE: N/A 21.05.20 email: robin@treearc.com.au arbv reg no. 16800
297.3
contours
615
570
590
610
600
580
560
555
550
Yend
o
n No
620
2 Ro
ad
625
137.7
133.6
133.8
105.3 96

Clifftops@Hepburn:
A01 - Existing Site plan
ph & fx. 03 9690 4446 mob. 0439 383 900
SCALE: 1:1000 21.05.20 email: robin@treearc.com.au arbv reg no. 16800
297.3
to Lapilli Lane
1 bedroom accommodation unit: shipping container form.
BY OTHERS. NOT PART OF BUILDING CONTRACT.
contours
615
570
590
610
600
580
560
555
550
13.7
accommodation unit: elliptical
4.3
7.4
Yend
12.2
gravelled entry
driveway
o
37.9
forms with stair access
driveway
n No
elevated 1 bedroom
620
access track to
accommodation
2 Ro
units
1 bedroom
12
ad
7.9 accommodation
.
625
13 units (4 in total):
137.7
elliptical forms with
11.7
5.2
ca
ea
rp
rth
133.6
access ramps
ar
be
ki
ng
rm
11.5
9.3
c
9.
61.8
5.2
rm
h be
rt
ea
49.1
43.3
133.8
105.3 96

Clifftops@Hepburn:
A02 - Proposed Site plan
ph & fx. 03 9690 4446 mob. 0439 383 900
elevated 1 bedroom accommodation unit: elliptical forms with stair access
Note: - for setback distances refer main site plan
- existing contour lines shown Provide selected bollard lighting to carpark
area & access tracks as indicated.
gravelled entry driveway
boundary 625 620
rainwater tanks
615
B
B disab.
to Lapilli Lane
park passing lane
battered
pe
slo
B
slo
p
ng
e
ki
re
ar
B
tte
rp
gr to
ba
a B
ca
& vell a ck tion B 1 bedroom accommodation unit:
tur ed tr a
ss mod
existing trees (retained)
nin dr
g c ive B c e shipping container form.
irc wa ac com BY OTHERS.
le y ac its B
un NOT PART OF BUILDING CONTRACT.
ea
B
rth
B
610
be
m
er
rm
b
rth B Provide selected bollard
ea
lighting to carpark area &
Provide selected bollard B B access tracks as indicated.
lighting to carpark area &
access tracks as indicated. B
B B
600
boundary
s existing trees
da ti on unit (retained)
mo
o m a ccom orms with
ro lf
1 bed al): elliptica
ot
(4 in t ramps
s
acces
590
boundary
contours
existing trees
(retained) N
580

Clifftops@Hepburn:
A03 - Proposed Site Plan: Detail
ph & fx. 03 9690 4446 mob. 0439 383 900
elevated
property boundary
skybarrel
skybarrel (ramped)
entry point: built NGL
10m contours
up slightly
7.9 13
620
1.2
2.1
embankment
610
inner side of barrels:
ground lowered
slightly as necessary driveway/carpark
600
590
Site section through

middle of property
(north-south)
Clifftops@Hepburn:
A04 - Proposed Site Section
ph & fx. 03 9690 4446 mob. 0439 383 900
575 1775 1775 575 KEY
4700 SD Hardwired smoke detectors to comply with

AS3786 and to be installed in accordance
extent of upper floor with the NCC.
3550.
extent of lower floor STAIR GEOMETRY
A B C D E RISE: 190mm TREAD: 240mm
250 4700 (varies) 250 · All treads to have non-slip finish or adequate non-skid
strip near edge of nosing in accordance with ncc table
refer window schedule 3.9.1.3 for resistance ratings.
· Provide a continuous handrail to at least one side of the
A A-09
stair. to be a minimum 865mm to 1000mm above
nosings & 1000mm above landings.
1 1 · Builder to submit manufacturer details to the building
surveyor showing compliance.
763
Win.04 Win.05
160
160
160
OR1
OR1
=
highlight
over
2 2 INSULATION REQUIREMENTS
PC
1
PC
=
stud
1
120
FLOORS:
LOWER SUBFLOOR:
· Internal lining boards & sheet flooring
· Internal airtight membrane
Selected hardwood timber flooring · R4 bulk insulation
2358
· External silver sarking
(Refer Finishes Schedule). Ensure
boards span length of building as WALLS:
indicated, use blocking between OUTER CURVED WALLS (PORTAL FRAME):
joists as required. · Internal lining boards / plasterboard
· R4 bulk insulation
· External cladding
3 3
PC
OUTER STUD WALLS (FRONT & REAR ENDS):
1
PC
1
· Internal lining boards / plasterboard
living
5640

living
6020
· R2.7 bulk insulation

7920

6920
6953
2358
FLOOR FINISHES
UPPER FLOOR:
Expressed stringer. Selected hardwood timber flooring (Refer Finishes Schedule).
(refer joinery plans) Ensure boards span length of building, use blocking between
joists as required.
4 PC 4
100 LOWER FLOOR:
1
1
PC
800 1820 1450 Selected long format tiles (Refer Finishes Schedule).
stair stair
1326
Owner's cupboard
(refer to joinery plans)
14
13
5 5 varies
100
A-09
A-09
12
1280
stair
11 refer site plan
1031
Cupboard
stair
800
stud
B B
120
=
N
10 9 8 7 6 5 4 3 2 1
6 PC 6
1
1
PC
160
160
A-09
=
Pack stud flush

Win.01 Win.02
highlight
over
A Door.01
Expressed stringer. with PC1
(refer joinery plans)
Steel frame awning with profiled sheet
metal cladding. Refer to Awning & Walkway
Details Plan for further information.
250
530 2720 draft only: not for construction
stair Proposed accommodation units:
3250 (varies)
RAMPED 250
refer window schedule
100
900
door
450 250
Clifftops@Hepburn:
A05 - Upper floor plan
BARREL A B C D E SCALE: 1:50 21.05.20
575 1775 1775 575 KEY
sloped sloped
wall / fall 4700 wall / fall SD Hardwired smoke detectors to comply with
extent of upper floor with the NCC.
3550.
extent of lower floor STAIR GEOMETRY
A B C D E RISE: 190mm TREAD: 240mm
250 4700 (varies) 250 · All treads to have non-slip finish or adequate non-skid
refer window schedule 3.9.1.3 for resistance ratings.
A A-09 Louvre window under
stud
763
Win.06 Win.07
160
160
160
120
OR1
OR1
=
louvres
under
PC
1
PC
=
1
FLOORS:
Vents in floor LOWER SUBFLOOR:
Shelf
bedroom · Internal airtight membrane
2358
(refer to joinery plans) · External silver sarking
WALLS:
bedroom
bedroom
TV over mounted to OUTER CURVED WALLS (PORTAL FRAME):

3456
3430
3430

support wall. · Internal airtight membrane
(refer to joinery plans) Curved portal columns to · R4 bulk insulation
engineer's specifications. · External silver sarking

3 3
PC
1
PC
1
Sloping wall/floor · Internal airtight membrane
7920

stud
Win.10 · External cladding

70
Shelf
6920
2358
90
90
Sloping wall/floor FLOOR FINISHES

window
1000
Win.08 UPPER FLOOR:

Dual swing glass
bathroom Selected hardwood timber flooring (Refer Finishes Schedule).
bathroom
partition door Ensure boards span length of building, use blocking between
2300
2320
joists as required.
300
4 PC 4
LOWER FLOOR:
1
1
PC
Selected long format tiles (Refer Finishes Schedule).

window
Win.11
1326
1000
Win.09 glass
toilet bidet partition
stud
90

=
200
200
5 5 varies
100
A-09
A-09
stud
Load bearing wall

90
refer site plan

=
1031
900
926
stair
800
B B
Robe
=
N
9 8 7 6 5 4 3 2 1
Services location
6 under stair PC 6
1
1
PC
stud
160
160
160
120
A-09
=
Pack stud flush

Door.02
access
door
A Win.03
louvres
Expressed stringer. with PC1
(refer joinery plans) 575 600 1990 885
stud win. stud
75
3250 875
bathroom draft only: not for construction
575 2675
stair
875 Proposed accommodation units:
RAMPED 250 575 2725 750
louvre
75
575 250 Clifftops@Hepburn:
5200 win.
A06 - Lower floor plan
A B C D E 6 5 4 3 2 1
Rolled corrugated
colorbond steel sheeting.
Color: Colorbond "basalt"
Flashing: Colorbond to
match wall sheeting
Steel frame awning with profiled sheet

metal cladding. Refer to Awning & Walkway
Win.01 Details Plan for further information.
highlight
over
Win.02
Door.01
Profiled steel
sheeting: Spandek;
Colorbond colour to
match wall sheeting
UPPER
8620
LEVEL FFL
260
LOWER
AC external unit. Refer
LEVEL FCL
services plan & elevations.
match wall sheeting
Win.03
3300
louvres
Profiled steel sheeting: Spandek;

Colorbond colour to match wall sheeting
Door.02
access LOWER
door LEVEL FFL
900
SERVICES LEVEL FFL
Galvanised steel frame

including galv. rods and ties.
approx
2580.
100x10
0 SHS
100x10 'C2'
Column HS
approx
To engineer's specifications.
1725
Column
0S
approx
'C2'
975
10°
10°
80
Waste pipe
°
(refer services plan) Waste pipe Galvanised steel frame

(refer services plan) including galv. rods and ties.
Pad footings to
engineer's specifications.
9060.
approx
South / Front East / Side

Clifftops@Hepburn:
A07 - Elevations (South & East)
RAMPED BARREL SCALE: 1:50 21.05.20
E D C B A 1 2 3 Rolled corrugated 4 5 6

match wall sheeting
Win.04 Steel frame awning with profiled sheet

highlight metal cladding. Refer to Awning & Walkway
over Details Plan for further information.
Win.05
match wall sheeting
8620
UPPER LEVEL FFL

260
LOWER LEVEL FCL

match wall sheeting
Win.06 Win.08
3300
Win.09
Win.07 LOWER LEVEL FFL

louvres
under
Ventilation louvres

approx
3860.
100x10
0 SHS
100x10 'C2'
Column HS
approx
3226
Column
0S
'C2'
Waste pipe
(refer services plan) Galvanised steel frame
Waste pipe To engineer's specifications.
(refer services plan) 10°
10°
80
Pad footings to
°
9060. draft only: not for construction

approx Proposed accommodation units:
North / Rear West / Side Clifftops@Hepburn:
A08 - Elevations (North & West)
1 2 3 4 5 6 A B C D E
PC
PC
PC
PC
1
1
1
Curved portal columns to Curved portal columns to Provide solid blocking as per
engineer's specifications. engineer's specifications. engineer's specifications.
Rolled corrugated
R
B1

Living Living
R
B1
(refer joinery plans) (refer joinery plans)
Selected hardwood timber flooring Selected hardwood timber flooring

(Refer Finishes Schedule). Ensure (Refer Finishes Schedule). Ensure
boards span length of building, use boards span length of building, use
blocking between joists as required. blocking between joists as required.
UPPER LEVEL FFL

1
FJ
FB
FB
FB
1
2
FJ FJ FJ FJ FJ FJ FJ
1 1 1 1 1 1 1
FJ
FJ
FJ
FJ
LOWER LEVEL FCL
1
Blocking between Floor joists to engineers
joists as required. specifications. 'FJ1' Floor joists to engineers specifications,
provide blocking as required to lay
floorboards.
Bedroom Bathroom
FB
3
(refer joinery plans) (refer joinery plans) Bedroom
4 (refer joinery plans)
3
2
Floor joists to engineers
1
specifications. 'FJ1'
G
LOWER LEVEL FFL

G
B1
B2
FJ FJ FJ G
B1 B5
B1
B1
1 1 1
B5
FJ
FJ
FJ
FJ
G
G
1
G
SERVICES LEVEL FFL
Curved portal columns to Floor joists to engineers
engineer's specifications. specifications. 'FJ2'
G
B3
100x10
0 SHS
'C2'
Column HS
Column
100x10
PC
PC
PC
PC
0S
BR BR
1
1
1
'C2'
AC BR
1
AC
BR
Curved portal columns to

IN
G ING IN GB 10°
AC
10°
NG
BR engineer's specifications. BR R1
CI
1
A
BR
1 2 3 4 5 6 A B C D E
Section B-B draft only: not for construction

Section A-A Clifftops@Hepburn:
A09 - Sections AA & BB
Balustrade Detail 1:20
2000
Circular handrail approx Stainless steel FlexMesh
on inner sides
separated from top rail
4 5 6
Top rail and base rails: mesh
attached these (inner side)

PC
PC
1
1
Industrial steel ribbed

panels: webforge or similar
PFC stair stringer 'S1'. Refer to

B1
R
engineers plans and

specifications.
1000.
12025
approx
1
FB
1000
4
FB
Blocking between STAIR STRINGE

R 'S1'
joists as required.
B1
PFC stair stringer fixed to FB4. STAIR STRINGE
Refer to engineers plans and R 'S1'
specifications.
FB
PFC walling plate. Refer to

3
engineers plans and specifications.
COLUMN 'C4'
Mid-span steel support
(to engineer's specifications) NGL shown
dashed
B1 B1
G G
PC
PC
1
1

BR
AC
IN
G
BR
1
Awning & Walkway

4 5 6 Section 1:50 Proposed accommodation units:
Clifftops@Hepburn:
A10 - Awning & walkway section
RAMPED BARREL SCALE: VARIES 21.05.20
Circular handrail
separated from top rail
Top rail and base rails: mesh

50 All galv. steel structure including beams,

Stainless steel FlexMesh cleats, uprights, rails, and handrails.
on inner sides
Structure to engineer's specifications including

main beams, connections, panel support,
balustrade elements, piers and footings.
1000
1000
770
Stainless steel FlexMesh on

inner sides
Industrial steel ribbed panels: Industrial steel ribbed panels:

webforge or similar Top rail and base rails: mesh webforge or similar
60 50
UPPER LEVEL
FFL
PFC stair PFC stair

PFC stair stringer 'S1' PFC stair stringer 'S1'
stringer 'S1' Provide cross support as stringer 'S1'
required
1000 Cantilevered beam 'B1".

All fixings to engineer's specifications.
Walkway Cross Section
Column 'C4'
Mid-span steel support
(to engineer's specifications)
Detail 1:10
Walkway Cross Section

Detail 1:10
Clifftops@Hepburn:
A11 - Walkway Details
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
po box 515, daylesford, victoria, 3460
email: robin@treearc.com.au arbv reg no. 16800
50 50
Awning roof
details: TBA
50
Angle steel frame (sides, top and bottom)

approx 50 x 100; colorbond colour to
match wall sheeting.
Profiled steel sheeting: spandek; colorbond

colour to match wall sheeting: 2 sheets wide,
builder to determine exact length.
landing
1000
awning approx
minimum clearance
Handrail and balustrade
Handrail and balustrade

1260
2440
Aw
n
in
g
2140
ov
1460 nom.
re
3440
Intermediate steel frame supports
(colorbond colour to match wall sheeting)
handrail
1000
UPPER
Awning over LEVEL FFL
Intermediate steel frame supports
(colorbond colour to match wall sheeting)
1000
Angle steel frame (sides, top and bottom)
Angle steel frame
approx 50 x 100; colorbond colour to
(sides, top and bottom) approx 50 x 100;
match wall sheeting.
colorbond colour to match wall sheeting.
Awning Plan Detail 1:10 Awning Section Detail 1:20

Clifftops@Hepburn:
A12 - Walkway Details
RAMPED BARREL SCALE: VARIES 21.05.20
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
South / Front North / Rear 327
482
WINDOW & DOOR NOTES
· All glazing to comply with AS-1288.
· All window/door openings are to be measured
on site & dimensions are to be confirmed prior
1000 500 to ordering & manufacturing.
WINDOW 04 8 · Builder to confirm that the U-value & SHGC
36 values of the proposed windows/doors are
met prior to ordering and manufacturing.
3912 approx at sill 3748 approx at head · All external doors & windows are to be sealed
to minimise air infiltration and all gaps and
WINDOW 01 WINDOW 05 cracks are to be appropriately sealed through
376
the use of caulking, skirting and architraves.
900 4700 approx at sill
700
DOOR 01 WINDOW 05
4
62
WINDOW & DOOR SCHEDULE
· All external windows and glazed doors to be:
517
WINDOW 04
·· Double glazed
WINDOW 01
377
WINDOW 04 ·· Achieve a N4 wind rating
circumference 517 ·· Powdercoated aluminium to match cladding
1400
WINDOW 04
1810
3800mm
Fixed glass
62
4
700
120
376
WINDOW 01
Switchable fixed glass
110
WINDOW 02 WINDOW 02 DOOR 01

Switchable Switchable fixed glass Switchable
WINDOW 05
WINDOW 02
36
fixed glass fixed glass 8 WINDOW 05 dimensions
2450
door 01
3140
2140 = 3000 = scale 1:20

mullion aligned with stair
Upper
WIN. 05
Switch. WINDOW 05
WIN. 05
Switch.
West / Internal / Partitions
FFL fix. glass Switchable fixed glass fix. glass
Side WINDOW 10 WINDOW 11
260
Switchable fixed glass frameless glass partition
Lower
clear
WIN. 06 WINDOW 06 WIN. 06 Hidden frame.
600
2400 (glass partition)

FCL Switch. Switchable fixed glass Switch. Plaster reveal (tiled in bathroom)
fix. glass fix. glass clear clear clear
WINDOW 06
2400 (glass)
opaque opaque opaque
window 11
window 10
window 03
WINDOW 03
2400
opaque
3000
louvres
Opaue glass louvres = = WINDOW 08 & 9
1500
800

800
600 400
DOOR 2
650
Lower FFL
Door 2
clear clear clear

1500
250
clear
300
WIN 07
DOOR 02 600
250
300
Services WINDOW 07 1000 1000 (glass) 750 800 750
FFL Ventilation louvres WIN 08 WIN 09 WIN 10 fixed door fixed
2300 to match bathroom width.
to match bathroom length WINDOW 11
2897 approx at head 650 4690 approx at head

WINDOW 02 louvres WINDOW 06
WINDOW 03
3250 approx at widest 3551 approx at sill
WINDOW 02 WINDOW 06 Proposed accommodation units:
3178 approx at sill 2600
WINDOW 02 WINDOW 07
Clifftops@Hepburn:
A13 - Door & Win. Schedule
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
Upper Floor Lower Floor
AC wall slimline AC wall slimline

diffuser. diffuser.
Duct from lower level Run AC duct below

through external wall to floor substructure & up
slimline diffuser through external wall to
slimline diffusers
AC duct
All sewerage & waste
to exit building through
AC one single pipe.
Sink waste through
diffuser.
bulkhead & wall below.
bulkhead
over
W
E
W
E
W
E
W
E
W
E
W
E
AC return air. AC outdoor unit. AC outdoor unit.

E
AC return air.
W
E
Fixed & concealed to Fixed & concealed to

E
AC indoor unit.
E
the underside of the AC indoor unit. the underside of the

W
E
Located under stairs.

W

E
access walkway. access walkway.

W
varies
E
W
E
Instantaneous electric hot water system. 'STIEBEL ELTRON'

E
refer site plan

W
E
Located under stairs. instantaneous electric hot water system.

W
E
W
E

W
E
W
E
W
E
N
E
W
E
W
E
W
E
W
E
E
E
Water supply.
Fixed & concealed to
Electrical supply, TV &
the underside of the
communications cables.
access walkway.
Fixed & concealed to the
underside of the access walkway.

Clifftops@Hepburn:
A14 - Services floor plans
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
South / Front Elevation Section Through Stairs
A B C D E A B C D E
Water supply.
the underside of the
Electrical supply, TV & access walkway.
communications cables.
underside of the access walkway.
AC outdoor unit. AC outdoor unit.

Fixed & concealed to Fixed & concealed to
the underside of the the underside of the
access walkway. access walkway.
AC indoor unit. AC indoor unit.

Located under stairs. Located under stairs.
Instantaneous electric hot water system. Instantaneous electric hot water system.
Located under stairs. Located under stairs.
All sewerage & waste to exit building through one

single pipe. Pipe to be located as inconspicuously as
possible (consult with architect onsite), painted to
match cladding.

Clifftops@Hepburn:
A15 - Services elevations
FITTING DESCRIPTION NUM. OF
FITTINGS
Upper Floor Lower Floor SD INTERCONNECTED CEILING HARD WIRED
RESIDENTIAL SMOKE ALARM
1
OVEN MICROWAVE OVEN 1
COOK COOKTOP (INDUCTION) 1
R/H RANGEHOOD (IN BENCH EXTRACTION) 1
W2
W2
Above
shelf DISH DISH WASHER 1
DOUBLE POWER POINT 10

W2
W1
W2
TV Mount wall lights high D INTERNET DATA POINT 2
above joinery. Locate on
site with architect. TV TV & PAY TV POINT 2
TV D
1 GANG SWITCH -
D Mount wall lights high Under

2 GANG SWITCH 4
above joinery. Locate on shelf
site with architect.
3 GANG SWITCH 2
W2
W2
W1 W1 D DOWNLIGHT 1
W2
W2
W1
PENDANT FITTING 1
P1 (18WATTS POWER USAGE)
1
W3 W3 P2 PENDANT FEATURE FITTING 2

(18WATTS POWER USAGE)
1
SD P3 PENDANT FEATURE FITTING 3

1
Locate above handrail
INTERIOR WALL MOUNTED READING LIGHT
to side of joinery. W1 (9WATTS POWER USAGE)
2
D W2 INTERIOR WALL MOUNTED LIGHT

10
INTERIOR WALL MOUNTED LIGHT (UP/DOWN)
DISH W3 (18WATTS POWER USAGE)
2
L.E.D. strip light
W2
W2
L.E.D STRIP LIGHT WITH DIFFUSER

OVEN
COOK
2.8 lm
R/H
(6WATTS POWER USAGE PER 1m)
P1 P2 P3 To upper floor
To lower floor
varies
refer site plan

NOTE: Refer to Site Plan: Detail, for number
& location of external bollard lighting.
Clifftops@Hepburn:
A16 - Electrical floor plans
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
A B C D E
C A-24 KEY
SD Hardwired smoke detectors to comply with

with the NCC.
STAIR GEOMETRY
250 575 1775 1775 575 250
RISE: 190mm TREAD: 240mm
· All treads to have non-slip finish or adequate non-skid
3.9.1.3 for resistance ratings.
763
Win.04 Win.05
160
160
160
OR1
OR1
=
highlight
over
PC
1
PC
=
stud
1
120
FLOORS:
LOWER SUBFLOOR:
2358
Selected hardwood timber flooring · External silver sarking
WALLS:
boards span length of building as
OUTER CURVED WALLS (PORTAL FRAME):
indicated, use blocking between · Internal lining boards / plasterboard
joists as required. · Internal airtight membrane
3 PC 3
1
1
F F
PC

living
5640

living
6020

A-27
A-27
6920
6953
2358
9320
FLOOR FINISHES
UPPER FLOOR:
Expressed stringer. Selected hardwood timber flooring (Refer Finishes Schedule).
(refer joinery plans) Ensure boards span length of building, use blocking between
joists as required.
4 4
100 LOWER FLOOR:
PC
1
PC
800 1820
1
stair stair
1326
Cupboard below
14
13
5 5
A-26
A-26
100
12
1280
stair
11
1031
stair
800
850 600
E E
stud
120
void
=
N
10 9 8 7 6 5 4 3 2 1
6 PC 6
1
1
PC
160
160
Win.01 Win.02a
A-25
A-25
highlight
1400
over
Expressed stringer.
D D
7 7
A-24
1
C
PC
PC

1
250 Proposed accommodation units:

ELEVATED 250
530 2720
internal stair
3250 (varies) 900 450 250
Clifftops@Hepburn:
refer window schedule door A17 - Upper floor plan
BARREL A B C
100
D E SCALE: 1:50 21.05.20
A B C D E
C A-24 KEY

with the NCC.
STAIR GEOMETRY
250 575 1775 1775 575 250
RISE: 190mm TREAD: 240mm
sloped sloped · All treads to have non-slip finish or adequate non-skid
wall / fall wall / fall strip near edge of nosing in accordance with ncc table
Louvre window under
stud
763
Win.06 Win.07
160
160
160
120
OR1
OR1
=
louvres
under
PC
1
PC
=
1
FLOORS:
Sloping wall/floor LOWER SUBFLOOR:
Vents in floor
Shelf
bedroom · Internal airtight membrane
2358
(refer to joinery plans) · External silver sarking
WALLS:
bedroom
bedroom
TV over mounted to OUTER CURVED WALLS (PORTAL FRAME):

3456
3430
3430

support wall. · Internal airtight membrane
(refer to joinery plans) · R4 bulk insulation

3 3
575 600 1990 885
PC
1
F F
PC
1
stud win. stud · Internal lining boards / plasterboard
75 · R2.7 bulk insulation
7920

stud
A-27
A-27
70
Shelf
6920
2358
90
90
FLOOR FINISHES
window
Sloping wall/floor
1000
Win.10 UPPER FLOOR:

Dual swing glass
bathroom Selected hardwood timber flooring (Refer Finishes Schedule).
bathroom
partition door Ensure boards span length of building, use blocking between
Win.08
2300
2320
joists as required.
300
4 PC 4
LOWER FLOOR:
1
1
PC

window
1326
Win.11
1000
Win.09 glass
toilet bidet
stud
partition
90

=
200
200
5 5
A-26
A-26
100
stud
Load bearing wall

90
=
1031
900
926
stair
800
E E
Robe
=
N
9 8 7 6 5 4 3 2 1
6 PC 6
1
1
PC
stud
160
160
160
120
=
A-25
A-25
1400
Pack stud
Expressed stringer. flush with
D D
(refer joinery plans) PC1
Landing
7 7
A-24
C Door.01a
ELEVATED
575 2675 internal stair 875
250 250
Clifftops@Hepburn:
575 2651 900 575 CA3 Yendon No 2 Road, Buninyong, VIC.
door
5200 A18 - Lower floor plan
A B C D E
C A-24 50
940
50 KEY
1
50
2 with the NCC.
3 Balustrade height: 50 Flexi-mesh
1500mm above Tread 1
4 STAIR GEOMETRY
90 5 90 40
PFC PFC RISE: 190mm TREAD: 240mm
(1250min)
7 · All treads to have non-slip finish or adequate non-skid
(1400min)
stringer stringer
Varies
Varies
8
3600
handrail above landing

9
10 stair. to be a minimum 865mm to 1000mm above
balustrade
1 11
1000mm
· Builder to submit manufacturer details to the building
1025
12 surveyor showing compliance.
13
2 14
INSULATION REQUIREMENTS
50
treads
15
240
50
16 FLOORS:
LOWER SUBFLOOR:
landing
17 · Internal lining boards & sheet flooring

800

Landing · R4 bulk insulation
Galvanised WALLS:
18 PFC stringers OUTER CURVED WALLS (PORTAL FRAME):
19 · Internal lining boards / plasterboard
20 · R4 bulk insulation
stair balustrade
50
21 · External cladding
3
11380
22
11495
F 23
24
F · Internal lining boards / plasterboard
3600

25 Flexi-mesh
A-27
A-27
26
27
28 FLOOR FINISHES
29
Varies
UPPER FLOOR:
30 Selected hardwood timber flooring (Refer Finishes Schedule).
Ensure boards span length of building, use blocking between
40
31 joists as required.
4 32 LOWER FLOOR:
handrail above nosing

landing
33
800
Landing
treads
900mm
240
100
34
5
A-26
A-26
35
Upturn treads to ensure
36 maximum riser spacing
1680
37 does not exceed 100mm

E Balustrade height:
E
stringer
38 1500mm above Tread 41 Galvanised steel

PFC
N
90
6 39 grate treads
40
A-25
A-25
landing
41
1230
Galvanised
900
900
Landing PFC stringers
D 42 43 44 45 46 47 48 D PFC stair stringer 'S2'. Refer to

stringer
7
PFC
90
A-24
Balustrade wall, C Proposed accommodation units:
1000mm above landing 240 240
ELEVATED 900
240 240
1035
landing
Clifftops@Hepburn:
900 960 1035
A19 - Entry stairs
A B C D E
match wall sheeting
Win.01
highlight
over
Win.02a
Profiled steel
260
sheeting: Spandek;
Colorbond colour to
match wall sheeting
8620
260
Balustrade wall,
2400
1000mm above landing

1000
match wall sheeting
2400
Door.01a
16090
1000
Bracing 'BR2' Profiled steel sheeting: Spandek;
89 x 89 SHS Colorbond colour to match wall sheeting
150 x 1
Column HS
50 SHS
900
150 x 1 'C3'
approx
Column
5500.
50 S
9120
'C3'
7470

and bracing to engineer's
specifications.
10°
Mid-span steel 10°
support
(to engineer's
specifications)
South / Front South / Front

Scale: 1:100 6880.
Scale: 1:50
approx draft only: not for construction
Clifftops@Hepburn:
A20 - Elevations (South)
ELEVATED BARREL SCALE: VARIES 21.05.20
7 6 5 Rolled corrugated
4 3 2 1
Rolled corrugated
260
UPPER
8620
LEVEL FFL
LOWER
2400
LEVEL FCL
16090
LOWER
150 x 150 SHS
Column 'C3'
LEVEL FFL
9120
Bracing 'BR2'
7470
89 x 89 SHS
150 x 150 SHS
150 x 150 SHS

Column 'C3'
Column 'C3'
East / Side East / Side

Scale: 1:100 Scale: 1:50
Clifftops@Hepburn:
A21 - Elevations (East)
E D C B A

match wall sheeting
Win.04
highlight
over
Win.05
260
match wall sheeting
260
8620
2400
match wall sheeting
Win.06
16090
3300
150 x 1
Column HS
50 SHS
Win.07
150 x 1 'C3'
Ventilation louvres
louvres
Column
approx
under
5500.
50 S
9120

'C3'

7470

10° 10°
North / Rear North / Rear

6880.
approx draft only: not for construction
Clifftops@Hepburn:
A22 - Elevations (North)
1 2 3 4 5 6 7
Rolled corrugated
260
UPPER
8620
LEVEL FFL
LOWER
2400
LEVEL FCL
Win.08
16090
Win.09
150 x 150 SHS
Column 'C3'
LOWER
Infill grate to match LEVEL FFL
treads to enclose stair
9120
7470
Infill grate to match

150 x 150 SHS
150 x 150 SHS

Column 'C3'
Column 'C3'
PFC stair stringer 'S2'. Refer to

West / Side West / Side

Clifftops@Hepburn:
A23 - Elevations (West)
1 2 3 4 5 6 7
Curved portal
columns to engineer's
specifications.
PC
PC
PC
PC
PC
1
1
1
Window in background
R
B1
R
B1
Living
Selected hardwood timber flooring

Living (Refer Finishes Schedule). Ensure
boards span length of building, use
blocking between joists as required.
260
8620
FB
FB
FB
1
2
Balustrade wall,
1000mm above landing Blocking between
Bedroom Bath. joists as required.
Floor joists to engineers
specifications. 'FJ1'
1650 1000
3
FB
Bedroom Bathroom
2400
2440
(refer joinery plans) (refer joinery plans)
2382
1000
FB
G
G
B4
2608
B1
B1
B1
G
B2
Colorbond "Nightsky"
to stairwell
S2
7470
PC
PC
PC
PC
1
Balustrade height: Mid-span steel engineer's specifications. Infill grate to
1500mm above Tread 1 support match treads to
(to engineer's enclose stair
specifications)
1500
Curved portal
columns to engineer's
specifications.
Section CC PFC stair stringer 'S2'. Refer to

Scale: 1:50
Section CC Proposed accommodation units:

Scale: 1:100 Clifftops@Hepburn:

A24 - Section CC
A B C D E
Provide solid blocking as per

Rolled corrugated
8620
UPPER LEVEL FFL
LOWER LEVEL FCL

1000
LOWER LEVEL FFL
150 x 1
B7
Column HS
G
50 SHS
G
150 x 1 'C3'
B7
190
Column
S2
S2
50 S
'C3'
Grate PFC stair stringer 'S2'. Refer to

PFC stair stringer 'S2'. Refer to drain
7470
S2
S2
Marine
ply lining
Infill grate to match
Mid-span steel
10° support 10°
(to engineer's
specifications)
Section DD Section DD
Clifftops@Hepburn:
A25 - Section DD
A B C D E

Rolled corrugated
Entry Void
Entry
Void
Double joist trimmers as per
8620
UPPER LEVEL FFL
LOWER LEVEL FCL

LOWER LEVEL FFL

150 x 1
B7
Column HS
G
B4
50 SHS
G
150 x 1 'C3'
B7
G
Column
50 S
'C3'
150 x 1
7470
FJ
Column HS
50 SHS
2
2/
150 x 1 'C3'
FJ
2/
Column
50 S
'C3'
Mid-span steel S2
10° S2
10° support
(to engineer's
specifications) PFC stair stringer 'S2'. Refer to
Section EE Section EE
Clifftops@Hepburn:
A26 - Section EE
E D C B A

Rolled corrugated
Living
Selected hardwood timber flooring

Living boards span length of building, use
blocking between joists as required.
8620
UPPER LEVEL FFL
FJ
1
FJ
FJ
FJ
FJ
FJ
FJ
FJ
FJ
FJ
FJ
FJ
LOWER LEVEL FCL
1
1
1
Bedroom Floor joists to engineers specifications,
provide blocking as required to lay
engineer's specifications. floorboards.
Bedroom
Ensure minimum
head clearance
FJ
1 LOWER LEVEL FFL
2267
150 x 1
Column HS
G
B7
50 SHS
150 x 1 'C3'
B7
FJ
FJ
FJ
FJ
FJ
FJ
FJ
FJ
G
1
1
1
Column
50 S
'C3'
150 x 1
7470
Column HS
50 SHS
150 x 1 'C3'
Column
50 S
'C3'
Mid-span steel
10° support 10°
(to engineer's
specifications)
Section FF Section FF
Scale: 1:100 6880. Scale: 1:50
approx at ground level draft only: not for construction
Clifftops@Hepburn:
A27 - Section FF
South / Front North / Rear 327
482
WINDOW & DOOR NOTES
· All glazing to comply with AS-1288.
· All window/door openings are to be measured
on site & dimensions are to be confirmed prior
1000 500 to ordering & manufacturing.
WINDOW 04 8 · Builder to confirm that the U-value & SHGC
36 values of the proposed windows/doors are
met prior to ordering and manufacturing.
3912 approx at sill 3748 approx at head · All external doors & windows are to be sealed
to minimise air infiltration and all gaps and
WINDOW 01 WINDOW 05 cracks are to be appropriately sealed through
376
the use of caulking, skirting and architraves.
4700 approx at sill
700
WINDOW 05
4
62
WINDOW & DOOR SCHEDULE
· All external windows and glazed doors to be:
517
WINDOW 04
·· Double glazed
WINDOW 01
377
WINDOW 04 ·· Achieve a N4 wind rating
circumference 517 ·· Powdercoated aluminium to match cladding
1400
WINDOW 04
1810
3800mm
Fixed glass
62
4
700
120
376
WINDOW 01
110
WINDOW 02a WINDOW 02a WINDOW 02a

Switchable Switchable Switchable
WINDOW 02a
WINDOW 05
36
fixed glass fixed glass fixed glass 8 WINDOW 05 dimensions
2450
3140
= 3000 = scale 1:20

mullion aligned with stair
Upper
WIN. 05
Switch. WINDOW 05
WIN. 05
Switch.
West / Internal / Partitions
FFL fix. glass Switchable fixed glass fix. glass
Side WINDOW 10 WINDOW 11
260
Switchable fixed glass frameless glass partition
Lower
clear
WIN. 06 WINDOW 06 WIN. 06 Hidden frame.
600

FCL Switch. Switchable fixed glass Switch. Plaster reveal (tiled in bathroom)
fix. glass fix. glass clear clear clear
WINDOW 06
2400 (glass)
window 11
window 10
DOOR 01a
2400
2400
opaque
Dual swing solid core pivot door = 3000 = WINDOW 08 & 9
1500
2040
with glass louvre highlight window Switchable fixed glass
600 400
Lower FFL clear clear clear

250
clear
300
WIN 07
600
250
300
WINDOW 07 1000 1000 (glass) 750 800 750
Ventilation louvres WIN 08 WIN 09 WIN 10 fixed door fixed
2300 to match bathroom width.
to match bathroom length WINDOW 11
3994 approx at head 4690 approx at head

WINDOW 02a WINDOW 06
4700 approx at widest 3551 approx at sill
WINDOW 02a WINDOW 06 Proposed accommodation units:
3023 approx at lower sill 2600
WINDOW 02a WINDOW 07
Clifftops@Hepburn:
A22 - Door & Win. Schedule
ELEVATED BARREL SCALE: 1:50 21.05.20
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
Upper Floor Lower Floor Entry Stair
W
E
Water supply.
W
Electrical supply, TV &
E
the underside of the communications cables.
stairway. Fixed & concealed to the
W
E
underside of the stairway.
W
E
W
E
AC wall slimline
diffuser.
AC wall slimline
diffuser.
Duct from lower level

through external wall to AC indoor unit. AC indoor unit.
slimline diffuser Located in sub-floor. Provide Located in sub-floor. Provide
access hatch in floor under bed access hatch in floor under bed
for maintenance. for maintenance.
AC outdoor unit.
Fixed & concealed
above stairs.
'STIEBEL ELTRON'
instantaneous electric hot water system.
Located within kitchen benches. AC outdoor unit.
Fixed & concealed
AC above stairs.
Sink waste through
diffuser.
bulkhead & wall below.
All sewerage & waste to exit

building through one single
pipe. Fixed & concealed to the
underside of the stairway.
Pipe to be painted to match
AC return AC return cladding.
air. air.

Clifftops@Hepburn:
N CA3 Yendon No 2 Road, Buninyong, VIC.
A29 - Services plan
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
Long Section Section Through Stairs
1 2 3 4 5 6 7 A B C D E
Duct from lower level

through external wall to
slimline diffuser
'STIEBEL ELTRON'
instantaneous electric hot water system. 'STIEBEL ELTRON'
Located within kitchen benches. instantaneous electric hot water system.
Located within kitchen benches.
AC return AC return
air. air.
AC
diffuser.
Duct from lower
level through
external wall to All sewerage & waste to exit
slimline diffuser building through one single pipe.
underside of the stairway. Pipe
to be painted to match cladding.
AC indoor unit.
Located in sub-floor. Provide
access hatch in floor under bed
for maintenance.
AC indoor unit.
Located in sub-floor. Provide AC outdoor unit. AC outdoor unit.
access hatch in floor under bed Fixed & concealed Fixed & concealed
for maintenance. above stairs. above stairs.
All sewerage & waste to exit

building through one single pipe.
to be painted to match cladding.

All sewerage & waste to exit Proposed accommodation units:
building through one single pipe.
Fixed & concealed to the Clifftops@Hepburn:
to be painted to match cladding. CA3 Yendon No 2 Road, Buninyong, VIC.
A30 - Services sections
Upper Floor Lower Floor FITTING DESCRIPTION NUM. OF
FITTINGS
SD INTERCONNECTED CEILING HARD WIRED
RESIDENTIAL SMOKE ALARM
1
S Provide selected step light to first

3 uprights of stair balustrade
OVEN MICROWAVE OVEN 1
along with external push button
COOK COOKTOP (INDUCTION) 1
timed switch.
R/H RANGEHOOD (IN BENCH EXTRACTION) 1
DISH DISH WASHER 1
DOUBLE POWER POINT 10
S D INTERNET DATA POINT 2
TV TV & PAY TV POINT 2
1 GANG SWITCH -
2 GANG SWITCH 3
W2
W2
3 GANG SWITCH 2
Above
shelf
D DOWNLIGHT 3
S EXTERIOR STEPLIGHT 3
W2
W1
W2
TV Mount wall lights high
above joinery. Locate on PENDANT FITTING 1
site with architect.
1
D P2 PENDANT FEATURE FITTING 2
1
TV (18WATTS POWER USAGE)
PENDANT FEATURE FITTING 3

1
D Mount wall lights high Under INTERIOR WALL MOUNTED READING LIGHT
shelf
W1 (9WATTS POWER USAGE)
2
above joinery. Locate on
site with architect. INTERIOR WALL MOUNTED LIGHT
10
W2
W2
W1 W1 W3 INTERIOR WALL MOUNTED LIGHT (UP/DOWN)
2
W2
W2
W1
EXTERIOR WALL MOUNTED LIGHT (UP/DOWN)

1
W3 W3 L.E.D STRIP LIGHT WITH DIFFUSER
(6WATTS POWER USAGE PER 1m) 2.8 lm
SD
Locate above handrail
to side of joinery. To step lights
D D External
OVEN L.E.D. strip light
Stair
W2
W2
DISH COOK
R/H
P1 P2 P3 To upper floor
D Provide external push
button timed switch for
To lower floor external lighting.
W4
NOTE: Refer to Site Plan: Detail, for number
Clifftops@Hepburn:
& location of external bollard lighting. N CA3 Yendon No 2 Road, Buninyong, VIC.
A31 - Electrical floor plans
ph & fx. 03 9690 4446
post:
mob. 0439 383 900
JOINERY PLANS
RAMPED BARREL RAMPED BARREL ACCOMMODATION DETAILS
UPPER FLOOR LOWER FLOOR STRUCTURE TYPES (TOTAL 5)
4 x Ramped Barrels
1 x Elevated Barrel
BATHROOM AMENITIES
3 x Barrels with baths - consult with architect
2 x Barrels with showers - consult with architect
A1 A6
sound equipment bench

TV & support wall over
keys & phone bench

A1
A5 A2 A4 A2
ELEVATED BARREL
UPPER FLOOR
ENTRY & KITCHEN
A4
C1 cupboard
C4 C2
B1 C3 cupboard B1.1 A2.1
B4 B2 cupboard
B4.1
A2 A2
cupboard
A2.1
cupboard
storage
owner
B3 A3 A3 cupboard B3.1 B2.1

A3.1

Clifftops@Hepburn:
J01 - Joinery Plans
SCALE: 1:50 21.05.20
275.
top shelf
430.
bottom
shelf
450
30Ø Black steel support cupboard

column to timber shelf.
Fixing plate to be rebated
740
into shelf on the underside.
mop / broom / vacuum

coat coat coat coat fixed fixed
hook hook hook hook shelf shelf
100 20 20 20
2390.
Selected wood heater.
400 400 400

30Ø Black steel support fixed fixed
Selected timber shelf.
1700
1700
shelf shelf
20
320 Affixed to wall with angled steel
100
Fixing plate to be rebated
100
brackets rebated to the underside fixed fixed
into shelf on the underside. shelf shelf
of the shelf (Typical).
300
300
fixed fixed
shelf shelf
Any fixings to floor cupboard cupboard cupboard cupboard

Spare pillows
are to be concealed fixed fixed fixed fixed fixed
shelf shelf shelf shelf shelf
20
Plywood wall hanging
rail
finish
1300
hanging rail
2400
key &
phone
1800
bench key & phone bench
200
Selected timber shelf. fixed fixed fixed fixed fixed

20
Affixed to wall with angled steel
700
brackets rebated to the underside Selected timber shelf.
580
Elevation A1 Elevation A2 Elevation A2 Elevation A3

(All BARRELS) Key bench & cupboard doors Cupboard carcass Cupboard carcass
(RAMPED BARRELS) (RAMPED BARRELS) (RAMPED BARRELS)
2600 600 600 600 600 600 600 600 600 595
520.
2400 2400
top
shelf
235
bottom
shelf

Clifftops@Hepburn:
J02 - Prop. Joinery Elevations A
SCALE: 1:50 21.05.20
30Ø Black steel support
Fixing plate to be rebated Back of kitchen
into shelf on the underside. cabinets
600 900 600 900
void void
Abut shelf to fixed panel.

Selected Refer Elevations B
1200
100
timber shelf.
Extend cupboards Extend cupboards
up to window sill up to window sill
600
300
cupboard cupboard cupboard cupboard

Spare pillows
fixed fixed fixed fixed fixed
20
Selected timber shelf. Plywood
hanging
Affixed to wall with angled steel wall finish rail
2660
brackets rebated to the underside
1300
hanging rail
2400
1800
key & phone bench
200
fixed fixed fixed fixed fixed

20
700
580
Elevation A2.1 Elevation A2.1 Elevation A3.1
Key bench & cupboard doors Cupboard carcass Cupboard carcass
(ELEVATED BARREL) (ELEVATED BARREL) (ELEVATED BARREL)
520.
2600 600 600 600 600 600 600 600 600
top
2400 2400 235 shelf
bottom
shelf

Clifftops@Hepburn:
SCALE: 1:50 21.05.20
Aligned with stair edge
530
600 600 600
450 600 1200 450

Hardwood open shelving. Tableware
Refer finishes schedule. cupboards
cupboard cupboard cupboard Hardwood open shelving.
open open
shelf shelf Refer finishes schedule.
open open
shelf shelf
1700
1700
open open Selected timber shelf.
shelf shelf Affixed to wall with angled steel
open open brackets rebated to the underside
shelf shelf
80" TV of the shelf (Typical).
drawer drawer drawer drawer
200 100
100
100
200
drawer drawer drawer drawer
shelf shelf
100
Elevation A4
Display Shelving
(All BARRELS)
870
BATHROOM 70" wall mounted TV key &
refer to elevations C phone
320 bench
200
200
200
shelf depth sound equipment bench
800
700
400
400
Elevation A5 Elevation A6
Display Shelving & Bedroom Elevation Bedroom Elevation
(All BARRELS) (All BARRELS)

Clifftops@Hepburn:
SCALE: 1:50 21.05.20
Elliptical form shown Elliptical form shown
dashed for clarity. Refer dashed for clarity. Refer
elliptical joinery plan for Elliptical form shown elliptical joinery plan for
dashed for clarity. Refer Elliptical form shown
details. details.
elliptical joinery plan for dashed for clarity. Refer
details. elliptical joinery plan for
details.
Refer to
900 600 Elevations A
for shelving
Refer to Refer to
details.
Elevations A 30 Elevation A
for cupboard 570 for cupboard
details. details.
43mm Ø timber balustrade Plywood joinery Plywood joinery Plywood joinery
to match handrail. Evenly back & side panels. back & side panels. back & side panels.
Spaced at 124mm.
43
joinery back
43mm Ø timber
balustrade
balustrade
handrail.
1200
1000
1000
Expressed stringer.
Painted plasterboard
finish.
plywood wall
Stair bulkhead in
865
bathroom. Refer
refer Elevations C
Expressed
Expressed stringer. Expressed stringer.
stringer.
Painted plasterboard Painted plasterboard
finish. finish.
Elevation B1 Elevation B2 Elevation B2 Elevation B3 Elevation B4

Kitchen & stairs Kitchen & stairs Kitchen & stairs Kitchen & stairs Kitchen & stairs
(RAMPED BARRELS) (RAMPED BARRELS) (RAMPED BARRELS) (RAMPED BARRELS) (RAMPED BARRELS)
800 800
70 70
30 30 100 100 290 400 350 470
5 1750 5 In bench
sink
extraction unit.
110
Cooktop Moulded black
600 560 600
30
stainless steel sink
dish washer cupboard oven Black stainless
steel benchtop.
85
In bench Black stainless steel Lower height of splashback to
extraction unit. benchtop & splashback expose plywood back behind.
5
30 30
18
600
sink
570
400
Plywood joinery back,
Oval finger cutout
300
270
side & face panels.

to face panels.
5
cooktop sink Plywood carcass
85
& face panels.
bins
Benchtop Detail
Plan
285
285
bin
Moulded black
shelf stainless steel sink (Scale 1:5) Kitchen Joinery (Scale 1:20)
bench height
fixed panel pull out bin drawer

dishwasher combi-microwave oven (RAMPED BARRELS)
900
460
460

30
30
refrigerator
Clifftops@Hepburn:
100
100
Plywood kicker.
Elevation B1 J05 - Prop. Joinery Elevations B

Kitchen Joinery (Scale 1:20)
(RAMPED BARRELS)
SCALE: 1:50 21.05.20
Elliptical form shown Elliptical form shown
dashed for clarity. Refer dashed for clarity. Refer
elliptical joinery plan for Elliptical form shown elliptical joinery plan for
dashed for clarity. Refer Elliptical form shown
details. details.
elliptical joinery plan for dashed for clarity. Refer
details. elliptical joinery plan for
details.
900 600
30
570
Plywood joinery Plywood joinery Plywood joinery Plywood joinery
back & side panels. back & side panels. back & side panels. back & side panels.
300
joinery back
43mm Ø timber
handrail.
1200
900
Expressed stringer.
Painted plasterboard
finish.
Stair bulkhead in
865
bathroom. Refer
refer Elevations C
Expressed
Expressed stringer. Expressed stringer.
stringer.
Painted plasterboard Painted plasterboard
finish. finish.
Elevation B1.1 Elevation B2.1 Elevation B2.1 Elevation B3.1 Elevation B4.1
Kitchen & stairs Kitchen & stairs Kitchen & stairs Kitchen & stairs Kitchen & stairs
(ELEVATED BARREL) (ELEVATED BARREL) (ELEVATED BARREL) (ELEVATED BARREL) (ELEVATED BARREL)
800 800
100 100
3180. 5 30 880 520 1010 350 480
sink 30
600 600 600 450 300 450 In bench Moulded black
drawers
30
extraction unit. stainless steel sink
In bench extraction Black stainless steel Lower height of splashback to
85
unit behind . benchtop & splashback expose plywood back behind.
Plywood joinery back,
600
sink
570
400
270
side & face panels.

Cooktop
5
85
Oval finger cutout
285
to face panels.
Moulded black Plan
stainless steel sink Kitchen Joinery (Scale 1:20)
(ELEVATED BARREL)
oven
460

100 30

Plywood kicker.
Clifftops@Hepburn:
Elevation B1.1 J06 - Prop. Joinery Elevations B
Kitchen Joinery (Scale 1:20) ph & fx. 03 9690 4446 mob. 0439 383 900
(RAMPED BARRELS) SCALE: 1:50 21.05.20 email: robin@treearc.com.au arbv reg no. 16800
Roll ceiling & tile to window Timber faced slotted diffuser Concealed stair Concealed stair
edge. Tiles to match flooring. with shadow line. bulkhead. bulkhead.
R4 Switchable
Roll ceiling & tile
00 glass
Soft diffused to match flooring.
900
Timber lighting under. Timber faced
ceiling height
towel framed Selected large towel slotted diffuser

hook hook Soft diffused with shadow line.
mirror format hex tiles.
2400
lighting under.
400
wall taps
approx
flush
200
& spout
1720.
win.
win.
600 400
600 400
top of
basin
900
timber timber timber
match
wc bidet
height
bath bath bath
600
bath
Timber bench
Floor mounted
Elevation C1 Elevation C2 Elevation C3 950 Elevation C4 spout & mixer
Bathroom - Timber Bath Bathroom - Timber Bath Bathroom Bathroom - Timber Bath behind bath
ceiling height
Selected
1000
shower head
2400
Copper bath
Selected
shown dashed
shower taps
bath
915
900
stone
bath
540
bath
Elevation C4 Elevation C4 Elevation C3

Bathroom - Stone Bath Bathroom - Copper Bath Bathroom - Shower

Clifftops@Hepburn:
J07 - Prop. Joinery Elevations C
SCALE: 1:50 21.05.20
1560
780 780
Centre Line
Potential attachment
location vertically through
to ceiling structure
2360
Timber edge Timber edge
2000.
2000.
Perforated plywood
on side towards stairs
Timber shelf: match
width of edge
4720
Centre Line
260
Elpitical Form Elpitical Form

280
Timber shelf: match

width of edge Elevation 1:50 Elevation 1:50
(RAMPED BARREL) (ELEVATED BARREL)
Plywood joinery
back & side panels.
rear of bench
1200
600
600
2360
100
100
Timber shelf: match Shelves located Shelves located
Potential width of edge Timber edge Timber edge
attachment 1560 in inner space, 1560 in inner space,
flush with edge flush with edge
locations
Upper FFL Rear (south-side)
(Step 14) of bench. Elpitical Form Elpitical Form
260
Plywood wall flush with rear Plan 1:50 Plan 1:50

Elpitical Form
Step 13 (south-side) of bench. (RAMPED BARREL) (ELEVATED BARREL)

Elevation Detail 1:20
Potential attachment
locations
Centre Line
Step 12
(ALL BARRELS)
430.

Step 11
Timber shelf: match
width of edge Proposed accommodation units:
0
Clifftops@Hepburn:
12
Step 10 Ensure clearance CA3 Yendon No 2 Road, Buninyong, VIC.

to handrail. Potential attachment
locations
J08 - Prop. Joinery Elliptical Form
ph & fx. 03 9690 4446 mob. 0439 383 900
SCALE: VARIES 21.05.20 email: robin@treearc.com.au arbv reg no. 16800
AGREEMENT TO LEASE
Lawyers
Collins Square, Tower Two
Level 25, 727 Collins Street
Melbourne VIC 3008
Australia
Telephone 61 3 9258 3555

Facsimile 61 3 9258 3666
info@maddocks.com.au
www.maddocks.com.au
DX 259 Melbourne
Agreement to Lease
Premises: [Insert address]
Penman Family Investments Pty Ltd as trustee for The Penman Unit Trust
ACN 602 137 440
(Lessor)
and
[insert Tenant details]

(Lessee)
Interstate offices
Canberra Sydney
Affiliated offices around the world through the
[8188679: 27016514_1] Advoc network - www.advoc.com
Contents
Schedule ..................................................................................................................................................1
1. Definitions ................................................................................................................................2
2. Conditions precedent .............................................................................................................4

2.1 Statement of conditions precedent ............................................................................4
2.2 Termination of Agreement .........................................................................................5
3. Deposit .....................................................................................................................................5
4. Landlord's Works ....................................................................................................................5

4.1 Building Contract .......................................................................................................5
4.2 Construction ...............................................................................................................5
4.3 Completion of Landlord’s Works ................................................................................5
4.4 Defective Work ..........................................................................................................5
4.5 Warranties..................................................................................................................6
4.6 Changes to Building Contract and Plans and Specifications ....................................6
4.7 Dispute .......................................................................................................................6
4.8 Post-Commencement Date Construction ..................................................................6
4.9 Marketing materials ...................................................................................................7
4.10 Natural Products and Other Finishes ........................................................................7
4.11 Delays in Landlord's Works .......................................................................................7
4.12 Termination of Agreement .........................................................................................8
4.13 Delay caused by Tenant ............................................................................................8
4.14 Variations requested by Tenant .................................................................................8
5. Adjustment of Outgoings .......................................................................................................9
6. Landlord’s Works Payments ..................................................................................................9
7. Interest .....................................................................................................................................9
8. Release and indemnity ........................................................................................................ 10

8.1 Release ................................................................................................................... 10
8.2 Indemnity ................................................................................................................ 10
9. Assignment and sub-letting ................................................................................................ 10
9.1 No Assignment or sub-letting.................................................................................. 10
9.2 Change in shareholding .......................................................................................... 10
10. No caveat .............................................................................................................................. 11
10.1 Not lodge caveat ..................................................................................................... 11
10.2 Removal of caveat .................................................................................................. 11
11. Lease of Premises ................................................................................................................ 11
11.1 Execution of Lease ................................................................................................. 11
11.2 Authority to complete Lease ................................................................................... 11
11.3 Payment of Rent ..................................................................................................... 11
11.4 Lease binding on the parties................................................................................... 11
11.5 Execution of Sublease ............................................................................................ 11
11.6 Authority to complete Sublease .............................................................................. 11
11.7 Sublease binding on the parties ............................................................................. 12
11.8 Mortgagee Consent ................................................................................................ 12
11.9 Registration of Lease .............................................................................................. 12
[8188679: 27016514_1] page i

12. Costs and stamp duty .......................................................................................................... 12
12.1 The Tenant must pay to the Landlord within 7 days of demand:............................ 12
12.2 The Landlord must provide the Tenant with all information and do all things as may
be reasonably required by the Tenant or by the Commissioner of State Revenue to
comply with the prevailing stamp duty rulings in relation to the assessment and
payment of duty on the granting of the Lease under this Agreement as
contemplated under the Duties Act 2000 (Vic). ...................................................... 12
12.3 The Tenant acknowledges and agrees that: .......................................................... 12
13. Default by Tenant ................................................................................................................. 13
14. GST ........................................................................................................................................ 13

14.1 Definitions ............................................................................................................... 13
14.2 GST exclusive ......................................................................................................... 13
14.3 Increase in consideration ........................................................................................ 13
14.4 Payment of GST ..................................................................................................... 14
14.5 Tax invoice .............................................................................................................. 14
14.6 Reimbursements ..................................................................................................... 14
14.7 Adjustment events .................................................................................................. 14
15. Guarantor .............................................................................................................................. 14
15.1 Liability of Guarantor ............................................................................................... 14
15.2 Extension of Liability ............................................................................................... 14
15.3 Sale of Premises ..................................................................................................... 15
16. Trust ...................................................................................................................................... 15
17. No Warranties ....................................................................................................................... 15
18. General .................................................................................................................................. 15

18.1 Notices .................................................................................................................... 15
18.2 Entire understanding ............................................................................................... 16
18.3 Waiver ..................................................................................................................... 16
19. Interpretation ........................................................................................................................ 16
19.1 Governing law and jurisdiction ................................................................................ 16
19.2 Persons ................................................................................................................... 16
19.3 Joint and several ..................................................................................................... 16
19.4 Legislation ............................................................................................................... 16
19.5 Clauses and headings ............................................................................................ 16
19.6 Severance ............................................................................................................... 16
19.7 No Relationship ...................................................................................................... 17
19.8 Number and gender ................................................................................................ 17
19.9 Electronic Execution ............................................................................................... 17
20. Trustee Limitation of Liability ............................................................................................. 17
Attachment 1 ...........................................................................................................................................1
Plan of the Premises .................................................................................................................1
Attachment 2 ...........................................................................................................................................2
Landlord's Works.......................................................................................................................2
Attachment 3 ...........................................................................................................................................4
Lease 4
Attachment 4 ...........................................................................................................................................6
Sub Lease .................................................................................................................................6
[8188679: 27016514_1] page ii

[8188679: 27016514_1] page iii
Schedule
1. Date of this Agreement: The day of
(Clause 1)
2. Landlord: Penman Family Investments Pty Ltd as trustee for

(Clause 1) The Penman Unit Trust ACN 602 137 440
of 133 Sunraysia Drive, Mitchell Park VIC 3355
3. Tenant: ## of ##
(Clause 1)
4. Guarantor: ##Name of guarantor(s) or 'Not applicable'

(Clauses 1 & 15)
5. Land: Whole of the land contained in Certificate of Title

(Clause 1) Volume 1755 Folio 965 being Crown allotment 3,
Section 21, Parish of Buninyong .
6. Premises: The Premises shown on the plan attached to this

(Clause 1) Agreement as Attachment 1 being the land known
as [insert address] being part of the land in
certificate of title volume 1755 folio 965
7. Permitted Use: Residential accommodation

(Clause 1)
8. Condition Precedent Date: The day of

(Clauses 1 & 2)
9. Sunset Date: The day of

(Clauses 1 & 4.12)
10. Deposit The amount of $[insert] payable on or before the

date of this Agreement. [10% of total price
payable]
11. Landlord’s Works Payment - $ [insert amount] on or before the date of

this Agreement [5% of Building Contract
Price or other amount payable by way of
deposit under the Building Contract]
- $ [insert amount] on completion of the Base

Stage [10% of Building Contract Price or
other amount payable by way of deposit
under the Building Contract]
- $ [insert amount] on completion of the

Frame Stage [15% of Building Contract
- $ [insert amount] on completion of the

Lockup Stage [35% of Building Contract
[8188679: 27016514_1]
- $ [insert amount] on completion of the Fixing

Stage [25% of Building Contract Price or
- $ [insert amount] on issue of Occupancy

Permit [10% of Building Contract Price or
[Maddocks note: payment amounts to reflect

the corresponding payment obligations under
the Building Contract/]
[8188679: 27016514_1] page 2

Agreement to Lease
The Landlord is the Landlord of the Land and proposes carrying out the Landlord's Works.
Upon completion of the Landlord's Works, the Landlord and the Tenant have agreed to enter into the
Lease of the Premises.
The Guarantor guarantees the obligations of the Tenant on the terms specified in the guarantee
provisions of this Agreement. [delete if no Guarantor]
This Lease is executed as a deed on the day of
Executed as a deed by the affixing of the Common )

Seal of Penman Family Investments Pty Ltd ACN )
602 137 440 in accordance with s 127(2) and s 127(3) )
of the Corporations Act 2001 in the presence of:
............................................................................ ............................................................................
Signature of Director Signature of Director/Company Secretary
............................................................................ ............................................................................
Print full name Print full name
##insert 'tenant' sealing clause
##insert 'guarantor(s)' sealing clause
[CONST: 11988505_1] page 1

1. Definitions
In this Agreement, unless expressed or implied to the contrary:
Authority means any government or any public, statutory, governmental, semi-

governmental, local governmental, municipal or judicial body, entity or authority and includes
a Minister of the Crown in any right, and any person, body entity or authority exercising a
power pursuant to an Act of Parliament.
Base Stage has the same meaning as in the Building Contract.
Builder means the building practitioner with whom the Landlord enters into the Building
Contract or such other building practitioner as the Landlord may nominate from time to time.
Building Contract means the building contract under which the Builder will construct the
Landlord’s Works.
Claim means any and all claims, actions, disputes, differences, demands, proceedings,
accounts, interest, costs whether or not the subject of a court order, loss, expenses and
debts or liabilities of any kind, including those which are prospective or contingent and those
the amount of which is not ascertained, of whatever nature and however arising.
Commencement Date means the commencement date of the Lease which will be the date
being 14 days after the Landlord serves a copy of the Occupancy Permit on the Tenant.
Condition Precedent Date means the date specified in Item 8.
Deposit means the amount specified in Item 10.
Development Approvals means permits, consents and approvals required to carry out the
Landlord's Works, including the Planning Permit.
Fixing Stage has the same meaning as in the Building Contract.
Frame Stage has the same meaning as in the Building Contract.
GST means GST within the meaning of the GST Law and includes penalties and interest. If
under or in relation to the National Taxation Reform (Consequential Provisions) Act 2000
(Vic) or a direction given under section 6 of that Act, the supplier makes voluntary or notional
payments, the definition of GST includes those voluntary or notional payments and
expressions containing the term 'GST' have a corresponding expanded meaning.
GST Law has the meaning given to that expression in the A New Tax System (Goods and
Services Tax) Act 1999 (Cth) and associated legislation or any amendment or replacement
of that Act or legislation.
Guarantor means the party (if any) named in Item 4.
Insolvency Event means in relation to a person, any of the following:
(a) the person, being an individual, commits an act of bankruptcy;
(b) the person becomes insolvent;
(c) the person assigns any of its property for the benefit of creditors or any class of
them;
[CONST: 11988505_1] page 2

(d) a receiver, receiver and manager, administrator, controller, provisional liquidator or
liquidator is appointed to the person or the person enters into a scheme of
arrangement with its creditors or is wound up;
(e) the holder of a Security Interest takes any step towards taking possession of or
takes possession of any assets of the person or exercises any power of sale;
(f) a judgment or order is made against the person in an amount exceeding $10,000
(or the equivalent in any other currency) and that judgment or order is not satisfied,
quashed or stayed within 20 Business Days after being made;
(g) the person, being a corporation, is deregistered with the Australian Securities and
Investments Commission;
(h) any step is taken to do anything listed in the above paragraphs; and
(i) any event that is analogous or has a substantially similar effect to any of the events
specified in this definition in any jurisdiction.
Item means an item in the Schedule.
Land means the land specified in Item 5.
Landlord means the party named in Item 2 and includes the Landlord's successors and
assigns and where it is consistent with the context, includes the Landlord's employees and
agents.
Landlord's Works means the works to be undertaken by or on behalf of the Landlord

generally in accordance with the Plans and Specifications in Attachment 2 and includes all
associated works required by the Landlord in its discretion for the purposes of providing
access to and amenity for the Premises.
Landlord’s Works Payments means the payments to be made by the Tenant to the
Landlord in accordance with clause 6 for the carrying out by the Landlord of the Landlord’s
Works, being the payments detailed in Item 11.
Lease means the lease attached to this Agreement in Attachment 3.
Lockup Stage has the same meaning as in the Building Contract.
Occupancy Permit means an occupancy permit issued under the Building Act 1993 (Vic) for
the Premises.
Outgoings means all rates, taxes, assessments, fees and other outgoings and includes land
tax, levies, fire insurance premiums or insurance premiums or other expenses levied in
respect of the Premises.
Permitted Use means the use specified in Item 7.
Premises means the premises described in Item 6.
Planning Permit means any planning permit or other authorisation under the Ballarat
Planning Scheme or the Planning and Environment Act 1987 (Vic) required to use or
develop the Land for the Permitted Use.
Plans and Specifications means the floor plans and elevations in the list of specifications
and inclusions in Attachment 2, as may be varied by the Landlord in accordance with this
Agreement.
[CONST: 11988505_1] page 3

Schedule means the schedule at the front of this Agreement.
Security Interest means:
(a) any mortgage, pledge, lien, charge or other preferential right, trust arrangement,
agreement or arrangement of any kind given or created by way of security,
including a security interest (as defined in the Personal Property Securities Act
2009); and
(b) any agreement to create or grant any arrangement described in paragraph (a).
Sublease means the sublease to be granted by the Tenant to the Subtenant on the
Commencement Date attached to this Agreement in Attachment 4.
Sunset Date means the date specified in Item 9.
Subtenant means Clifftop At Hepburn Pty Ltd ACN 605 839 549.
Tenant means the party named in Item 3 and includes the Tenant's successors and assigns
and where it is consistent with the context, includes the Tenant's employees, agents, invitees
and persons the Tenant allows on the Land.
Tenant Rights means:
(a) claiming compensation;
(b) terminating or purporting to terminate;
(c) calling on the Landlord to amend title or to bear any cost of doing so;
(d) delaying the Commencement Date;
(e) avoiding any of its obligations; or
(f) making any other Claim,
under this Agreement.
Subject to this Agreement, terms capitalised in this Agreement which are defined in the
Lease shall otherwise bear the meaning ascribed to each term respectively in the Lease.
2. Conditions precedent
2.1 Statement of conditions precedent
This Agreement is conditional upon:
2.1.1 the Landlord becoming the registered proprietor of the Land; and
2.1.2 the Landlord obtaining all Development Approvals,
by the Condition Precedent Date.
[CONST: 11988505_1] page 4

2.2 Termination of Agreement
If either of the conditions precedent specified in clause 2.1 have not been satisfied by the
Condition Precedent Date, then the Landlord may terminate this Agreement by notice to the
Tenant within 30 days after the Condition Precedent Date. Upon such a termination, the
Tenant releases the Landlord from any claims for costs, damages, losses, compensation or
expenses whatsoever in connection with this Agreement.
3. Deposit
The Deposit must be paid to the Landlord on the date of this Agreement.
4. Landlord's Works
4.1 Building Contract
The Tenant acknowledges that:
4.1.1 the Landlord is not and will not be the Builder of the Landlord’s Works;
4.1.2 the Landlord’s Works will be constructed under the Building Contract and subject to
special condition 4.6 the construction of the Landlord’s Works will be generally in
accordance with the Plans and Specifications; and
4.1.3 this Agreement is not a major domestic building contract for the purposes of the
Domestic Building Contracts Act 1995 (Vic).
4.2 Construction
The Landlord has entered into, or intends to enter into, the Building Contract.
4.3 Completion of Landlord’s Works
The issuing of the Occupancy Permit is conclusive evidence that the Landlord’s Works are
completed.
4.4 Defective Work
4.4.1 The Landlord must require the Builder to make good defects in materials or
workmanship notified in writing by the Tenant to the Landlord within 90 days after
the Commencement Date.
4.4.2 Without limiting special condition 4.4.1, the Landlord warrants that it will notify the
Builder of any defects in materials or workmanship in the construction of the
Landlord’s Works, of which the Tenant gives written notice to the Landlord within
90 days after the Commencement Date, and will require the Builder to repair the
defects in materials or workmanship in the construction of the Landlord’s Works in
a proper and workmanlike manner at the Builder's expense as soon as practicable
after written notice is given.
4.4.3 After the Commencement Date, the Tenant must provide access to the Premises to
the Builder, Landlord or their nominees for the purposes of attending to rectification
works during the hours of 9am to 5pm on Business Days, or at such other times as
the Builder or Landlord may nominate in their absolute and unfettered discretion.
[CONST: 11988505_1] page 5

4.5 Warranties
4.5.1 The Landlord assigns to the Tenant on the Commencement Date all the building
warranties granted to the Landlord under the Building Contract which are capable
of assignment in relation to the construction of the Landlord’s Works.
4.5.2 To the extent that the Landlord is entitled to do so, the Landlord assigns, or will
procure the Builder to assign, to the Tenant on the Commencement Date the
benefit of any manufacturers' warranties given in favour of the Landlord or the
Builder in respect of any chattels included in the Landlord’s Works.
4.6 Changes to Building Contract and Plans and Specifications
4.6.1 The Tenant acknowledges and agrees that the Landlord may authorise variations
or alterations to the Building Contract, and/or the Plans and Specifications by
changing the construction details (for example: façade, specifications or service
provisions), appliances, fixtures, fittings and finishes described in the Plans and
Specifications from time to time in any manner the Landlord or the Builder, acting
reasonably, considers necessary or desirable (including by substituting any of the
appliances, fixtures, fittings and finishes specified in the Plans and Specifications
with other appliances, fixtures, fittings and finishes of a similar standard or quality)
to:
(a) comply with any desires, requirements or recommendations of an Authority;
(b) enable the proper construction of the Landlord’s Works; or
(c) facilitate the efficient and cost effective construction of the Landlord’s Works
(as the Landlord considers necessary or desirable).
4.6.2 The Tenant acknowledges and agrees that if the Landlord varies or alters the
Plans and Specifications as contemplated by special condition 4.6.1, the Landlord
is not obliged to inform the Tenant of it and the Tenant must not exercise the
Tenant Rights in relation to any matter referred to in this special condition 4.6.
4.7 Dispute
If any dispute arises as to any matter referred to in this special condition 4 and in particular,
the quality or standard of finish of the Landlord’s Works, the Tenant must not delay or
postpone the Commencement Date or request or demand the holding back or retention of
any part of the Landlord’s Works Payments as security for the satisfactory completion of the
Landlord’s Works or exercise any other Tenant Rights.
4.8 Post-Commencement Date Construction
If the Landlord’s Works have not been completed on the Commencement Date, the Tenant
must
4.8.1 not at any time after the Commencement Date:
(a) object to the carrying out of the Landlord’s Works by the Builder or by any
other party;
(b) object to the dust, noise or other discomforts that may arise during the
course of completion of the Landlord’s Works;
[CONST: 11988505_1] page 6

(c) institute or prosecute any action or proceeding for injunctions or damages
arising out of or connected with the completion of the Landlord’s Works by
the Builder; or
(d) exercise the Tenant Rights against the Landlord or make any Claim against
the Builder or any other person in relation to any nuisance, dust, noise or
other inconvenience associated with any ongoing Landlord’s Works
conducted in or around the Premises after the Commencement Date; and
4.8.2 provide access to the Premises to the Builder and the Landlord or their nominees
after the Commencement Date for the purpose of completing the Landlord’s Works.
4.9 Marketing materials
The Tenant acknowledges and agrees that any drawings, mock ups, displays or other
material depicting the Landlord’s Works contained in any display suite or marketing material
provided to or inspected by the Tenant prior to the date of this deed is intended only as an
indicative representation of finishes, fittings, fixtures (and the like) forming part of the
Landlord’s Works generally, and the Tenant acknowledges that:
4.9.1 the Tenant has not relied on its inspection of that display unit or other marketing
material in entering into this deed, but has relied on its review of the Plans and
Specifications; and
4.9.2 to the extent of any inconsistency between the finishes or other details in the
display unit or other marketing material and the Plans and Specifications, the Plans
and Specifications prevail.
4.10 Natural Products and Other Finishes
4.10.1 The Tenant acknowledges and agrees that materials may be used in the
construction of the Landlord’s Works, particularly in the finishes and fittings, that
may:
(a) comprise natural products, such as stone, timber and the like;
(b) exhibit variations in the shade, colour, texture, surface, finish, markings or
the like that contain natural fissures, lines, indentations or the like, and may
fade or change colour over time;
(c) expand, contract, or distort over time as a result of exposure to heat, cold,
weather, or the like;
(d) mark or stain if exposed to certain substances;
(e) be damaged or disfigured by impact or scratching or other means; and
(f) be subject to shade variations and manufacture batching for example: in

carpet, tiles and other finishes.
4.10.2 The Tenant must not exercise the Tenant Rights because of any of the
occurrences in special condition 4.10.1.
4.11 Delays in Landlord's Works
If the Landlord's Works are delayed by any of the following:
[CONST: 11988505_1] page 7

4.11.1 weather sufficiently inclement to prevent the Landlord from proceeding with the
Landlord's Works;
4.11.2 any prohibition or embargo imposed by any legislation or regulation or delay of any
authority giving its approval to the Landlord's Works;
4.11.3 any disputes between employers and employees or a strike or lockout affecting any
of the trades employed in carrying out the Landlord's Works;
4.11.4 any temporary or permanent unavailability of any required material or service for
the Landlord's Works;
4.11.5 any proceedings taken or threatened by any person in connection with the
Landlord's Works;
4.11.6 any variations to the Landlord's Works requested by the Tenant and agreed to by
the Landlord; or
4.11.7 any other matter, cause or thing beyond the control of the Landlord,
the Landlord may by written notice to the Tenant, within 30 days of the occurrence of any of
the events specified above, defer the Sunset Date by a period not exceeding the duration of
the event.
4.12 Termination of Agreement
4.12.1 If, due to an event referred to in clause 4.11, an Occupancy Permit has not issued
for the Landlord's Works by the Sunset Date, then either party may terminate this
Agreement by notice to the other party at any time prior to the issue of an
Occupancy Permit for the Landlord's Works. Subject to clause 4.12.2, upon such a
termination, the Tenant releases the Landlord from any claims for costs, damages,
losses, compensation or expenses whatsoever in connection with this Agreement.
4.12.2 If this Agreement is terminated in accordance with clause 4.12.1, the Tenant will be
repaid the Deposit and all Landlord’s Works Payments paid by the Tenant to the
Landlord under this Agreement.
4.13 Delay caused by Tenant
Despite clause 4.12, if any part of the Landlord's Works is delayed by any act of or default by
the Tenant or other cause attributable, whether directly or indirectly, to the Tenant and such
delay results in the inability of the Landlord to complete the Landlord's Works by the Sunset
Date, the Tenant agrees that it shall upon demand being made by the Landlord pay to the
Landlord such rent and other payments more particularly specified as are required to be paid
by the Tenant to the Landlord under the Lease commencing from the date that would have
been the Commencement Date but for such delays.
4.14 Variations requested by Tenant
If the Tenant requires any modifications to any of the Landlord's Works, and the Landlord
agrees with the Tenant in its absolute discretion that it can accommodate such modifications,
the Tenant agrees that it will pay all costs of and incidental to the effecting of such
modifications including, but not limited to, the reasonable costs of the Landlord's consultants
in overseeing such modifications. If the Landlord agrees to any modifications to any of the
Landlord's Works it may do so subject to such conditions as it may in its absolute discretion
determine.
[CONST: 11988505_1] page 8

5. Adjustment of Outgoings
5.1 All Outgoings payable in respect of the Premises must be adjusted between the Landlord
and the Tenant on the Commencement Date.
5.2 If the Premises is not separately assessed in respect of the Outgoings, then the portion of
any Outgoings to be adjusted between the Landlord and the Tenant is either:
5.2.1 on the basis that the amount to be apportioned between them is the proportion of
the Outgoing equal to the proportion which the surface area of the Premises bears
to the surface area of the Land which is subject to the assessment; or
5.2.2 on such other basis,
as the Landlord may reasonably direct the Tenant on the Commencement Date.
6. Landlord’s Works Payments
6.1 The Landlord will provide the Tenant with each notice served by the Builder under the
Building Contract confirming that the Landlord’s Works have been completed to:
6.1.1 Base Stage;
6.1.2 Frame Stage;
6.1.3 Lockup Stage;
6.1.4 Fixing Stage.
6.2 Within 14 days after receiving a copy of a notice from the Landlord in accordance with
clause 6.1, the Tenant must pay to the Landlord the Landlord’s Works Payment payable in
respect of the achievement of the relevant stage as detailed in Item 11 of the Schedule.
6.3 The Landlord will provide the Tenant with a copy of the Occupancy Permit when issued.
Within 14 days of receiving a copy of the Occupancy Permit, the Tenant must pay to the
Landlord the Landlord’s Works Payment payable in respect to the achievement of the
Occupancy Permit as detailed in Item 11 of the Schedule.
6.4 The delivery of a notice by the Landlord to the Tenant in accordance with clause 6.1 or 6.3
(as applicable) is conclusive evidence that the relevant stage of the Landlord’s Works has
been completed and the relevant portion of the Landlord’s Works Payment is due and
payable. The Tenant must not dispute that the relevant stage of the Landlord’s Works has
been completed or that the relevant portion of the Landlord’s Works Payment is due and
Payable or exercise any other Tenant Rights.
7. Interest
If the Tenant fails to pay the Landlord’s Works Payment on the due date for payment then
interest shall be payable on any amount unpaid at a rate of 4% per annum plus the rate for
the time being fixed by section 2 of the Penalty Interest Rates Act 1983 from the date that
the payment was due until the outstanding amount is paid in full.
[CONST: 11988505_1] page 9

8. Release and indemnity
8.1 Release
The Tenant releases the Landlord from all claims resulting from any damage, loss, death or
injury in connection with the Land and the carrying out of the Landlord's Works.
8.2 Indemnity
The Tenant indemnifies and holds harmless the Landlord against all claims resulting from
any damage, loss, death or injury in connection with the Land or any loss or damage
suffered by the Landlord occurring as a result of:
8.2.1 any act or default by the Tenant, including the misuse of any plant or equipment;
8.2.2 any industrial dispute or disruption caused or contributed to by the Tenant; or
8.2.3 any other breach by the Tenant under this Agreement,
except to the extent that any damage, loss, death or injury is caused or contributed to by the
negligence of the Landlord.
9. Assignment and sub-letting
9.1 No Assignment or sub-letting
The Tenant must not assign or purport to assign any of its rights or obligations under this
Agreement without the prior written consent of the Landlord which consent will not be
unreasonably withheld where the Tenant:
9.1.1 requests the Landlord in writing to consent to the assignment of this Agreement to
a new tenant;
9.1.2 provides to the Landlord the name and address of the new tenant and proves to
the Landlord’s reasonable satisfaction that the new tenant is solvent and able to
comply with its obligations under this Agreement and the Lease; and
9.1.3 delivers to the Landlord a covenant in favour of the Landlord from the new tenant,
for the performance of the new tenant of the covenants and obligations contained
in this Agreement from the date of assignment.
9.2 Change in shareholding
The Tenant must seek the Landlord's prior written consent where the Tenant is a corporation
(other than a corporation listed on any stock exchange in Australia) and it intends to effect a
change in the control of the corporation as existed at the date of entering into this Agreement
(whether occurring at the one time or through a series or succession of issues or transfers),
or a change in the holding of more than one-half of the issued share capital, either
beneficially or otherwise.
[CONST: 11988505_1] page 10

10. No caveat
10.1 Not lodge caveat
The Tenant must not lodge a caveat on the title to the Land.
10.2 Removal of caveat
If the Tenant lodges a caveat on the title to the Land, the Tenant appoints the Landlord as its
attorney to do everything necessary to remove the caveat including executing and
registering a withdrawal of caveat and the Tenant must reimburse to the Landlord any costs
incurred by the Landlord in exercising its rights under this clause.
11. Lease of Premises
11.1 Execution of Lease
The Tenant and any Guarantor must sign and return the Lease to the Landlord at the time of
signing this Agreement. As soon as reasonably practicable after receiving the Lease the
Landlord must execute the Lease, which will then be held in escrow by the Landlord until the
Commencement Date has been determined.
11.2 Authority to complete Lease
Once the Commencement Date has been determined, the Lease will be released from
escrow and the Tenant authorises the Landlord to complete the Lease by insertion of:
11.2.1 the Commencement Date; and
11.2.2 any other relevant details necessary to complete the Lease including affixing any
plans to the Lease.
11.3 Payment of Rent
The Tenant must pay to the Landlord on or before the Commencement Date the rent
payable in accordance with clause 3.1 of the Lease.
11.4 Lease binding on the parties
On and from the Commencement Date, even if the Lease is not executed by the parties to
this Agreement, the Lease will be deemed to have commenced and the terms of the Lease
are binding as if the Lease had been executed by the Landlord, the Tenant and the
Guarantor.
11.5 Execution of Sublease
The Tenant must sign and return the Sublease to the Landlord at the time of signing this
Agreement. As soon as reasonably practicable after receiving the Sublease the Landlord
must procure the Subtenant to execute the Sublease, which will then be held in escrow by
the Landlord until the Commencement Date has been determined.
11.6 Authority to complete Sublease
Once the Commencement Date has been determined the Sublease will be released from
escrow and the Tenant authorises the Landlord to complete the Sublease by insertion of:
[CONST: 11988505_1] page 11

11.6.1 the Commencement Date; and
11.6.2 any other relevant details necessary to complete the Sublease including affixing
any plans to the Sublease.
11.7 Sublease binding on the parties
On and from the Commencement Date, even if the Sublease is not executed by the parties
to the Sublease, the Sublease will be deemed to have commenced and the terms of the
Sublease are binding as if the Sublease had been executed by the Tenant and the
Subtenant.
11.8 Mortgagee Consent
The Landlord must provide to the Tenant on the Commencement Date, a consent to the
Lease by any mortgagee or other encumbrancee over the Land.
11.9 Registration of Lease
If requested in writing by the Tenant, and where permitted under the Transfer of Land Act
1958 (Vic), the Landlord agrees to:
11.9.1 prepare the Lease in registerable form to enable the registration of the Lease on
the title to the Land in accordance with the Transfer of Land Act 1958 (Vic); and
11.9.2 execute all documents and take all actions necessary to enable the Tenant to
register the Lease over the title to the Land.
[Maddocks note: given the long term nature of the Lease, a purchaser and/or its
financier may wish to register the Lease on title.]
12. Costs and stamp duty
12.1 The Tenant must pay to the Landlord within 7 days of demand:
12.1.1 the Landlord's costs (including charges on a solicitor-own client basis) incurred as
a result of a breach of this Agreement by the Tenant; and
12.1.2 the Landlord's costs (including charges on a solicitor-own client basis) in relation to
the exercise or attempted exercise of any right, power, privilege, authority or
remedy of the Landlord under or by virtue of this Agreement.
12.2 The Landlord must provide the Tenant with all information and do all things as may be
reasonably required by the Tenant or by the Commissioner of State Revenue to comply with
the prevailing stamp duty rulings in relation to the assessment and payment of duty on the
granting of the Lease under this Agreement as contemplated under the Duties Act 2000
(Vic).
12.3 The Tenant acknowledges and agrees that:
12.3.1 neither the Landlord nor anyone acting on its behalf has made any warranty to the
Tenant as to the stamp duty payable by the Tenant in connection with the grant of
the Lease and that the Tenant has made its own enquiries and investigations;
12.3.2 it is liable to pay any amount of duty assessed by the State Revenue Office; and
[CONST: 11988505_1] page 12

12.3.3 it must not exercise the Tenant Rights because of the amount of stamp duty
assessed.
13. Default by Tenant
If:
13.1.1 an Insolvency Event occurs in relation to the Tenant or any Guarantor; or.
13.1.2 the Tenant does not remedy any breach of this Agreement within 14 days of
receiving written notice from the Landlord
the Landlord may, without prejudice to any other rights or remedies of the Landlord,
terminate this Agreement by written notice to the Tenant and:
13.1.3 the Landlord will not be obliged to grant the Lease to the Tenant; and
13.1.4 the Tenant will pay to the Landlord damages of whatever kind or nature arising
directly or indirectly from the default of the Tenant.
The determination of this Agreement will be without prejudice to the obligations of the Tenant
to pay to the Landlord any money which has become due and owing by the Tenant as at the
date of determination whether such money has then been quantified or not.
[Maddocks note: consideration is required regarding what amount (if any) of the
Landlord’s Works Payments paid by the Tenant are repayable in the event of
termination for breach. Will the Tenant be entitled to be repaid any Landlord’s Works
Payments paid by the Tenant less any costs incurred by the Landlord as a
consequence of the default? If this was a standard off the plan contract, no Landlord’s
Works Payments would have been paid by the Tenant.
We assume the full 10% deposit should be forfeited.]
14. GST
14.1 Definitions
In this clause:
14.1.1 words and expressions that are not defined in this Agreement but which have a
defined meaning in the GST Law have the same meaning as in the GST Law;
14.1.2 GST Law has the meaning given to that term in the A New Tax System (Goods and
Services Tax) Act 1999.
14.2 GST exclusive
Except as otherwise provided by this Agreement, all consideration payable under this
Agreement in relation to any supply is exclusive of GST.
14.3 Increase in consideration
If GST is payable in respect of any supply made by a supplier under this Agreement (GST
Amount), the recipient will pay to the supplier an amount equal to the GST payable on the
supply.
[CONST: 11988505_1] page 13

14.4 Payment of GST
Subject to clause 14.5 the recipient will pay the GST Amount at the same time and in the
same manner as the consideration for the supply is to be provided under this Agreement.
14.5 Tax invoice
The supplier must provide a tax invoice to the recipient before the supplier will be entitled to
payment of the GST Amount under clause 14.4.
14.6 Reimbursements
If this Agreement requires a party to reimburse an expense or outgoing of another party, the
amount to be paid or reimbursed by the first party will be the sum of:
14.6.1 the amount of the expense or outgoing less any input tax credits in respect of the
expense or outgoing to which the other party is entitled; and
14.6.2 if the payment or reimbursement is subject to GST, an amount equal to that GST.
14.7 Adjustment events
If an adjustment event occurs in relation to a taxable supply under this Agreement:
14.7.1 the supplier must provide an adjustment note to the recipient within 7 days of
becoming aware of the adjustment; and
14.7.2 any payment necessary to give effect to the adjustment must be made within 7
days after the date of receipt of the adjustment note.
15. Guarantor
15.1 Liability of Guarantor
In consideration of the Landlord granting this Agreement to the Tenant at the Guarantor's
request, the Guarantor:
15.1.1 guarantees that the Tenant will strictly observe and perform its obligations under
this Agreement;
15.1.2 must pay on demand an amount which the Landlord is entitled to recover from the
Tenant and for any money for any loss suffered by the Landlord due to a breach of
this Agreement by the Tenant; and
15.1.3 indemnifies the Landlord against all loss suffered by the Landlord as a result of the
Landlord having entered into this Agreement including as a result of a breach of
this Agreement by the Tenant or this Agreement being unenforceable against the
Tenant.
15.2 Extension of Liability
The Guarantor is liable even if:
15.2.1 the Landlord grants to the Tenant or a Guarantor any indulgence or extension of
time;
15.2.2 this Agreement is assigned, varied or ends for any reason;
[CONST: 11988505_1] page 14

15.2.3 any Guarantor does not sign this Agreement; or
15.2.4 the Landlord decides not to sue the Tenant or any other Guarantor.
15.3 Sale of Premises
If the Landlord sells the Premises (or any land or building which includes the Premises) the
Landlord may assign the benefit of the Guarantor's obligations.
16. Trust
If the Tenant is buying the Property as trustee of a trust (Trust) then the Tenant:
16.1.1 must not do anything to prejudice any right of indemnity the Tenant may have
under the Trust;
16.1.2 warrants that the Tenant has power under the Trust to enter into this Agreement;
16.1.3 is personally liable under this Agreement;
16.1.4 warrants that the Tenant has a right of indemnity under the Trust; and
16.1.5 must not allow the variation of the Trust or the advance or distribution of capital of
the Trust or resettlement of any property belonging to the Trust.
17. No Warranties
The Tenant acknowledges that it:
17.1.1 has made all the enquiries with Authorities that a prudent and careful person would
make before entering into this Agreement;
17.1.2 enters into this Agreement on the basis of its inspection and the enquiries it has
carried out, and relying on its own judgment; and
17.1.3 has not relied, and does not rely, on any representation or warranty of any nature
made by or on behalf of the Landlord, the Landlord's solicitor or the Landlord's
Agent other than those expressly set out in this Agreement.
18. General
18.1 Notices
Any notice required to be served under this Agreement must be in writing and must be
served by post, email or hand delivered to:
18.1.1 the Tenant at its address set out in this Agreement, the Tenant's registered office
address or the last known address of the Tenant; and
18.1.2 the Landlord at its address set out in this Agreement or any other address notified
in writing to the Tenant by the Landlord.
[CONST: 11988505_1] page 15

Any document served or sent by email is taken to have been served at the time of receipt
within the meaning of section 13A of the Electronic Transactions (Vic) Act 2000.
18.2 Entire understanding
This Agreement contains the entire understanding between the parties as to the subject
matter contained in it. All previous agreements, representations, warranties, explanations
and commitments, expressed or implied, affecting this subject matter are superseded by this
Agreement and have no effect.
18.3 Waiver
If the Landlord does not exercise or delays exercising any of the Landlord's rights under this
Agreement, it will not be a waiver of the breach of this Agreement by the Tenant or of the
Landlord's rights under this Agreement.
19. Interpretation
19.1 Governing law and jurisdiction
This Agreement is governed by and is to be construed in accordance with the laws of

Victoria. Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction
of the Courts of Victoria and waives any right to object to proceedings being brought in those
Courts.
19.2 Persons
In this Agreement, a reference to a person includes a firm, partnership, association,

corporation or other corporate body.
19.3 Joint and several
If a party consists of more than one person, this Agreement binds them jointly and each of
them severally.
19.4 Legislation
In this Agreement, a reference to a statute includes regulations under it and consolidations,

amendments, re-enactments or replacements of any of them.
19.5 Clauses and headings
In this Agreement:
19.5.1 a reference to a clause, schedule or attachment is a reference to a clause,

schedule or attachment in or to this Agreement; and
19.5.2 headings and sub-headings are inserted for ease of reference only and do not
affect the interpretation of this Agreement.
19.6 Severance
In this Agreement:
19.6.1 if a provision is held to be illegal, invalid, void, voidable or unenforceable, that

provision must be read down to the extent necessary to ensure that it is not illegal,
invalid, void, voidable or unenforceable; and
[CONST: 11988505_1] page 16

19.6.2 if it is not possible to read down a provision as required in this clause, that
provision is severable without affecting the validity or enforceability of the
remaining part of that provision or the other provisions in this Agreement.
19.7 No Relationship
No party to this Lease has the power to obligate or bind any other party. Nothing in this
Lease will be construed or deemed to constitute a partnership, joint venture or employee,
employer or representative relationship between the Landlord and the Tenant. Nothing in this
Lease will be deemed to authorise or empower the Tenant to act as agent for or with the
Landlord.
19.8 Number and gender
In this Agreement, a reference to:
19.8.1 the singular includes the plural and vice versa; and
19.8.2 a gender includes the other genders.
19.9 Electronic Execution
The parties agree that this Agreement may be executed and delivered electronically in
accordance with the provisions of the COVID-19 Omnibus (Emergency Measures) Act 2020
(Vic) and the Electronic Transactions (Victoria) Act 2000 (Vic).
20. Trustee Limitation of Liability
20.1 The Tenant acknowledges that the Landlord is entering into this Agreement as trustee for
The Penman Unit Trust (Trust) and not in any other capacity.
20.2 The Landlord is not liable to the Tenant or any other person in any capacity other than as
trustee of the Trust.
20.3 A liability to the Tenant arising under or in connection with this Agreement is limited to and
can be enforced by the Tenant against The Landlord only to the extent to which it can be
satisfied out of any property held by the Landlord out of which the Landlord is actually
indemnified for the liability. This limitation of the Landlord's liability applies despite any other
provision of this Agreement and extends to all liabilities and obligations of the Landlord in
any way connected with any representation, warranty, conduct, omission, agreement or
transaction related to this Agreement.
20.4 The Tenant may not sue the Landlord in any capacity other than as trustee of the Trust,
including seeking the appointment of a receiver (except in relation to property of the Trust), a
liquidator, an administrator or any other similar person to the Landlord or prove in any
liquidation of or affecting the Landlord (exception in relation to the property of the Trust).
20.5 The Tenant waives its rights and releases the Landlord from any personal liability in respect
of any loss or damage which it may suffer as a consequence of a failure of the Landlord to
perform its obligations under this Agreement which cannot be paid or satisfied out of any
property held by the Landlord.
20.6 The provision of this clause will not apply to any obligation or liability of the Landlord to the
extent arising as a result of the Landlord's fraud, gross negligence or breach of trust.
20.7 The Tenant acknowledges that it is responsible under this Agreement for performing a
variety of obligations under this Agreement. No act or omission of the Landlord (including
[CONST: 11988505_1] page 17

any related failure to satisfy its obligations or breach of representation or warranty under this
deed) will be considered fraud, gross negligence or breach of trust of the Landlord for the
purposes of clause 20.6 to the extent to which the act or omission was caused or contributed
to by any failure of the Tenant or any other person to fulfil its obligations relating to the Trust
or by any other act or omission of the Tenant or any other person.
20.8 No attorney, agent or delegate appointed in accordance with this [document] has authority to
act on behalf of the Landlord in any way which exposes the Landlord to any personal liability
and no act or omission of any such person will be considered fraud, gross negligence or
breach of trust of the Landlord for the purpose of clause 1.6
[CONST: 11988505_1] page 18

Attachment 1
Plan of the Premises
[8188679: 27016514_1] page 1

Attachment 2
Landlord's Works
[8188679: 27016514_1] page 2

[8188679: 27016514_1] page 3
Attachment 3
Lease
[8188679: 27016514_1] page 4

[8188679: 27016514_1] page 5
Attachment 4
Sub Lease
[8188679: 27016514_1] page 6

LEASE
Lawyers
Melbourne VIC 3008
Australia
Telephone 61 3 9258 3555

Facsimile 61 3 9258 3666
www.maddocks.com.au
DX 259 Melbourne
Lease
Land: [insert address]
Penman Family Investments Pty Ltd as trustee for The Penman Unit Trust
ACN 602 137 440
(Landlord)
and
[insert name]
(Tenant)
Interstate offices
Canberra Sydney
Contents
Schedule ..................................................................................................................................................1
1. Definitions ................................................................................................................................1
2. Duration of the Lease .............................................................................................................3

2.1 Term...........................................................................................................................3
2.2 Option for a Further Term ..........................................................................................3
2.3 Execution of new Lease for Further Term .................................................................3
2.4 Holding over ...............................................................................................................3
3. Payment of Rent ......................................................................................................................3
3.1 The Tenant must pay the Rent to the Landlord in full in advance on the
Commencement Date. ...............................................................................................3
3.2 The Rent is not subject to review during the Term or any Further Term. ..................3
4. Outgoings ................................................................................................................................3
4.1 Rates and Taxes ........................................................................................................3
4.2 Proportion of Rates and Taxes ..................................................................................4
4.3 Receipt for payment ...................................................................................................4
5. Other expenses .......................................................................................................................4
5.1 Services .....................................................................................................................4
5.2 Costs and duty ...........................................................................................................4
6. GST ...........................................................................................................................................4
6.1 Definitions ..................................................................................................................4
6.2 GST exclusive ............................................................................................................5
6.3 Increase in consideration ...........................................................................................5
6.4 Payment of GST ........................................................................................................5
6.5 Tax invoice .................................................................................................................5
6.6 Reimbursements ........................................................................................................5
6.7 Adjustment events .....................................................................................................5
7. Payment requirements ...........................................................................................................5
7.1 No deduction or right of set-off ..................................................................................5
7.2 Interest on late payments ..........................................................................................5
7.3 Payment after termination ..........................................................................................6
7.4 Method of payment ....................................................................................................6
8. Repairs, refurbishment and alterations ................................................................................6
8.1 Repairs and maintenance ..........................................................................................6
8.2 Alterations to Land .....................................................................................................6
8.3 Occupational health and safety .................................................................................7
8.4 Not interfere with services .........................................................................................7
8.5 Failure to repair and maintain ....................................................................................7
9. Insurance .................................................................................................................................7
9.1 Public liability and glass insurance ............................................................................7
9.2 Cross-liability clause ..................................................................................................7
9.3 Tenant's Improvements .............................................................................................7
9.4 Condition in policies ...................................................................................................7
9.5 Payment and production of policies ...........................................................................8
9.6 Not invalidate policies ................................................................................................8
9.7 Requirements by Insurer ...........................................................................................8
[8188679: 27024843_1] page i

10. Release, indemnity and compensation .................................................................................8
10.1 Release ......................................................................................................................8
10.2 Indemnity ...................................................................................................................8
10.3 No compensation .......................................................................................................8
11. Use of Land ..............................................................................................................................9
11.1 Permitted Use ............................................................................................................9
11.2 No warranty................................................................................................................9
11.3 Illegal purpose ...........................................................................................................9
12. Other obligations concerning the Land ................................................................................9
12.1 Compliance with laws ................................................................................................9
12.2 Licences and permits .................................................................................................9
12.3 Nuisance ....................................................................................................................9
12.4 Security ......................................................................................................................9
12.5 Signs ..........................................................................................................................9
12.6 Endanger Land ....................................................................................................... 10
12.7 Tenant's employees ................................................................................................ 10
13. Tenant’s environmental obligations .................................................................................. 10
13.1 Comply with Environmental Protection Legislation ................................................ 10
13.2 Not permit Contamination ....................................................................................... 10
13.3 Notify of and clean up Contamination ..................................................................... 10
14. Dealing with interest in the Land ........................................................................................ 10
14.1 Assignment ............................................................................................................. 10
14.2 Right of first refusal ................................................................................................. 11
14.3 Change in shareholding .......................................................................................... 11
15. Tenant's obligations at the end of this Lease ................................................................... 11
15.1 Tenant's obligations ................................................................................................ 11
15.2 Landlord's notice ..................................................................................................... 11
16. Landlord's rights and obligations ...................................................................................... 12
16.1 Quiet enjoyment ...................................................................................................... 12
16.2 Outgoings and insurance .......................................... Error! Bookmark not defined.
16.3 Dealing with the Land ............................................................................................. 12
16.4 Change in Landlord ................................................................................................ 12
17. Termination of Lease ........................................................................................................... 12
17.1 No termination for breach ....................................................................................... 12
18. General .................................................................................................................................. 12
18.1 Notices .................................................................................................................... 12
18.2 Time of service ....................................................................................................... 13
18.4 Waiver ..................................................................................................................... 13
18.5 Special Conditions .................................................................................................. 13
19. Interpretation ........................................................................................................................ 13
19.2 Persons ................................................................................................................... 13
19.4 Legislation ............................................................................................................... 14
19.6 Severance ............................................................................................................... 14
19.8 No Relationship ...................................................................................................... 14
[8188679: 27024843_1] page ii

19.9 Exclusion of statutory provisions ............................................................................ 14
[8188679: 27024843_1] page iii

Schedule
Item 1. Landlord: Penman Family Investments Pty Ltd as trustee for The
(Clause 1) Penman Unit Trust ACN 602 137 440 of 133
Sunraysia Drive, Mitchell Park 3355
Item 2. Tenant: *** of ***, *** ***

(Clause 1)
Item 3. Guarantor: Not applicable
Item 4. Land: Part of the land contained in certificate of title volume

(Clause 1) 1755 folio 965 being the land on the plan attached to
this Lease in Attachment 2 and known as *** ***, ***
Item 5. Commencement Date: The day of

(Clause 1)
Item 6. Expiry Date: The day of

(Clause 1)
Item 7. Term: 99 years

(Clauses 1 & 2.1)
Item 8. Further Term(s): 1 further term of 50 years

(Clauses 1 & 2.2)
Item 9. Last date for exercising the The date being 12 months prior to the Expiry Date
Option for the Further Term:
(Clause 2.2)
Item 10. Rent : The amount of $[insert amount] payable in full on the
(Clauses 1 & 3) Commencement Date in accordance with clause 3
Item 11. Permitted Use: Residential accommodation and any other use in
(Clauses 1 & 11.1) accordance with law.
[8188679: 27024843_1]
Lease
The Landlord leases the Land to the Tenant subject to the terms contained in this Lease.
This Lease is executed as a deed on the day of
Executed as a deed by the affixing of the Common )

Seal of Penman Family Investments Pty Ltd ACN )
602 137 440 in accordance with s 127(2) and s 127(3) )
of the Corporations Act 2001 in the presence of:
............................................................................ ............................................................................
............................................................................ ............................................................................
##insert 'tenant' sealing clause
[8188679: 27024843_1] page 1

1. Definitions
In this Lease unless expressed or implied to the contrary:
Building Act means the Building Act 1993 (Vic).
Building Regulations means the Building Regulations 2018 (Vic).
Commencement Date means the date specified in Item 5.
Contamination includes any solid, liquid, gas, radiation or substance which makes or may
make the condition of the Land or groundwater beneath or part of the surrounding
environment:
(a) unsafe, unfit or harmful for habitation by persons or animals; or
(b) unfit for any use permitted under any applicable planning scheme as amended
from time to time
or which is defined as such in any Environmental Protection Legislation.
Environmental Protection Legislation means any statute, regulation, code, proclamation,

ministerial directive, ordinance, by law, planning policy or subordinate legislation, past,
present or future, relating to pollutants and contaminants, use of land, human health and
safety or protection of the environment.
Essential Safety Measure has the meaning given to that term in the Building Regulations.
Expiry Date means the date specified in Item 6.
Further Term means the further term(s) specified in Item 8.
Hazardous Materials includes all hazardous substances and any pollutant or contaminant
defined as such in (or for the purposes of) any Environmental Protection Legislation.
Insolvency Event means in relation to a person, any of the following:
(a) the person, being an individual, commits an act of bankruptcy;
(b) the person becomes insolvent;
(c) the person assigns any of its property for the benefit of creditors or any class of
them;
(d) a receiver, receiver and manager, administrator, controller, provisional liquidator or

liquidator is appointed to the person or the person enters into a scheme of
arrangement with its creditors or is wound up;
(e) the holder of a Security Interest takes any step towards taking possession of or
takes possession of any assets of the person or exercises any power of sale;
(f) a judgment or order is made against the person in an amount exceeding 20,000 (or
the equivalent in any other currency) and that judgment or order is not satisfied,
quashed or stayed within 20 Business Days after being made;
[CONST: 11988505_1] page 1

(g) the person, being a corporation, is deregistered with the Australian Securities and
Investments Commission;
(h) any step is taken to do anything listed in the above paragraphs; and
(i) any event that is analogous or has a substantially similar effect to any of the events
specified in this definition in any jurisdiction.
Item means an item in the Lease Particulars.
Landlord means the Landlord specified in Item 1 and includes the Landlord's successors
and assigns and where it is consistent with the context includes the Landlord's employees
and agents.
Lease means this lease and includes all attachments and schedules.
Lease Particulars means the schedule of Items specified on the page at the front of this
Lease.
OHS Act means the Occupational Health and Safety Act 2004 (Vic).
OHS Law means the OHS Act, the OHS Regulations, and any other occupational health and
safety law, regulation or by-law that applies to work being carried out on the Land.
OHS Regulations means the Occupational Health and Safety Regulations 2017 (Vic).
Principal Contractor means the position of principal contractor referred to in Part 5.1 of the
OHS Regulations.
Rates and Taxes means the rates, taxes, charges and levies specified in clause 4.1.
Rent means the amount specified in Item 10.
Security Interest means:
(a) any mortgage, pledge, lien, charge or other preferential right, trust arrangement,
agreement or arrangement of any kind given or created by way of security,
including a security interest (as defined in the Personal Property Securities Act
2009); and
(b) any agreement to create or grant any arrangement described in paragraph (a).
Special Conditions means the conditions (if any) referred to in Error! Reference source
not found..
Tenant means the Tenant specified in Item 2 and includes the Tenant's successors and
assigns and where it is consistent with the context includes the Tenant's employees,
contractors, agents, invitees and persons the Tenant allows on the Land.
Tenant's Improvements means all property on the Land including all fixtures, buildings,
fittings, furniture, furnishings (including window coverings, blinds and light fittings), plant,
machinery, installations and equipment installed on the Land, owned or leased by the
Tenant.
[CONST: 11988505_1] page 2

Term means the term specified in Item 7 and includes any period of overholding.
2. Duration of the Lease
2.1 Term
This Lease is for the Term starting on the Commencement Date.
2.2 Option for a Further Term
The Landlord will grant to the Tenant a new lease for the Further Term if the Tenant gives
the Landlord written notice asking for a new lease, not earlier than 18 months or later than
12 months, before the end of the Term (the last date for exercising the option for the Further
Term is specified in Item 9);
The new lease for the Further Term will commence on the day after this Lease ends and
contain the same terms and conditions as this Lease but with no option for a further term
where the last option for the Further Term has been exercised. The Rent payable for the
Further Term will be $1 payable in advance.
2.3 Execution of new Lease for Further Term
The Tenant must execute the new lease for the Further Term and return the above to the
Landlord within 14 days of receipt from the Landlord.
2.4 Holding over
If the Tenant continues to occupy the Land after the Expiry Date with the Landlord's consent,
except under a lease arising from the valid exercise of an option to renew, the following
provisions will apply:
2.4.1 the Tenant will occupy the Land as a monthly tenant. No Rent is payable by the
Tenant during any period of holding over;
2.4.2 as far as applicable, the monthly tenancy will otherwise continue on the terms and
conditions of this Lease; and
2.4.3 either party may terminate the monthly tenancy by giving to the other 1 month's
notice to the other party expiring on any date.
3. Payment of Rent
3.1 The Tenant must pay the Rent to the Landlord in full in advance on the Commencement
Date.
3.2 The Rent is not subject to review during the Term or any Further Term.
4. Outgoings
4.1 Rates and Taxes
The Tenant must pay to the Landlord, or the relevant authority:
[CONST: 11988505_1] page 3

4.1.1 local government rates and charges;
4.1.2 water rates and charges, including water usage charges;
4.1.3 sewerage and drainage rates and charges;
4.1.4 land tax (assessed on the basis that the Land is the only land owned by the
Landlord); and
4.1.5 all other rates, taxes, charges and levies assessed in connection with the Land.
4.2 Proportion of Rates and Taxes
If any Rates and Taxes are not separately assessed in connection with the Land, the Tenant
must pay to the Landlord within 14 days of demand the proportion of the Rates and Taxes
that the area of the Premises bears to the total area included in the assessment.
4.3 Receipt for payment
The Tenant must provide to the Landlord:
4.3.1 copies of all notices, assessments or invoices for any Rates and Taxes received by
the Tenant directly from the relevant authority within 14 days of receipt; and
4.3.2 receipts for any Rates and Taxes paid by the Tenant within 7 days of request by
the Landlord.
5. Other expenses
5.1 Services
The Tenant must, within 14 days of demand:
5.1.1 pay for all services in connection with the Land, including electricity, gas, water and
telephone services; and
5.1.2 where the Land is not separately metered, pay for the cost of installing separate
meters to assess the charges for the services.
5.2 Costs and duty
The Tenant must pay to the Landlord within 14 days of demand:
5.2.1 the cost of complying with the provisions of the Building Act and the Building
Regulations in relation to any Essential Safety Measure; and
5.2.2 the Landlord's costs (including charges on a solicitor-own client basis) incurred as
a result of a breach of this Lease by the Tenant.
6. GST
6.1 Definitions
In this clause:
[CONST: 11988505_1] page 4

6.1.1 words and expressions that are not defined in this Lease but which have a defined
meaning in the GST Law have the same meaning as in the GST Law;
6.1.2 GST Law has the meaning given to that term in the A New Tax System (Goods
and Services Tax) Act 1999 (Cth).
6.2 GST exclusive
Except as otherwise provided by this lease, all consideration payable under this Lease in
relation to any supply is exclusive of GST.
If GST is payable in respect of any supply made by a supplier under this Lease (GST
supply.
6.4 Payment of GST
same manner as the consideration for the supply is to be provided under this Lease.
6.5 Tax invoice
6.6 Reimbursements
If this Lease requires a party to reimburse an expense or outgoing of another party, the
If an adjustment event occurs in relation to a taxable supply under this Lease:
7. Payment requirements
7.1 No deduction or right of set-off
The Tenant must pay all amounts due under this Lease to the Landlord (including the Rent
and Rates and Taxes) without deduction or right of set-off.
[CONST: 11988505_1] page 5

7.2 Interest on late payments
The Tenant must pay to the Landlord on demand interest at the rate per annum equal to the
current rate fixed under s 2 of the Penalty Interest Rates Act 1983 (Vic) plus 2% per annum
on any money payable by the Tenant under this Lease and remaining unpaid after the due
date. Interest will be computed from the date on which such payment became due.
7.3 Payment after termination
The Tenant must:
7.3.1 make all payments due under this Lease; and
7.3.2 provide all information to the Landlord under this Lease to calculate any such
payments,
even if this Lease has ended.
7.4 Method of payment
The Tenant must make all payments under this Lease in such manner as the Landlord
reasonably requires, which may include by direct debit.
8. Repairs, refurbishment and alterations
8.1 Repairs and maintenance
8.1.1 The Tenant must:
(a) keep the Land and the Tenant's Improvements clean and free from rubbish,
store all rubbish in proper containers and have it regularly removed;
(b) keep the Land in the same condition as it was in at the date the Tenant first
entered occupation of the Land (fair wear and tear excepted);
(c) maintain in working order all plumbing, drains, pipes and sewers exclusively
servicing the Land;
(d) pay the costs (if any) for the removal of waste and sewerage from the Land;
(e) maintain any gardens on the Land in good condition and free of weeds;
(f) make good any damage caused to any adjacent property by the Tenant; and
(g) give the Landlord prompt written notice of any material damage to the Land
or anything likely to be a risk to the Land or any person on the Land.
8.1.2 The Tenant is responsible for all repairs and maintenance to the Land and the
Tenant’s Improvements, including all repairs and maintenance of a capital or
structural nature.
8.1.3 The Tenant is responsible for compliance with all Essential Safety Measures
relating to the Tenant’s Improvements.
[CONST: 11988505_1] page 6

8.2 Alterations to Land
The consent of the Landlord is not required to any alterations or works to the Land, any
services to the Land or the Tenant’s Improvements (Works). The Tenant must carry out any
Works:
8.2.1 in a proper and workmanlike manner; and
8.2.2 in accordance with all rules and requirements of any authorities having jurisdiction
over the Land.
8.3 Occupational health and safety
For the purposes of the OHS Law, the Tenant agrees that:
8.3.1 the Tenant has sole management and control of the Land and has sole
responsibility for ensuring that the Land and the means of entering and leaving
them are safe and without risks to health;
8.3.2 the Landlord appoints the Tenant as Principal Contractor in respect of all Works to
which an OHS Law applies;
8.3.3 the Tenant must carry out such Works in accordance with the requirements of the
OHS Law; and
8.3.4 the Landlord authorises the Tenant to exercise whatever authority is necessary for
the Tenant to discharge the responsibilities of the appointment under clause 8.3.2.
8.4 Not interfere with services
The Tenant must not interfere, misuse or overload any services to the Land, including
electricity, gas and water.
8.5 Failure to repair and maintain
If the Tenant does not carry out any repairs, maintenance or other works required under this
Lease within 14 days of receiving written notice from the Landlord, the Landlord may enter
the Land to carry out such repairs, maintenance and works at any reasonable time after
giving the Tenant reasonable notice. The cost of all such repairs, maintenance and works
must be paid by the Tenant to the Landlord on demand.
9. Insurance
9.1 Public liability and glass insurance
The Tenant must maintain insurance in the joint names of the Landlord and the Tenant with
an insurer approved by the Landlord for public liability for the amount of $20 million
concerning 1 single event (or such greater sum as reasonably required by the Landlord).
9.2 Cross-liability clause
The Tenant must ensure that the policies effected under clause 9.1 contain a cross-liability
clause extending the policy so that the words 'the insured' are considered as applying to
each party comprising the insured, as though a separate policy has been issued to each of
the parties, in the same manner as if that party were the only party named as the insured.
[CONST: 11988505_1] page 7

9.3 Tenant's Improvements
The Tenant must insure the Tenant's Improvements for loss and damage from risks including
fire and water damage for its full replacement value.
9.4 Condition in policies
The Tenant must ensure that the insurance policies effected by the Tenant contain a
condition that the insurer will notify the Landlord at least 14 days before the policies lapse.
9.5 Payment and production of policies
The Tenant must pay all insurance premiums on or before the due date for payment and
produce to the Landlord copies of the certificate of currency on or before the
Commencement Date and each anniversary of the Commencement Date.
9.6 Not invalidate policies
The Tenant must:
9.6.1 not do anything which may make any insurance effected by the Landlord or the
Tenant invalid, capable of being cancelled or rendered ineffective, or which may
increase any insurance premium payable by the Landlord; and
9.6.2 pay any increase in the insurance premium caused by the Tenant's act, default or
use of the Land.
9.7 Requirements by Insurer
The Tenant must comply with all reasonable requirements of the Landlord's insurer in
connection with the Land.
10. Release, indemnity and compensation
10.1 Release
The Tenant uses and occupies the Land at its own risk and releases the Landlord from all
claims resulting from any damage, loss, death or injury in connection with the Land except to
the extent that such claims are caused by the Landlord's negligence or breach of this Lease.
10.2 Indemnity
The Tenant must indemnify and hold harmless the Landlord against all claims resulting from
any damage, loss, death or injury in connection with the Land and the use and occupation of
the Land by the Tenant except to the extent that such claims are caused by the Landlord's
negligence or breach of this Lease.
10.3 No compensation
10.3.1 The Landlord is not liable to the Tenant for any loss or damage incurred by the
Tenant due to:
(a) any damage to the Land;
(b) the failure of the Landlord's Improvements to operate properly;
[CONST: 11988505_1] page 8

(c) the interruption or damage to any services (including electricity, gas or
water) to the Land; and
(d) the overflow or leakage of water on the Land.
10.3.2 If any part of the Tenant’s Improvements are destroyed or damaged, the Tenant is
solely responsible for repair and reinstatement of the Tenant’s Improvements.
11. Use of Land
11.1 Permitted Use
The Tenant must use the Land for the Permitted Use and not use the Land for any other
purpose.
11.2 No warranty
The Tenant:
11.2.1 acknowledges that the Landlord does not represent that the Land is suitable for the
Permitted Use; and
11.2.2 must make its own enquiries as to the suitability of the Land for the Permitted Use.
11.3 Illegal purpose
The Tenant must not use the Land for any illegal purpose or carry on an noxious or offensive
activity on the Land.
12. Other obligations concerning the Land
12.1 Compliance with laws
The Tenant must comply with all laws and any requirements of any authority in connection
with the Land and the Tenant's use and occupation of the Land, including carrying out any
structural works.
12.2 Licences and permits
The Tenant must maintain all licences and permits required for the Tenant's use of the Land
and obtain the prior written consent of the Landlord before varying any licence or permit or
applying for any new licence or permit.
12.3 Nuisance
The Tenant must not do anything in connection with the Land which may:
12.3.1 cause a nuisance or interfere with any other person; or
12.3.2 be dangerous or offensive in the Landlord's reasonable opinion.
12.4 Security
The Tenant must keep the Land secure at all times when the Land is not being used by the
Tenant.
[CONST: 11988505_1] page 9

12.5 Signs
The Tenant must seek the prior written consent of the Landlord before displaying or affixing
any signs, advertisements or notices to any part of the Land where such signs,
advertisements or notices are visible from outside the Land.
12.6 Endanger Land
The Tenant must not do or permit anything to be done in connection with the Land which in
the opinion of the Landlord may endanger the Land or be a risk to any person or property.
12.7 Tenant's employees
The Tenant must use all reasonable endeavours to ensure that the Tenant's employees,
agents, contractors and invitees observe and comply with the Tenant's obligations under this
Lease, where appropriate.
13. Tenant’s environmental obligations
13.1 Comply with Environmental Protection Legislation
The Tenant must, in its use of the Land, comply with all Environmental Protection Legislation
and any permit, approval, authority or licence issued pursuant to any Environmental
Protection Legislation.
13.2 Not permit Contamination
The Tenant must not spill or deposit, or carry out any activities on the Land which may cause
any Contamination, or permit any Contamination to escape in any other way into or on the
Land, drainage or surrounding environment.
13.3 Notify of and clean up Contamination
If any Contamination is found in or near the Land, or the existing Contamination is

exacerbated during the Term, the Tenant must:
13.3.1 immediately notify the Landlord, the Environment Protection Authority and any
other appropriate Authority;
13.3.2 clean up the Contamination and do everything necessary to minimise harm; and
13.3.3 promptly comply with any notice, order, direction or requirement of the Landlord
and of any authority in relation to any such Contamination.
13.4 Indemnify the Landlord
In addition to any other indemnity in this Lease, the Tenant indemnifies the Landlord against
all claims for damages, loss, injury or death caused by or arising out of or otherwise in
respect of any Contamination being spilled, deposited or otherwise escaping into or on the
Land or a breach of this clause by the Tenant.
[CONST: 11988505_1] page 10

14. Dealing with interest in the Land
14.1 Assignment
14.1.1 The Tenant may give up possession of the Land including assigning this Lease,
sub-lease the Land or granting to any person a licence or concession in respect of
the Land, without the requirement for the consent of the Landlord.
14.1.2 Prior to the Tenant assigning this Lease, the Tenant must have complied with
clause 14.2 and the Landlord has not accepted the offer;
14.1.3 provide to the Landlord the name and address of the new tenant;
14.1.4 execute and procure the new tenant to execute an assignment of lease which must
include a condition by which the Tenant releases the Landlord from any claims
arising under or in connection with the Lease and otherwise in a form reasonably
approved by the Landlord; and
14.1.5 pays the Landlord's reasonable costs in connection with the preparation,
negotiation and stamping of any document required under this clause; and
14.2 Right of first refusal
The Tenant must, prior to assigning this Lease, give written notice to the Landlord offering to
assign this Lease to the Landlord, or its nominee on the same terms as the proposed
assignment. The offer must remain open for acceptance by the Landlord for 14 days.
14.3 Change in shareholding
If the Tenant is a corporation (other than a corporation listed on any stock exchange in
Australia) a change in the control of the corporation as existed at the Commencement Date
(whether occurring at the one time or through a series or succession of issues or transfers)
or a change in the holding of more than one-half of the issued share capital, either
beneficially or otherwise, will be deemed to be an assignment of this Lease and the Tenant
must seek the Landlord's prior written consent in accordance with this clause 14.
15. Tenant's obligations at the end of this Lease
15.1 Tenant's obligations
At the end of this Lease, the Tenant must:
15.1.1 vacate the Land and give it back to the Landlord in a condition consistent with the
Tenant having complied with its obligations under this Lease; and
15.1.2 give to the Landlord all keys and other security devices for the purposes of
obtaining access to the Land.
15.2 Landlord's notice
The Landlord may give written notice to the Tenant that it does not want the Tenant to
remove all or part of the Tenant's Improvements from the Land. If the Landlord serves a
notice under this clause 15.2:
15.2.1 ownership of that part of the Tenants Improvements which the Landlord does not
want removed will vest in the Landlord;
[CONST: 11988505_1] page 11

15.2.2 the Tenant must give the Tenant's Improvements to the Landlord in a condition
consistent with the Tenant having complied with its obligations under this Lease;
and
15.2.3 the Tenant must do all acts and sign all documents as may be required by the
Landlord to effect the transfer and vesting of the ownership in the Tenant's
Improvements to the Landlord.
16. Landlord's rights and obligations
16.1 Quiet enjoyment
As long as the Tenant does not breach this Lease, the Landlord must not interfere with the
Tenant's use and occupation of the Land except as provided by this Lease.
The Landlord has no obligation to repair or maintain the Land or the Tenant’s Improvements.
16.3 Dealing with the Land
The Landlord may:
16.3.1 subdivide the Land or grant easements or other rights over the Land except where
it will unreasonably interfere with the Tenant's use and occupation of the Land; and
16.3.2 install, repair and replace pipes, cables and conduits on or under the Land;
determines.
16.4 Change in Landlord
If a person other than the Landlord becomes entitled to receive the rents reserved by this
Lease whether by operation of law or otherwise (New Landlord) then:
16.4.1 the Landlord is released from all further obligations under this Lease arising after
the New Landlord becomes landlord; and
16.4.2 the Tenant must at the cost of the Landlord enter into a deed reasonably required
by the Landlord under which the Tenant covenants that the New Landlord shall
have the benefit of all of the Tenant's obligations under this Lease.
17. Termination of Lease
17.1 No termination for breach
17.1.1 The Landlord may not terminate this Lease as a consequence of any breach of this
Lease by the Tenant or if an Insolvency Event occurs in relation to the Tenant.
17.1.2 The Landlord’s sole remedy for a breach of this Lease by the Tenant is a claim for
compensation against the Tenant for any loss or damage the Landlord suffers
arising in connection with the Tenant's breach of this Lease including the loss of
the benefit of the Tenant performing its obligations under this Lease up to the
Expiry Date.
[CONST: 11988505_1] page 12

18. General
18.1 Notices
Any notice required to be served under this Lease must be in writing and must be served by
post, facsimile transmission or hand delivered to:
18.1.1 the Tenant at its address set out in this Lease, the Tenant's registered office
address, the Land, or the last known address of the Tenant; and
18.1.2 the Landlord at its address set out in this Lease or any other address notified in
writing to the Tenant by the Landlord.
18.2 Time of service
A notice or other communication is deemed served:
18.2.1 if served personally or left at the person's address, upon service;
18.2.2 if posted, 2 business days after posted;
18.2.3 if served by facsimile transmission, subject to the next sub-clause, at the time
indicated on the transmission report produced by the sender's facsimile machine
indicating that the facsimile was sent in its entirety to the addressee's facsimile
machine; and
18.2.4 if received after 6.00 pm in the place of receipt or on a day which is not a business
day, at 9.00 am on the next business day.
This Lease and the disclosure statement (if any) contains the entire understanding between
the parties as to the subject matter contained in it. All previous agreements, representations,
warranties, explanations and commitments, expressed or implied, affecting this subject
matter are superseded by this Lease and have no effect.
18.4 Waiver
If the Landlord accepts the Rent or any other monies under this Lease (before or after the
end of this Lease) or does not exercise or delays exercising any of the Landlord's rights
under this Lease, it will not be a waiver of the breach of this Lease by the Tenant or of the
Landlord's rights under this Lease.
18.5 Special Conditions
This Lease is subject to the Special Conditions. The Special Conditions override any
inconsistent provisions in this Lease.
19. Interpretation
This Lease is governed by and is to be construed in accordance with the laws of Victoria.
Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the
courts of Victoria and waives any right to object to proceedings being brought in those
courts.
[CONST: 11988505_1] page 13

19.2 Persons
In this Lease, a reference to a person includes a firm, partnership, association, corporation

or other corporate body.
If a party consists of more than 1 person, this Lease binds them jointly and each of them
severally.
19.4 Legislation
In this Lease, a reference to a statute includes regulations under it and consolidations,

In this Lease:

schedule or attachment in or to this Lease; and
affect the interpretation of this Lease.
19.6 Severance
In this Lease:

remaining part of that provision or the other provisions in this Lease.
In this Lease, a reference to:
19.8 No Relationship
No party to this Lease has the power to obligate or bind any other party. Nothing in this
Lease will be construed or deemed to constitute a partnership, joint venture or employee,
employer or representative relationship between the Landlord and the Tenant. Nothing in this
Lease will be deemed to authorise or empower the Tenant to act as agent for or with the
Landlord.
19.9 Exclusion of statutory provisions
The following statutory provisions are excluded from this Lease:
19.9.1 s 144 of the Property Law Act 1958 (Vic); and
[CONST: 11988505_1] page 14

19.9.2 Division 7 of the Transfer of Land Act 1958 (Vic).
20. Trustee Limitation of Liability
20.1 The Tenant acknowledges that the Landlord is entering into this Agreement as trustee for
The Penman Unit Trust (Trust) and not in any other capacity.
20.2 The Landlord is not liable to the Tenant or any other person in any capacity other than as
trustee of the Trust.
20.3 A liability to the Tenant arising under or in connection with this Agreement is limited to and
can be enforced by the Tenant against The Landlord only to the extent to which it can be
satisfied out of any property held by the Landlord out of which the Landlord is actually
indemnified for the liability. This limitation of the Landlord's liability applies despite any other
provision of this Agreement and extends to all liabilities and obligations of the Landlord in
any way connected with any representation, warranty, conduct, omission, agreement or
transaction related to this Agreement.
20.4 The Tenant may not sue the Landlord in any capacity other than as trustee of the Trust,
including seeking the appointment of a receiver (except in relation to property of the Trust), a
liquidator, an administrator or any other similar person to the Landlord or prove in any
liquidation of or affecting the Landlord (exception in relation to the property of the Trust).
20.5 The Tenant waives its rights and releases the Landlord from any personal liability in respect
of any loss or damage which it may suffer as a consequence of a failure of the Landlord to
perform its obligations under this Agreement which cannot be paid or satisfied out of any
property held by the Landlord.
20.6 The provision of this clause will not apply to any obligation or liability of the Landlord to the
extent arising as a result of the Landlord's fraud, gross negligence or breach of trust.
20.7 The Tenant acknowledges that it is responsible under this Agreement for performing a
variety of obligations under this Agreement. No act or omission of the Landlord (including
any related failure to satisfy its obligations or breach of representation or warranty under this
deed) will be considered fraud, gross negligence or breach of trust of the Landlord for the
purposes of clause 20.6 to the extent to which the act or omission was caused or contributed
to by any failure of the Tenant or any other person to fulfil its obligations relating to the Trust
or by any other act or omission of the Tenant or any other person.
20.8 No attorney, agent or delegate appointed in accordance with this [document] has authority to
act on behalf of the Landlord in any way which exposes the Landlord to any personal liability
and no act or omission of any such person will be considered fraud, gross negligence or
breach of trust of the Landlord for the purpose of clause 20.6.
[CONST: 11988505_1] page 15

Attachment 1
Special Conditions
[insert any relevant special conditions, otherwise specify ‘Not applicable’]
[8188679: 27024843_1] page 16

Attachment 2
Plan of Land
[8188679: 27024843_1] page 17

SUB LEASE
Lawyers
Melbourne VIC 3008
Australia
Telephone 61 3 9258 3555

Facsimile 61 3 9258 3666
www.maddocks.com.au
DX 259 Melbourne
Sub Lease
Premises: *** ***, ***
***
(Landlord)
and
Clifftop at Hepburn Pty Ltd

ACN 605 839 549
(Tenant)
Interstate offices
Canberra Sydney
Contents
Schedule ..................................................................................................................................................1
1. Definitions ................................................................................................................................2
2. Duration of the Lease .............................................................................................................3

2.1 Term...........................................................................................................................3
2.2 Option for a Further Term ..........................................................................................3
2.3 Execution of new Lease for Further Term .................................................................3
2.4 Holding over ...............................................................................................................3
3. Payment of Rent ......................................................................................................................4
4. Outgoings ................................................................................................................................4
4.1 Rates and Taxes ........................................................................................................4
4.2 Proportion of Rates and Taxes ..................................................................................4
4.3 Receipt for payment ...................................................................................................4
5. Other expenses .......................................................................................................................4
5.1 Services .....................................................................................................................4
5.2 Costs and duty ...........................................................................................................4
6. GST ...........................................................................................................................................5
6.1 Definitions ..................................................................................................................5
6.2 GST exclusive ............................................................................................................5
6.3 Increase in consideration ...........................................................................................5
6.4 Payment of GST ........................................................................................................5
6.5 Tax invoice .................................................................................................................5
6.6 Reimbursements ........................................................................................................5
6.7 Adjustment events .....................................................................................................5
7. Payment requirements ...........................................................................................................6
7.1 No deduction or right of set-off ..................................................................................6
7.2 Interest on late payments ..........................................................................................6
7.3 Payment after termination ..........................................................................................6
7.4 Method of payment ....................................................................................................6
8. Repairs, refurbishment and alterations ................................................................................6
8.1 Condition report .........................................................................................................6
8.2 Repairs and maintenance ..........................................................................................6
8.3 Equipment in Premises ..............................................................................................7
8.4 Alterations to Premises ..............................................................................................7
9. Insurance .................................................................................................................................7
9.1 Public liability insurance .............................................................................................7
9.2 Payment and production of policies ...........................................................................7
9.3 Requirements by Insurer ...........................................................................................7
10. Permitted Use ..........................................................................................................................8
11. Other obligations concerning the Premises ........................................................................8

11.1 Compliance with laws ................................................................................................8
11.2 Licences and permits .................................................................................................8
11.3 Nuisance ....................................................................................................................8
11.4 Security ......................................................................................................................8
11.5 Signs ..........................................................................................................................8
[8188679: 27026449_1] page i

11.6 Endanger Premises ...................................................................................................8
11.7 Tenant's employees ...................................................................................................9
12. Dealing with interest in the Premises ...................................................................................9
12.1 No parting with possession ........................................................................................9
12.2 Conditions of assignment ..........................................................................................9
12.3 Release Upon Assignment ........................................................................................9
13. Tenant's obligations at the end of this Lease ......................................................................9
13.1 Tenant's obligations ...................................................................................................9
13.2 Tenant's Property left in Premises .......................................................................... 10
14. Landlord's rights and obligations ...................................................................................... 10
14.1 Quiet enjoyment ...................................................................................................... 10
14.2 Outgoings and insurance ........................................................................................ 10
14.3 Maintenance & repair .............................................................................................. 10
14.4 Alterations to the improvements ............................................................................. 10
14.5 Entry by Landlord .................................................................................................... 11
14.6 Emergency entry ..................................................................................................... 11
14.7 Reletting and sale ................................................................................................... 11
14.8 Landlord's consent .................................................................................................. 11
15. Termination of Lease ........................................................................................................... 11
15.1 Re-entry .................................................................................................................. 11
15.2 Damages following determination .......................................................................... 12
15.3 Essential terms ....................................................................................................... 12
15.4 No deemed termination .......................................................................................... 12
16. Destruction or damage of Premises .................................................................................. 12
16.1 Reduction in Rent ................................................................................................... 12
16.2 Reinstatement of Premises..................................................................................... 12
16.3 Tenant's right of termination ................................................................................... 12
16.4 Effect of Termination ............................................................................................... 12
16.5 Dispute resolution ................................................................................................... 13
17. General .................................................................................................................................. 13
17.1 Notices .................................................................................................................... 13
17.2 Time of service ....................................................................................................... 13
17.4 Waiver ..................................................................................................................... 13
17.5 Special Conditions .................................................................................................. 13
18. Interpretation ........................................................................................................................ 14
18.2 Persons ................................................................................................................... 14
18.4 Legislation ............................................................................................................... 14
18.6 Severance ............................................................................................................... 14
18.8 Exclusion of statutory provisions ............................................................................ 14
Attachment 1 ........................................................................................................................................ 16
Special Conditions ................................................................................................................. 16
Attachment 2 ........................................................................................................................................ 17
Plan of Premises .................................................................................................................... 17
Attachment 3 ........................................................................................................................................ 19
[8188679: 27026449_1] page ii

Condition Report .................................................................................................................... 19
[8188679: 27026449_1] page iii

Schedule
Item 1. Landlord: *** of ***, *** ***

(Clause 1)
Item 2. Tenant: Clifftop at Hepburn Pty Ltd ACN 605 839 549 of
(Clause 1) 133 Sunraysia Drive , Mitchell Park 3355
Item 3. Guarantor: Not applicable

(Clauses 1 & Error! Reference source n
ot found.)
Item 4. Land: The land contained in certificate of title volume

(Clause 1) 1755 folio 965
Item 5. Premises: That part of the Land and building known as ***
(Clause 1) ***, *** as shown on the plan attached to this
Lease as Attachment 2
Item 6. Commencement Date: The day of

(Clause 1)
Item 7. Expiry Date:

(Clause 1)
Item 8. Term: 5 years

(Clauses 1 & 2.1)
Item 9. Further Term(s): 5 further terms of 1 year

(Clauses 1 & 2.2)
Item 10. Rent : $*** per annum plus GST [Amount to be 8% of

(Clauses 1 & 3) purchase price paid for Land and improvements]
Item 11. Permitted Use: Commercial residential premises

(Clauses 1 & 10)
Item 12. Special Conditions: Not Applicable

(Clauses 1 & 17.5)
Item 13. Application of the Act The Act applies to this Lease
[8188679: 27026449_1]
Lease
The Landlord leases the Premises to the Tenant subject to the terms contained in this Lease.
This Lease is executed as a deed on the day of 2020
##insert 'landlord' sealing clause
Executed as a deed by Clifftop at Hepburn Pty Ltd )

ACN 605839549 in accordance with s 127(1) and s )
127(3) of the Corporations Act 2001: )
............................................................................ ............................................................................
............................................................................ ............................................................................
[8188679: 27026449_1] page 1

1. Definitions
In this Lease unless expressed or implied to the contrary:
Act means the Retail Leases Act 2000 (Vic).
Building Act means the Building Act 1993 (Vic).
Building Regulations means the Building Regulations 2018 (Vic).
Commencement Date means the date specified in Item 6.
Contamination includes any solid, liquid, gas, radiation or substance which makes or may
make the condition of the Premises or groundwater beneath or part of the surrounding
environment:
(a) unsafe, unfit or harmful for habitation by persons or animals; or
(b) unfit for any use permitted under any applicable planning scheme as amended
from time to time
or which is defined as such in any Environmental Protection Legislation.
Environmental Protection Legislation means any statute, regulation, code, proclamation,

ministerial directive, ordinance, by law, planning policy or subordinate legislation, past,
present or future, relating to pollutants and contaminants, use of land, human health and
safety or protection of the environment.
Essential Safety Measure has the meaning given to that term in the Building Regulations.
Expiry Date means the date specified in Item 7.
Further Term means the further term(s) specified in Item 9.
Hazardous Materials includes all hazardous substances and any pollutant or contaminant
defined as such in (or for the purposes of) any Environmental Protection Legislation.
Item means an item in the Lease Particulars.
Landlord means the Landlord specified in Item 1 and includes the Landlord's successors
and assigns and where it is consistent with the context includes the Landlord's employees
and agents.
Landlord's Fixtures means all fittings, fixtures, and chattels contained in the Premises at
the Commencement Date or installed by the Landlord during the Term.
Lease means this lease and includes all attachment and schedules.
Lease Particulars means the schedule of Items specified on the page at the front of this
Lease.
Lettable Area(s) means the lettable area of the Premises or the Land, as applicable,
assessed for Rates and Taxes as determined by a surveyor engaged by the Landlord.
[8188679: 27026449_1] page 2

Premises means the premises specified in Item 5 and includes the Landlord's Fixtures.
Rates and Taxes means the rates, taxes, charges and levies specified in clause 4.1.
Rent means the amount specified in Item 10 as reviewed, adjusted or increased under this
Lease.
Special Conditions means the conditions (if any) referred to in Item 12.
Tenant means the Tenant specified in Item 2 and includes the Tenant's successors and
assigns and where it is consistent with the context includes the Tenant's employees,
contractors, agents, invitees and persons the Tenant allows in the Premises.
Tenant's Property means all property in the Premises including all fixtures and fittings
owned or leased by the Tenant but excluding the Landlord's Fixtures.
Term means the term specified in Item 8 and includes any period of overholding.
2. Duration of the Lease
2.1 Term
This Lease is for the Term starting on the Commencement Date.
2.2 Option for a Further Term
The Landlord will grant to the Tenant a new lease for the Further Term if the Tenant:
2.2.1 gives the Landlord written notice asking for a new lease, not earlier than 6 months
or later than 3 months, before the end of the Term; and
2.2.2 has remedied any breach of this Lease of which the Tenant has received written
notice from the Landlord.
The new lease for the Further Term will commence on the day after this Lease ends and
contain the same terms and conditions as this Lease (including as to the amount of Rent
payable) but with no option for a further term where the last option for the Further Term has
been exercised.
2.3 Execution of new Lease for Further Term
The Tenant must execute the new lease for the Further Term and return the above to the
Landlord within 21 days of receipt from the Landlord.
2.4 Holding over
If the Tenant continues to occupy the Premises after the Expiry Date with the Landlord's
consent, except under a lease arising from the valid exercise of an option to renew, the
following provisions will apply:
2.4.1 as far as applicable, the monthly tenancy will otherwise continue on the terms and
conditions of this Lease; and
2.4.2 either party may terminate the monthly tenancy by giving to the other 1 month's
notice to the other party expiring on any date.
[8188679: 27026449_1] page 3

3. Payment of Rent
3.1 The Tenant must:
3.1.1 pay the Rent to the Landlord by equal calendar monthly instalments in advance
(and pro-rata for any period less than one month) commencing on the
Commencement Date and on the following first day of each month; and
3.1.2 pay the Rent in the manner specified by the Landlord from time to time.
3.2 The Rent is not subject to review during the Term or the Further Term.
4. Outgoings
4.1 Rates and Taxes
The Tenant must pay to the Landlord, or the relevant authority:
4.1.1 local government rates and charges;
4.1.2 water rates and charges, including water usage charges;
4.1.3 sewerage and drainage rates and charges; and
4.1.4 land tax (assessed on a single holding basis) unless prohibited by the Act.
4.2 Proportion of Rates and Taxes
If any Rates and Taxes are not separately assessed in connection with the Premises, the
Tenant must pay to the Landlord within 30 days of demand the proportion of the Rates and
Taxes that the Lettable Area of the Premises bears to the total Lettable Area assessed.
4.3 Receipt for payment
The Tenant must provide to the Landlord:
4.3.1 copies of all notices, assessments or invoices for any Rates and Taxes received by
the Tenant directly from the relevant authority within 30 days of receipt; and
4.3.2 receipts for any Rates and Taxes paid by the Tenant within 30 days of request by
the Landlord.
5. Other expenses
5.1 Services
The Tenant must pay for all services in connection with the Premises, including electricity,
gas, water and telephone services.
5.2 Costs and duty
The Tenant must pay to the Landlord within 21 days of demand:
[8188679: 27026449_1] page 4

5.2.1 the Landlord's reasonable costs in considering the granting of any consent or
approval under this Lease (regardless of whether the Landlord actually gives such
consent or approval);
5.2.2 the cost of any insurance premium to insure the Premises against damage or
destruction; and
5.2.3 the Landlord's reasonable costs incurred as a result of a breach of this Lease by
the Tenant.
6. GST
6.1 Definitions
In this clause:
6.1.1 words and expressions that are not defined in this Lease but which have a defined
meaning in the GST Law have the same meaning as in the GST Law;
6.1.2 GST Law has the meaning given to that term in the A New Tax System (Goods
and Services Tax) Act 1999 (Cth).
6.2 GST exclusive
Except as otherwise provided by this Lease, all consideration payable under this Lease in
relation to any supply is exclusive of GST.
If GST is payable in respect of any supply made by a supplier under this Lease (GST
supply.
6.4 Payment of GST
same manner as the consideration for the supply is to be provided under this Lease.
6.5 Tax invoice
6.6 Reimbursements
If this Lease requires a party to reimburse an expense or outgoing of another party, the
If an adjustment event occurs in relation to a taxable supply under this Lease:
[8188679: 27026449_1] page 5

7. Payment requirements
7.1 No deduction or right of set-off
Except where this Lease expressly provides otherwise, the Tenant must pay all amounts due
under this Lease to the Landlord without deduction or right of set-off.
7.2 Interest on late payments
The Tenant must pay to the Landlord on demand interest at the rate per annum equal to the
current rate fixed under section 2 of the Penalty Interest Rates Act 1983 (Vic) on any money
payable by the Tenant under this Lease and remaining unpaid after the due date. Interest
will be computed from the date on which such payment became due.
7.3 Payment after termination
The Tenant must:
7.3.1 make all payments due under this Lease; and
7.3.2 provide all information to the Landlord under this Lease to calculate any such
payments,
even if this Lease has ended.
7.4 Method of payment
The Tenant must make all payments under this Lease in such manner as the Landlord
reasonably requires, which may include by direct debit.
8. Repairs, refurbishment and alterations
8.1 Condition report
The Tenant acknowledges and agrees that the condition report attached to this Lease in
Attachment 3 reflects the true condition of the Premises as at the Commencement Date.
The Tenant must:
8.2.1 keep the Premises and the Tenant's Property clean and free from rubbish, store all
rubbish in proper containers and have it regularly removed;
8.2.2 keep the Premises in the same condition as it was in at the date the Tenant first
entered occupation of the Premises (fair wear and tear excepted) including
repairing or replacing anything in the Premises (including all furnishings and floor
coverings) which are damaged, worn or destroyed with items of at least the same
quality;
[8188679: 27026449_1] page 6

8.2.3 maintain in working order all plumbing, drains, pipes and sewers exclusively
servicing the Premises;
8.2.4 pay the costs (if any) for the removal of waste and sewerage from the Premises;
and
8.2.5 give the Landlord prompt written notice of any material damage to the Premises or
anything likely to be a risk to the Premises or any person in the Premises
provided that the Tenant will not be required to carry out any structural repairs or repairs of a
capital nature unless the need for such works arises from:
8.2.6 the negligent act or omission of the Tenant;
8.2.7 the failure by the Tenant to comply with its obligations under this Lease; or
8.2.8 the Tenant's particular use of the Premises.
8.3 Equipment in Premises
The Tenant must comply with the Landlord's reasonable requirements concerning the use of
the Landlord's Fixtures, including airconditioning and heating equipment.
8.4 Alterations to Premises
The Tenant must ensure any alterations or works to the Premises, any services to the
Premises or the Tenant's Property are carried out:
8.4.1 in accordance with plans and specifications approved by the Landlord;
8.4.2 by appropriately qualified tradespersons; and
8.4.3 in accordance with all rules and requirements of any authorities having jurisdiction
over the Premises.
9. Insurance
9.1 Public liability insurance
The Tenant must maintain insurance with an insurer approved by the Landlord for public
liability for the amount of $20 million concerning 1 single event (or such greater sum as
reasonably required by the Landlord).
9.2 Payment and production of policies
The Tenant must pay all insurance premiums on or before the due date for payment and
produce to the Landlord copies of the certificate of currency on or before the
Commencement Date and each anniversary of the Commencement Date.
9.3 Requirements by Insurer
The Tenant must comply with all reasonable requirements of the Landlord's insurer in
connection with the Premises.
[8188679: 27026449_1] page 7

10. Permitted Use
The Tenant must use the Premises for the Permitted Use and not use the Premises for any
other purpose.
11. Other obligations concerning the Premises
11.1 Compliance with laws
The Tenant must comply with all laws and any requirements of any authority in connection
with the Premises and the Tenant's use and occupation of the Premises, except the Tenant
will not be required to carry out any structural works unless the need for such works arises
from:
11.1.1 the negligent act or omission of the Tenant;
11.1.2 the failure by the Tenant to comply with its obligations under this Lease; or
11.1.3 the Tenant's use of the Premises.
11.2 Licences and permits
The Tenant must maintain all licences and permits required for the Tenant's use of the
Premises.
11.3 Nuisance
The Tenant must not do anything in connection with the Premises which may:
11.3.1 cause a nuisance or interfere with any other person; or
11.3.2 be dangerous or offensive in the Landlord's reasonable opinion.
The parties agree that the doing of any thing permitted under a town planning permit does
not constitute a nuisance for the purpose of this clause.
11.4 Security
The Tenant must keep the Premises secure at all times when the Premises are not being
used by the Tenant.
11.5 Signs
The Tenant must seek the prior written consent of the Landlord before displaying or affixing
any signs, advertisements or notices to any part of the Premises where such signs,
advertisements or notices are visible from outside the Premises.
11.6 Endanger Premises
The Tenant must not do or permit anything to be done in connection with the Premises which
in the reasonable opinion of the Landlord may endanger the Premises or be a risk to any
person or property.
[8188679: 27026449_1] page 8

11.7 Tenant's employees
The Tenant must use all reasonable endeavours to ensure that the Tenant's employees,
agents, contractors and invitees observe and comply with the Tenant's obligations under this
Lease, where appropriate.
12. Dealing with interest in the Premises
12.1 No parting with possession
The Tenant must not assign or sub-lease the Premises, except in accordance with clause
12.2.
12.2 Conditions of assignment
The Landlord will not unreasonably withhold its consent to an assignment or sub-lease if the
Tenant:
12.2.1 requests the Landlord in writing to consent to the assignment or sub-lease;
12.2.2 has remedied any breach of this Lease of which the Tenant has received written
notice from the Landlord;
12.2.3 provides to the Landlord the name and address of the new tenant or sub-lessee
and proves to the Landlord's reasonable satisfaction that the new tenant or sub-
lessee is solvent and able to comply with its obligations under this Lease or the
sub-lease;
12.2.4 executes, and procures the new tenant to execute an assignment of lease or sub-
lease in a form reasonably approved by the Landlord; and
12.2.5 pays the Landlord's reasonable costs in connection with approving the new tenant
and the costs of the preparation, negotiation and stamping of any document
required under this clause.
12.3 Release Upon Assignment
Upon assignment of this Lease, the Tenant shall be released from all further obligations
under this Lease.
13. Tenant's obligations at the end of this Lease
13.1 Tenant's obligations
At the end of this Lease, the Tenant must:
13.1.1 vacate the Premises and give them back to the Landlord in a condition consistent
with the Tenant having complied with its obligations under this Lease;
13.1.2 if required by the Landlord, remove the Tenant's Property (including all signs and
lettering) and reinstate the Premises in the condition the Premises were in prior to
the installation of the Tenant's Property including making good any damage caused
by the removal of the Tenant's Property; and
[8188679: 27026449_1] page 9

13.1.3 give to the Landlord all keys and other security devices for the purposes of
obtaining access to the Premises.
13.2 Tenant's Property left in Premises
Anything left in the Premises after 7 days of the end of this Lease will be deemed to be
abandoned by the Tenant and will become the property of the Landlord and may be removed
by the Landlord at the Tenant's cost and at the Tenant's risk and the parties agree that this
clause 13.2 is an agreement about the disposal of uncollected goods for the purposes of
section 56(6) of the Australian Consumer Law and Fair Trading Act 2012 (Vic).
14. Landlord's rights and obligations
14.1 Quiet enjoyment
The Landlord must not interfere with the Tenant's use and occupation of the Premises
except as provided by this Lease.
14.2 Outgoings and insurance
The Landlord must:
14.2.1 pay all rates and taxes not payable by the Tenant; and
14.2.2 insure the Premises against damage or destruction.
14.3 Maintenance & repair
Except to the extent that the Tenant is required to do so under this Lease, the Landlord
must:
14.3.1 maintain the Premises in a structurally sound, watertight and wind tight condition;
14.3.2 undertake all structural repairs or repairs of a capital nature to any buildings or
plant and equipment in the Premises;
14.3.3 use its reasonable endeavours to maintain all plant and equipment under the
Landlord's control in working order; and
14.3.4 maintain essential services installed or owned by the Landlord in accordance with
the requirements of the Building Act and the Building Regulations and comply with
any other laws or requirements of any authority in respect of the Premises (except
where the Tenant elects to do so).
If the Landlord does not carry out any repairs or works, for which the Landlord is responsible
under this clause, within a reasonable time after the Tenant notifies the Landlord of the need
for those repairs or works, then the Tenant may:
14.3.5 carry out the necessary works or repairs itself; and
14.3.6 offset the cost of the repairs against the Rent payable under this Lease.
14.4 Alterations to the improvements
The Landlord may carry out any works, alterations, renovation or refurbishment of the
Premises which are required to be carried out by the Landlord under this Lease, provided
that the Landlord must use all reasonable endeavours to cause as little disruption as
[8188679: 27026449_1] page 10

possible to the Tenant's use of the Premises in exercising the Landlord's rights under this
clause.
14.5 Entry by Landlord
The Landlord may enter the Premises at any reasonable time after giving the Tenant
reasonable notice in the company of a representative of the Tenant, to:
14.5.1 inspect the condition of the Premises;
14.5.2 rectify any default by the Tenant under this Lease ;
14.5.3 undertake an environmental inspection or accreditation or monitor the

environmental management of the Premises, including energy and water use;
14.5.4 carry out any inspection, repairs, maintenance, works or alterations in the Premises
which the Landlord decides to or is required to carry out by any law or authority.
The Landlord must use all reasonable endeavours to cause as little disruption as possible to
the Tenant's use of the Premises in exercising the Landlord's rights under this clause.
14.6 Emergency entry
The Landlord may enter the Premises at any time without giving notice to the Tenant in an
emergency.
14.7 Reletting and sale
The Landlord may:
14.7.1 affix a 'For Lease' sign on the Premises and show the Premises to intending
tenants at any reasonable time upon reasonable notice to the Tenant during the 6
months prior to the end of the Term (except where the Tenant has validly exercised
an option for a Further Term); and
14.7.2 affix a 'For Sale' sign on the Premises and show the Premises to intending
purchasers of the Premises at any reasonable time upon reasonable notice to the
Tenant during the Term.
Any sign erected by the Landlord must not unreasonably interfere with the Tenant's use and
occupation of the Premises.
14.8 Landlord's consent
Where the Landlord is required to give its consent under this Lease, the Landlord must not
unreasonably withhold its consent, but may give its consent subject to such conditions as the
Landlord may reasonably determine.
15. Termination of Lease
15.1 Re-entry
The Landlord may re-enter the Premises and terminate this Lease if:
15.1.1 any part of the Rent is in arrears for 21 days after receipt of written notice from the
Landlord; or
[8188679: 27026449_1] page 11

15.1.2 the Tenant breaches this Lease and does not remedy the breach within 30 days of
receipt of written notice from the Landlord.
15.2 Damages following determination
If this Lease is terminated by the Landlord, the Tenant agrees to compensate the Landlord
for any loss or damage the Landlord suffers arising in connection with the Tenant's breach of
this Lease, subject to the Landlord taking all reasonable steps to mitigate its loss or damage.
15.3 Essential terms
The essential terms of this Lease are clauses 3, 4.1, 5.1, 5.2, 6, Error! Reference source
not found. 9, 10 and 12. The breach of an essential term is a repudiation of this Lease.
15.4 No deemed termination
If the Tenant vacates the Premises, the Landlord will not be deemed to have terminated this
Lease merely by the acceptance of keys from the Tenant, entry into the Premises for any
purpose, or the showing of the Premises to prospective tenants or purchasers. This Lease
will be deemed to continue until such time as the Landlord gives notice to the Tenant
terminating this Lease, or otherwise agrees with the Tenant that this Lease is terminated.
16. Destruction or damage of Premises
16.1 Reduction in Rent
If the Premises, or any part of the Premises is destroyed or damaged to the extent that the
Tenant cannot use or have access to the Premises (except if the Tenant causes or
contributes to the destruction or damage, or the Landlord's insurer is not legally required to
reinstate the Premises because the Tenant caused or contributed to the destruction or
damage) then the Landlord will reduce the Rent and other amounts due under this Lease by
a reasonable amount depending upon the nature and extent of destruction or damage until
the Tenant can use or have access to the Premises.
16.2 Reinstatement of Premises
If the Premises or any part of the Premises are destroyed or damaged, the Landlord must,
within 2 months from the date of such damage or destruction, give notice to the Tenant:
16.2.1 terminating this Lease, where the Landlord considers that the damage or
destruction is such that repairing it is impracticable or undesirable; or
16.2.2 that the Landlord will commence reinstatement of the Premises to a condition
where the Tenant can use or have access to the Premises.
16.3 Tenant's right of termination
If the Landlord does not commence reinstatement within 3 months of the date of damage or
destruction or the Premises are not reinstated within 6 months of the date of damage or
destruction, the Tenant may give written notice to the Landlord terminating this Lease.
16.4 Effect of Termination
Upon termination of this Lease, each party is released from all further obligations under this
Lease except nothing in this clauses releases either party from any breach of this Lease
arising prior to the date of termination.
[8188679: 27026449_1] page 12

16.5 Dispute resolution
If a dispute arises under this clause about the amount of the Rent or other amounts payable
by the Tenant, either party may ask the President of the Australian Property Institute
(Victorian Division) to nominate a valuer to determine the dispute as an expert. The parties
will be bound by the determination of the valuer and will share the fees of the valuer equally.
17. General
17.1 Notices
Any notice required to be served under this Lease must be in writing and must be served by
post, facsimile transmission or hand delivered to:
17.1.1 the Tenant at its address set out in this Lease, the Tenant's registered office
address, the Premises, or the last known address of the Tenant; and
17.1.2 the Landlord at its address set out in this Lease or any other address notified in
writing to the Tenant by the Landlord.
17.2 Time of service
A notice or other communication is deemed served:
17.2.1 if served personally or left at the person's address, upon service;
17.2.2 if posted, 2 business days after posted;
17.2.3 if served by facsimile transmission, subject to the next sub-clause, at the time
indicated on the transmission report produced by the sender's facsimile machine
indicating that the facsimile was sent in its entirety to the addressee's facsimile
machine; and
17.2.4 if received after 6.00 pm in the place of receipt or on a day which is not a business
day, at 9.00 am on the next business day.
This Lease and the disclosure statement (if any) contains the entire understanding between
the parties as to the subject matter contained in it. All previous agreements, representations,
warranties, explanations and commitments, expressed or implied, affecting this subject
matter are superseded by this Lease and have no effect.
17.4 Waiver
If the Landlord accepts the Rent or any other monies under this Lease (before or after the
end of this Lease) or does not exercise or delays exercising any of the Landlord's rights
under this Lease, it will not be a waiver of the breach of this Lease by the Tenant or of the
Landlord's rights under this Lease.
17.5 Special Conditions
This Lease is subject to the Special Conditions. The Special Conditions override any
inconsistent provisions in this Lease.
[8188679: 27026449_1] page 13

18. Interpretation
This Lease is governed by and is to be construed in accordance with the laws of Victoria.
Each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the
courts of Victoria and waives any right to object to proceedings being brought in those
courts.
18.2 Persons
In this Lease, a reference to a person includes a firm, partnership, association, corporation

or other corporate body.
If a party consists of more than 1 person, this Lease binds them jointly and each of them
severally.
18.4 Legislation
In this Lease, a reference to a statute includes regulations under it and consolidations,

In this Lease:

schedule or attachment in or to this Lease; and
effect the interpretation of this Lease.
18.6 Severance
In this Lease:

remaining part of that provision or the other provisions in this Lease.
In this Lease, a reference to:
18.8 Exclusion of statutory provisions
The following statutory provisions are excluded from this Lease:
[8188679: 27026449_1] page 14

18.8.1 Section 144 of the Property Law Act 1958 (Vic); and
18.8.2 Division 7 of the Transfer of Land Act 1958 (Vic).
[8188679: 27026449_1] page 15

Attachment 1
Special Conditions
[8188679: 27026449_1] page 16

Attachment 2
Plan of Premises
[8188679: 27026449_1] page 17

[8188679: 27026449_1] page 18
Attachment 3
Condition Report
[8188679: 27026449_1] page 19

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Clifftop at Hepburn

TAB 2..………………………………….ABOUT CLIFFTOP

TAB 3..………………………………….THE SKYBARRELS

TAB 4..………………………………….BUILD LOCATION

TAB 5……………………………………SITE MASTER PLAN

TAB 6..………………………………….ARCHITECTURAL PLANS

TAB 7….………………………………..JOINERY PLANS

TAB 8….………………………………..AGREEMENT TO LEASE

TAB 9….………………………………..OPERATIONAL LEASE

TAB 10..………………………………..SUB LEASE

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Previous Clifftop Projects

A01 EXISTING SITE PLAN A26 PROPOSED ELEVATED BARREL - SECTION EE

A02 PROPOSED SITE PLAN A27 PROPOSED ELEVATED BARREL - SECTION FF

A07 PROPOSED RAMPED BARREL - ELEVATIONS (SOUTH & EAST)

A16 PROPOSED RAMPED BARREL - ELECTRICAL FLOOR PLANS

A17 PROPOSED ELEVATED BARREL - UPPER FLOOR PLAN

A22 PROPOSED ELEVATED BARREL - ELEVATIONS (NORTH)

A23 PROPOSED ELEVATED BARREL - ELEVATIONS (WEST) Clifftops@Hepburn:

draft only: not for construction

draft only: not for construction

draft only: not for construction

Site section through

4700 SD Hardwired smoke detectors to comply with

· Internal airtight membrane

· R2.7 bulk insulation

· External silver sarking

11 refer site plan

Pack stud flush

TV over mounted to OUTER CURVED WALLS (PORTAL FRAME):

· Internal lining boards / plasterboard

(refer to joinery plans)

· External silver sarking

Win.10 · External cladding

Sloping wall/floor FLOOR FINISHES

Win.08 UPPER FLOOR:

Selected long format tiles (Refer Finishes Schedule).

(refer to joinery plans)

Load bearing wall

refer site plan

Pack stud flush

Steel frame awning with profiled sheet

Profiled steel sheeting: Spandek;

SERVICES LEVEL FFL

Galvanised steel frame

(refer services plan) Waste pipe Galvanised steel frame

South / Front East / Side

Profiled steel sheeting: Spandek;

Win.04 Steel frame awning with profiled sheet

UPPER LEVEL FFL

LOWER LEVEL FCL

Win.07 LOWER LEVEL FFL

Profiled steel sheeting: Spandek;

9060. draft only: not for construction

colorbond steel sheeting.

Selected hardwood timber flooring Selected hardwood timber flooring

UPPER LEVEL FFL

LOWER LEVEL FFL

Curved portal columns to

Section B-B draft only: not for construction

Curved portal columns to

Industrial steel ribbed