2

LOAN AGREEMENT

Raewyn Joyce Melican

("Lender")

Vincent Richard Melican and Raewyn

Joyce Melican ATF The Melican
Superannuation Fund
("Borrower")

RUBICON LAWYERS
PTY LIMITED
A.C.N. 161 569 777

LEVEL 2, 118 CHRISTIE STREET

ST LEONARDS NSW 2065

TELEPHONE: +612 8014 2721

WWW.RUBICONGROUP.COM.AU
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CONTENTS

1. Definitions and Interpretation

1.1 Definitions
1.2 Interpretation

2. Provision of Advance

3. Security

4. Payment of Interest

5. Payment of Default Interest

6. Repayment

7. Method of Payment

8. Default and Termination

9. Limited Recourse

10. Protection of Lender

11. Attorney

12. Costs

13. Notices

14. Governing Law

15. Entire Agreement

16. Amendment

17. Severance

18. Waiver
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Schedule

LOAN AGREEMENT

DATE

PARTIES

I Raewyn Joyce Melican of 5 Greensborough Avenue, Rouse Hitl in

the state of New South Wales ("Lender"); and
2 Vincent Richard Melican and Raewyn Joyce Melican ATF The
Melican Superannuation Fund of 5 Greensborough Avenue,
Rouse Hill in the state of New South Wales ('Borrower").
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RECITALS
The Lender has agreed, at the request of the Borrower [and the
Guarantor], to provide a loan facility to the Borrower.
The Lender and Borrower have agreed to enter into this Agreement to
set out the terms of the loan facility.

c The Lender agrees that the loan will be limited in recourse to

the security provided in line with the requirements of
section 67A of the Superannuation Industry (Supervision)
Act, 1993.

OPERATIVE PART

I Definitions and Interpretation

1.1 Definitions
In this document:
"Advance" means the amount specified in Item 1 of Schedule
1, provided or, where the context requires, to be provided
under this Agreement by the Lender to, or at the direction
of, the Borrower;
'Business Day" means the period from 9.00am to 5.00pm on
any day except Saturday and Sunday and any gazetted public
holidays;

Drawdown Datel' means the date specified in Item 2 of

t

Schedule '1 , or such other date as the Lender and Borrower

agree in writing;
"Default Interest Rate" means the rate of interest specified in
Item 6 of Schedule 1;
'Event of Default" means the events specified in Clause 8(b);
"Guarantor" means the guarantor specified in Item 8 of
Schedule 1 and any other person who has guaranteed, or in
the future guarantees, the Borrower's obligations and
performance under this Agreement;

"Interest Payment Dates" means the date specified in Item 5 of

Schedule 1; "Interest Rate" means a rate of interest specified
in Item 3 of Schedule l ;
"Loan" means, at any time, the principal amount of the Advance
outstanding at that time;
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"Party" means a party to this Agreement and "Parties" has a

corresponding meaning;

'Repayment Date" means the date specified in Item 3 of

Schedule 1 or such other date as the Lender and the Borrower
agree to in writing;
'Secured Property" means the property listed in Item 9 of
Schedule 1 as may be varied by agreement between the
Lender and Borrower from time to

'Security" means the security specified in Item 7 of Schedule 1

to be given by the Borrower or Guarantor or such other
security as may be required by the Lender pursuant to Clause
3.
1.2 Interpretation
In this document, unless a contrary intention appears:

(a) words or expressions given meaning in the recitals have

the same meaning in the body of this document;

(b) words or expressions importing the singular include the

plural and vice versa;

(c) words or expressions importing a gender include the

other gender;
(d) words or expressions denoting individuals include
corporations, firms, unincorporated bodies, government
authorities and instrumentalities;

a reference to a party includes that party's successors and

permitted assigns;

(f) if a party to this document is made up of more than one

person, or a term is used in this document to refer to
more than one party, an obligation of those persons is
joint and several, a right of those persons is held by each
of them separately, and any other reference to that party
or term is a reference to each of those persons
separately, so that (for example) a representation,
warranty or undertaking is given by each of them
separately;
(g) where a word or expression is defined or given meaning,
another grammatical form has a corresponding meaning;
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(h) any heading, index, table of contents or marginal note is

for convenience only and does not affect the
interpretation of this document;
a provision of this document shall not be construed to the
disadvantage of a party merely because that party was
responsible for the preparation of this document or the
inclusion of the provision in this document;

a reference to this document or another document includes

that document as amended, varied, novated, supplemented or
replaced from time to time;

(k) a reference to legislation or a provision of legislation

includes:
all regulations, orders or instruments issued under
the legislation or provision; and
any modification, consolidation, amendment, re-
enactment, replacement or codification of such legislation or
provision; and

any recitals, schedule or annexure form part of this

document and have effect as if set out in full in the body
of this document.

2 Provision of Advance
(a) The Lender shall provide the Advance to the Borrower by
way of a cash advance on the Drawdown Date on the
terms and conditions set out in this Agreement.

(b) The Advance will be provided to the Borrower by way of

cheque or teEegraphic transfer or as the Borrower
directs In writing.

3 Security
If requested in writing by the Lender or by an assignee to
which the Advance has been assigned the Borrower shall
execute any form of Security over the Secured Property
required by the Lender for the amount of the Advance.

4 Payment of Interest
(a) Interest is payable to the Lender on the Loan at the
Interest Rate and will be calculated on the daily balance
of the Loan on the basis of a 365 day year.
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(b) The Borrower must pay interest to the Lender in the

manner specified in Item 5 of Schedule 1.

5 Payment of Default Interest

(a) Where any sum, payable by the Borrower under this
Agreement is not paid to, or as directed by the Lender on
or before the due date of payment, default interest will
accrue on the outstanding amount. Accrued default
interest must be paid by the Borrower to the Lender
upon demand.
(b) Default interest wifl be calculated at the Default Interest
Rate for the period for which the outstanding amount is
overdue, Accordingly, default interest will accrue on and
from the due date for payment of the outstanding
amount up to but excluding its date of payment. It will
be computed on a daily basis for actual days elapsed
and will be compounded on the last day of each month.

6 Repayment
Subject to Clause 9, the Borrower must repay and finally
discharge the Loan on the Repayment Date.

(b) The Borrower must also pay any interest accrued on the
Loan and not then paid, and all other amounts payable
under this Agreement* to the Lender on or before the
Repayment Date.

(c) If the Lender by assignment should assign the Loan to

any person then the Assignee be entitled to obtain
payment in full of the Loan in the same manner as the
Lender could have obtained payment of the Loan
pursuant to this Clause 6.

(d) Subject to the foregoing provisions of this Agreement, the

Borrower shall have the right to repay the Loan in full at any
time.

Upon the Lender being satisfied that the Borrower has

paid all monies payable by it and discharged all
obligations binding upon it under this Agreement, then
the Lender shall at the request and cost of the Borrower
execute an acknowledgment that the Advance and all
interest in relation thereto has been paid.

7 Method of Payment
All payments made under this Agreement by the
Borrower to, or at the direction of the Lender, must,
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unless otherwise specified or agreed by the Lender, be

made in Australian dollars in immediately available
funds not later than 5,00pm Sydney time on the due
date.

(b) All payments made under this Agreement by the

Borrower to the Lender must be paid into the nominated
bank account of the Lender or at such other place as the
Lender may from time to time direct in writing. Any
payment made in any other way will be at the Borrower's
risk until it is actually received by the Lender.
(c) Payments made under this Agreement must be made by
the Borrower without set-off or counterclaim and free
and clear of, and without, any deductions whatsoever.

8 Default and Termination

(a) If an event described in Clause 8(b) occurs, the Loan,
together with all interest accrued on the Loan and not
then paid and all other amounts payable under this
Agreement and unpaid shall, at the option of the Lender
(and notwithstanding any previous delay or waiver of the
right to exercise that option) immediately become due
and payable upon
demand by the Lender. In addition, if the Lender exercises
that option, the Security will become immediately enforceabla

(b) Each of the following is an "Event of Default":

payment default: if the Borrower fails to repay the
Loan on the Repayment Date or fails to pay any
instalment of interest on the relevant Interest
Payment Date or fails to pay any other money
payable under this Agreement on the due date for
payment of that money, and such failure continues
for more than five (5) Business Days;
other default: if the Borrower fails to perform or obseNe
any of the covenants or provisions of this Agreement to
be performed or observed by the Borrower (other than a
failure of the type contemplated by Clause 8(b)(i)) and
(if capabEe of remedy) such default continues for more
than twenty (20) Business Days after notice from the
Lender requiring the Borrower to remedy the default;

false or misleading statement: if the Lender

ascertains that the Borrower has made any false,
inaccurate or misleading statement having, in the
Lender's opinion, a material effect on:
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(A) the provision by the Lender of the

Advance;

(B) the maintenance of the Loan; the

acceptance of the Security; or
(D)in relation to the making of this Agreement;

(v) loss of capacity: if the Borrower or any Guarantor

(which is a natural person) dies or becomes
incapable of managing his or her own affairs;

(v) illegality: the continued performance of the obligations

of the Borrower under this Agreement contravenes, or
might in the Lender's opinion any applicable
statute, ordinance, proclamation, rule, order,
regulation, moratorium or decree of any governmental
or other authority;

Judgment entered: if any verdict be given or order

for payment made or judgment entered or signed against
the Borrower and the same is not satisfied within seven
(7) days thereafter; (vii) bankruptcy: if the Borrower
commits an act of bankruptcy; or
(viii) security: if the security becomes unenforceable or
ceases to be fully binding for any reason other
than dlscharge or release in accordance with its
terms.
 (c) The Lender may exercise its rights under Clause 8(a):
Notwithstanding acceptance of any part of any of the
amounts payable under this Agreement after the
occurrence of an Event of Default;

Notwithstanding the occurrence of any previous or

other event of default; and

(iii) Without the necessity for any notice to, or of any

consent or concurrence on the part of, the
Borrower or any other person.

9 Limited Recourse
Notwithstanding any other provision in this Agreement,
the liability of the Borrower for the Loan and any
Interest in respect thereof is limited to the aggregate
amount available for payment or satisfaction of the Loan
from enforcement in respect of the Secured Property or
from amounts recovered by the Lender in respect of the
Secured Property in a liquidation, and the Lender is only
entitled to enforce its rights in respect of any breach of
any provision of this Agreement to the extent necessagy:
to enforce its rights in respect of the Secured Property;

to recover the proceeds of sale or disposal of the

Secured Property; and
to recover the proceeds of any policy of insurance or
compensation in relation to the Secured Property;
and if the amounts available to pay or satisfy the
Loan from such enforcement or recovery are
insufficient to pay or satisfy all the Loan, the
Borrower is not fiable for any deficiency.
(b) The Lender agrees that it will not:

apply or take any proceedings to have the

Borrower wound up; or

apply for or take any proceedings for obtaining of a

judgement against the Borrower except for the
purposes of enforcement against the Secured
Property.

(c) In exercise of any right under this document if the

Lender or any attorney or receiver incurs any liability as
agent for the Borrower or for which the Borrower is
liable the aggregate liability of the Borrower is subject to
the limitation under Clause 9(a).
10 Protection of Lender
It is not incumbent on the Lender:
to give any notice of its rights under this Agreement
or the Security to any Guarantor, debtor or
member of the Borrower or Guarantor orto any
other person; or
to enforce the Security or to take any steps or
proceedings to enforce the Security, unless the
Lender thinks fit. The Lender is not liable for any
omission to give any notice or for any delay in
enforcing the Security.

(b) The Lender is not answerable for any involuntary losses

or irregularities which may occur in, or by, the exercise
or non-exercise of any of the powers, rights or remedies
conferred on the Lender by this Agreement or the
Security.

(c) In any case where, under or pursuant to this Agreement,

the doing or execution of any act, matter or thing by the
Borrower is dependant upon the consent or approval of
the Lender, such consent or approval may be given
conditionally or unconditionally or may be withheld by
the Lender in its absolute uncontrolled discretion,
unless this Agreement expressly provides otherwise,

(d) Whenever the Borrower is obliged or required under this

Agreement to do or effect any act, matter or thing, then
the doing of such act, matter or thing will, unless this
Agreement expressly provides otherwise, be at the sole
risk and expense of the Borrower,
If after the date of this Agreement:
any order of any court of competent jurisdiction;

any change in, or extension of, or application of, any

applicable law or regulation, whether or not having
the force of law; or
the official interpretation of any applicable law or
regulation by and governmental or other authority,
monetary or banking agency or central bank charged
with the administration of that law or regulation,

makes it unlawful, or impossible (in the Lender's

opinion) for the Lender to give effect to or maintain its
obligations under this Agreement, the Lender will, by
notice to the Borrower, declare the Lender's obligation to
provide the Advance to maintain the Loan (as the case
requires) is terminated immediately.
 If the Advance has been provided, the Borrower must
then, within the lesser of thirty (30) Business Days of
receiving notice pursuant to Clause 10(e) and the period
of any maximum grace period allowed by any relevant
law or regulation for compliance by the Lender with its
obligations, prepay the Loan, together with all interest
accrued on the Loan and not then paid and all other
amounts payable under this Agreement and unpaid,
without premium or penalty. The Advance will not be
available for redrawing either in whole or in part.

11 Attorney
The Borrower irrevocably appoints the Lender and its
successors and assigns severally, the attorney of the Barrower
with the power, at the expense of the Borrower, at any time
after the occurrence of an Event of Default or an event which,
with the giving of notice or the lapse of time or bothj would be
an event of default, to do all acts and things and to execute all
documents as may, in the Lender's opinion be reasonabfy
necessary or desirable or expedient to give effect to any right
or power conferred on the Lender by this Agreement or the
Security.

12 Costs
The costs of preparation of this Agreement and any stamp
duty payable thereon shall be borne by the Borrower.

13 Notices
Any notice to be given or served upon any of the Parties
hereunder may, without prejudice to any other mode of
service, be served by posting the same in a registered pre-paid
letter to such party at its above address and shall be deemed
to have been duly received three (3) Business Days following
the posting thereof.

14 Governing Law
This Agreement shall be governed by and construed in
accordance with the laws in force in the State of New South
Wales and the Parties agree by their execution of this
Agreement to irrevocably submit to the non-exclusive
jurisdiction of the Courts of the State of New South Wales in
respect of all matters arising under or in connection with this
Agreement.

15 Entire Agreement
This Agreement contains the entire Agreement between the
Parties with respect to the subject matter of this Agreement
 and supersedes and prevails over any prior agreement
covenant or understanding (if any) between the parties.

16 Amendment
No amendment of this Agreement shall bind the Parties
unless made in writing expressed to be supplemental to or in
substitution for the whole or part of this Agreement.

17 Severance
Any provision of this Agreement that is or becomes invalid,
unlawful, void or unenforceable shall be capable of severance
without affectlng any other of the respective obligations or
rights of the Parties,

18 Waiver
Any waiver of any provision or condition of this Agreement
must be in writing and is effective only to the extent
specifically set forth in such writing. A waiver by one Party of
a breach by another Party of any covenant, agreement,
obligation or provision of this Agreement shall not operate as
a waiver of another or continuing breach of the same or any
other covenant, agreement, obligation, or provision of this
Agreement.
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EXECUTED as an agreement

Name of Witness
(BLOCK LETTERS)

Name of Witness
(BLOCK LEITERS)
Schedule

Item 1
Advance
The Advance is $200,000.00

Item 2
Drawdown date

Item 3
Repayment Date
On or before the expiry of one hundred and twenty (120) months from
the Drawdown Date

Item 4
Interest Rate
5.39% per annum

Item 5
Interest Payment Date
The first day of each quarter commencing on the first day of the
quarter after the Drawdown Date, to and including the Repayment
Date.
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Payment of Interest
The Borrower must pay interest in arrears in equal quarterly
instalments on each Interest Payment Date.

A pro rata adjustment of the amount of the first and last interest
instalments will be made by the Lender and notified to the
Borrower in writing. The Borrower must pay these amounts instead
of the first instafment and fast instalment otherwise required under
this clause.

Item 6
Default Interest Rate
5.39% per annum

Item 7
Security
Registered charge over the Secured Property

Item 8
Guarantor
Not applicable

Item 9
Secured Property
Lot 112 Feltham Circuit, Burpengary in the state of Queensfand
( Lot 112 in SP 275459).