ae = “Landtord” WIND POWER PTY LTD "AGN 087 047 268 “Tenant” LEASEClause is 40. ". 2. 13, LEASE ‘TABLE OF CONTENTS DEFINITIONS AND INTERPRETATION, Covenants to Bind Parties Jointly or Severally .. Persons, Corporations etc. Periods Less than 12 Month: Determination. Acts to include all Re-Enactments, Invalid Conditions V Index, Marginal Notes etc.... ‘Schedules, Annexures Included in Leas DEMISE, BR ROGLweben & RENT. COSTS AND CHARGES Gsr.. INSURANCE . Policies, Tenant's Insurance... Payment and Production of Insurance Policies. Effect on the Landlord's Insurance INDEMNITY AND RELEASE. NNN N oa00 @ USE ‘TENANT'S OBLIGATIONS. N ASSIGNMENT. Change in Ownership of Shares Charges Over Tenant's Fittings LANDLORD'S COVENANTS Quiet Enjoyment Positive Obligation No Warranty as to Use. EXPIRY OR TERMINATION Tenant to Vacate Removal of Tenant's Property. HOLDING OVER.ae me TABLE OF CONTENTS (continued) Clause 44. ABANDONMENT OF PREMISE: 45, DEFAULT. 10 Landlord's Right to Terminate. 10 Damages for Breach.. 12 16, COSTS 47, NOTICES. 18, FURTHER TERMS Renewal.. ‘Terms of 19. TENANT'S RIGHT TO LODGE CAVEAT, 20, MISCELLANEOUS. Waiver. Registration.. Interest on Overdue Whole Agreement .. Prior Representations.. SCHEDULE ANNEXURE A Premises PlanTHIS LEASE is made the BETWEEN [ day of “Landiord” AND WIND POWER PTY LTD ACN 097 047 268 of Level 20, 385 Bourke Street, Melboume, Victoria “Tenant” ON THE BASIS THAT: A. The Landlord is the registered proprietor of the Land upon which the Premises is located, B, The Landlord has at the request of the Tenant agreed to grant to the Tenant and the ‘Tenant has agreed to take a lease of the Premises for the Term at the rental end ‘subject to the covenants and conditions contained in this Lease. AND THE PARTIES AGREE THAT: 4. DEFINITIONS AND INTERPRETATION 1.1 Definitions Accessways Authority Business Day Commencement Date Corporations Act Electrical Plant Expiry Date Further Terms Holding Company IFS Investment Vehicle ‘means any vehicular and other accessways over the Land coloured white on the plan annexed to this Lease as Annexure A means the iocal government municipality having jurisdiction over the Premises and the Land or any part of it means any day that is not a Saturday or Sunday on which banks are open for general banking business in Melbourne means the date specified in Item 5 of Schedule 4 means the Corporations (Victoria) Act 1990 and includes where applicable a separete reference to the Corporations, Law of each State or Territory other than Victoria means any electrical plant required to render the output of the Wind Turbine Generators suitable to the high voltage ‘transmission system of the relevant electricity distribution or ‘transmission company or other owner of ike system means the date specified in Item 6 of Schedule 4 means the further terms specified in item 10 of Schedule 1 means a holding company as that term is defined in the Corporations Act means any investment vehicle established by Industry Funds Services Pty Lid ABN 54 007 016 195a cee a @ a 4 Land Landlord Lease Year Permitted Use Premises Premises Plan Rates Rent, Rental and rental Rent Commencement Date Tenant Tenant's Fittings Term and term (a) means the land comprised in Certificate of Title Volume [ }Fatio Jand [ 1 Folio [ Jend known as [ 1 means the person named in Item 2 of Schedule 1 and includes the Landlord's successors and assigns and, where the context permits its servants and agents means each period of 12months starting on_ the ‘Commencement Date and includes any portion of the Term, not being a full Lease Year, from the end of a Lease Year until the end of the Term means the use specified in Item 9 of Schedule 4 means the Premises described in Item 4 of Schedule 4 and as shown by the red crosses on the plan annexed to this Lease as Annexure A means the plan annexed in Annexure A means all municipalicouncil rates that may be charged upon or in respect of the Premises and/or the Land by any relevant Authority means the Rent stated in Item 7 of Schedule 1 subject to Clause 3.4, means the date which is the earlier of {2) 12 months from the Tenant taking possession of the Premises to commence construction of the Wind Turbine Generators; and (©) the date upon which the Wind Turbine Generators become commercially operational and income generated by the Wind Turbine Generators begins to flow to the Tenant Includes the person or persons described in.Item 3 of ‘Schedule 1 and his executors, administrators or (being @ corporation) its successors in title, and where applicable those claiming through or under them respectively means any items of plant and equipment (including the Wind Turbine Generators and the Electrical Plant) installed on the Premises by the Tenant means the period of time specified in tem 4 of Schedule 1a ! eee kes iit ie 13 14 15 16 47 18 Wind Turbine means electrical generators rotated by the movement of Generators wind over rotor blades Covenants to Bind Parties Jointly or Severally When two or more Tenants are parties to this Lease the covenants agreements conditions and stipulations on their part contained in this Lease refer to and bind them and any two or greater number of them jointly and each of them severally. Persons, Corporations ete. ‘Any reference to a person incluées corporation and words importing the singular umber include the plural and words importing the masculine gender include the feminine and neuter genders and vice versa respectively. Periods Less than 12 Months For any period of fess than 12 calendar months any payments to be made by the “Tenant in respect of a whole period of 12 months wil (unless otherwise specifically provided to the contrary) be calculated on a pro rata basis belng the ratio which the number of days in the relevant period bears to 365 Determination ‘Any reference to the determination of this Lease will be deemed to mean that this Lease will absolutely cease and determine as and from the date of such determination but without prejudice to any tight of action or remedy of the Landlord or the Tenant in respect of any antecedent breach or default in respect of any of the covenants agreements conditions and stipulations contained in this Lease or implied on the part of the Tenant or the Landlord to observe perform or keep or any other right of action or remedy of either party acquired prior to the termination. Acts to include all Re-Enactments A reference to any Act of Parliament Statute Regulation or Rule or to any part section sub-section regulation sub-regultion rule of sub-rule cf any such Act Statute Reguiation or Rule includes a reference to the corresponding provisions of any statutory modification or re-enactment of such Act Statute Regulation Rule part section sub-section regulation sub-regulation rule or sub-rule. Invalid Conditions Void ‘All covenants agreements conditions and stipulations contained in this Lease will be 80 construed as not to infringe the provisions of any Act of Parliament whether State or Federal but if any such covenant agreement condition or stipulation on its true interpretation does infringe any such provision the same will be deemed to be void and severable, Index, Marginal Notes ete. Any index marginal notes and clause headings are for convenience only and will not affect the construction or interpretation of this Lease.19 2. 24 2 ) 3 34 : 32 Bg a3 ‘ 34 1 4 44 Schedules, Annexures Included in Lease \jhis Lease includes the Schedule any Annexures and any plans and specifications annexed to the Lease or incorporated by reference in this Lease and embadies the entre understanding and the whole egresment between the parties relative to the subject matter and all previous negotiations representations warranties agreements and statements (if any) whether express or implied with reference to the subject matter of this Lease’ or the intentions of either of the parties are merged in this Lease and otherwise are excluded and cancelled. DEMISE ‘The Landlord grants to the Tenant: {a) _alease of the Premises; and (b) the right to enter the Land only on Accessways set out on the Premises Plan fo permit the exercise of the Tenant's rights and obligations under this Lease, for the Term subject to the provisions contained in this Leese. RENT Subject to Clause 3.4, from the Rent Commencement Date, the Tenant must pay the Rent without demand on the fist day of each quarter by equal quarterly instalments in advance without deduction, set-off or counterclaim as the Landlord directs. If necessary, the first and last instalments will be apportioned on @ daily basis. For the avoidance of doubt, the Tenant is not liable to pay any Rent prior to the Rent ‘Commencement Date. On each anniversary of the Commencement Date (‘Review Dates"), the Rent payable as and from the Review Dates willbe the Rent payable immediately before {he relevant Review Date increased by the percentage increase in the Consumer Price Index (All Groups) issued by the Austrafian Statistician between the date the index was last issued prior to the Review Date and the date which is one year earlier than that date. Upon giving the Lanclord at least 60 days notice, the Tenant may extend the Rent Commencement Date for a period of up to (2) 90 days; or (0) if Clause 18.3 applies, fora period of up to 180 days. COSTS AND CHARGES ‘The Tenant must pay directly to the assessing authority all charges for electricity, gas, water or other public utlity charge which may be charged in respect of the sensumption of those utilities in or about the Premises by the due date for the payment of those charges.