Term Sheet for Build to Suit Building Construction in CIBIS Park

1. Overview and Structure

1. Proposed The opportunity for Infinaxis Capital Management Pte. Ltd. or its
Transaction nominee (“Infinaxis”) to purchase a Build to Suit Building from PT
Bhumyamca Sekawan (“Bhumyamca”), located at CIBIS Park, Jl. TB.
Simatupang No. 2, Jakarta 12560, as a data center building. (the
“Project”).

2. Parties 1. Infinaxis Capital Management Pte. Ltd. (“Infinaxis”), a company

incorporated in Singapore with registration number of xxx, whose
registered office is at 292 Joo Chiat Road Singapore 427544;
2. PT Bhumyamca Sekawan (“Bhumyamca”), a company
incorporated in Indonesia, whose registered office is at CIBIS Eight,
7th Floor, Jl. TB. Simatupang No. 2, Jakarta Selatan, Indonesia,
12560.
3. Each of the above shall be referred to as a “Party” and collectively
referred to as the “Parties”.

3. Transaction 1. 30 September 2021: Agreement and Execution of this Term Sheet;

Timetable 2. 31 December 2021: Execution of Conditional Sales and Purchase
Agreement/ Perjanjian Pengikatan Jual Beli (CSPA/PPJB);
3. 31 January 2022: Commencement of Construction of Build-to-Suit
Core and Shell Facility for Infinaxis.

4. Property The details of the subject site are as follows:

Information
Infinaxis Data Center

Address Jl. TB. Simatupang No. 2, Jakarta 12560

Site Area [8,650] sqm
Built-Up Area [30,275] sqm, excluding of which [xxx]sqm will be
allocated for generator
Land Title HGB – Right to Build / Hak Guna Bangunan

5. Transaction Forward purchase of a Build-to-Suit project

Assumptions
Bhumyamca and its appointed consultants agree to construct a core and
shell data center building for Infinaxis according to the agreed
specifications.

6. Exclusivity 1. Both parties shall work exclusively from the date of this Term Sheet
until 30 September 2021 (or such other date as the Parties may
agree), or until the CSPA/PPJB is executed by the parties, whichever
is earlier.
2. During this Exclusivity Period, Infinaxis shall not, and shall cause its
officers, directors, financial and other advisors not to (i) solicit,
initiate, encourage or otherwise engage in discussions, proposals or
offers, from any person other than the Parties for this project, or (ii)
otherwise take any action which would prejudice the ability of the

1
 Bhumyamca to complete the Project.

7. Definitive The documents envisaged for this transaction would be:

Agreements
1. A development management agreement in respect of the Project
(“DMA”);
2. A property management agreement in respect of the Project
(“PMA”);
3. An estate management agreement in respect of the Project (“EMA”);
4. Conditional Sales and Purchase Agreement/ Perjanjian Pengikatan
Jual Beli (“CSPA/PPJB”).
5. The Parties will negotiate in good faith and agree on the terms of the
CSPA/PPJB by 31 December 2021.
6. Long Stop Date 31 January 2022.
7. In the event that CSPA/PPJB is not entered into by Parties by the
Long Stop Date, this Term Sheet shall lapse and cease to have any
effect, save for any accrued rights of any Party or as expressly
provided in this Term Sheet and all discussions, commitments and
assessments made between the date of this Term Sheet and the
Longstop Date shall cease to be valid.
8. The Long Stop Date will be extended accordingly, should the process
be held up by reasons mutually agreed by both parties (“Extended
Long Stop Date”).

8. Due Diligence Each Party is entitled to carry out an in-depth a comprehensive legal,
financial, tax, development planning and infrastructure due diligence, and
environmental due diligence on the Proposed Development and the
subject site in relation to the development of the data center (collectively,
“Due Diligence”)
Each Party shall use its best endeavour to facilitate and assist the other
Party and/or its Authorized Representatives in completing such Due
Diligence (as hereinafter defined), including providing all the necessary
information and documents as may be reasonably required for the
detailed analysis of the Proposed Developments, as may be reasonably
requested by the other Party and/or its Authorized Representatives.

2. Project Overview

1. Overall Design A build-to-suit building (core and shell only) in exclusion of all data
center (IT) related equipment, such as server, wiring and cable, racks,
and any other equipment.

2. Building Design 1. Designed as a data center

& Specifications 2. Typical floor plate: min. 2,000 sqm (GF, SGFA or NFA?)
3. Building ceiling height of 6 meters (slab to slab)
4. Building floor loading of 20 kN /m2 (~2,000 kg /m2)
5. Electricity supply: 20 MW, dual source?
6. Generator system backup
7. Compliance with all relevant authorities’ requirements

2
3. Build-To-Suit Infinaxis will purchase 100% of the constructed building as per agreed
specifications.

3. Commercial Terms

1. Total Project Cost The total budgeted Project Cost for the Project (including land cost) will
be breakdown as follows:
1. Land cost is estimated at IDR 38,000,000 /m2 on the agreed land
plot.
2. Current construction cost is estimated at IDR 15,000,000 /m2, subject
to open-book pricing and final specifications, on the agreed building
size.
3. The construction cost is including hard cost and permits required.
4. Total Project Cost (land and construction) is still subject to additional
profit of 15% for Bhumyamca and applicable taxes.
5. With the intention to design and develop the site to within xx months;
6. Design and costing to be further discussed between Parties, and a
Tender will be conducted for the award of construction.

2. Payment Terms The payment of the Project will be as follows:

1. IDR 5,000,000,000 shall be payable upon signing of the Term Sheet
(“Booking Fee”). This Booking Fee is refundable and still subject to
Due Diligence.
2. 10% of Total Project Cost (minus Booking Fee) shall be payable
upon signing of CSPA/PPJB.
3. 5% of Total Project Cost shall be payable upon the issuance of
Building Construction Permit/ Ijin Mendirikan Bangunan (IMB).
4. 10% of Total Project Cost shall be payable upon the ground breaking
of the Project.
5. 10% of Total Project Cost shall be payable once the upper structure
construction has reached 50%.
6. 15% of Total Project Cost shall be payable upon topping off of the
Project.
7. 10% of Total Project Cost shall be payable upon handover of the
Project.
8. 30% of Total Project Cost shall be payable upon signing of Deed of
Sales/ Akta Jual Beli (SPA/AJB).
9. 5% of Total Project Cost shall be payable upon the issuance of
Building Operating Permit/ Sertifikat Laik Fungsi (SLF).
10. 5% of Total Project Cost shall be payable upon the fulfillment of
Defect Warranty

4. Development Management

1. Development The Parties agree to appoint the development manager for the Project.
Manager

2. Development The development manager will be responsible for the Development

Management Management of the Project. The scope includes:
Services

3
 1. Development and acquisition evaluation
2. Preparation of budgets and plans
3. Project development coordination and oversight
4. Planning advice and assistance
5. Tender process for project management firm
6. Project control group (PCG) meeting and reporting
7. Supervision of the construction, including supervision of the lead project
manager
8. Ensuring works constructed in accordance with agreements/programmes
9. Coordinating PCG meetings
10. Reporting on progress of the works
11. Procuring rectification of defects
The Development Manager will conduct a comprehensive tender process to
select a lead project management firm for the development of the Project. As
well as all necessary approvals for the Project.

3. Development The Parties agree that the Development Manager shall charge a Development
Management Fee Management fee of xx% of total construction cost. The Development
Management fee shall be borne by xx.

5. Property Management

1. Property Prior to the Project handover, Infinaxis shall appoint the Property Manager to
Manager provide Property Management Services, including but not limited to maintain
and operate the data center.

6. Estate Management

1. Estate Manager Infinaxis acknowledges that the data center is located within CIBIS Park
estate. Therefore, Infinaxis agrees to follow the rules and regulation applies by
the Estate Manager. The Estate Manager shall be appointed by Bhumyamca.

7. Others

1. Consultants Infinaxis will engage various consultants for the completion of due diligence
who will require information from Bhumyamca and reasonable access to the
Property and documentations.

2. Transaction Each Party shall bear their own costs in documenting, negotiating and
Costs finalising the Proposed Transaction.

3. VAT Unless stated otherwise, amounts specified in this document are exclusive of
Value Added Tax (VAT) that applies.

4. Agent’s Fee The Parties acknowledge that the agent’s fee for PT Jones Lang LaSalle
Indonesia (JLL) shall be paid by Bhumyamca.

5. Termination The Long Stop Date shall be 31 January 2022 (or as may be mutually
extended) (the “Extended Long Stop Date”).

4
6. Confidentiality The Parties shall keep this Term Sheet and its contents strictly confidential
and shall not disclose or make reference to this Term Sheet or the contents
herein without the consent of the other Party, provided that disclosure in the
following circumstances shall not be prohibited:
(i) Any disclosure by the Parties to its representatives or advisors on a
need-to-know basis, where each of the representatives and advisors
have agreed to be bound by the confidentiality obligations under this
paragraph as though they are party hereto;
(ii) Any disclosure that is required by applicable law or by a court of
competent jurisdiction or by the rules of an applicable stock
exchange; and
(iii) Any disclosure to an applicable stock exchange.
If a Party is required to make any disclosure in a manner permitted by sub-
clauses (ii) and/or (iii) above, that Party shall to the extent practicable and
permitted:
(i) Provide the other Party with advance notice of the requirement and a
copy of the information to be disclosed;
(ii) Permit the other Party to make representations in relation to it; and
Give the other Party a reasonable opportunity to seek an appropriate remedy
to prevent such disclosure and co-operate fully (including if necessary,
joining in legal proceedings) with the other Party.

7. Binding Except for the terms contained under the headings: Exclusivity, Costs,
Confidentiality, and Governing Law and Arbitration (“Binding Terms”) the
remaining terms of this Term Sheet are not binding on the Parties but refer to
the commercially agreed principles to be reflected in legally binding
transaction documents.
Unless otherwise agreed between the Parties in writing, the Binding Terms
are effective for a period of 6 (six) months from the date of this Term Sheet is
signed by Parties or until the execution of CSPA/PPJB, whichever is earlier.

8. Governing Law This Term Sheet and any non-contractual obligation arising out of or in
& Arbitration connection with it, including any non-contractual obligations arising out of
the negotiation of the Proposed Transaction, will be governed by the law of
Indonesia.
Any dispute, claim, difference or controversy arising out of, relating to or
having any connection with this Term Sheet, including any dispute as to its
existence, validity, interpretation, performance, breach or termination of the
consequences of its nullity and any dispute relating to any non-contractual
obligations arising out of or in connection with it (for the purpose of this
provision, a “Dispute”), shall be referred to and finally resolved by
arbitration under the Arbitration Rules of the Singapore International
Arbitration Centre (“SIAC”) as amended from time to time (for the purpose
of this clause, the “Rules”).
The Rules are incorporated by reference into this provision and capitalised
terms used in this provision which are not otherwise defined in the Term
Sheet shall have the meaning given to them in the Rules. The number of

5
arbitrators shall be one (1). The Arbitration shall be appointed in accordance
with the Rules. The seat, or legal place of arbitration, shall be Singapore. The
language used in the arbitral proceedings shall be English.

6
This Term Sheet is strictly confidential and provided for reference purposes only. These proposed
terms are subject to obtaining various approvals. The relevant terms are to be documented in
CSPA/PPJB and may differ from those outlined in this Term Sheet at any time. To the extent there is
any inconsistency between this Term Sheet and CSPA/PPJB and associated documents, CSPA/PPJB
and associated documents prevail.
The parties agree that the provisions of this Term Sheet shall form the basis on which they will
undertake due diligence and negotiate CSPA/PPJB. This Term Sheet is not a legally binding
document except for the provisions dealing with Exclusivity, Confidentiality, Costs and Governing
Law and Arbitration.

Please acknowledge your acceptance of the provisions of this Term Sheet by signing and returning the
enclosed copy of the Term Sheet.

Yours faithfully
Signed by an authorised representative for and on behalf of
Infinaxis Capital Management Pte. Ltd.

Name :
Title :
Date :

Signed by an authorised representative for and on behalf of

PT Bhumyamca Sekawan

Name : Achmad Umar

Title : President Director
Date :