The Person DESCRIBED in Item 1 of Schedule 2

1

Lease

Parties:Secretary to the Department of Human Servicesa body corporate constituted under the Health Act 1958 of 555 Collins Street, Melbourne (“Lessor”)

The person DESCRIBED in item 1 of Schedule 2

(“Lessee”)

Operative Provisions:

PART 1 - DEFINITIONS AND INTERPRETATION

1Definitions and Interpretation

1.1In this Lease unless the contrary intention appears:

(a)words beginning with capital letters are defined in Schedule1; and

(b)a reference to an item is a reference to an item in Schedule 2 to this Lease.

Schedule1 contains other interpretation provisions for this Lease.

Schedule 2 contains important details.

Schedule 3 contains the Lease Plan.

PART 2 - LEASE OF PREMISES

2Lease of Premises

The Lessor leases the Premises to the Lessee for the Term beginning on the Commencement Date. This Lease is subject to:

(a)the encumbrances affecting the Land; and

(b)any reservations in this Lease.

PART 3 - RENT AND OUTGOINGS

3Rent

3.1The Lessee must pay the Rent, if requested by the Lessor, annually in advance on the signing hereof and on every anniversary of the Commencement Date to the Lessor at the Lessor’s address specified in Item 9 of Schedule 2 or as the Lessor directs in writing.

4Outgoings

4.1The Lessee must pay Outgoings which relate only to the Premises before or when they are due.

4.2The Lessee must pay or reimburse the Lessor, when requested, a proportion of all Outgoings which do not relate only to the Premises. The proportion is the same as the higher of the proportion:

(a)the area of the Premises is to the area to which the Outgoings relate; or

(b)the value of the Premises is to the value of the area to which the Outgoings relate; or

(c)specified in Item 6 of Schedule 2.

Apportionment

4.3The parties must apportion all amounts payable under this clause at the beginning and end of the Term.

Separate Meter

4.4If required by the Lessor, the Lessee must install and pay for a separate meter for recording or measuring any Property Services.

PART 4 - RESTRICTIONS

5Assignment and Sub-letting

Consent Required

5.1The Lessee must not:

(a)assign or deal with any interest in the Premises or its rights or powers as Lessee under this Lease; or

(b)sub-let or part with or share possession, use or occupation of the Premises

without the Lessor’s consent which may be given or withheld in its absolute discretion.

5.2The Lessee must not create or allow to exist in favour of any person (“the incoming party”) any mortgage, charge, interest, encumbrance, easement, covenant or equity affecting the Lessee’s interest in the Premises or its rights and powers as Lessee under this Lease without the Lessor’s consent which consent will not be unreasonably withheld provided the incoming party executes a deed in favour of the Lessor in a form and substance approved by the Lessor acknowledging that the incoming party’s interest is subject to the interest of the Lessor and agreeing to be bound by this Lease as if named as Lessee.

PART 5 - LESSEE’S OBLIGATIONS

6Use of Premises

6.1The Lessee must use the Premises for the Permitted Use stated in Item7 of Schedule 2 and for that use only.

6.2The Lessee must obtain, renew on time and comply with each authorisation necessary for the Permitted Use.

6.3The Lessee must keep in force and available for inspection all licences, permits and registrations required for the carrying on of any business use or other activity conducted by the Lessee in or upon the Premises.

7Insurance

7.1The Lessor must keep in force during the Term insurance coverage of the type usual to the risk exposure and at appropriate levels of indemnity which include but are not limited to:

(a)industrial special risk; and

(b)public liability for an amount not less than the amount set out at Item 8 of Schedule 2.

7.2The Lessee must:

(a)not do or permit anything or not omit to do something which prejudices any insurance effected under the lease in connection with the Premises or property in them or for liabilities which may arise as the occupier of the Premises;

(b)promptly rectify anything which may prejudice the insurance referred to in clause 7.1;

(c)promptly notify the Lessor when an event occurs which does or might give rise to a claim under or which does or might prejudice an insurance policy or any indemnity or other benefit arising under an insurance policy; and

(d)comply with the requirements of any insurer under the insurance effected for the Premises or for liabilities which may arise as the occupier of the Premises.

7.3All money paid or payable under an insurance policy maintained under this lease belongs to the Lessor and must if received by the Lessee be held in Trust for the Lessor, except for money received under a public liability insurance policy to the extent the policy insures the Lessee.

Lessee’s Property

7.4The Lessee must keep in force during the Term insurance coverage for:

(a)the Lessee’s Property against fire and extraneous risks for their full replacement value; and

(b)other insurances which a prudent Lessee leasing premises comparable with the Premises for the Lessee’s Permitted Use would maintain.

8Release and Indemnities

8.1The Lessee agrees to occupy use and keep the Premises at the risk of the Lessee and releases to the full extent permitted by law the Lessor and its agents, contractors and employees, from all claims and demands of every kind in respect of or resulting from any accident damage, loss or injury occurring in or on the Premises.

Indemnity by Lessee

8.2The Lessee must indemnify and keep indemnified the Lessor and its agents, contractors and employees from and against all actions, claims, demands, proceedings, judgements, orders, decrees, damages, costs, losses and expenses of any nature whatsoever in respect of or arising from the Lessee’s use of the Premises which

(a)the Lessor or its agents, contractors and employees suffer or incur; or

(b) for which the Lessor or its agents, contractors and employees whether during or after the Term may be or become liable; and

(c)that is not caused or contributed to by the Lessor or its agents, contractors and employees; and

(d)the Lessor is unable to claim insurance held pursuant to clause 7.1 through no fault of the Lessor or its agents, contractors and employees.

9Repairs and Compliance with Laws

Obligation to Maintain and Repair

9.1The Lessee must:

(a)keep the whole of the Premises including, without limitation, all drains, toilets, sinks, gutters and pipes and the exterior and roof of the Premises in the same repair as they were at the Commencement Date except for fair wear and tear; and

(b)promptly repair damage to the Premises caused or contributed to by the Lessee or the Lessee’s Employees and Agents except for fair wear and tear; and

(c)promptly replace damaged glass in:

(i)the Premises; or

(ii)windows which are part of the boundaries of the Premises

with glass of the same or similar quality to the glass before the damage occurred; and

(d)without in any way limiting the Lessee’s other repair obligations maintain and promptly repair all chattels included in this Lease and all illuminated signs, heating, air-conditioning, lighting and other electrical equipment installed in or fixed to the Premises or their walls which are damaged or faulty but which can be adequately repaired; and

(e)cause the Premises to be cleaned regularly in a proper and workmanlike manner and kept clean and free from dirt and rubbish and must keep all waste in proper receptacles and arrange for its regular removal from the Premises; and

(f)cultivate maintain and keep trim well-watered and in good order and condition all garden areas of the Premises including lawns, shrubberies and other landscaped areas and must not, except in course of proper management, remove any trees or shrubs; and

(g)maintain in good order and condition all painted and papered portions of the Premises; and

(h)keep the Premises clean and free of refuse, animals, pests and vermin; and

(i)comply with the Lessor’s reasonable directions concerning cleaning and disposal of refuse; and

(j)not use or permit the Lessee’s Employees or Agents to use the drainage and plumbing facilities in the Premises for any purpose other than those for which they were constructed or provided and must not deposit or allow to be deposited in those facilities any sweepings rubbish or other material and any damage caused by misuse must be made good by the Lessee forthwith.

Compliance with Laws

9.2The Lessee must comply on time with all laws and all legal requirements concerning the Premises, their use and occupation, the Lessee’s business and the Lessee’s Property.

Standards

9.3The Lessee must ensure:

(a)work on the Premises is carried out by appropriately qualified tradespersons and in a proper manner to the reasonable satisfaction of the Lessor; and

(b)materials used are of the same or similar quality as those in the Premises on the Commencement Date.

Notice of Damage

9.4Upon becoming aware of it, the Lessee must promptly notify the Lessor in writing of damage to the Premises or of damage to or defective operation of the Property Services or of any circumstance likely to be or cause any danger, risk or hazard to the Premises or the Property Services or to any person.

10Fire Protection and Safety

10.1Without limiting the generality of the Lessee’s obligations under clause 9 to comply with all laws and legal requirements the Lessee is responsible for ensuring that all laws relating to fire protection and health and general safety which apply to the Premises are complied with, irrespective of whether the relevant regulatory requirements place the ultimate obligation upon the owner or occupier of the Premises.

10.2As part of its compliance with requirements under clause 10.1 the Lessee must have an emergency control organisation and procedures that meet AS 3745- 2002, Emergency control organisation and procedures for buildings, Standards Australia, February 2002.

10.3Where the Lessee is served with any notice or order by any agency authority, or health and safety representative, relating to any obligations relating to fire safety or health and safety, or becomes aware of any concerns or queries raised by any such agency or authority, or any non government organisation with an interest in the welfare of any persons who may occupy or frequent the Premises, it must notify the Lessor forthwith.

11Alterations to the Premises

11.1The Lessee must not make any alteration or addition to the Premises without the Lessor’s consent. The Lessor may not unreasonably withhold consent to non-structural alterations or additions.

11.2Before making any alteration or addition to the Premises, the Lessee must:

(a)if required by the Lessor, deliver one copy of properly detailed drawings and specifications and the program of work to the Lessor; and

(b)obtain all permits, licences, approvals and other authorities required for the work and deliver copies of them to the Lessor; and

(c)obtain the Lessor’s approval (which may not be unreasonably withheld) of all contractors the Lessee intends to engage to do the work; and

(d)obtain appropriate insurance; and

(e)ensure the work is carried out and completed promptly in a proper manner; and

(f)comply and ensure its contractors and workers comply with the reasonable directions of the Lessor in connection with the work; and

(g)carry out all work likely to generate unreasonable noise at times least likely to disturb the occupiers of other premises in the vicinity of the Premises or at times reasonably directed by the Lessor.

11.3On completion of any alterations or additions to the Premises, the Lessee must promptly:

(a)remove all unused building materials, equipment and debris from the Premises; and

(b)obtain a certificate of occupancy or certificate of compliance (if applicable) from the relevant authority for the work and deliver a copy to the Lessor; and

(c)if required by the Lessor, deliver to the Lessor a complete set of drawings and specifications showing and specifying the alterations and additions as built.

11.4The Lessee must comply with insurance, sprinkler and/or fire alarm regulations with respect to any partitions and any other alterations which may be erected by the Lessee upon the Premises and must pay to the Lessor the cost of any alterations to the sprinkler and/or fire alarm installation made necessary by reason of the non-compliance by the Lessee.

12Lessee’s General Obligations

12.1The Lessee must:

(a)securely lock all exterior doors and windows in the Premises when the Premises are not occupied; and

(b)promptly pay to the Lessor on request the cost of replacing any key, access card or similar device provided by the Lessor for the Premises damaged or lost by the Lessee or any of the Lessee’s Employees and Agents; and

(c)if the Lessee has lodged a caveat, on request by the Lessor, promptly consent to any dealing relating to the Premises or the Land (including without limitation, any plan of subdivision or consolidation) and provide any documents that are necessary to permit registration of that dealing; and

(d)promptly when requested by the Lessor, do all things necessary to ensure the Lessor may subdivide, re-subdivide or consolidate the Premises or the Land.

12.2The Lessee must not, without the Lessor’s consent:

(a)do anything in or near the Premises which in the Lessor’s reasonable opinion is noxious, offensive or a nuisance; or

(b)use the facilities in the Premises for any purpose other than that for which they were constructed.

12.3The Lessee must not remove any of the Lessor’s Property from the Premises.

12.4The Lessee must not without the prior written approval of the Lessor which will not be unreasonably withheld erect display affix or exhibit to the exterior of the Premises any signs advertisements names or notices. Upon vacating the Premises or otherwise at the request of the Lessor, the Lessee must remove any signs names advertisements or notices erected painted displayed affixed or exhibited upon to or within the Premises by or on behalf of the Lessee and make good any damage or disfigurements caused by reason of the erection painting displaying affixing exhibiting or removal.

12.5The Lessee must ensure that no Contaminant is brought onto the Premises by the Lessee.

12.6The Lessee indemnifies the Lessor against any liability or loss arising from, and any costs, charges and expenses incurred in connection with a breach of clause 12.5.

PART 6 - LESSOR’S OBLIGATIONS AND RIGHTS

13Lessor’s Obligations

13.1Subject to the Lessor’s rights, the Lessee may peacefully enjoy the Premises during the Term without interruption by the Lessor.

13.2The Lessee may not:

(a)end this Lease; or

(b)postpone, cease or reduce payments under this Lease,

because of loss, death, illness, damage or injury caused by:

(c)an interruption to or failure of any of the Property Services; or

(d)the malfunction or breakdown of any plant or equipment; or

(e)the acts or omissions of other Lessees or licensees of the Lessor.

13.3The Lessor must throughout the Term:

(a)maintain supply of the Property Services to the Premises;

(b)carry out any structural repairs required to the Premises; and

(c)undertake works to the Premises of a capital nature subject to the Lessee’s obligations in clause 9.1.

14Lessor’s Rights

Right to Enter

14.1After giving reasonable notice the Lessor or persons authorised by the Lessor may enter the Premises at reasonable times to:

(a)inspect, maintain, repair or alter them or the Property Services; or

(b)carry out works necessary to comply with laws and legal requirements including, without limitation, structural alterations.

If there is an emergency, the Lessor and persons authorised by the Lessor may enter the Premises at any time without notice.

14.2In exercising its rights under the previous clause, the Lessor must use reasonable endeavours to minimise interference with the Lessee’s Permitted Use.

14.3On request by the Lessor the Lessee will relocate to alternative premises or cease to carry on its operations from the Premises for such reasonable period as is necessary to enable the Lessor to exercise its rights under clause 14.1.

14.4The Lessor is not liable for any loss, cost, damage or liability arising from the exercise by the Lessor of its rights or the performance by the Lessee of its obligations under clauses 14.1 or 14.3 whether for any loss of profit by the Lessee or otherwise.

14.5The Lessor may grant easements or other rights over the Premises on any terms for any purposes which do not materially adversely affect the Lessee’s use of the Premises.

14.6The Lessor may at its option remedy any default on the part of the Lessee in complying with any provision of this Lease and any costs and expenses so incurred by the Lessor will constitute a liquidated debt payable by the Lessee to the Lessor on demand.

PART 7 - DEFAULT AND TERMINATION

15Essential Terms, Default and Termination Events

Essential Terms

15.1The following Lessee’s obligations are essential terms of this Lease:

(a)the obligations to pay money; and

(b)the obligations under clauses 5.1, 5.2, 6.1, 7.1, 7.2, 9.1, 9.2, 10, 11.1 and 12.1(c).

This clause does not prevent any other obligation under this Lease being an essential term. A breach by the Lessee of an essential term is taken to be a repudiation by the Lessee of all its obligations under this Lease.

Default Events

15.2A Default Event occurs if:

(a)the Lessee does not pay any money as required under this Lease for a period of 7 days after any day on which it ought to have been paid (even if a demand has not been made); or

(b)the Lessee does not comply with any other obligation under this Lease; or

(c) an essential term of this Lease is breached; or

(d)if the Lessee is a body corporate:

(i)an Insolvency Event occurs in relation to the Lessee; or

(ii)a receiver or receiver and manager is appointed for any property of the Lessee; or

(iii)without the Lessor’s consent, the Lessee takes action to reduce its capital below its capital at the Commencement Date or passes a resolution under section 188(2) of the Corporations Law; or

(e)if the Lessee breaches the Act set out in Schedule 1; or