Oversea-Chinese Banking Cpation Limited 65 Chulia Street OCBC Centre Singape 049513 Tel: +65 6363 3333 FAX: +65 6533 7955 www.ocbc.com Terms And Conditions Governing Australia Property Loans 1. DEFINITIONS AND INTERPRETATION 1.1 Australian governmental agency means any government governmental, semi-governmental court judge authity of the Commonalth of Australia any state of Australia. 1.2 Australian insolvency laws means: 1.2.1 in the case of individual people, the Bankruptcy Act 1959; and 1.2.2 in the case of companies, the Cpations Act 2001. 1.3 Australian registration fees means the registration fees must pay in the relevant Australian state to register the mtgage other documents connected with the transaction. 1.4 Australian stamp duty means the stamp duty must pay in the Australian state the property is in to buy the property and (in the case of the state of New South Wales) includes any mtgage duty must pay f the mtgage. 1.5 Authisation includes: 1.5.1 any permission, authisation, registration, filing, agreement, certification, authentication, permission, licence, approval, authity exemption from, by with an Australian governmental agency; 1.5.2 in relation to anything which will not be allod will be restricted in whole in part by law if an Australian governmental agency intervenes acts in any way within a specified period after the transfer and mtgage has been lodged, filed, registered notified, that period passing without an Australian governmental intervening taking action. 1.6 We, us, our means Oversea-Chinese Banking Cpation Limited. 1.7 You, rs means the person ( people) who takes up the mtgage loan with us. It includes r personal representatives, successs and anyone transfer the mtgage loan to. 1.8 The commencement date is the date r repayments will start. It will be as follows unless tell otherwise. 1.8.1 (i) The first day of the month following the date the first payment of the term loan is released if this is on befe the 15th day of the month. (ii) The first day of the second month following the date the first payment of the term loan is released if this is after the 15th day of the month. 1.9 Facility means the banking facilities referred to in the letter of offer, including any other payments, accommodation, credit other banking facilities may grant make available to on these terms and conditions and any other terms and conditions which may set. 1.10 Guarant means anyone, other than, who provides guarantees, pledges, charges, mtgages, letters allowing us to use money in their account other security to cover r obligations under the facility. 1.11 Letter of offer means any letter, commitment, arrangement agreement beten us and in relation to the facility. We may revise, add to, vary replace the letter of offer from time to time. 1.12 Mtgage means the mtgage to be signed by the mtgag in respect of the property, including all amendments and changes to the mtgage and any charges, mtgages agreements made in connection with it. 1.13 Mtgag means the person ( people) who signs the mtgage and mtgages the property to us. It includes the mtgag s personal representatives anyone who takes over the mtgage from the mtgag. 1.14 Prepayment fee means a fee as shown in the letter of offer any other amount may set. 1.15 Prepayment period means any period as shown in the letter of offer any other period may set. 1.16 Property means the property ( properties) as described in the letter of offer which the mtgage is f. 1.17 Related companies means related cpations as defined in Section 6 of the Companies Act (Cap 50). 1.18 Security means all assets (including the property) covered under the security document, and every mtgage, pledge, right to repossess the property, charge, guarantee other fms of security which accept to cover r responsibilities under the facility. 1.19 Security document means all documents (including the mtgage documents) which produce from time to time in connection with r the guarant s obligations under this agreement, in connection with the facility. 1 TC/AUST/DEC15102N /CFS
1.20 Taxes means all taxes, duties, charges and outgoings, including any goods and services tax, value added tax (VAT), consumption tax other taxes which may be charged on: 1.20.1 any payment made in connection with the security; and 1.20.2 any money receive, are due to receive, under this agreement, the security document otherwise, any expenses have paid have to pay. 1.21 Term loan means the facility any part of it which is described in the letter of offer as term loan. 1.22 This agreement means the agreement f the facility. It includes the letter of offer and these terms and conditions (as revised, added to, varied replaced from time to time). 1.23 Where two me people are included in the term mtgag the term guarant the term bror : 1.23.1 all agreements, terms, conditions, restrictions and obligations under this agreement apply to each person jointly and separately, and also apply to their personal representatives and anyone who takes over the loan from them; and 1.23.2 any notice instruction receive from any one mtgag guarant bror will be binding on the others, and any notice demand give to any one of them will apply to each of them as if had given it to all of them. 1.24 The headings in this agreement are f guidance only. They do not fm any part of the agreement. 1.25 Wds referring to males will also include females and vice versa, and wds referring to individuals will also include companies and businesses where appropriate. 1.26 Wds with the singular meaning will also include the plural meaning and vice versa. 1.27 If there is any difference beten the terms and conditions in the letter of offer and these terms and conditions f Australia Property Loans, the terms and conditions in the letter of offer will apply. 2. Banking facilities 2.1 We have the right to review the facility from time to time. Following our review, have the right to: 2.1.1 ask to repay all part of the money o on the facility; 2.1.2 change the terms and conditions of, reduce restructure the facility; 2.1.3 cancel any part of the facility. We do not have to give notice ask f r permission befe doing any of the above. Nothing in this agreement the security document places any obligation on us to provide continue to provide the facility available to. 2.2 We are not responsible f any loss damage suffer as a result of any delay in receiving the facility any security documents. 2.3 Even if pay a commitment fee and do everything ask to in der to be accepted f the facility, may decide not to grant the facility any part of it. 2.4 2.4.1 If have set an available limit an authised limit in the letter of offer, must repay all overdrawn amounts over the available limit the authised limit plus interest at the rate shown in clause 5. We may allow r account to be overdrawn by me than the available limit the authised limit on any terms and conditions and rates of interest that set from time to time. 2.4.2 F the purposes of wking out whether are overdrawn by me than the available limit the authised limit, all capitalised interest will be included in the calculation. 3. Conditions The following conditions must be met befe decide to grant the facility. 3.1 You must fill in and sign the security document and all other legal security documents to our satisfaction. 3.2 You must show that can pay the difference beten the purchase price of the property and the amount of the facility. 3.3 We, our solicits, must have received, and be satisfied with, the following documents. 3.3.1 All title deeds and other relevant documents f the property. 3.3.2 All permission, approval and authisation needed from the relevant authities in connection with buying the property and taking out a mtgage on it. 3.3.3 All insurance policies and transfer documents which may need. 3.3.4 A fmal valuation of the security by valuers have approved. 3.3.5 All other documents our solicits may need from time to time. 3.3.6 If the guarant are a company, a copy of r ( the guarants ) Certificate of Incpation and the Memandum and Articles of Association certified as a true copy by the direct secretary. 2
3.3.7 If the guarant are a company, a copy of the resolutions of the board of directs and shareholders of the company. The Chairman and the Company Secretary must certify these as a true copy, and they must be in a fmat are satisfied with. 3.4 We must be satisfied of the following. 3.4.1 The title deeds to the property are acceptable to us. 3.4.2 There are no faults, structural otherwise, in affecting the property. 3.4.3 The replies to enquiries from the various government departments and relevant authities are in der. 3.4.4 There are no events circumstances, including changes in r the guarant s financial circumstances which, in our view, could have affected our ability, decision willingness to offer continue to grant the facility. 3.4.5 The security is acceptable to us. 3.4.6 You have paid all stamp duty fees (including the Australian stamp duty) and goods and services tax other similar taxes that are due in connection with buying the property taking out the mtgage, are satisfied have set aside money f these. 3.4.7 You have paid will pay all legal expenses, stamp duty fees and other fees (including the Australian Registration fees) in connection with the facility the security and all relevant security documents. 3.4.8 There are no legal proceedings, suits actions of any kind (whether criminal civil) against, the guarant any related companies. 3.4.9 There is no bankruptcy, judicial management winding-up (whether voluntary compulsy) petition proceedings der made against the guarant ( r their related companies), and neither n the guarant ( r their related companies): is unable to pay r their debts is insolvent within the meaning of the Singape Bankruptcy Act (Cap 20) and the Australian insolvency Laws; has entered into any arrangement (whether not have done this voluntarily) compromise f the benefit of credits generally; no demands under the Singape Bankruptcy Act (Cap 20) and the Australian Insolvency Laws have been made against them; and 3.4.10 The property title seaches and other equiries which need are satisfacty to us. 3.4.11 You have not broken, and will not break, any of the terms of this agreement (see clause 11). 3.4.12 You the guarant ( both) have opened an account accounts with us, if asked to do this. 3.4.13 You must be up to date with the rent, property tax, service and conservancy charges, improvement contributions and any other fees, charges and contributions which are due f the property. 3.4.14 You must meet all other conditions may set ask to meet. 3.5 If the property is a leasehold property: 3.5.1 there must be at least 50 years left to run on the lease, at the end of the loan ten, unless agree otherwise; and 3.5.2 the person ganisation that owns the lease, other relevant authities, must give their written permission f the sale and the mtgage to go ahead befe can provide a mtgage f the property. 4. Interest 4.1 General 4.1.1 Unless tell otherwise, will charge interest based on the actual number of days in the year (365 days 366 days in a leap year). 4.1.2 The board lending rate prime lending rate other rate of interest, as may decide, is final and binding f all purposes upon. 4.1.3 All interest will build up from the date release the loan until the date pay off the loan (including interest that builds up after any court judgment der). We will decide whether to charge simple compound interest (where charge interest on the interest o, then add this to the amount must pay). 4.1.4 We will wk out interest every month, every year at other regular intervals may decide from time to time. We will wk out how much interest must pay from the day withdraw money under the facility make a charge under the facility up to the last day of the month, year other relevant period as the case may be. After this, will wk out interest on the total amount still o under the facility, any interest o, charges and spending on the last day of the previous month, year other relevant period as the case may be. ºno receivers have been appointed in respect of them). 3
4.1.5 We may increase, reduce change the interest rates and periodic rests (how often r instalments are due). We do not have to give notice befe doing this. The new interest rates and periodic rests will take effect from the date decide. 4.1.6 If change the interest rates periodic rests: 4.2 Term loan a. must repay the facility by increasing reducing r monthly instalments, interest payments repay under another repayment scheme set based on the new interest rates periodic rests; and b. befe release the facility, the revised interest rates periodic rests will apply without further notice to. 4.2.1 Unless tell otherwise, will charge interest based on the actual number of days in the year (365 days 366 days in a leap year). 4.2.2 Until the commencement date the deferred commencement date (as the case may be), will wk out interest and must pay it separately on any date tell. 5. Interest and fees f late payments If fail refuse to pay any money which is due to us to pay the monthly instalments, interest any repayments under the facility when they are due (overdue amounts), r account is overdrawn as described in clause 2.4 of these terms and conditions, will also have to pay extra interest at the rate of 4.75% a year above our prime lending rate that applies from time to time ( at any other rate may set from time to time) on the overdue amounts. You will have to pay this interest from the date the payments re due until the date pay them on the amount by which r account is overdrawn from the date r account becomes overdrawn until the date pay off the overdrawn amount (including interest that builds up after any court judgment der). We will decide whether to charge simple compound interest (where charge interest on the interest o, then add this to the amount must pay). The minimum fee f each late repayment overdrawn amount is shown in our pricing guide. 6. Repayment 6.1 No payment any part payment make will be used to repay the main amount brod until have paid all interest that is due. 6.2 You must repay the term loan by monthly instalments made up of both the amount brod (the principal) and interest wked out on the amount of the term loan as shown in the letter of offer as tell from time to time. You must pay the first monthly instalment on the commencement date unless agree otherwise. Future instalments will then be due on the first day of each month until have paid all of the term loan and any interest due on it. To avoid doubt, the agreed term f the term loan will start on the commencement date. 6.3 Unless agree otherwise, will not accept payment by cheque. 7. Reduction in the value of the property 7.1 If believe that the value of the security is too low, because of its current market value otherwise, may do one me of the following without affecting any other rights have. 7.1.1 Review, reduce, restructure cancel the facility part of it. 7.1.2 Withhold disallow the release of a payment under the facility. 7.1.3 Ask to repay all part of the amount still o on the facility. 7.1.4 Use the security to pay off any amounts o us. 7.1.5 Ask to provide extra security f an amount decide. 7.1.6 Take any other action feel is necessary. 7.2 We have the right to appoint a valuer to carry out a valuation of the security from time to time. You and the guarant must accept this valuation as final. You must cover the costs of the valuation. 8. Repaying the loan early 8.1 Unless agree otherwise, may repay the facility in full under the following conditions. 8.1.1 You must give us at least three months written notice that intend to repay the facility early, pay us three months interest instead of giving us notice. 8.1.2 If pay off the facility in full within the prepayment period, must pay a prepayment fee, calculated on such amounts as decide (see the letter of offer f me details). 8.1.3 If change the date when will pay off the facility in full to a date which falls after the date when r three months written notice ends the proposed date f paying off the facility in full as set out in r written notice, whichever is later, may do one me of the following. a. Change the interest rate must pay on the term loan to 4.75% a year above our current prime lending rate any other rate may set. The new interest rate will apply even if later decide not to pay off the facility in full. b. Charge an administrative fee another fee as shown in our pricing guide. c. Ask to send us a new notice that intend to pay off the facility early. 4
8.2 Unless tell otherwise, can repay part of the facility early (make a partial repayment) under the following conditions. 8.2.1 You must give us at least one month s written notice that want to make a partial repayment, pay us one month s interest instead of giving us notice. 8.2.2 If make a partial repayment within the prepayment period, must pay a prepayment fee calculated on such amounts as decide (see the letter of offer f me details). 8.2.3 The amount of the partial repayment must not be less than S$5,000 and any amounts over this must be in multiples of S$1,000. 8.2.4 We will decide whether to use the partial repayment to either pay r monthly instalments to reduce the term of the loan to reduce r monthly instalments f the term loan. 8.3 Even if have given us notice that want to repay all part of the term loan, must continue to pay r monthly instalments make any other repayments that are due f the term loan until receive the full payment of the amount shown in the notice. 8.4 Unless tell otherwise, once have repaid part all of the facility, cannot take the facility any part of it again (except the overdraft). 8.5 You must pay all legal fees and charges in connection with paying off all part of the facility. 9. Cancelling the loan 9.1 If all part of the term loan is cancelled after accepted the letter of offer, must pay a cancellation fee as shown in the letter of offer. 9.2 The term loan any part of it will be cancelled taken to be cancelled if: 9.2.1 give us written notice to cancel the term loan any part of it; 9.2.2 have not released payment under the term loan any part of it within 3 months from the date of the letter of offer any other period tell in the letter of offer agree otherwise in writing; 9.2.3 have not released payment under the term loan any part of it by the completion date of the property are buying; whichever happens first. 9.3 If have released any part of the facility and then cancel any part of it, the difference beten the unpaid purchase price of the property and the amount of the facility have not yet released will be held by our solicits f our benefit. 9.4 If do not use the facility within three months from the date of the letter of offer ( any period shown in the letter of offer as have agreed), can cancel the facility. 10. Representations and declarations 10.1 You and the guarant declare that: 10.1.1 there is no current threatened legal action, arbitration other proceedings claims against either of, r related companies any of r assets; 10.1.2 there are no bankruptcy winding up (voluntary otherwise) applications, proceedings ders made against any of r related companies; 10.1.3 neither of, n r related companies, is unable to pay r debts is insolvent within the meaning of the Singape Bankruptcy Act (Cap 20) the Singape Companies Act (Cap 50) (as the case may be any other laws in any other countries that apply); 10.1.4 neither of, n r related companies, has entered into any legal other arrangement (voluntary otherwise) compromise f the benefit of credits generally; 10.1.5 no demands have been made against either of r related companies under the Bankruptcy Act (Cap 20) the Companies Act (Cap 50) (as the case may be similar action is taken against r related companies under any other law in any other countries that apply); 10.1.6, the guarant and r related companies have the por and authity to own r assets and to carry on r businesses and and they have all necessary authisations from any governmental other relevant authities; 10.1.7 and the guarant have done everything necessary to meet the conditions of the letter of offer and the security document to make them valid and to keep to all laws and regulations that apply; 10.1.8 if the guarant are a company, they have filled in, will fill in, all the fms that need to be filed in the Registry of Companies and Businesses in Singape such other country that the guarant is set up, within the period set out in the applicable laws such as the Companies Act (Cap 50) and rules and regulations made under it; 10.1.9 once have accepted the letter of offer and signed the security document, these documents will fm the valid and legally-binding obligations which and the guarant must keep to; 5
10.1.10 and the guarant must not use the security as security f any other loan mtgage without first getting our written permission; 10.1.11 must pay all rent, taxes, assessments and government charges that are due in connection with the property on time and befe the date any penalties will become due; 10.1.12 and the guarant must have given us, in writing, all facts and infmation relating to, the guarant the security which the guarant knows should reasonably know and which need; 10.1.13 if the relevant authities ask the guarant to provide any infmation rept, make an announcement, must do this in line with any laws, rules and regulations; 10.1.14 have kept to all laws that apply to the property, will get, hold and maintain all authisation that an owner of the property must hold; and 10.1.15 the declarations made in the application fm ( fms) sent to us in connection with the facilities are true and accurate (each declaration will be considered to be included as a separate representation and declaration in this clause 10.1). 10.2 You and the guarant declare and promise that: 10.2.1 neither of is involved in any activities that will attract investigation prosecution under the Cruption, Drug Trafficking and Other Serious Crimes (Confiscation of Benefits) Act (Cap 65A) ( the Act ); 10.2.2 the security any part of it has not come from any drug trafficking criminal behaviour as defined under the Act; and 10.2.3 there are no court ders warrants under the Act, whether actual, pending threatened, which would affect (whether directly indirectly, totally partly) the security any of our interest. 10.3 If ask to, must provide evidence that all declarations and representations and the guarant have made are still true and crect. The evidence must be in a fm accept. 10.4 If believe that any infmation, representation, statement declaration the guarant has made (whether in the application fm f the facility, this agreement, the security document otherwise) is untrue increct in any way, have the right to recall cancel the facility. 10.5 If ask f copies of documents and infmation about, the guarant and the security, must give us these as soon as can. 10.6 You and the guarant must agree that each of the above promises, declarations and representations is taken to have been repeated each time release payment of any part of the facility, and will continue to be true and crect until have repaid the facility in full. We have the right to vary, review, restructure, recall cancel the facility if any infmation, statement, declaration representation made by the guarant is untrue increct in any way. 11. Failing to keep to this agreement 11.1 If any of the following happens, will automatically cancel the facility and it will no longer be available to. You must then immediately repay the full amount owing under the facility together with all interest and any other amounts that are due and owing to us. 11.1.1 Failing to pay: if the guarant fails to pay any money o must pay under any facility have granted on the due date when ask to. 11.1.2 Failing to meet r obligations under this agreement: if the guarant fails to meet r obligations under this agreement, break threaten to break any of the terms and conditions of this agreement the security document, fail to keep to any rule, regulation policy in connection with the security. 11.1.3 Events affecting individuals: if ( the guarant): a. die, become insane suffer any disability; b. transfer r estate f the benefit of r credits; c. have a demand served against under the Bankruptcy Act (Cap 20) any other laws in any other countries that apply; d. leave Singape permanently f any reason; e. have an application filed against f an der to declare bankrupt take legal possession of r estate; f. have a bankruptcy der made against have a receiver a trustee in bankruptcy appointed over r estate property any part of it. 11.1.4 Failing to keep to other agreements: a. If, the guarant any of r related companies must repay any other browing early because they have failed to keep to the relevant terms and conditions f that browing. b. If, the guarant any of r related companies fail to keep to any agreement document relating to any other browing. 6
c. If, the guarant any of r related companies fail to repay any other browing other debt, any amounts must pay in connection with the other browing other debt when due. d. If any claim over any part of r ( the guarant s any of r related companies ) property assets is becomes enfceable. In this clause, browing includes: money, the guarant any of r related companies have brod, and any interest on it; any liability, the guarant any of r related companies have under any bond, note, guarantee, indemnity other security, under credit facilities; and any guarantee other assurance against financial loss in connection with any money, the guarant any of r related companies have brod, interest liability. 11.1.5 Insolvency: if ( the guarant any of r related companies): a. become insolvent unable to pay r debts when they are due; b. stop, suspend, threaten to stop suspend repayment of all part of r debts; c. begin negotiations take any steps to change, reschedule put off paying r debts ( part of r debts which might be unable to pay when they become due); d. propose a general transfer an arrangement compromise with f the benefit of r credits; e. have a matium (legal authisation to postpone repayment) agreed declared f all part of r debts. 11.1.6 Judicial management: if a receiver manager is appointed over any of r, the guarant s any related companies property assets, if, the guarant any related companies are placed under judicial management under the Companies Act (Cap 50) an application is filed a resolution passed to wind up r the guarant s business any related companies (whether voluntarily compulsily). 11.1.7 Enfcement proceedings: if legal action is taken through the courts against any part of r, the guarant s any of the related companies properties assets to meet the conditions of any judgment court der. 11.1.8 Legal proceedings: if any legal proceedings, proceedings to settle a dispute (such as arbitration), suits action of any kind (whether criminal civil) is started against, the guarant any of the related companies. 11.1.9 Illegality: if it is will become illegal f, the guarant any of the related companies to carry out meet any one me of r obligations under this agreement the security document. 11.1.10 Security: if any step is taken by any person agency to confiscate, seize, take possession of nationalize the security any part of it, any other asset property belonging to, the guarant any of the related companies. 11.1.11 Breaking the terms of the sale and purchase agreement, building agreement and so on: if break the terms of any sale and purchase agreement, building agreement, agreement f lease, lease licence relating to the property do ( fail to do) anything which means the sale and purchase agreement, building agreement, agreement f lease, lease licence may not be enfceable may need to be given up, cancelled changed it becomes illegal f to keep to the sale and purchase agreement, building agreement, agreement f lease, lease licence. 11.1.12 Failing to pay when demand: if do not pay on time fail to pay when demand any money o us under in connection with any facility have granted. 11.1.13 Winding up the business: if anyone takes action to wind, the guarant any of the related companies up, a receiver is appointed over r, the guarant s any related companies business assets. 11.1.14 Stopping business operations trading: if, the guarant any of r related companies stop threaten to stop business operations trading. 11.1.15 Legal enquiries about the property: if receive any replies from the various government departments and relevant authities which feel are not satisfacty are not in der. 11.1.16 Further charge legal claim: if any charge legal claim is created over against the security without our written permission including any specific conditions, charging der charge. 7
11.1.17 Compulsy takeovers: if a notice proposal f the compulsy takeover of the property any part of it is issued made under any Act of Parliament, government notice other legal provisions. 11.1.18 Structural faults: if the property is found to be structurally unsafe to contain be affected by faults (structural otherwise), the relevant authities are carrying out an investigation on the property under the applicable building control laws and regulations. 11.1.19 Damage to the property: if believe the property is damaged beyond repair. 11.1.20 Transfer of assets: if the guarant transfer give all most of r assets to any person, firm business. 11.1.21 Security at risk: if believe the security is at risk and have given the guarant notice of this, if receive notice that any security can no longer be used. 11.1.22 Authisation and permission: if do not take any action, meet any condition do anything (including getting any necessary permission) which have asked to, if any permission is no longer valid, if do not meet any condition relating to the permission. 11.1.23 Accounts: if r accounts those of r related companies are delivered to us in a manner which cannot accept. 11.1.24 Declared company: if the Minister as set out in the Companies Act (Cap 50) says that the guarant is a declared company under Part IX of the Companies Act (Cap 50) similar action is taken against the guarant under any other law in any other country that applies. 11.1.25 Significant change: if there is a significant change in r ( the guarant s any of the related companies ) business, assets financial position, if any situation arises which believe makes it unlikely f, the guarant any of the related companies to be able to meet r obligations under this agreement the security document. the security document. 11.1.26 Taxes: if, the guarant any of the related companies fail to pay any taxes. 11.1.27 Representations: if any confirmation, promise, undertaking, representation, statement declaration, the guarant any of the related companies have made acknowledged to us is increct false in any way, if break do not keep to any of them at any time. 11.1.28 Constitution: if, the guarant any of the related companies is a company, they change the constitution, shareholding, capital structure Memandum and Articles of Association without first getting our written permission. 11.1.29 Unenfceability: if any term condition of this agreement the security document becomes void, could become void could not be enfced f any reason. 11.1.30 Security document: if, the guarant any of the related companies break any condition related to the security document. 11.1.31 Change of ownership control: if the guarant is a business and f any reason the ownership and control of r the guarant s ganisation changes without first getting our written permission, then all of the money outstanding, together with all interest due on this and all other amounts of money o us, including contingent liabilities (liabilities are expected to pay), will immediately become due and must pay this when demand. You must provide cash cover f all contingent liabilities and f all notes bills accept, endse discount and all bonds, guarantees, indemnities, documentary other credits, any documents whatsoever that enter into in connection with r account. The facility will automatically stop being available to and will be considered to have been cancelled. 11.2 We may at any time give one month s notice in writing demanding that repay the facility in full, together with all interest and all other money o under this agreement. This will not affect any rights have under this agreement. 11.3 If fail to meet any of the conditions of this agreement (see clause 11.1 above), may enfce all any of our rights, pors remedies under this agreement and the security document and have the right to claim back payments have made withhold payments have not yet released under the facility. 12. Deducting money from r accounts 12.1 We have the right to deduct money from r current account other accounts have with us, including the overdraft account, to cover any outstanding payments, interest, commission, charges, fees, expenses, costs, taxes, premium and any other amount due in connection with the facility, this agreement the security document. We do not have to give notice of this and may use this right at any time. If do this, this does not mean that have not broken the terms of this agreement. If deducting the money causes r account to be overdrawn, will charge interest at our current rate. 12.2 If there is not enough money available in r account to cover any payment that is due to us on the date it is due, must write to us to tell us when money is paid into the account so that can take the amount that is due. We have the right to monit the level of funds in r accounts and to take any amounts that are due to us. 8
13. Covering us against loss We are not responsible f, and and the guarant must at all times keep us fully covered against any loss, costs, charges, liabilities, claims, demands, actions, proceedings expenses which, our officers, employees agents may have paid have to pay in connection with the facility, this agreement the security document, including costs and charges arising from enfcing our rights against any security and the guarant provide. 14. Choosing not to take action if break this agreement 14.1 We may decide not to take action if the guarant breaks any of the terms of this agreement the security document. This will not affect our right to take action if break the same term again, any other term of this agreement the security document. 14.2 If decide not to take action, must agree to this in writing, and must meet any conditions set. 14.3 All our rights, pors and remedies under this agreement apply, and may use them as often as feel is appropriate. They apply as ll as any other rights, pors and remedies have under the general law. 15. Permission to reveal infmation about the property 15.1 You and the guarant give us permission to give any infmation relating to the guarant, any other infmation consider appropriate (including details of the property, the facility, the people who will live in use the property and the purchase price of the property) to any person who are allod required to give infmation to by law, to any other person f any purpose. You also agree that may give as much infmation as is allod under the Banking Act (Cap 19) any other act law in Singape any other countries that apply. You and the guarant also give us permission to give infmation to credit bureaus any other ganisation business set up to collect and provide infmation relating to people s ability to repay credit, and permission f the credit bureau other ganisation business to assess how likely it is that the guarant will be able to repay, f any other purpose. 15.2 The rights have under this clause apply as ll as, and are not affected by, any other agreement with the guarant. Our rights under this clause will continue even if close any all of r the guarant s accounts facilities with us, and if any relationship beten us and the guarant ends. 15.3 You and the guarant give us, our related companies (collectively, the OCBC Group ), and our respective business partners and agents (collectively, the OCBC Representatives ) permission to collect (including by way of recded voice calls), use and disclose r personal data f purposes reasonably required by the OCBC Group and the OCBC Representatives to enable us to provide the Facility and services under this agreement. Such purposes are set out in a Data Protection Policy, which is accessible at www.ocbc.com/ policies available on request and which have read and understood. 16. Insurance You must insure the property and take out any other insurance policies ask to. 17. Expenses, taxes and other fees 17.1 You and the guarant must pay the following when ask to. 17.1.1 All charges fees in connection with the facility (the amounts are shown in our pricing guide), as ll as all insurance premiums, legal fees (on an indemnity basis under the Rules of Court), stamp duty and valuation costs due in connection with the facility under this agreement the security document. 17.1.2 All legal fees (on an indemnity basis under the Rules of Court) and other reasonable costs and out-of-pocket expenses have to pay in connection with, and in enfcing, this agreement and the security document. 17.1.3 All legal costs (on an indemnity basis under the Rules of Court) and expenses if the facility is cancelled, whether it was our decision to cancel the facility the guarant failed refused to go ahead with the facility security. 17.1.4 All charges and fees set from time to time, including the standard fees and charges set out in our pricing guide. In clauses 17.1.1 to 17.1.3 above, where say must pay legal costs and fees on an indemnity basis under the Rules of Court, this means that must pay us and our solicits full legal costs and out-of-pocket expenses. 17.2 You the guarant must pay all taxes that are due and meet all government and legal requirements relating to those taxes. 17.3 Without affecting clause 12, are entitled to, but do not have to, pay the above amounts on r behalf first. If do so, the guarant pay us back these amounts plus interest at the rate of 4.75% a year over our current prime lending rate any other rate tell, calculated from the date make the payment up to the date these amounts are fully repaid (including interest that builds up after any court judgment der). The interest will be compound interest (where charge interest on the interest o, then add this to the amount must pay). 17.4 We may at any time set new fees f the facility change the rate amount of any charges fees must pay as shown in in our pricing guide. We (available must give at www.ocbc.com). written notice We to may do this. give Any change notice will to do take this effect by: from the date shown in the notice which, in most cases, (a) will be at sending least 30 days a statement from the date of account; of the notice. 18. (b) Binding putting statement up notices and displays at our branches cash machines; A statement certificate signed by our authised (c) officer putting stating a the notice amount on our bsite; must pay under this agreement the security document will be final and (d) binding sending except f any a letter clerical email; errs in it. (e) putting notices in any newspapers; 10 9
19. (f) Noticesany other fm of communication choose. 19.1 Any notice change will certificate take effect give from to, the demand date shown make in the on, notice, which the guarant in most cases, will be will considered be at least 30 to days have from been the given date if it of is the in writing, notice. and delivered personally, sent by telex, fax, telegram prepaid post to: 18. Binding statement (a) the address shown in the letter of offer; A statement certificate signed by our authised officer (b) stating the address the amount of the property must mtgaged pay under by this agreement the guarant the security to document us; will be final and binding except f any clerical errs in it. (c) r the guarant s last known business 19. Notices home address in Singape; 19.1 Any notice certificate give to, demand make (d) r the guarant s published telex fax on, the guarant will be considered to have number; been given if it is in writing, and delivered personally, sent (e) by the telex, last fax, contact telegram number prepaid post the to: guarant gave to us in writing. (a) the address shown in the letter of offer; This applies even if the guarant die, become (b) the address of the property mtgaged by insane are declared bankrupt. the guarant to us; 19.2 If send a communication by post, and the (c) r the guarant s last known business guarant will be considered to have received it on the home address in Singape; second day after posting, even if the post office returned it as undelivered. If send a communication by (d) r the guarant s published telex fax telex, email, fax telegram, and the guarant will number; be considered to have received it at the time sent it. (e) the last contact number the guarant 19.3 A statement signed by our authised officer showing gave to us in writing. the date time sent any demand notice will be This evidence applies that even if did send the the guarant demand die, notice become on insane that date are time. declared bankrupt. 19.2 19.4 If If send need to send a communication us notice, certificates by post, any and other the guarant communication, will be considered should send to have it to received our address it on the as second shown day in the after letter posting, of offer even ( if the to post any office other returned address it as have undelivered. given If f this send purpose). a communication The notice will by be telex, considered email, to fax have telegram, been given and received the guarant at the time will be our considered authised to officer have acknowledges received it at the they time have received sent it. it. 19.3 A statement signed by our authised officer showing 19.5 the You date must tell time us in writing sent any and demand as soon as notice possible will be of evidence any change that in r did send the guarant s the demand postal notice address, on that email date address, time. contact details place of business. 19.4 20. If Serving need court to documents send us notice, certificates any other communication, should send it to our address as 20.1 We may serve any writ of summons other court shown in the letter of offer ( to any other address process, a sealed copy of these, pleadings other have given f this purpose). The notice will be documents on and the guarant by leaving them considered to have been given received at the time at the address shown in the letter of offer at r ( our authised officer acknowledges they have received the guarant s) last known home business address it. in Singape. We are entitled to rely on our recds 19.5 You the must recds tell us of in any writing registry, and government as soon as possible official of any authity change to in find r r last the known guarant s address. postal If r address, the email guarant s address, last contact known details address is place a postal of business. box number other hold-mail address, may post the documents 20. Serving to that court address. documents You and the guarant confirm that this is acceptable to. 20.1 We may serve any writ of summons other court process, a sealed copy of these, pleadings other documents on and the guarant by leaving them at the address shown in the letter of offer at r ( the guarant s) last known home business address in Singape. We are entitled to rely on our recds the recds of any registry, government official authity to find r last known address. If r the the recds of any registry, government official authity to find r last known address. If r the guarant s last known address is a postal box number other hold-mail address, may post the documents to that address. You and the guarant confirm that this is acceptable to. 20.2 Without affecting clause 20.1, and the guarant authise us to serve any of the documents referred to in clause 20.1 which relate to starting proceedings against and the guarant to repossess the property in the relevant Australian state on the Australian real estate managing agent ( Australian agent ) and the guarant have appointed to manage the property. You and the guarant agree that if serve the documents on the Australian agent in this way, will be considered to have served them on and the guarant personally, as the case may be. 20.3 Without affecting clauses 20.1 20.2, and the guarant authise us to serve any of the documents referred to in clause 20.1 which relate to starting proceedings against and the guarant to repossess the property in the relevant Australian state by email on and the guarant at the email address hold in our recds of (and the guarant). You and the guarant must acknowledge that have received the email by sending an email to us our lawyers (if they sent the iginal email to ). You and the guarant agree that if serve the documents in this way, will have served them on and the guarant personally despite any other method use ( try to use) to serve documents on and the guarant. 21. The right to vary the terms and conditions of this agreement 21.1 We have the right to change any of these terms and conditions by giving notice. Any change will take effect from the date shown in the notice which, in most cases, will be at least 30 days from the date of the notice. 21.2 We may tell of any change to these terms and conditions by: (a) (b) (c) (d) (e) (f) sending a statement of account; putting up notices and displays at our branches cash machines; putting a notice on our bsite; sending a letter email; putting notices in any newspapers; any other fm of communication choose. 21.3 If do not accept the change, must immediately repay all amounts owing under this agreement. If continue to use the facility if do not repay all amounts owing under the facility after tell about the change, and the guarant will be considered to have agreed with and accepted the change. 10 11
21.4 If any one me of the conditions in this agreement are not valid legal, cannot be enfced under any law that applies, this will not affect the other conditions in this agreement. 22. Transferring rights under this agreement 22.1 You and the guarant must not transfer any of r rights under this agreement. 22.2 Without affecting clause 24.1 above, this agreement and the security document will be valid and binding on anyone who takes over the loan takes over as guarant. 22.3 We may transfer all part of our rights and interest in, transfer all part of our obligations under this agreement the security document, without r the guarant s permission. You and the guarant must agree that any person business transfer to will take over all our rights under this agreement and the security document. 23. The Contracts (Rights of Third Parties) Act A person who is not named in this agreement will have no rights under the Contracts (Rights of Third Parties) Act (Cap 53B) to enfce any of its terms. 24. Governing law 24.1 This agreement, the security document and all matters relating to the facility will be governed by the laws of Singape. 24.2 Everyone named in this agreement and the security document, particularly and the guarant, must agree that any disputes connected with this agreement will be dealt with in the courts of Singape. Hover, this will not prevent us from starting proceedings in the courts of any other country. 11