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Schedule 18 Halfway Condition Datealfway Condition Date Extension

1 1 he Halfway Condition Date shall be extended in accordance with the provisions of thisSchedule.

1.2 t is a condition of the Buyers entitlement to any extension of the Halfway Condition Date (theExtension Con dition ) pursuant to this Sch edu le that the Buyer shall have subm itted to the

Council PPDN (s) that comply with the PPD N C riteria (a Compliant PPDN ) in respect ofwhich the aggregate number of R eplacement Hom es that are being provided to replaceExisting Homes that are Social Housing Units and which are identified within each suchCompliant PPDNs are:(a ) no fewer than 294; or(b) for which the GIA of such Replacement Hom es is equal to or more than 26,2 70square metressubject to the adjustments to (a) and (b) above provided for in this Schedule (save for thosecontained in paragraph 2.2 which shall not apply to this paragraph 1.2 ) or in clause 8.

1.3 or the avoidance of d oubt, if the Extension Condition is satisfied on or before the tenthanniversary of this Agreement, then the Buyer may be entitled to the extensions of theHalfway C ondition Date provided for in this Schedule if the relevant provisions of thisSche dule apply whe ther the relevant event giving rise to such entitlement shall have occu rredbefore or after the date on w hich the Extension C ondition is satisfied.

1.4 he Buyer may by written notice at any time request the Council to confirm in writing whetherthe Extension Condition shall have been satisfied.1.5 f the Council shall fail to respond to such notice within 20 W orking Days then the Cou ncil

shall be deemed to have disputed whether the Extension Condition has been satisfied.1.6 f the Counc il confirms in writing within such period that it does not regard the Extens ion

Condition as having been satisfied or is deeme d to have done so as se t out in paragraph 1.5of this Schedule the B uyer may refer the m atter to an Expert for determination in accordancewith clause 40.4.

1.7 f it shall be acknowledged by the Cou ncil in writing or determined by the said Expert that theExtension Condition shall have been satisfied then the Buyer shall be entitled to extensions ofthe Halfway C ondition Date in accordance w ith this Sche dule.

1.8 he H alfway Condition Date shall be extended by any period by which the following stages( Stages ) of the Phase Setting Process in relation to any Phase sh all take longer tocomplete than the respe ctive periods set out regardless of the reason therefor ( StageExtensions ):

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Stage o rocess eriodThe period between the date on which the Buyer hasprovided to the Council all of the information that the Buyer is 6 monthsrequired to provide to the Council pursuant to clause 11 .2.1and the later of the date on which (i) the Phase ImpactStrategy is agreed or determined in relation to the proposedPhase and (ii) the engagement process ends for theproposed Phase.

2 The period between the service of a PPDN pursuant to 4 monthsclause 11.5.1 up to and including the Agreed PPDN Date.

3 The period between the service of a CPO Start Notice 12 months orrelating to the Phase and the publication and service of a where thenotice of confirmation by the SOS of a Satisfactory CPO Buyer hasrelating to the Phase and (in respect of those interests in served a CPOwhich a GVD can be made) a notice of intention to make a SuspensionGVD in respect of the Satisfactory CPO and the obtaining of Notice 18any required Satisfactory Closure Order. months

4 The transfer of the Demolition Phase to the Buyer. The VP Date

1.9 here it shall take longer than 9 months from the date of this Agreement to obtain aSatisfactory SOS Consent the Halfway Condition Date shall also be extended by any periodbetween the expiration of such period of 9 months and the obtaining of a Satisfactory SOSConsent.

1.10 here consent is sought by the Buyer from the Council to enter and remain on the OptionLand pursuant to clause 30 then the Halfway Condition Date shall be extended by:a) any delay by the Council in responding to a request for such consent within the time

period specified therein andb) any period during which the Council shall not have granted such consent when the

Council was not entitled to withhold consent.1.11 here at the Halfway Condition Date Independent Certifier s Habitable Certificates have been

issued (or the Buyer would be entitled for such to be issued on the relevant date) in respectof:a) no fewer than 265 Replacement Homes that are being provided to replace Existing

Homes that are Social Housing Units; orb) for which the GIA of such Replacement Homes that are being provided to replace

Existing Homes that are Social Housing Units is equal to or more than 23,643 squaremetres

subject to the adjustments to (a) and (b) above provided for in this schedule or in clause 8then the Halfway Condition Date shall be extended by a further 2 years.

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112 ll extensions of the Halfway Condition Date attributable to Project Extension Events shallapply on a cumulative and sequential basis so that that each respective Project ExtensionEvent shall create an extension of time to be added to each extension of time created byevery other respective Project Extension Event.

113 otwithstanding any other provision of this Schedule the Halfway Condition Date may only beextended in accordance with this Schedule by a maximum of 2 years.

mendments to Halfway Condition2.1 aragraph 2.2 of this Schedule applies only where at the Halfway Condition Date the

Independent Certifier has issued Independent Certifiers Habitable Certificates (or the Buyerwould be entitled for such to be issued) for:a) fewer than 294 Replacement Homes, or if the Seagrave Road Houses are included

297 Replacement Homes, that are replacing Social Housing Units; orb) for Replacement Homes with a total GIA of not less than 26,270 square metres, or if

the Seagrave Road Houses are included 26,538 square metres.2.2 here, as at the Halfway Condition Date:

a) there is a Social Housing Unit Number Shortfall, then the target unit number specifiedin paragraph 1 .11(a) of Schedule 18 and paragraph (a) of the definition of theHalfway Condition shall be reduced by the Social Housing Unit Number Shortfall;

and/orb) there is a Social Housing Unit GIA Shortfall, then the target GIA amount specified in

paragraph 1.11(b) of Schedule 18 and paragraph (b) of the definition of the HalfwayCondition shall be reduced by the Social Housing Unit GIA Shortfall.

2.3 he Buyer or the Council may at any time following the Halfway Condition Date require theCouncil or the Buyer to agree the revised target number and/or target GIA for the purposes ofparagraph 2.2 of this Schedule and the definition of the Halfway Condition and in default ofagreement the matter may be referred to an Expert for determination in accordance withclause 40.4.

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