LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

Certain agreements relating to LMIR Trust and the PropertiesThe Master Property Management Agreement was entered into on 18 October 2007 by the Trustee, theManager and the Property Manager pursuant to which the Property Manager was appointed to operate,maintain, manage and market all the properties of LMIR Trust located in Indonesia acquired after theListing Date, subject to the overall management of the Manager.The Master Property Management Agreement provides that each of the Retail Malls currently the subjectof an Existing Property Management Agreement will continue to be managed in accordance with the termsof that Existing Property Management Agreement, and the terms of the Master Property ManagementAgreement shall not apply to the relevant Retail Mall during the subsistence of the Existing PropertyManagement Agreement.The Master Property Management Agreement also provides that in respect of each property acquired afterthe Listing Date, the Trustee, the Manager and the Property Manager will enter into a separate propertymanagement agreement in the form and on the terms set out in a schedule to the Master PropertyManagement Agreement, in order to incorporate the specific terms set out in the Master PropertyManagement Agreement in their application to each of such properties.The initial term of the Master Property Management Agreement is four years from the Listing Date.Six months prior to expiry of the initial term of the Master Property Management Agreement, the PropertyManager may request to extend its appointment for a further four years on the same terms and conditions,except for revision of all fees payable to the Property Manager to market rates prevailing at the time of suchextension.Two months before expiry of the initial term, the Trustee will decide the prevailing rates for the extensionterm, based on the recommendation of the Manager. If the Property Manager disagrees with the Trustee’sdecision on the prevailing market rates for the extension term, the matter will be referred to an independentexpert whose determination of the prevailing market rates shall be final and binding on the parties.The Trustee shall, based on the recommendation of the Manager, agree to extend the appointment of theProperty Manager for the extension term, on the revised fees based on the prevailing market ratesdetermined as aforesaid, subject to the approval of the Unitholders of LMIR Trust, if such approval isrequired pursuant to any applicable legislation or regulations (including any Singaporean legislation,regulation and/or requirement, and regulatory requirements on Related Party Transactions relating to realestate investment trusts).The Trustee shall not be obliged to extend the appointment of the Property Manager if the above conditionsare not fulfilled.Property Manager’s servicesThe services provided by the Property Manager for each property subject to the Master PropertyManagement Agreement will be substantially the same as those services provided by the PropertyManager under the Existing Property Management Agreements.FeesThe fees payable to the Property Manager under the Master Property Management Agreement will besubstantially the same as those fees the Property Manager is entitled to under the Existing PropertyManagement Agreements.Reimbursable amountsIn addition to its fees, the Property Manager will be fully reimbursed for each property under itsmanagement under the Master Property Management Agreement as follows:• the employment and remuneration costs of the team of personnel employed by the Property Managerfor the provision of services to that property; and• the employment and remuneration costs relating to the centralised team of employees of the PropertyManager who provide group services for all properties the subject of the Master Property ManagementAgreement under its management, which costs are apportioned by the Property Manager to thatproperty,237