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TPARK LOGISTICS PROPERTY FUND (TLOGIS)

TPARK LOGISTICS PROPERTY FUND (TLOGIS)

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E = monthly reserve for the replacement of equipment and major repairs to the<br />

Properties (Reserve for Replacement). The annual Reserve for Replacement<br />

shall not exceed Baht 4,000,000 and 10 (ten) per cent of net profit of the Fund<br />

in such Year. There will be no Reserve for Replacement set for the years<br />

2011 and 2012.<br />

If the Property Management Fee calculated above becomes negative, the Property<br />

Management Fee shall be deemed to be 0 (zero). And in such case, the Fund does not<br />

have the obligation to pay Property Management Fee to the property manager.<br />

(2) For the second management period from 1 January 2017 to 31 December 2019<br />

The Property Management Fee shall comprise 3 (three) percent of the Property Gross<br />

Revenue PLUS an incentive fee of 0 (zero) to 10 (ten) per cent of the Gross Operating<br />

Profit of the Fund.<br />

The total Property Management Fee and Other Fees shall not exceed 3 (three) percent<br />

of the net asset value of the Fund.<br />

Six month prior to the ending of the period in clause (1) or prior to 30 June 2016, the<br />

Fund and the Property Manager may negotiate on details of the Cumulative Guaranteed<br />

Amount to be provided by the Property Manager and the formula for the calculation of the<br />

Property Management Fee, provided that the Fund Manager (on behalf of the Fund) will<br />

take into account the benefit of the unitholders. With respect to the negotiation, the situation<br />

of property industry, trend, the operation result of the Fund including performance of the<br />

Property Manager in relation to the management of the Fund the will be also considered.<br />

In addition to Property Management Fee, the Property Manager will be entitled to receive<br />

other fees set out below:<br />

• Brokerage fee for solicitation of a new tenant:<br />

(a) For the first Management Period : there is no brokerage fee for solicitation of a new<br />

tenant.<br />

(b) For the second Management Period : for any new Lease and Service Agreement<br />

entered into by a new tenant for a term of 3 (three) years or more, a commission<br />

is equal to 2 (two) months rental and services fee with respect to such property.<br />

In case of new Lease and Service Agreement has a term of shorter than 3 (three)<br />

years, the lease commission payable to the Property Manager shall be adjusted<br />

pro-rata to the 2 (two) months rental based on the length of the lease.<br />

• Brokerage fee for acquiring and selling property : the Property Manager shall be entitled<br />

to receive a commission of an amount equal to 3 (three) percent of the acquisition price<br />

and selling price from each transaction.<br />

5. Total value of transaction and value of retur :<br />

Any agreement to enter into transactions, as in the Item No. 3, will be considered as connected<br />

transactions, under the Notification of the Board of Governors of the Stock Exchange of<br />

Thailand (the “SET”) Re: Disclosure of Information and Act of Listed Companies Concerning<br />

Connected Transactions, 2003, as amended. Transaction values can be described as below:<br />

Investment in additional properties of the Fund will have total value of not exceeding Baht<br />

950,000,000, payable fully on the date of ownership transfers. Total transaction value is not<br />

exceeding 59.11 percent of net asset value as of 31 March 2011.<br />

24

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