Activity 1.1 - Contract for Sale of Business PDF

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Contract for the sale of business — 2015 edition (a choice printed in BLOCK CAPITALS applies unless a different choice is marked) Vendor's agent (if Name Phone more than one, the Address Fax first named) Ref Name Allbright Real Estate Holdings Pty Limited ACN/ARBN Vendor ABN 86 602 156 187 Address Shop 11, 79 - 113 Sailors Bay Road, Castlecrag NSW 2068 Vendor’s × SOLICITOR conveyance r Purchaser

Name Susan Law Address and DX Chandos St, St Leonards NSW 2055

e-mail address [email protected] Name MM Real Estate Holdings Pty Limited Address

× × × ×

if more than one, as Purchaser's × SOLICITOR conveyance r

Phone Fax Ref

ACN/ARBN ABN

57 869 555 231

68 George Road, Leppington NSW 2171

joint tenants TENANTS IN COMMON (in equal shares unless otherwise stated) Name Justin Babbidge Phone 0411 267 869 Fax Address and DX Lighthouse Law Group Knox Street, St Leonards NSW 2065 Ref e-mail address

Depositholder Completion date Business name

× Premises Contact numbers

Vendor Invest deposit NO × yes (clause 3) 21th day after the contract date (clause 19) Castlecrag Real Estate Registered n × YES: Registration AXV90987V (clause 20) : o Number The Castlecrag Centre, Shop 11, 79 – 113 Sailors Bay Road, Castlecrag NSW 2068. (include landline, fax, mobile numbers, e-mail address, domain name being transferred with business) www.castlecragre.com.au ; twitter @castlecragre

Type of business Restraint time

(clause 20) Real Estate Agency (clause 17) (clause 17)

Years (if not stated, no restraint time) Kilometres (if not stated, no restraint distance)

Restraint distance Training period Trading stock maximum sum Price Deposit Balance Asset and price apportionment

Pre-completion: $

7

days

Post-completion:

0

days

(clause 26) (clause 4)

$ 880,000 $ 88,000 $ 702,000 Goodwill: Equipment:

(10% of the price, unless otherwise stated)

669,500 132,500 (or as set out in attached apportionment schedule)

Contract date (if not stated, the date this contract was made) NOTE: Subject to clause 13, the price INCLUDES goods and services tax (if any) payable by the vendor.

Vendor Witness

BREACH OF COPYRIGHT MAY RESULT IN LEGAL ACTION

Purchaser Witness

2 DOCUMENTS (copy of document attached if marked) (some copies are required by legislation)

×

Business - 2015 edition

× ×

profit and loss statement of the business balance sheet of the business schedule setting out asset and price apportionment

proposed lease of premises memorandum setting out lease covenants

× ×

inventory of equipment

document evidencing a variation of lease

depreciation schedule list of stock-in-trade

headlease affecting premises property certificate for the land

×

list of work in progress

plan of the land

promise, statement or representation made by (or on

strata by-laws

behalf of) vendor and relied on by purchaser

notice or order affecting the premises

× × × × ×

promise, statement or representation made by (or on behalf of) purchaser and relied on by vendor

×

current lease of premises

licence affecting the business notice or order affecting the business list of continuing agreements (for example,

lessor's disclosure statement (Retail Leases Act 1994) lessor's disclosure update (Retail Leases Act 1994) lessee's disclosure statement (Retail Leases Act 1994) assignor's disclosure statement (Retail Leases Act 1994) business name registration certificate

equipment and service agreements)

certificate of registration of trade mark

equipment and service agreement franchise agreement

certificate of registration of patent certificate of registration of design

× × ×

franchisor's disclosure statement (Competition and Consumer Act 2010) assignor's disclosure statement (Competition and

document evidencing rights to internet domain name document evidencing rights to internet web site schedule A - employees

Consumer Act 2010)

service or other agreement with employee

development approval

particulars of superannuation fund for employees of

document evidencing restraint affecting business list of key persons who will sign the restraint deed

business (name of fund, trustee, members)

list of key persons who will not sign the restraint deed

CHOICES Business sold on a stock inclusive basis

Stock-in-trade on consignment Special completion address Sale subject to the grant of a new lease Landlord's mortgagee's consent required Landlord's mortgagee's consent obtained Purchaser must provide a suitable guarantee Franchisor's consent required Franchisor's consent obtained Purchaser requires other consent

× × × × × × × × × ×

NO NO NO NO NO NO NO NO NO NO

yes yes yes yes yes yes yes yes yes yes

if yes, price includes trading stock (clause 4) (clause 10.1.5) address (clause 20) (clause 27 and 28) (clause 27) (clause 27) (clause 27.2.3) (clause 30) (clause 30)

GST PROMISES (A New Tax System (Goods and Services Tax) Act 1999) (clause 13) This sale is a taxable supply (Subdivision 9-A) This sale is the supply of a going concern (Subdivision 38-J) LEASE PARTICULARS Date lease starts: 19 August 2021 Date lease ends: 18 August 2026 Current rent (show monthly/annually): 13A of Annexure A Current outgoings (show monthly/annually): Review dates: Clause 4 of Annexure B Option period: 5 years Date(s) on which option to renew lease exercised: Annexure B Date(s) on which option to renew lease to be exercised: Annexure B Last day for exercise of option to renew lease: Annexure B BREACH OF COPYRIGHT MAY RESULT IN LEGAL ACTION

×

yes YES

× NO no

Guarantee or security deposit: VENDOR'S ACCOUNTANT - NAME, ADDRESS AND PHONE NUMBER Justin Case, Level 30 MLC Centre, 19 Martin Place, Sydney 2000. Ph. 0411 267 869 (or if there is no accountant, details of where books and records of business kept)

BREACH OF COPYRIGHT MAY RESULT IN LEGAL ACTION

SCHEDULE A - EMPLOYEES

Na me

Mar io Mes sina Shar on Lin Aide n Wo odw ard Eile en Cam pbel l

Dat e of Co mm Clas Awar enc eme d sific nt atio Cover of age n Em ploy men t Real 20 Seni Estate Sept or Sales Industr emb Man y er ager Award 2007 Real Real 12 estat Estate Febr e Industr uary Agen y 2015 t Award Real Rent Estate 15 Marc Role Man Industr h ager y 2013 Award Real Rece Estate 20 ption Industr June ist y 2018 Award

Serv ice Con tract s and Agr eem ents Atta che d

Employee Entitlements e.g. personal/carer’s leave, annual leave, long service entitlements, bonuses

Parental Leave; Public holidays, maximum weekly hours; requests for flexible working arrangements; offers and requests to covert from casual to permanent employment; annual leave; personal/carer’s leave; community service leave; long service leave; notice of termination and redundancy pay; Fair Work Information Statement. Parental Leave; Public holidays, maximum weekly hours; requests for flexible working arrangements; offers and requests to covert from casual to permanent employment; annual leave; personal/carer’s leave; community service leave; long service leave; notice of termination and redundancy pay; Fair Work Information Statement. Parental Leave; Public holidays, maximum weekly hours; requests for flexible working arrangements; offers and requests to covert from casual to permanent employment; annual leave; personal/carer’s leave; community service leave; long service leave; notice of termination and redundancy pay; Fair Work Information Statement. Parental Leave; Public holidays, maximum weekly hours; requests for flexible working arrangements; offers and requests to covert from casual to permanent employment; annual leave; personal/carer’s leave; community service leave; long service leave; notice of termination and redundancy pay; Fair Work Information Statement.

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Special Condition: 1. Real Estate Agent 1.1 The Purchaser warrants that they were not introduced to the vendor, or the property by any agent. The purchasers indemnify the vendor against any claim for commission by an agent resulting from an introduction in breach of this warranty. This indemnity does not merge on completion. 2. Rent Roll 2.1 All information set forth in any Rent Roll delivered to Purchaser shall be true, correct and complete in all material respects of as of its date. The Purchaser acknowledges that the Vendor does not guarantee to retain the management personnel included in the rent register, and waives the right to request, object or claim for any loss caused by any landlord terminating the lease through an agent. 2.2 The Purchaser acknowledges that they have not relied on any statement from the Vendor regarding the rental value, except for what is expressly stated in this contract. 2.3 Once the contract is completed, the Purchaser agrees: a. The Vendor to notify the landlords about the sales of business personally. b. To waives the right to request, object or claim for any loss caused by any landlord terminating the lease through an agent.

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