Declaration

A capitalised term not otherwise defined in this Declaration has the meaning given to it in the information memorandum (IM) dated 12 April 2023 issued by LGH Investment Fund #15 Pty Ltd (Issuer) in connection with the issue of Securities.

When you complete this Application, you make the following declarations:

I/we have read and understood the IM including any supplemental information, and acknowledge that to the extent of any inconsistency between the IM and the Transaction Documents, the terms of the Transaction Documents prevail;
I/we understand the IM supersedes all preliminary information and other previous communications in connection with the Issuer and the Securities and that all such preliminary information and previous communications has been disregarded;
I/we have received and accepted the opportunity to invest in the Securities in Australia and represent and warrant to the Issuer and MARQ Private Funds Pty Ltd (ACN 604 351 591) (MARQ) that I/We are permitted to invest in the Securities without the Issuer or MARQ obtaining any further authorisation, registration, certification in any country other than Australia and agree to indemnify the Issuer and MARQ for any loss either of them suffers if the warranty is untrue;
The information provided in this Application is true, correct and complete in all respects;
I/we agree to be bound by the provisions of the Transaction Documents and the terms and conditions of the IM as amended from time to time;
I/we acknowledge that none of the Issuer, MARQ nor their related bodies corporate, officers, employees, consultants, advisers or agents, guarantees the performance of the Securities, the repayment of or the payment of interest or any other return;
I/we have read and understood the risks set out in the IM, and acknowledge that an investment in the Securities is subject to risks, including risk that an investment in the Securities may result in a reduction in, or total loss of, the capital value of the investment, returns that are less than expected or delays in repayment of capital;
I/we acknowledge the Issuer reserves the right to reject any application to acquire Securities (whether by way of issue or transfer) in whole or in part in its absolute discretion;
I/we warrant and represent to the Issuer and MARQ that I/we have undertaken my/our own due diligence in relation to an investment in the Securities, including (without limitation) in relation to the structure of the Clarendon Street Project, the terms of the Securities and the likelihood of returns from the Securities;
I/we have obtained my/our own independent financial, taxation and legal advice prior to investing in the Securities;
If I/we are a company or body corporate, that company or body corporate is duly registered and validly existing under the laws of its place of incorporation;
I/we acknowledge any Security may not be transferred, secured, realised or otherwise disposed of, and the Issuer is not required to redeem or buy back any Security, except in accordance with the Transaction Documents and the constitution of the Issuer;
If I/we are the trustee(s) of a trust (Investor Trust), the trustee of the Investor Trust further represents and warrants that:
- it is the sole trustee of the Investor Trust;
- the Investor Trust is duly constituted and has not terminated, nor has the date or any event occurred for the vesting of the Investor Trust assets;
- the trust deed relating to the Investor Trust was properly executed and appropriately stamped;
- nothing in the trust deed relating to the Investor Trust affects the representations and warranties made in this deed or the ability of the applicant to perform its obligations under this Application;
- it is validly appointed trustee of the Investor Trust in accordance with the terms of the trust deed relating to the Investor Trust;
- it is not in default under the terms of the trust deed relating to the Investor Trust and it has no notice of any circumstances which will or are reasonably likely to lead to the removal of the Applicant as trustee of the Investor Trust;
- it has the right to be fully indemnified out of the assets of the Investor Trust in respect of all its obligations and liabilities under this Application;
- it has full legal capacity and power under the trust deed relating to the Investor Trust, as trustee of the Investor Trust, to own the Investor Trust assets and carry on the business of the Investor Trust as it is now being conducted; sign this Application; and perform its obligations under this Application;
- all action has been taken that is necessary or desirable under the trust deed relating to the Investor Trust or at law to authorise it entering into this Application and carrying out the transactions contemplated by it; ensure that this document is legal, valid and binding on it as trustee of the Investor Trust and admissible in evidence against it in that capacity; and enable it to properly carry on the business of the Investor Trust.
If this Application is signed under Power of Attorney, each Attorney declares he/she has not received notice of revocation of that power;
I am/we are over 18 years of age and I/we are eligible to hold Securities;
I/we have all requisite power and authority to execute this Application and make the investment in the Securities as set out in this Application;
I/we acknowledge that where this Application relates to an issue of Securities to me/us by the Issuer, then application monies will be held by the Issuer in an interest bearing trust account until the Securities are issued or returned to me/us. Any interest earned on application monies will belong to the Issuer and will not be returned to me/us, even if my/our application is rejected in whole or in part;
I/we have read the information on privacy and personal information contained in the IM and consent to my/our personal information being used and disclosed as set out in the IM and the Issuer’s privacy policy, and that until I/we inform the Issuer otherwise, I/we will be taken to have consented to all uses of our personal information contained under that heading;
I/we acknowledge that:
- the Issuer, MARQ and their related bodies corporate, officers, employees, consultants, advisers or agents (the Discloser) may disclose, in relation to each applicant that is a natural person, and to each Beneficial Owner[1] of the applicant (each a Relevant Person), their name, residential address and/or date of birth (Personal Information) to a credit reporting body (CRB) for the purpose of electronically verifying the Relevant Person’s identity, as required by the AML/CTF Law;
- the Discloser may request the CRB to provide an assessment of whether the Personal Information disclosed matches (in whole or in part) the information held by the body;
- the CRB may use information held about the Relevant Person, and information held about other individuals, for the purpose of making such an assessment;
- the assessment will consist of an overall assessment of the extent of the match between the Personal Information disclosed by the Discloser and the information held by the CRB and will not include separate assessments of the match between particular categories of that information;
- the assessment will be provided to the Discloser for the sole purpose of verifying the Relevant Person’s identity. If the Discloser is unable to verify the Relevant Person’s identity using information held by a CRB, the Discloser will provide the Relevant Person with a notice to this effect and the name of the CRB and give the Relevant Person the opportunity to contact the CRB to update its information;
- records of the verification request will be made by the Discloser and the CRB and retained for 7 years from the date of the request and for 7 years after the Discloser ceases to provide services to the Relevant Person. The records can be accessed by the Relevant Person at the Relevant Person’s request;
- by signing this Application, the Relevant Person is providing its express consent to the Discloser making such a request and disclosing the Relevant Person’s Personal Information to a CRB;
- if a Relevant Person does not wish to consent, alternative means of verifying the Relevant Person’s identity, not reliant upon credit reporting information, are available at the Relevant Person’s request;
I/we acknowledge that the Issuer may deliver and make reports, statements and other communications available in electronic form, such as e-mail or by posting on a website;
I/we indemnify the Issuer and each of its related bodies corporate, officers, employees, consultants, advisors, agents and permitted delegates (together, the Indemnified Parties) and hold each of them harmless from and against any loss, damage, liability, cost or expense, including reasonable legal fees due to or arising out of a breach of representation, warranty, covenant or agreement by me/us contained in any document provided by me/us to either the Issuer, its representatives, agents or other parties in connection with my/our investment in the Securities;
The indemnification obligations provided herein survive the execution and delivery of this Application, any investigation at any time made by the Issuer and the issue and/or sale of the Securities;
To the extent permitted by law, I/we release each of the Indemnified Parties from all claims, actions, suits or demands whatsoever and howsoever arising that I/we may have against any Indemnified Party in connection with the IM or my/our investment;
Other than as disclosed in this Application, no person or entity controlling, owning or otherwise holding an interest in me/us is a United States citizen or resident of the United States for taxation purposes (US Person);
I/we will promptly notify the Issuer of any change to the information I/we have previously provided to the Issuer, including any changes which result in a person or entity controlling, owning or otherwise holding an interest in me/us who is a US Person;
I/we consent to the Issuer disclosing any information (including to the Australian Taxation Office) required by the Issuer to comply with its due diligence and reporting obligations under “Agreement between the Government of Australia and the Government of the United States of America to improve international tax compliance and to implement FATCA” (signed 28 April 2014) and any related Australian law and guidance implementing the same (together, the IGA);
I/we acknowledge that the collection of my/our personal information may be required by the Financial Transaction Reports Act 1988, the Corporations Act 2001, the Income Tax Assessment Act 1936, the Income Tax Assessment Act 1997, the Taxation Administration Act 1953, the IGA and the Anti-Money Laundering and Counter-Terrorism Financing Act 2006;
I/we acknowledge there is no requirement and it is not an offence if I do not provide the Issuer with a Tax File Number (TFN) or to quote a TFN exemption or ABN, however if I/we choose not to the Issuer may be required to deduct tax at the highest marginal rate plus the Medicare Levy from my/our interest payments or dividends (if applicable);
I am/we are not aware and have no reason to suspect that the monies used to fund my/our investment in the Securities have been or will be derived from or related to any money laundering, terrorism financing or similar or other activities illegal under applicable laws or regulations or otherwise prohibited under any international convention or agreement (AML/CTF law);
I/we will provide the Issuer with all additional information, documentation and assistance that the Issuer may request in order for the Issuer to comply with any AML/CTF Law and the IGA;
In the case of a company/partnership/trust/joint applicant, I/we authorise and agree the Issuer can rely on the directions or instructions (written or otherwise) by any one officer/partner/ trustee/joint applicant or an authorised representative of the company/partnership/trust/joint applicant notified to the Issuer by any one officer/partner/trustee/joint applicant.
I/we confirm I/we have absolute and unconditional authority to sign and submit this Application for and on behalf of the investor noted in the Application and that the Issuer is entitled to act and rely on the information in this Application.
I/we agree and confirm that my/our submission of this Application by the online portal link made available in the IM is the same as, and has the effect of, execution of this Application by way of digital or handwritten signature and that the Issuer is entitled to act and rely on it as having that effect.

[1] An individual who owns 25% or more of, or otherwise controls the business of, an entity (such as a trust, an association or a company). Ownership and control may be direct (such as through shares) or indirect (such as shares held by a third party on the individual’s behalf). ‘Control’ means having the ability to determine decisions about the entity’s financial and operating policies.