Common use of Obligation to Provide Security Clause in Contracts

Obligation to Provide Security. (a) The Operator must deliver to QR Network, prior to the operation of Train Services, and maintain during the Term security for the performance of the Operator’s obligations under this Agreement in the form of: (i) an unconditional and irrevocable bank guarantee (or equivalent), for the Security Amount, in favour of QR Network issued by a bank holding a current Australian banking licence and with a credit rating acceptable to QR Network and in the form set out in Schedule 13 or such other form as is reasonably acceptable to QR Network; or (ii) any other security reasonably acceptable to QR Network, (the “Security”). QR Network shall not unreasonably withhold or delay its acceptance of any security delivered by the Operator for the purposes of this Clause 2.4(a). (b) Where the Operator has delivered a Security to QR Network in the form of cash, QR Network will pay interest to the Operator annually at the Security Interest Rate published on the day the Security is provided. The Security Interest Rate shall be reset on the first Business Day of each Month (“Reset Date”) for that Month. Such interest shall be capitalised at each Reset Date and such capitalised interest shall itself bear interest at the Security Interest Rate. (c) The Operator may, with QR Network’s consent, replace any Security provided by the Operator in accordance with this Clause 2.4 with replacement Security. If the Operator replaces any existing Security with a replacement Security then QR Network will release the existing Security in accordance with Clause 2.6(b). (d) The provision and continuance of the Security (or of any additional or replacement Security provided by the Operator in accordance with Clause 2.4(c) or Clause 2.4(f)) is a condition of the performance by QR Network of its obligations under this Agreement. (e) If at any time during the Term the Operator is not required to give QR Network a Security in accordance with this Agreement and QR Network does not hold a Security from the Operator, the Operator must provide a Security within fourteen (14) days after receipt of a notice from QR Network where: (i) an event of default by the Operator in regard to payment of any amount due under this Agreement has occurred, that event of default is not the subject of a bona fide dispute between the Parties and such default continues for seven (7) days after notice of such default from QR Network; or (ii) in the event of an Assignment or at any time during the Term, if QR Network is reasonably of the opinion that the Operator is: (A) no longer financially sound; (B) no longer able to meet its debts as and when they fall due; or (C) not otherwise capable of performing its obligations under this Agreement. (f) If at any time during the Term the Security held by QR Network is less than the Security Amount (including for reasons that QR Network has drawn on or applied the Security in accordance with Clause 2.5), the Operator must increase the Security by the amount determined by QR Network as required to ensure that the Security is for the Security Amount, and deliver to QR Network an additional or replacement Security to reflect the change within fourteen (14) days after receipt of notice from QR Network. (g) If the Operator considers its financial circumstances have changed such that a Security would no longer be required, the Operator may request QR Network in writing (but not more than once in any twelve (12) Month Period) to review the creditworthiness of the Operator and QR Network will undertake such a review. (h) To the extent that the End User has exercised its right to provide Security on behalf of the Operator in accordance with Cclause 3.7 of the General Conditions of Contract of the End User Access Agreement and the Security provided by the End User meets the requirements of this Clause 2.4, QR Network agrees that provision of such Security will be treated as satisfying the Operator’s obligation to provide Security pursuant to this Clause 2.4. To the extent any such Security is to be repaid, returned or released in accordance with Clause 2.6 it will be repaid, returned or released to the End User.

Obligation to Provide Security. (a) The Operator must deliver to QR Network, prior to the operation of Train Services, and maintain during the Term security for the performance of the Operator’s obligations under this Agreement in the form of: (i) an unconditional and irrevocable bank guarantee (or equivalent), for the Security Amount, in favour of QR Network issued by a bank holding a current Australian banking licence and with a credit rating acceptable to QR Network and in the form set out in Schedule 13 or such other form as is reasonably acceptable to QR Network; or: (A) in the form set out in Schedule 13; or (B) if not in the form set out in Schedule 13, such other form as is reasonably acceptable to QR Network; or (ii) any other security reasonably acceptable to QR Network, (the “Security”). QR Network shall not unreasonably withhold or delay its acceptance of any security delivered by the Operator for the purposes of this Clause 2.4(a). (b) Where the Operator has delivered a Security to QR Network in the form of cash, QR Network will pay interest to the Operator annually at the Security Interest Rate published on the day the Security is provided. The Security Interest Rate shall be reset on the first Business Day of each Month (“Reset Date”) for that Month. Such interest shall be capitalised at each Reset Date and such capitalised interest shall itself bear interest at the Security Interest Rate. (c) The Operator may, with QR Network’s consent, replace any Security provided by the Operator in accordance with this Clause 2.4 with replacement Security. If the Operator replaces any existing Security with a replacement Security then QR Network will release the existing Security in accordance with Clause 2.6(b). (d) The provision and continuance of the Security (or of any additional or replacement Security provided by the Operator in accordance with Clause 2.4(c) or Clause 2.4(f)) is a condition of the performance by QR Network of its obligations under this Agreement. (e) If at any time during the Term the Operator is not required to give QR Network a Security in accordance with this Agreement and QR Network does not hold a Security from the Operator, the Operator must provide a Security within fourteen (14) days after receipt of a notice from QR Network where: (i) an event of default by the Operator in regard to payment of any amount due under this Agreement has occurred, that event of default is not the subject of a bona fide dispute between the Parties and such default continues for seven (7) days after notice of such default from QR Network; or (ii) in the event of an Assignment or at any time during the Term, if QR Network is reasonably of the opinion that the Operator is: (A) no longer financially sound; (B) no longer able to meet its debts as and when they fall due; or (C) not otherwise capable of performing its obligations under this Agreement. (f) If at any time during the Term the Security held by QR Network is less than the Security Amount (including for reasons that QR Network has drawn on or applied the Security in accordance with Clause 2.5), the Operator must increase the Security by the amount determined by QR Network as required to ensure that the Security is for the Security Amount, and deliver to QR Network an additional or replacement Security to reflect the change within fourteen (14) days after receipt of notice from QR Network. (g) If the Operator considers its financial circumstances have changed such that a Security would no longer be required, the Operator may request QR Network in writing (but not more than once in any twelve (12) Month Period) to review the creditworthiness of the Operator and QR Network will undertake such a review. (h) To the extent that the End User has exercised its right to provide Security on behalf of offor the Operator in accordance with Cclause clause 3.7 of the General Conditions of Contract of the End User Access Agreement and the Security provided by the End User meets the requirements of this Clause 2.4, QR Network agrees that provision of such Security will be treated as satisfying the Operator’s obligation to provide Security pursuant to this Clause 2.4. To the extent any such Security is to be repaid, returned or released in accordance with Clause 2.6 it will be repaid, returned or released to the End User.

Obligation to Provide Security. (a) The Operator End User must deliver to QR Network, prior to the operation of Train Services, and maintain during the Term security for the performance of the OperatorEnd User’s obligations under this Agreement in the form of: (i) an unconditional and irrevocable bank guarantee (or equivalent), for the Security Amount, in favour of QR Network issued by a bank holding a current Australian banking licence and with a credit rating acceptable to QR Network and in the form set out in Schedule 13 or such other form as is reasonably acceptable to QR Network; or (ii) any other security reasonably acceptable to QR Network, (the “Security”). QR Network shall not unreasonably withhold or delay its acceptance of any security delivered by the Operator for the purposes of this Clause 2.4(a)., (b) Where the Operator End User has delivered a Security to QR Network in the form of cash, QR Network will pay interest to the Operator End User annually at the Security Interest Rate published on the day the Security is provided. The Security Interest Rate shall be reset on the first Business Day of each Month (“Reset Date”) for that Month. Such interest shall be capitalised at each Reset Date and such capitalised interest shall itself bear interest at the Security Interest Rate. (c) The Operator End User may, with QR Network’s consent, replace any Security provided by the Operator End User in accordance with this Clause 2.4 3.4 with replacement Security. If the Operator End User replaces any existing Security with a replacement Security then QR Network will release the existing Security in accordance with Clause 2.6(b3.6(b). (d) The provision and continuance of the Security (or of any additional or replacement Security provided by the Operator End User in accordance with Clause 2.4(c3.4(c) or Clause 2.4(f3.4(f)) is a condition of the performance by QR Network of its obligations under this Agreement. (e) If at any time during the Term the Operator End User is not required to give QR Network a Security in accordance with this Agreement and QR Network does not hold a Security from the OperatorEnd User, the Operator End User must provide a Security within fourteen (14) days after receipt of a notice from QR Network where: (i) an event of default by the Operator End User in regard to payment of any amount due under this Agreement has occurred, that event of default is not the subject of a bona fide dispute between the Parties and such default continues for seven (7) days after notice of such default from QR Network; or (ii) in the event of an Assignment or at any time during the Term, if QR Network is reasonably of the opinion that the Operator End User is: (A) no longer financially sound; (B) no longer able to meet its debts as and when they fall due; or or (C) not otherwise capable of performing its obligations under this Agreement. (f) If at any time during the Term the Security held by QR Network is less than the Security Amount (including for reasons that QR Network has drawn on or applied the Security in accordance with Clause 2.53.5), the Operator End User must increase the Security by the amount determined by QR Network as required to ensure that the Security is for the Security Amount, and deliver to QR Network an additional or replacement Security to reflect the change within fourteen (14) days after receipt of notice from QR Network. (g) If the Operator considers its financial circumstances have changed such that a Security would no longer be required, the Operator may request QR Network in writing (but not more than once in any twelve (12) Month Period) to review the creditworthiness of the Operator and QR Network will undertake such a review. (h) To the extent that the End User has exercised its right to provide Security on behalf of the Operator in accordance with Cclause 3.7 of the General Conditions of Contract of the End User Access Agreement and the Security provided by the End User meets the requirements of this Clause 2.4, QR Network agrees that provision of such Security will be treated as satisfying the Operator’s obligation to provide Security pursuant to this Clause 2.4. To the extent any such Security is to be repaid, returned or released in accordance with Clause 2.6 it will be repaid, returned or released to the End User.

Obligation to Provide Security. (a) The Operator must deliver to QR Network, prior to the operation of Train Services, and maintain during the Term security for the performance of the Operator’s obligations under this Agreement in the form of: (i) an unconditional and irrevocable bank guarantee (or equivalent), for the Security Amount, in favour of QR Network issued by a bank holding a current Australian banking licence and with a credit rating acceptable to QR Network and in the form set out in Schedule 13 or such other form as is reasonably acceptable to QR Network; or (ii) any other security reasonably acceptable to QR Network, and containing such terms and conditions as are reasonably acceptable to QR Network (the “Security”). QR Network shall not unreasonably withhold or delay its acceptance of any security delivered by the Operator for the purposes of this Clause 2.4(a). (b) Where the Operator has delivered a Security to QR Network in the form of cash, QR Network will pay interest to the Operator annually at the Security Interest Rate published on the day the Security is provided. The Security Interest Rate shall be reset on the first Business Day of each Month (“Reset Date”) for that Month. Such interest shall be capitalised at each Reset Date and such capitalised interest shall itself bear interest at the Security Interest Rate. (c) The Operator may, with QR Network’s consent, replace any Security provided by the Operator in accordance with this Clause 2.4 with replacement Security. If the Operator replaces any existing Security with a replacement Security then QR Network will release the existing Security in accordance with Clause 2.6(b). (d) The provision and continuance of the Security (or of any additional or replacement Security provided by the Operator in accordance with Clause 2.4(c) or Clause 2.4(f)) is a condition of the performance by QR Network of its obligations under this Agreement. (e) If at any time during the Term the Operator is not required to give QR Network a Security in accordance with this Agreement and QR Network does not hold a Security from the Operator, the Operator must provide a Security within fourteen (14) days after receipt of a notice from QR Network where: (i) an event of default by the Operator in regard to payment of any amount due under this Agreement has occurred, that event of default is not the subject of a bona fide dispute between the Parties and such default continues for seven (7) days after notice of such default from QR Network; or (ii) in the event of an Assignment or at any time during the Term, if QR Network is reasonably of the opinion that the Operator is: (A) no longer financially sound; (B) no longer able to meet its debts as and when they fall due; or (C) not otherwise capable of performing its obligations under this Agreement. (f) If at any time during the Term the Security held by QR Network is less than the Security Amount (including for reasons that QR Network has drawn on or applied the Security in accordance with Clause 2.5), the Operator must increase the Security by the amount determined by QR Network as required to ensure that the Security is for the Security Amount, and deliver to QR Network an additional or replacement Security to reflect the change within fourteen (14) days after receipt of notice from QR Network. (g) If the Operator considers its financial circumstances have changed such that a Security would no longer be required, the Operator may request QR Network in writing (but not more than once in any twelve (12) Month Period) to review the creditworthiness of the Operator and QR Network will undertake such a review. (h) To the extent that the End User has exercised its right to provide Security on behalf of the Operator in accordance with Cclause 3.7 of the General Conditions of Contract of the End User Access Agreement and the Security provided by the End User meets the requirements of this Clause 2.4, QR Network agrees that provision of such Security will be treated as satisfying the Operator’s obligation to provide Security pursuant to this Clause 2.4. To the extent any such Security is to be repaid, returned or released in accordance with Clause 2.6 it will be repaid, returned or released to the End User.