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Tenant Works Handbook 249702V7/13Nov09 1 TENANT WORKS HANDBOOK 700 Collins St, Docklands, VIC This Tenant Works Handbook is designed to provide Tenants, Consultants and Contractors with all the necessary information to facilitate a smooth fitting out process for Tenants. Version: V7.0 Date: 13Nov09

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Tenant Works Handbook – 249702V7/13Nov09 1

TENANT WORKS HANDBOOK

700 Collins St, Docklands, VIC

This Tenant Works Handbook is designed to provide Tenants, Consultants and Contractors with all the necessary information to facilitate a smooth fitting out process for Tenants.

Version: V7.0 Date: 13Nov09

Tenant Works Handbook – 249702V7/13Nov09

CONTENTS

1 INTRODUCTION 2 2 BASIC INFORMATION & REQUIREMENTS 2 3 BASIC ALTERATION WORKS 3 4 MAJOR FITOUT WORKS 4 5 GENERAL FITOUT RESPONSIBILITIES 6 6 GENERAL REQUIREMENTS FOR TENANT WORKS 7 7 GENERAL REQUIREMENTS FOR MAKE-GOOD WORKS 15 8 SUMMARY OF TENANT WORKS PROCESS 18

ANNEXURES: BUILDING MANAGEMENT CONTACT DETAILS BUILDING CONSULTANTS & CONTRACTORS‟ DETAILS APPLICATION COMPLIANCE CHECKLIST SAMPLE LETTER OF IN-PRINCIPLE APPROVAL PERMIT TO WORK ON SITE COMPLETION JOINT INSPECTION COMPLETION CHECKLIST TENANT / CONTRACTOR PROFORMA PACK

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1. INTRODUCTION 1.1 AIMS This Tenant Works Handbook is intended to assist Tenants with any works they propose to undertake to or within their tenancy. The information provided should be read and understood by Tenants as well their contractors, architects and other consultants. For the purposes of this handbook, the term “Tenant” is used to refer to all parties who occupy or use the property in the role of tenant, including parties who may be named in formal documents as tenants, subtenants, lessees, sublessees, licencees, etc. The term “Building Management” is used in this handbook to refer to Cromwell‟s representatives appointed to manage the property and its facilities. 1.2 BUILDING MANAGEMENT’S CLEARANCE REQUIRED ON ALL WORKS All Tenant works must have the prior clearance of the Building Management. This is to ensure that the works do not adversely affect the building &/or other tenants with regard to the building structure, services or aesthetics and in terms of the general safety of the works being carried out. If in doubt, ask the Building Management. This handbook covers simpler Basic Alteration Works (Chapter 3) as well more comprehensive Major Fitout Works (Chapter 4). Simple, straightforward works will have fewer requirements, while more complicated works will have more requirements, including, in some instances, the appointment of the Building Management‟s consultants (at the Tenant‟s cost) to vet the fitout proposals. Tenants of Purpose Built, Industrial, Logistics or other Self-Managed Properties on “Triple-Net” Leases are also required to obtain the Building Management‟s clearance prior to carrying out any major works to the properties, as the works could potentially affect the Building Management‟s assets or be in breach of the Lease. If in doubt, please contact the Building Management. In most cases, this would mean the Facilities Manager overseeing the property. See below.

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2. BASIC INFORMATION & REQUIREMENTS 2.1 BUILDING MANAGEMENT CONTACT DETAILS If you have any enquiries, you may contact the Property Services Helpdesk at 1800 005 657. Alternatively, see the Annexures for contact details of the Facilities Manager or other relevant site contacts. 2.2 BUILDING CONSULTANTS & CONTRACTORS DETAILS The Building Management may require that you appoint the consultants &/or contractors who service the building if the Building Management deems this to be necessary to ensure that the building structure, services or aesthetics are protected; or the Building Management may appoint these or any other consultants, if the Building Management deems this to be required to vet the works, at the Tenant‟s cost. See the Annexures for a list of these consultants and contractors. 2.3 INSURANCES AND LICENCES All Contractors and Consultants carrying out works in the building must arrange and keep current all relevant insurances. A copy of the certificates of currency is to be submitted to the Building Management prior to commencement of work:

Public Risk Insurance (minimum $20M, unless otherwise accepted)

Professional Indemnity Insurance (where applicable)

Other relevant insurances as required Contractors must also hold all relevant licences relevant to the works being carried out eg. electrical, scissor-lift, BMU, etc. 2.4 OCCUPATIONAL HEALTH & SAFETY All Contractors are required to abide by Cromwell‟s OH&S requirements, including the contractor induction process and all details in Cromwell‟s OH&S documentation. This includes having all workmen complete the required induction prior to starting work on site and submitting all required proformas & permits, eg. goods lift booking, hot works, roof access, etc. See the Annexure for the proformas. 2.5 ADMINISTRATIVE CHARGE An administrative charge, commensurate with the scale of the works, will be charged by the Building Management for reviewing, approving and supervising the works. This will be invoiced to the Tenant upon completion of the works, together with the costs, if any, incurred by the Building Management in appointing consultants to vet the works.

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3. BASIC ALTERATION WORKS 3.1 PROCESS & BUILDING MANAGEMENT’S REQUIREMENTS The Tenant is required to give the Building Management adequate advance notice prior to any basic alteration works. The Building Management reserves the right to disallow the commencement of any works with less than 14 to 30 days prior notice, particularly if these works required input from external consultants or if the alterations affect any existing base building services or other tenants. Any costs associated with any resulting delays or work stoppages shall be at the Tenant‟s cost. The Tenant must satisfy the Building Management that the works to be carried out as well the end result are safe, compliant and do not compromise the interests of the building and other tenants. As a basic minimum, the following must be submitted to the Building Management (in addition to the Insurances mentioned in section 2.3):

Scope of Works, detailing the works involved and the proposed timing

Floorplans &/or Sketches, where relevant The Building Management will assess the submission and issue you the approval, or request for additional information. Approvals may be subject to conditions such as make good requirements or additional security at the Tenant‟s cost. In addition, the Tenant may be requested to submit copies of certifications to the Building Management after the works are completed. Once approved, you will need to inform the Building Management on the confirmed timing prior to commencing work. During the course of the works, the Tenant should ensure that any works with potential hazards has a Job Safety Assessment (JSA) placed on site and available for inspection upon request. The Tenant will be required to compensate / indemnify the Building Management if any common property is damaged as a result of the works carried out. See also chapter 8 for the flowchart of the process.

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4. MAJOR FITOUT WORKS 4.1 PROCESS & BUILDING MANAGEMENT’S REQUIREMENTS The Tenant is required to give the Building Management notice preferably during the proposal/planning stage, as this would enable the Building Management to give guidance on requirements and potentially avoid any abortive plans or works. The Tenant should contact the Building Management to arrange a meeting involving the Tenant‟s Design Team and their staff nominated as the contact point. Periodic communication and meetings will be scheduled following this initial meeting. A minimum of 30 to 60 days notice should be given by the Tenant prior to commencing any major fitout works, or more for very large, complex works. Under no circumstances should the Tenant submit last minute requests to commence site works without prior consultation with the Building Management. The Building Management reserves the right to disallow the commencement of any works which, in their sole opinion, do not have adequate advance notice; any costs associated with any resulting delays or work stoppages shall be at the Tenant‟s cost. For major tenant works, and for all works affecting the building structure, base building services and/or common areas of the building, you will be required to submit detailed floor plans. This must be done as early as possible, and prior to seeking approvals from authorities. The following plans are to be submitted by the Tenant (scaled; if possible 1:50 or 1:100), unless otherwise agreed by the Building Management:

Architectural plans - dimensioned architectural drawings showing partition layouts, office furnishings, power and communications outlet locations.

Reflected ceiling plans - drawings showing existing and relocated positions of all fire sprinklers, heat/smoke detectors, light fittings, EWIS speakers and emergency/exit lights.

Mechanical services plans - concealed ceiling services drawings showing any supplementary air-conditioning units, pipe work, ductwork and additional VAV diffuser requirements and/or relocations.

Electrical plans – electrical circuit diagrams showing proposed works or changes.

Hydraulic services plans – line diagram for plumbing, waste & stormwater systems showing proposed works or changes.

Structure related plans - Proposed floor penetrations, heavy safes or compactus installations locations.

For retail tenancies - shop front drawings showing all signage and window display fittings.

Where available, a soft copy of the drawings should also be forwarded to the Building Management.

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In addition, the following information are also required:

Scope of Works o Detailed description of the works & subtasks required

Detailed Works Programme o Gantt chart or Excel spreadsheet showing the works programme (with dates)

For works affecting common areas and for retail tenancies, a material board showing finishes and schematics may also be required. For works where, in the opinion of the Building Management, the proposal should be vetted by the Building Management‟s consultants, the Tenant shall submit a second set of drawings and documents. This second set will be forwarded to the Building Management‟s consultants, and all costs associated with this process shall be borne by the Tenant. All proposed works shall comply with and be subject to conditions of all relevant legislative and regulative authorities. The Tenant shall be responsible for securing all necessary approvals and permits from the relevant authorities and shall comply with all applicable Acts, regulations, by-laws and requirements for the proposed works. During the course of the works, the Tenant should ensure that any works with potential hazards has a Job Safety Assessment (JSA) placed on site and available for inspection upon request. 4.2 COMPLETION OF WORKS On completion of the works, the Tenant shall provide the Building Management with the following documentation, unless otherwise agreed by the Building Management:

All completion certificates

As-built drawings, in hard copies (and AutoCAD soft copies, if available)

Commissioning test results See also chapter 8 for the flowchart of the process.

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5 GENERAL FITOUT RESPONSIBILITIES 5.1 GENERAL The following sections spell out typical separations of responsibilities between Building Management and Tenant with regard to fitout works. This is intended as a guide only to assist you in understanding commonly practiced boundaries of responsibility, especially with regard to commercial properties. This may vary for different buildings and different types of properties. Please consult the Building Management for confirmation. NOTE: Where no mention is made below, works within the tenanted space would generally be the Tenant‟s responsibility.

ITEM BUILDING MANAGEMENT RESPONSIBILITY TENANT’S RESPONSIBILITY

Airconditioning System

Office: capacity to meet industry norms based on typical office occupancy Retail: varies greatly. Typicaly condensor water or chilled water supply to feed tenant‟s own system.

Office: additional capacity to meet tenant‟s extra heat loads and special-use areas; and if tenant wants separate systems for after hours airconditioning. Retail: tenants own systems.

Airconditioning Ductwork

Ductwork to standard bare layout complete with diffusers

Modifications to meet tenant‟s requirements.

Toilet Exhaust Ductwork and central fan for toilet in common areas to be provided

Modifications to meet tenant‟s requirements.

Cold Water Supply

Provision of mains water sub-meter space provided at centralised water meter location. Isolation valve provided at centralised location.

All pipework within the tenanted premises from isolation valve. Application to mains for water supply / meter.

Drainage Vertical main soil and waste stack piped to sewer

Drainage connection to the main soil and waste stack for tenant‟s additional requirements.

Sprinkler System Sprinkler pipes, heads & water supply to standard bare layout.

Modifications to meet tenant‟s requirements.

Fire Extinguisher Fire extinguishers for common area only Fire extinguishers for tenancy space.

Electricity Supply Standard electricity supply provision terminating at metering panel in the Electrical Room and installation of wiring to Distribution Boards.

Modifications to meet tenant‟s requirements.

Lighting Common areas and standard lighting to bare layout.

Modifications to meet tenant‟s requirements.

Power Point Outlets

Common areas and standard layout to bare space perimeter.

Modifications to meet tenant‟s requirements.

Telephone Cabling

Standard provision from MDF room to Floor IDF at riser.

Provisions to meet tenant‟s requirements.

EWIS public address system

Speakers for common area and standard layout to bare space.

Modifications to meet tenant‟s requirements.

Emergency Light Standard provision in accordance with authorities‟ requirements for common areas and tenancy standard bare layout.

Modifications to meet tenant‟s requirements.

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6. GENERAL REQUIREMENTS FOR TENANT WORKS 6.1 INTRODUCTION This section details general requirements which are to be complied with by Tenants for their proposed works. In addition to this, Tenants must ensure that all works; and in particular fire services, emergency lighting, air-conditioning, electrical and plumbing works; are in compliance with all regulatory authorities, legislations and Australian Standards. 6.2 BUILDING 6.2.1 False Ceilings False ceilings must be constructed with non-combustible material. 6.2.2 Partition Walls All partition walls must be of a demountable type, eg. gyprock. Lightweight concrete partitions or other „wet trade‟ construction methods are not permitted, unless absolutely necessary for fire barrier purposes and only with the Building Management‟s consent. The Tenant must clearly identify the location and construction of the proposed wall as well as a structural plan. Partition walls abutting windows must be positioned against mullions. Tenants must not secure or fix any fixtures or partitioning onto curtain walling mullions. Drilling and/or fastening of screws, inserts, etc. onto mullions, window sills, tie-strut aluminium covers, etc. are not permitted. Tenants must not place anything (partitions, furniture, etc) near or at any windows in such a manner as to prevent the future replacement of window panes. All fixed partitions and built-in cupboard terminating at window panels must not hinder the full opening of any operable window panel. All sideboards and/or cupboards located under windows must not extend in height above the window sill. 6.3 STRUCTURAL WORKS If the proposed works involve the erection or the demolition of solid walls that could be considered structural, the Tenant must obtain the Building Management‟s approval. Major alterations to the building‟s structure are strictly not permitted. Tenants have the sole responsibility to ensure that at all times no part of the tenanted premises is overloaded in any way. Tenants must inform the Building Management of any area where heavy loading may occur resulting from equipment, storage units, and/or any other works. Tenants are required to provide all necessary information to allow the Building Management‟s structural engineer to assess the structural implications. 6.3.1 Penetrations of Floor Slabs and Fire Rated Partitions Prior approval from the Building Management is required for any floor or wall penetrations. Building Management will request that the locations of these penetrations be checked by the services consultant and the building structural engineers prior to issuing approval.

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If unavoidable and absolutely necessary, minor alterations (eg. penetrations through floor slabs for running of pipes) may be permitted. Each case will be evaluated and decided at the absolute discretion of the Building Management. Where penetrations through the concrete slab floor or ceiling or service core wall are necessary, all such penetrations must be suitably fire-stopped with appropriate material. Should the involvement of a structural engineer be required, this cost will be borne by the Tenant. Plans detailing the position of the penetrations are to be submitted to the Building Management. All penetrations must be core drilled. No hammer drilling is permitted for floor penetrations without prior approval from the Building Management. No holes are permitted through beams or columns. The fire ratings of any areas where floor or wall penetrations are made must be restored by the Contractor at their cost and the relevant certifications supplied. Any damaged fire stopping must be repaired to relevant standards and regulations. Pipes etc. which are installed in these penetrations must meet the required fire rating. 6.4 PAINTING The Building Management must be informed of any painting work in the building. If oil based paint or epoxy resins are to be used, this work must be carried out outside normal business hours and arrangements made to vent the odours from the building. In case of complaints of obnoxious smells from large painting work the Building Management shall have the sole right to stop the work immediately and this may require further painting work to be done outside normal business hours. All associated costs for after hours work shall be borne by the Tenant. 6.5 CARPETS The carpet in the tenancy must be adequately protected with durable plastic to the approval of The Building Management, prior to and maintained in good order during any works. Some castors used on chairs and furniture may cause damage to carpets and void warranties. Under the terms of the Lease, the Tenant will be responsible for such damage. 6.6 SERVICES 6.6.1 Obstruction of Services Under no circumstances are light fittings, fire services, air conditioning outlets/return air inlets and access panels to be obstructed. Should the works necessitate the relocation of any of these items, such relocation will be carried out in accordance with the instructions of the Building Management‟s consultant and at the Tenant‟s cost. 6.6.2 Shutdown of Building Services Shutdown of central building services (eg. electrical switchboards or air conditioning related systems) may be permitted only when the work is essential and at the sole discretion of the Building Management. Such shutdowns will only be permitted when adequate notice (7 days) has been provided and will be strictly controlled and coordinated with other tenants to avoid unnecessary disruption to the building and its tenants. All associated costs, including the provision of temporary supplies to the building services, shall be at the Tenant‟s cost.

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6.6.3 Labelling of Equipment Any and all additional equipment, cabling and pipework must be labelled in accordance with original standards and specifications and identified on “as built” drawings. 6.6.4 Use of Riser Cupboards Riser cupboards may only be utilized for their designated purpose. 6.6.5 Replacement of Lamps Replacement of lamps in the light fittings may only be done using a lamp of the same size, rating, type and colour temperature. All light fittings are to be cleaned upon completion of works. 6.7 ELECTRICAL AND DATA Plans showing single-line-diagrams and marking the exact position of the distribution board must be submitted to the Building Management for written consent. The plans must show clearly the power and lighting circuits, the exact positions of all new and existing lighting/power points and any lighting point(s) to be connected to Building Management‟s emergency supply. 6.7.1 Installation of Electrical and Telephone/Data Wiring All electrical works must be carried out in accordance with Australian Standard AS3000 and the Electricity Act and Regulations. Works must be performed directly by or under the supervision of a licensed Electrical Contractor as defined in the Electricity Act and Regulations. The tenancy electricity is to be metered separately, and all associated costs borne by the Tenant. The electricity meter is to be installed prior to the commencement of fitout works. Details of the meter number and multiplier factor shall be supplied to the Building Management. All tenancy power outlets shall be connected to the Tenants‟ switchboard. No connections or alterations may be made to the Building Management‟s switchboard without prior approval. Where such connections or alterations are necessary, certification of power segregation from the Building Management‟s switchboard must be supplied by the Tenant‟s consultant. All circuit breakers shall be fully labelled indicating the type and location of circuit. Details of sub-boards must be clearly typed and placed adjacent to the main tenancy switchboard. The electrical load must be balanced across all phases and details of the phase balance supplied to the Building Management. The proposed total load shall NOT exceed the capacity of the Tenant‟s switchboard. The electrical load connected to essential light and power circuits shall NOT exceed 50% of the total load. Details of phase/essential circuit loading shall be supplied on the as-built drawings and certified by the Tenant‟s consultant. Starting surges or harmonics generated by Tenant‟s equipments must not cause a maximum total harmonic voltage distortion of more than 5 percent at the point of the Building Management‟s source. If requested, the Tenant‟s consultant shall provide certification of this at the Tenant‟s cost. Installers of security systems or computer networks must be ACA registered. If requested, the Tenant shall submit certification that all work is in accordance with the required rules. Hot water system installations are subject to the Building Management‟s approval. The Tenant shall submit details of the hot water system (ie. make, type capacity, provision of overflow trays, if required) to the Building Management.

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All cabling must be contained within the tenancy, run neatly and without obstructing access to or interfering with other services. All cables, cable trays and conduits must be securely fixed. Cables within the ceiling space must be suspended from the slab and not lay directly on the back of ceiling tiles or be attached to sprinkler pipework or ceiling grid hangers. Cables under raised floors must be run on a proper cable trays. Electrical and communications cabling must be separated and spaced to ACA specifications and standards. Trays or conduits used for electrical cabling must not have communications cabling, and vice versa. Hacking of structural columns, wall and floor slabs to embed conduit, or penetrations through the same, are NOT permitted. Any access to and work carried out within the building‟s services risers must be approved by the Building Management. No relocation or alteration to the electrical installation in the tenanted premises is allowed unless prior written permission has been given by the Building Management. Upon completion of work, all redundant cable in the ceiling or under raised floors must be totally removed. 6.8 AIR CONDITIONING Plans showing all new and existing air conditioning ducts, air diffusers and return air outlets must be submitted to the Building Management for approval. The plans must clearly show all duct & diffuser sizes and the amounts of air designed for each diffuser (in Cubic Meter per Hour). Tenants shall engage a qualified Mechanical Engineer to design and endorse all plans submitted. 6.8.1 Works on Air Conditioning Changes to Tenancy layouts will affect the way the air conditioning system works. Changes to the airconditioning diffusers, ducts or other components may be required, accommodations made for special heat loads (eg. from electrical equipment or high staff numbers) and, finally, balancing will be needed to ensure the whole system operates properly. If requested, the Tenant shall submit heat load and air balance data upon completion of works. If the Tenancy has a dedicated computer room or other areas requiring 24 hours usage, the Tenant may be required to install supplementary airconditioning. 6.8.2 Control Equipment within Tenancy Prior to works, all air conditioning control equipment, especially temperature sensors and thermostats, must be protected from damage. The Tenant shall engage the Building Management‟s contractor, at their cost, for all airconditioning-controls related works where any control equipment need to be disconnect or reconnected. Incorrect disconnection could lead to damage of other electronic equipment and effect the operation of the air conditioning in other areas. The Tenant shall be responsible for repairs to any control equipment damaged. 6.8.3 Modifying Ducting and/or Equipment Airconditioning equipment remains the property of the Building Management and as such must not be altered or removed without permission from The Building Management. Any equipment that is relocated must be fully recommissioned. Associated test results should be submitted to The Building Management for their records. Where new air conditioning branch ducts are added, dampers must be provided for air balancing. For areas where new plastered false ceiling are installed by Tenants, access panels must be provided in the ceilings allowing adequate accessibility to the ceiling interior space for future maintenance work. Direct tapping from the main air conditioning duct is not permitted.

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6.8.4 Original Design Requirements The proposed work must confirm to the original design of the air conditioning with regard to:

Location of supply air grilles.

Balanced flow of return air.

Volume of air supplied to tenancy.

Access to all services located in ceilings, riser cupboards and under floor. Lighting loads must not exceed original design. Equipment power loads must not exceed original design 6.8.5 Air Filters Every effort should be made to ensure that the air conditioning plant is not subjected to extraordinary amounts of obnoxious odours, dust and dirt that could reduce the life of the air filters. All return air grilles must be covered during construction work with lint filters and must be removed prior to air balance. Should the life of the air filters be reduced due to fitout works then the associated costs are to be borne by the Tenant. 6.8.6 Air Balance Following modifications to the air conditioning system, the Tenant shall carry out a re-balance of the affected zones. Where a zone supplies more than the tenancy being altered, the rebalance must include the other tenancy to ensure correct operation. Any temporary filters must be removed from the return air prior to any air balancing being commenced. A full set of signed commissioning test results must be obtained by the Tenant, and submitted to the Building Management if requested. 6.8.7 Tenant’s Supplementary Air Conditioning & Building Management’s Condensor or Chilled Water The Building Management‟s consent is required before any supplementary air conditioning units are connected to the building condenser water or chilled water loop. The Tenant is required to submit information on the equipment to be connected, including details of heat loads and required water flow rates. Where required, the Tenant must ensure that condensate drains are provided and installed correctly. All Tenant supplementary systems are their responsibility and the Tenant shall be liable for their maintenance and for any damage arising from these systems.

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6.9 FIRE Plans showing the proposed fire sprinkler and protection system, indicating the exact positions of all new and existing sprinkler-heads, must be submitted to the Building Management. Tenants shall engage a qualified professional engineer to design the system and endorse all plans submitted. All costs relating to works to Fire Services in relation to the tenant‟s fitout shall be at the Tenant‟s cost, including charges for accidental triggering of alarms, sprinklers or detectors and associated callouts by Emergency Services. 6.9.1 Compliance The locations and numbers of smoke detectors, fire sprinklers, hydrants, hose reels, portable extinguishers, EWIS speakers and/or exit and emergency lighting must comply with all statutory provisions and the requirements of the relevant Codes and Standards (including those of the Insurance Council of Australia). Should the works necessitate any alterations or additions to the existing equipment, the cost of such alterations or additions will be borne by the Tenant. 6.9.2 Smoke Detectors Smoke Detectors may be activated by situations similar to smoke, such as dust from working dry concrete, masonry, wood products or gyprock. The Tenant must be responsible for any false fire alarms and consequent charges from the authorities caused by work on their behalf. Detectors must be isolated, protected and cleaned as required when work is being carried out. Detectors must also be cleaned on completion of work. 6.9.3 Isolating Fire & Essential Services No work which involves isolating or disrupting any Fire or Essential Services is permitted until the Building Management has given approval. Overnight isolations or any disruptions longer than 12 hours are subject to the Building Management‟s discretion. All isolations are to be carried out by the Building Management‟s approved contractors. During isolations, the relevant premises MUST NOT be left unattended. If any period of absence is required, the Tenant will need to arrange for attendance by an appropriate person such as the Building Management‟s security contractor All Fire Indicator Panel (FIP) isolations (whether isolating specific points/zones or isolating the FIP from the Fire Brigade) should be kept to the minimum and confined to office hours. For brief isolations (less than 10 minutes), a technician must be present at the FIP whilst works are being carried out. For longer isolations (exceeding 10 minutes), the Tenant /Contractor must arrange, via the Building Management, notifications to all Tenants in advance. During all FIP isolations, the Emergency Warning and Intercom System (EWIS) public address system must be in Full Automatic Mode and must NOT be isolated. After deisolating the FIP, the FIP must be reinstated to automatic mode. 6.9.4 Sprinkler All works to the sprinkler system must be carried out by the Building Management‟s contractor. The proposed work process & timeline for isolating & deisolating the FIP, EWIS system and for isolating, draining and recharging the sprinkler system must be cleared with the Building Management before work is permitted to commence. 6.9.5 Emergency Lighting and Exit Signs Additional emergency lighting or exit signs that are required due to fit out modifications will be at the Tenant‟s cost. Installations are to comply with Australian Standard 2293.1. Tenants must carry out the required periodic testing of their emergency lights and exit signs.

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6.10 SANITARY AND PLUMBING SYSTEM Any new work or alterations to the existing plumbing and sanitary systems (eg. toilets or pantries) must be designed by a Professional Engineer engaged by the Tenant and installed by a qualified contractor. Such design and installation shall comply fully with all regulations and requirements of appropriate authorities. No coring or penetration of walls or floor slabs are permitted without the Building Management‟s approval. Tenants are responsible for making good any damage arising from such works. Tenants must ensure that waterproofing is adequately provided to avoid any leakage to the premises below. Tenants must bear full responsibility for water tightness upon completion of their proposed works. All unused floor traps below raised floors should be plugged off using rubber stoppers to prevent water back-flow or foul smells. 6.11 TENANCY SIGNAGE, WINDOW TREATMENT AND MASTER KEYS 6.11.1 Tenancy Signage Office directory signage will generally be at lift lobbies of every floor where Tenants‟ offices are located. Tenants may install signage at or above the main entrance to the tenanted premises, subject to The Building Management‟s written approval of the design, size, exact position and material of such signage. Tenants are not allowed to erect or place any signage, temporary or otherwise, outside the tenanted premises without the Building Management‟s written approval. For floors with multiple tenants, Tenants‟ signage must be compatible with those already approved by The Building Management and those installed by the other Tenants. 6.11.2 Window Treatment, Blinds or Curtains Tenants are not permitted to affix or adhere any films, stickers or banners onto existing window glazing. In order to preserve the exterior appearance of the building, blinds or curtains installed by Tenants‟ should be either white, ivory or off-white in colour. Blinds or curtains of any other colours may only be installed with the written approval of The Building Management, which shall have absolute authority to approve or reject the Tenant‟s proposed blinds or curtains with regard to colour or appearance. No drilling or puncturing is permitted on the curtain wall mullions, transoms or any other curtain wall components except at any pelmets provided. 6.11.3 Master Key Compatibility All locks into and within Tenancies must be incorporated into the Building Master Key System, unless otherwise approved by the Building Management. Tenants should make arrangements with the Building Management‟s locksmith. Likewise, Tenancy security access control systems must be compatible with the building system unless otherwise approved by the Building Management. 6.12 PROTECTION TO FINISHES AND FIXTURES All finishes and fixtures within the tenancy must be adequately protected against damage. Prior to fitout works commencing, an inspection of the tenancy shall be undertaken by Tenant, their main contractor and the Building Management to list any defects (dilapidation report). This inspection is for the purpose of handover only and unless otherwise agreed in writing by the Building Management, the tenancy space is deemed to be accepted by the Tenant and their main contractor as inspected. Upon completion of the works, a second inspection to list any damage caused during proposed works will be undertaken (any damage must be repaired at the Tenant‟s cost).

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6.13 PROTECTION TO LIFT CAR, CARPETS AND COMMON AREAS All finishes and installations in common areas and lobbies such as doors, walls, ceiling, architraves, flooring and lifts are to be adequately protected by the Tenant for all deliveries/moves throughout the proposed works period. Such protection may include heavy plastic sheeting and/or carpet on plywood for floors (including access routes) as well as padded canvas sheet for vertical surfaces, to the satisfaction of the Building Management. All temporary protective linings must be removed after practical completion. Any damage must be made good by the Tenant to the satisfaction of the Building Management. If any of the Tenants‟ contractors or staff are found using lifts other than the Goods Lift (or other lift approved by the Building Management) for deliveries or moves, the Building Management shall have the right to arrange for special cleaning as well as make-good works to any damage found, at the Tenant‟s cost. 6.14 PROTECTION TO BUILDING SERVICES All air supply/return ducts must be sealed with appropriate seals or filters for the entire duration of works to prevent the entry of dust or fumes. Smoke detectors must be sealed or bagged during works involving dust, to avoid dust affecting their sensors. Due care must also be taken to avoid damage to all fire service equipment, including but not limited to detectors, sprinklers, EWIS speakers, etc. 6.15 HOARDING Where required, hoarding must be erected as determined by the Building Management. Any approvals and permits required must be obtained by the Tenant their cost. The Building Management reserves the right to rectify any hoarding, at the Tenant‟s cost, if they do not comply with the approvals granted. 6.16 CLEANING AND RUBBISH REMOVAL The Tenant is to minimize any dirt, dust or stains affecting any common areas of the building arising from works related to the Tenant‟s works. The Tenant must ensure that mats, carpets and floor areas surrounding the renovation boundaries, and all relevant staircases, corridors and walls being used for access to the works are kept clean. The Building Management reserves the right to arrange for special cleaning to any areas found to be dirty or stained as a result of the Tenant‟s workers or works, and to make-good any stains, scratches or markings to the Building Management‟s satisfaction, at the Tenant‟s cost. The Tenant‟s contractors are to clear rubbish and debris from the site daily and in an orderly manner. No renovation related debris is to be dumped within the tenanted premises. All debris must be disposed of in approved bulk bins and/or dumping sites as directed by the Building Management. The Building Management reserves the right to charge, to the Tenant, clearance and penalty fees for any illegal dumping by the Tenants‟s staff or contractors.

Tenant Works Handbook – 249702V7/13Nov09 16

7. GENERAL REQUIREMENTS FOR MAKE-GOOD WORKS 7.1 INTRODUCTION Under the Tenant‟s lease, there will generally be requirements for the Tenant to “make-good” (or “reinstate”) the leased premises, typically upon determination of the lease. The executed lease agreement should be checked to determine the make-good requirements or specifications, if any, which have been agreed on. A typical make-good clause would require that upon expiry of the lease, Tenants must reinstate the premises to the original base building design and finishes. This section details general requirements which are to be complied with by Tenants for their make good works. Tenants shall conform to the specifications detailed in this section, unless otherwise agreed in the lease or through other formal negotiations. Tenants must ensure that all works; and in particular fire services, emergency lighting, air-conditioning, electrical and plumbing works; are in compliance with all regulatory authorities, legislations and Australian Standards. In addition, Tenants must abide by all relevant points as detailed in Section 6 with regard to compliance, procedures and precautionary measures. In this section, the term “Original Plans” refers to the original set of base building plans provided to tenants by the Building Management during the original commencement of lease. The specifications in this section would apply to all commercial office premises, and may vary for other types of premises. In all cases of doubt, Tenants should seek clarifications from the Building Management prior to commencing any make-good works. 7.2 GENERAL SPECIFICATIONS The leased premises must be returned to the Building Management with vacant possession in the following condition:

Without tenancy fitouts, partitions (whether fixed or demountable) or workstations.

Floor coverings of commercial quality carpet with underlay.

Air conditioning and return air outlets, light fittings, EWIS speakers, emergency/exit lights, smoke/fire detectors and sprinkler system correctly located as per Original Plans and in accordance with relevant standards and base building design.

Ceiling grid without any fixing holes and Ceiling tiles without markings or damage.

Brand new lamps, tubes and starters for light fittings.

Fully operational and compliant emergency systems (eg. EWIS speakers, emergency/exit lights, etc.)

All penetrations to the base building structure properly sealed, with certification of fire rating by a qualified professional.

All damage sustained, caused or found during the make good works must also be rectified by the Tenant to match existing base building material and finishes.

Tenant Works Handbook – 249702V7/13Nov09 17

7.3 WALLS, PARTITIONS AND DOORS

Remove all partitions and fixtures and make good all damage caused.

Remove all concealed timber and steel framework, fixings to mullions and all soundproofing and baffle material installed by the Tenant.

Replace all damaged window sills over full length to match existing.

Remove all fittings, architraves or company signage/logos installed by the Tenant on the lift frontage and reinstate to match existing finishes.

Patch walls, columns and doors where necessary, using render and/or other materials to match existing finishes.

Repaint all walls, existing lift lobbies, plastered ceilings, toilets and pantries with 2 coats of Dulux wash & wear acrylic paint (or similar) with colour specified by the Building Management.

Repaint all sides of service risers, facility doors and frames with 2 coats of Dulux gloss paint (or similar) with colour specified by the Building Management.

Clean internal glass of all windows. 7.4 CEILING

Remove plastered ceilings installed by the Tenant, if any, and reinstate original grid ceilings.

Replace all missing, broken and damaged ceiling grids, including grids with holes drilled.

Ensure all grid support splints are in place.

Replace all missing, broken and damaged ceiling tiles.

Repair and repaint all stained or discoloured ceiling grids and tiles to match existing.

Reinstate and repaint any other damaged ceiling areas . 7.5 FLOORS / CARPETS

Remove floor finishes installed by the Tenant.

Replace damaged or missing carpet areas.

Steam clean and vacuum all floor areas. 7.6 FURNITURE AND FITTINGS

Remove all furniture, decorative fitting, paintings and posters.

Remove curtains and blinds installed by the Tenant, including support systems. 7.7 FIRE PROTECTION SERVICES

Restore sprinkler system as per Original Plan.

Isolate where necessary and remove fire suppression systems and alarm monitoring facilities installed by the Tenant.

Tenant Works Handbook – 249702V7/13Nov09 18

7.8 HYDRAULIC SERVICES

Disconnect and remove all plumbing, drainage, vents, air conditioning condensation pipes and other related equipment or parts installed by the Tenant.

7.9 MECHANICAL SERVICES

Isolate and remove all air conditioning units, FCUs, ducting, piping, insulation and wiring installed by the Tenant.

Restore all air conditioning VAVs, outlets, registers, thermostats and other equipment as per Original Plan and rebalance the air distribution.

Provide temporary seals/filters across all return air ducts to prevent contamination to base building systems throughout the make-good duration.

7.10 ELECTRICAL / COMMUNICATION SYSTEMS

Isolate and remove all PABX, telephone and computer equipment installed by the Tenant.

Isolate and remove all data, telephone, TV, electrical or other wiring installed by the Tenant.

Remove/restore all light fittings, switches, power points, sockets and all circuits to conform to Original Plan, including affected items in the lift lobby.

Restore all lighting and power supply cables to the base building distribution board and remove the Tenant sub-board.

Restore telephone cables to the base building floor IDF connection point.

Replace all lighting bulbs, tubes and starters using brand new bulbs, tubes and starters; specific make & model to conform to existing base building or as directed by the Building Management.

Repair and repaint all damaged skirtings, ducts and other building components affected by works relating to electrical / communication systems.

7.11 SECURITY / KEYS

Remove all Tenant dedicated security access control systems.

Return all building access cards and keys to the Building Management.

Tenant Works Handbook – 249702V7/13Nov09 19

8. SUMMARY OF TENANT WORKS PROCESS

# These documents are in the following Annexure pages

Tenant submits Fitout Documents ie. “Application Compliance Checklist”#

& required documents

to Bldg Mgmt (local FM)

PMD issues to Tenant a “Letter of In-principle

Approval”#

TENANT BUILDING MANAGEMENT

100% In

order

Not in

order

Local FM submits Fitout Documents to Project Mgmt Dept (PMD),

which reviews the submission;

this may involve consultants to vet

Tenant submits the additional documents required to Bldg Mgmt (PMD)

Local FM vets

“Permit to Work on Site”#

Not in

order In order

Local FM (or PMD) approves

“Permit to Work on Site”#

Tenant’s contractors complete induction process

Fitout Works are carried out to

PRACTICAL COMPLETION

Tenant & Local FM carry out joint inspection using

“Tenant Works: Completion Joint Inspection” #

Not in

order

In order

Tenant & PMD tick-off “Tenant Works: Completion Checklist” # Incl. submission of as-built docs, certs, etc

In order

Case closed

Not in

order

In order, subject to additional documents

PMD issues to Tenant a

“Letter of Approval to Commence Works”#

Tenant’s Contractor submits “Permit to Work on Site” #

to Local FM

PMD requests for as-built docs, certs,

etc.

Tenant Works Handbook – 249702V7/13Nov09 20

ANNEXURES

Tenant Works Handbook – 249702V7/13Nov09 21

BUILDING MANAGEMENT’S CONTACT DETAILS The following are details of the Building Management‟s Site Contacts for the property: CONTACT #1

Name: Ruway Cheok

Role / Position: Facilities Manager, Cromwell

Tel: 03 9670 9603

Fax: 03 9670 4802

Mobile: 0424 750 526

Email: [email protected]

Based on site? Yes

If Yes, where: Level 5 Cromwell Office

CONTACT #2

Name: Bart Hand

Role / Position: Concierge / Security Manager

Tel:

Fax:

Mobile: 0409 448 716

Email:

Based on site? Yes

If Yes, where: Concierge desk, Level 5

Tenant Works Handbook – 249702V7/13Nov09 22

BUILDING CONSULTANTS & CONTRACTORS’ DETAILS The following is a list of the relevant consultants and contractors who you may need to contact for information. The Building Management may require that you appoint these consultants & or contractors if the Building Management deems this to be necessary to ensure that the building structure, services or aesthetics are protected. Consultant / Contractor Company Name / Contact Person Contact No. Mech / Elect Engineer Aurecon 03 9697 8397 Fire Services Contractor Geelong Fire 1300 558 933 Mech Services Contractor Airmaster Australia 03 9801 8333 Cleaning Contractor City Central Property Services 03 9614 2177 Electrical Contractor Enviro Property Services 03 8866 8866

Tenant Works Handbook – 249702V7/13Nov09 23

TENANT WORKS: APPLICATION COMPLIANCE CHECKLIST

Building _____________________________ Tenant _________________________________ Project / Works: __________________________________________________________________

No.

Item

Tick

1.

Letter from Tenant appointing Project Manager / Consultant(s)

2.

Architectural & Building Services Drawings (Construction issue); Elevations & material boards if required (eg. retail)

3.

Tenant and Building Management joint inspection

4.

Scope of Works / Detailed Works Programme

5.

Job Safety Assessment

6.

Authorities‟ approvals & permits for work

7.

Dilapidations Survey & Photographic Record of Condition (if required)

8.

Cromwell Permit to Work on Site (See attached)

9.

Contractors‟ Insurances (Workers, Public risk, All-risk & Motor)

10.

Contractor Induction

Application Compliance Sign-off: _______________________________ ________________________________ Tenant Authorized Representative Bldg Management Representative

____________________ ____________________ Date Date

Tenant Works Handbook – 249702V7/13Nov09 24

SAMPLE LETTER OF IN-PRINCIPAL APPROVAL

Thursday, 9 June 2011

[TENANT]

[TENANT ADDRESS]

Dear [Tenant]

RE: [Tenant] Proposed Fitout

Premises: [Address]

Further to your submission of specifications and drawings for approval for the fit out of [PREMISES], I am writing to

you to confirm that your submission has been approved in principle based on the following conditions.

Building Specific Conditions

(a) Fit out guidelines as per the Cromwell Tenant Works Handbook.

(b) The air conditioning system is rebalanced on completion of the fit out. Sensor location should be checked and

relocated where necessary by [CONTRACTOR NAME] the building mechanical services contractor.

(c) The air conditioning system is rebalanced on completion of the fit out. Sensor location should be checked and

relocated where necessary by the building mechanical services contractor.

(d) Fire services are to be upgraded to new layout on completion of the fitout and checked by the building fire services

contractor.

(e) All penetrations are to be fire capped immediately.

(f) Any alterations made outside the premises are the tenant’s responsibility to repair, maintain and make good on

vacating the premises.

General Conditions

1. Any core holes required for the provision of services are approved by our structural engineer, and that all works are

certified by them.

2. You will control the installation of the carpet covering and coordinate the fitting so as to minimize disruption or

damage to either the building alterations or carpet installations.

3. Your contractors will adhere to all building rules and regulations and in particular those concerning the use of the

lift. You should note that you will be held liable for any damage caused to the lifts as a consequence of your works.

4. Any works requiring the isolation of the fire alarm system, welding or heat will require a hot works permit and the

alarm system will be isolated as required by Cromwell based upon your application in writing to us.

5. All works will be in accordance with the appropriate statutory regulations, building code, and any other governing

state or federal laws or regulations. Additionally, the works will be submitted for building approval and all works

will be certified accordingly.

6. Any works to the sprinkler system will be notified to Cromwell Property Services in writing with at least 24 hours

notice prior to any isolation be undertaken. The works on completion will be certified as complying with AS2118.1.

7. The installation of all electrical services shall be undertaken in accordance with AS2000 and all electrical

installation certificates shall be provided on completion of the works. The electrical load of the fitout shall at all

times be within the specific capacity of the switch boards allocated to each floor level within the electrical floor

riser.

8. The system designs must be such that peak or instantaneous loads neither jeopardise the fusing on the floor in

question or that of the main building circuit breakers.

Tenant Works Handbook – 249702V7/13Nov09 25

9. The mechanical services alterations will be undertaken in accordance with AS1668.2. The ventilations system where

altered must be rebalanced and the building management engineers appointed in order to assist in commissioning

and resetting the base building management system accordingly. The ventilation load and the heat load on the base

building air-conditioning system and compressors must be such as to operate within the design parameter of the

systems provided. On completion of any alterations to the ventilation system the air-condition engineers will provide

as part of their certification and drawing package a commission schedule indicating air flow rates at the branches,

through VAV units and at each ventilation grill. These figures should include minimum and maximum air flow

rates.

10. Structural Loading- The internal design, fixtures, fittings and any other provision shall be so designed the inherent

structural capacity either the base building, walls, glazing systems and floors are not adversely loaded or there

integrity comprised.

11. Prior to the Facility Manager issuing final approval of works all permits, approvals and certification of works must

be supplied as per Cromwell’s Tenant Works Handbook and attached checklist.

12. No works will be allowed to commence until your lease has been executed, bank guarantee and insurance provided

or a letter of authority is provided to us via our solicitors.

Upon completion of the works a comprehensive set of as fitted drawings including services, ventilation systems and

architectural layout are provided to Cromwell Property Services along with all relevant certification and approvals, an

example of these are outlined in the Tenant Works Handbook and attached checklist. Please note that until such time as

all of the required documentation is received, the tenancy cannot by occupied.

The estimated cost for the Landlord approving and supervising the fitout is $500.00 plus GST. [IF REQUIRED] Also,

consultants fees of $[AMOUNT] are payable. Please note these amounts may increase if there are alterations to the

approved works or if additional consultants are required during the fitout period.

If you have any queries regarding this letter or its attachments, please feel free to contact the writer on the details below.

Yours faithfully

CROMWELL PROPERTY SERVICES PTY LTD

[FACILITY MANAGER]

FACILITY MANAGER

Phone:

Fax:

Email:

Tenant Works Handbook – 249702V7/13Nov09 26

PERMIT TO WORK ON SITE Contractor Details Company : _________________________________________ Phone No.: ___________________ Key on-site Contact : __________________________________ Mobile No.: ___________________ Work Details Name of project / works : ________________________________________________________________ Location of works : ________________________________________________________________ Period of works : ________________________________________________________________ Tenant company (if any) : ___________________________________ Floor Level : _________________ Tenant contact (if any) : __________________________________ Tel/Mob. : ___________________ Requirements (circle accordingly): Contractor has submitted the following:

Detailed Description of the works Pass Fail

Details & Drawings as per Tenant Works Handbook (where relevant)

Pass Fail N/A

Certificates of Currency for Insurances Pass Fail

Contractor has submitted Safe Method Work Statement (SWMS) or JSA which complies with:

SWMS / JSA is correct ie. relevant to the works to be carried out Pass Fail

Includes description of the works Pass Fail

Identifies individual steps associated with the works Pass Fail

Identifies key plant & equipment to be used Pass Fail N/A

Identifies OH&S and other risks arising from the works Pass Fail N/A

Identifies control measures which will be used to manage the risks Pass Fail N/A

Identifies PPE (personal protective equipment) which will be used Pass Fail N/A

Penned on the SWMS / JSA, name(s) & signature(s) of the persons doing the work (at a minimum the main on-site coordinator / workman)

Pass Fail

We will commence work on site only upon completing the contractor induction, and agree to abide by all requirements of the contractor induction, all building rules & controls stated in our SWMS / JSA. We also understand that the building management may withdraw this permit at any time should we fail to comply with any of the above. _____________ ___________________________ _________________ ____________ Signature Name Mobile No. Date _____________ ___________________________ _________________ ____________ Signature Name Mobile No. Date

Cleared by (Building Management or its Authorized Representatives) ________________ __________________________________ ______________ Signature Name Date

Tenant Works Handbook – 249702V7/13Nov09 27

TENANT WORKS: COMPLETION JOINT INSPECTION

Building _____________________________ Tenant _________________________________ Project / Works: __________________________________________________________________ Date of Inspection: _________________

No.

Items to be rectified by Tenant

1.

2.

3.

4.

5.

6.

7.

8.

Joint Inspection attended by: _______________________________ ________________________________ Tenant Authorized Representative Bldg Management Representative

Rectification Works Completion Sign-off by Bldg Management: All the abovementioned items have been satisfactorily rectified.

________________________________ _________________ Bldg Management Representative Date

Tenant Works Handbook – 249702V7/13Nov09 28

TENANT WORKS: COMPLETION CHECKLIST

Building _____________________________ Tenant _________________________________ Project / Works: __________________________________________________________________

No.

Item

Tick

1.

Architectural & Building Services Drawings (As Built)

2.

Copies of Certifications, where applicable:

Mechanical (including commission data)

Electrical

Fire Services (fire protection, detection and communications)

Hydraulics

Essential Services

Certificate of Occupancy

3.

Copies of Warranties, if applicable

4.

Structural Sign-off, if applicable

5.

Completion joint inspection by Tenant & Bldg Management (see attached)

6.

All outstanding issues from Joint inspection satisfactorily resolved

Completion Sign-off:

_______________________________ ________________________________ Tenant Authorized Representative Bldg Management Representative

____________________ ____________________ Date Date