Ngai Tahu Settlement

20.1 MUTUAL ACKNOWLEDGEMENTS AND
AGREEMENTS

20.1.1 Nature of Settlement

Te Runanga and the Crown wish it to be recorded:

(a) that the Settlement represents the result of extended
negotiations conducted in good faith and in a spirit of co-operation and
compromise;

(b) that each party acknowledges the difficulty in assessing
compensation for the loss and prejudice suffered by Ngai Tahu;

(c) that it is not possible to and it is acknowledged that the
Settlement will not fully compensate Ngai Tahu for all losses and prejudice
suffered;

(d) that Ngai Tahu, by agreeing to the Settlement, is
forgoing a substantial part of the redress sought by Ngai Tahu in respect of the
Ngai Tahu Claims, and that this is recognised by the Crown as a contribution to
the development of New Zealand; and

(e) that the Settlement will however provide Ngai Tahu with the
resources to enable it to preserve its distinct identity, culture and
traditions, and to restore its economic and social well-being,

and that, taking all matters into consideration, Te Runanga and
the Crown each acknowledges that the Settlement is fair in the
circumstances.

20.1.2 Customary Rights

The parties acknowledge that:

(a) the provision relating to the removal of the jurisdiction
of the Courts, the Waitangi Tribunal and any other tribunal referred to in
clause 16.1.2(b) and clause 17.3.2:

(i) is not intended to prevent any Ngai Tahu Claimant from
pursuing claims against the Crown based on aboriginal title or customary rights
which do not come within the definition of Ngai Tahu Claims or to prevent the
Crown from disputing such claims or the existence of such title or rights;
but

(ii) is intended to prevent any Ngai Tahu Claimant from
pursuing claims against the Crown (including claims based on aboriginal title or
customary rights) if such claims come within the definition of Ngai Tahu Claims,
such claims having been settled in accordance with clause 16.1;
and

(b) nothing in this Deed extinguishes any aboriginal title or
customary rights that any Ngai Tahu Claimant may have or constitutes or implies
any acknowledgement or acceptance by the Crown that such title or rights exist
either generally or in any particular case, but this clause does not limit
clause 16.1.

20.1.3 Treaty of Waitangi Fisheries
Commission

The parties acknowledge that nothing in this Deed or in the
Settlement Legislation is intended to affect in any way any decision of the
Treaty of Waitangi Fisheries Commission either under the Maori Fisheries Act
1989 (as amended by the Treaty of Waitangi (Fisheries Claims) Settlement Act
1992) or in respect of the Deed of Settlement between the Crown and Maori dated
23 September 1992.

20.2 NONDEROGATION

20.2.1 Non-derogation of Ngai Tahu Rights

Except as expressly provided in this Deed, nothing in this Deed
is intended to derogate from any rights that Ngai Tahu, any member of Ngai Tahu
Whanui or Te Runanga might otherwise have under common law, statute or the
Treaty of Waitangi.

20.2.2 Non-derogation of Crown Rights

Except as expressly provided in this Deed, nothing in this Deed
is intended to derogate from any rights or powers of the Crown under common law,
statute, or the Treaty of Waitangi.

20.2.3 Application of Statutes

Except where expressly provided otherwise, where this Deed
provides for any person to be the administering body of any reserve or any area
which is to be administered as if it were a reserve, the control and management
of the reserve or area will be subject to, and will not affect the application
of, the statutes listed in Attachment 20.1 and any other statutes which
may be enacted providing for the control and management of the natural
environment and of any species of wildlife.

20.3 CONSISTENCY WITH CONSERVATION ACT

20.3.1 Defined Terms

Terms used in clause 20.3.2 which are defined in
Section 12 (Mahinga Kai - General) have the same meanings in clause
20.3.2 as they have in Section 12 (Mahinga Kai - General).

20.3.2 Parties Agreement and Acknowledgement

The parties agree and acknowledge that the Topuni, Statutory
Adviser role, Deed of Recognition (to the extent that it relates to the
Department of Conservation), advisory roles to the Minister of Conservation in
respect of Taonga Species and Taonga Fish Species and Protocols are all directed
at providing Te Runanga with meaningful input into Department of Conservation
decision-making relating to specified aspects of management and administration
of certain areas of land and species which affect Ngai Tahu's interests, but
those new instruments do not override or diminish the requirements of the
Conservation Act 1987 or the statutes listed in the First Schedule to the
Conservation Act 1987 or the functions and powers of the Department of
Conservation under those Acts or the rights of Te Runanga or any member of Ngai
Tahu Whanui under those Acts.

20.4 GENERAL TERMS OF TRANSFER OF NON-COMMERCIAL
PROPERTIES

20.4.1 Application of this Clause 20.4

The following terms shall apply to the vesting in or transfer
to a Recipient of all property or property interests pursuant to clauses
11.2 and 11.3 and Section 13 (Specific Sites), Section
14 (Ancillary Claims) and Section 15 (South Island Landless Natives
Act) (and, where specified, to clauses 11.6 to 11.8), unless
expressly provided otherwise in this clause 20.4 or in those clauses and
Sections.

20.4.2 Definitions

In this clause 20.4:

Completion Date means the date on which the vesting or
transfer to a Recipient of a property or property interest pursuant to
clauses 11.2, 11.2 and 11.6 to 11.8 and Sections 13
to 15, is required to occur under the relevant clause or Section and,
where no such provision is made, means the Settlement Date;

Encumbrances means all leases, licences, mining licences
or permits, easements, access arrangements, covenants, or other third party
rights whether registered or unregistered; and

Recipient means any person or body in or to whom a
property or property interest is to be vested or transferred pursuant to
clauses 11.2, 11.3 and 11.6 to 11.8 and Sections 13
to 15, and includes Te Runanga, the Ancillary Claims Trustees, a Ngai
Tahu Recipient, or a Successor (as that term is defined in Section
15).

20.4.3 Interpretation

In this clause 20.4, a reference to:

(a) clauses 11.2, 11.3 and 11.6 to 11.8 is
a reference to certain clauses in Section 11 (Mahinga Kai - Transfer and
Vesting of Properties) which provide for the vesting or transfer of a property
or property interest;

(b) Section 13 is a reference to Section 13
(Specific Sites);

(c) Section 14 is a reference to Section 14
(Ancillary Claims); and

(d) Section 15 is a reference to Section 15
(South Island Landless Natives Act).

20.4.4 Existing Encumbrances

The Crown agrees that:

(a) on or before the date of this Deed, it will disclose to Te
Runanga existing Encumbrances of which it is aware over the property or property
interests to be vested or transferred pursuant to clauses 11.2, 11.3 and
11.6 to 11.8, Section 14 and clauses 15.2 and
15.11; and

(b) the Settlement Legislation will provide, without requiring
the registration of Encumbrances that are not normally registrable, that the
vesting or transfer of property or property interests pursuant to those clauses
and Sections will be subject to those existing Encumbrances disclosed by the
Crown to Te Runanga pursuant to clause 20.4.4(a), which have been
identified in the relevant Attachments or clauses relating to those property or
property interests.

20.4.5 Disclosure of Existing Encumbrances

Te Runanga and the Crown acknowledge and record that, pursuant
to clause 20.4.4(a), the Crown has agreed to disclose the existence of
Encumbrances of which it is aware over the property or property interests to be
vested or transferred pursuant to clauses 11.2, 11.3 and
11.6 to 11.8, Section 14 and clauses 15.2 and
15.11. However it is and has been the responsibility of Te Runanga to
satisfy itself as to the terms and nature of those Encumbrances, and as to any
other matters relating to the property or property interests. Accordingly,
without limiting the Crown's agreement in clause 20.4.4(a) to disclose
the existence of Encumbrances and the Crown's agreement in clause
20.4.7(c) to disclose details of contaminants or other hazardous materials,
the Crown does not give any warranty to Te Runanga:

(a) as to the terms of any Encumbrances;

(b) as to the accuracy, validity or completeness of any
information provided to Te Runanga with respect to such Encumbrances, or
otherwise relating to the property or property interests to be vested or
transferred; or

(c) as to any statute, regulation or by-law or powers, rights
and obligations thereunder, including any outstanding enforcement or other
notice, requisition, or proceeding issued under any code by any relevant
authority, relating to or affecting the property or property interests to be
vested or transferred.

20.4.6 Continuing Application of Statutes and Other
Matters

Except as expressly varied in the Settlement Legislation all
statutes, regulations, by-laws, powers, rights and obligations shall continue to
apply unaffected by the vesting or transfer of the property or property
interests in or to a Recipient pursuant to this Deed.

20.4.7 Current Condition of Property or Property Interests
and Crown-owned Structures

Te Runanga and the Crown agree:

(a) that the property or property interests to be vested or
transferred pursuant to clauses 11.2 and 11.3, Section 14
and clauses 15.2 and 15.11 and any Crown-owned structures thereon
will be vested or transferred in their state and condition as at the date of
this Deed;

(b) (without limiting clauses 16.1.2, 17.3.1 and 17.3.2,
but subject to clause 20.4.7(c)) that a Recipient will have no future
recourse or action against the Crown, nor will a Recipient seek future
recompense from the Crown in relation to such property or property interests or
structures. Te Runanga and the Crown acknowledge and record that prior to the
date of this Deed the Crown facilitated reasonable access by Te Runanga to the
relevant areas in order for Te Runanga to inspect the property or property
interests and Crown-owned structures and satisfy itself as to the state and
condition of the property or property interests and Crown-owned structures;
and

(c) that, on or before the date of this Deed, the Crown will
disclose to Te Runanga details of any contaminants or other hazardous materials
contained within or on the property or property interests to be vested or
transferred pursuant to clauses 11.2, 11.3 and 11.6 to
11.8, Section 14 and clauses 15.2 and 15.11 of which
the Crown is aware, after inspecting its records. Nothing in this clause
20.4.7(c) shall require the Crown to undertake a physical inspection of the
property or property interests or make inquiries beyond its own
records.

20.4.8 Crown to Maintain Condition of Property or Property
Interests and Structures

The Crown agrees that between the date of this Deed and the
Completion Date it will maintain and administer the property or property
interests to be vested or transferred pursuant to clauses 11.2 and
11.3 and Sections 13 to 15 and any Crown-owned structures
thereon in substantially the same condition as at the date of this Deed (subject
to events beyond the control of the Crown) and in accordance with its existing
management and administration of such property or property interests and
Crown-owned structures.

20.4.9 Removal and Revocation of Various
Status

The Crown agrees that the Settlement Legislation will provide
that any conservation, reserve, legal road or other form of status to be removed
from any property or property interests, or to be placed upon any property or
property interests, pursuant to clauses 11.2, 11.3 and 11.6 to
11.8 and Sections 13 to 15 will be removed, or become
effective on the Completion Date.

20.4.10 Vesting or Transfer of Property or Property
Interests

The Crown agrees that the Settlement Legislation will provide
that all properties or property interests to be vested pursuant to clauses
11.2, 11.3 and 11.6 to 11.8 and Sections 13 to
15 will be vested on the Completion Date and that all such properties or
property interests which are to be transferred pursuant to those clauses and
Sections will be transferred on the Completion Date.

20.4.11 Determination of Boundaries

Where any property or property interests to be vested or
transferred pursuant to clauses 11.2, 11.3 and 11.6 to
11.8, and Sections 13 to 15 is identified by reference to a
map or plan to the standard approved by the Chief Surveyor for Deed purposes,
other than a survey plan, the precise boundaries of the property or property
interests will be determined by survey and Te Runanga and the Crown acknowledge
that the map or plan shows approximate boundaries only.

20.4.12 Issue of Certificates of Title

The Crown agrees that the Settlement Legislation will provide
for:

(a) the issue to a Recipient of certificates of title under the
Land Transfer Act 1952 to the estates in fee simple in the property or property
interests to be vested or transferred pursuant to clauses 11.2 and
11.3 and Sections 13 to 15, subject to all disclosed
registrable encumbrances or other agreed matters required to be noted on the
title, as soon as reasonably practicable after the Completion Date but in any
event by no later than 12 months thereafter (or such later date as may be agreed
by that Recipient and the Crown); or

(b) where valid certificates of title exist already in respect
of such property or property interests, for transfers of such certificates into
the name of a Recipient to be submitted for registration on the Completion
Date.

20.4.13 Remedying default

If a certificate of title to the estates in fee simple in any
property or property interest to be vested or transferred pursuant to clauses
11.2 and 11.3 and Sections 13 to 15 has not been issued
by the date which is 12 months after the Completion (or any later date agreed by
the relevant Recipient and the Crown), as a result of the Crown (in its capacity
as transferor or party from which ownership of the property is to pass as a
result of vesting, but not otherwise) failing to take any action or failing to
take any action reasonably expeditiously, then Te Runanga may (without limiting
any other rights and remedies available to the Recipient) appoint any person to
take that action and all reasonable costs of Te Runanga and that person in
taking the action shall be met by the Crown.

20.4.14 Costs of Survey

The Crown will pay for all survey and registration costs
incurred, or required in order to vest or transfer property or property
interests in or to a Recipient pursuant to clauses 11.2 and 11.3
and Sections 13 to 15.