Ngai Tahu Settlement

Doug Graham Treaty of Waitangi Negotiations

20.4.15 Exclusions From Legislation

The Crown agrees that the Settlement Legislation will provide
that:

(a) except as expressly provided in this Deed, sections 24 and
25 of the Reserves Act 1977 and sections 18(7), 18(8) and 26 of the Conservation
Act 1987 will not apply to a change of classification or purpose of a reserve or
specially protected status of a conservation area, or revocation of a reserve or
conservation area, vested in or transferred to a Recipient pursuant to
clauses 11.2
, 11.3 and 11.4 to 11.6, and Sections
13
to 15;

(b) sections 78(1)(a), 79, 80, 81 and 82 of the Reserves Act
1977 will not apply to any property or property interest vested or transferred
pursuant to clauses 11.2, 11.3 and 11.4 to 11.6, and
Sections 13 to 15; and

(c) section 11 and Part X of the Resource Management Act 1991
will not apply to the vesting or transfer of any property or property interest
pursuant to clauses 11.2, 11.3 and 11.4 to 11.6, and
Sections 13 to 15, or anything incidental to, or required for the
purposes of, any such vesting or transfer.

20.4.16 Execution of Encumbrances

Te Runanga agrees that all Encumbrances subject to which
property or property interests are to be vested in or transferred to a Recipient
pursuant to clauses 11.2, 11.3 and 11.6 to 11.8 and
Sections 13 to 15 which have not been executed or registered prior
to the date of vesting or transfer, will be duly executed and presented for
registration (if registrable) by that Recipient within 50 Business Days of the
Completion Date and the Recipient will be deemed to be bound by the Encumbrance
between the Completion Date and the date of execution and presentation for
registration of the Encumbrance by the Recipient.

20.4.17 Successors in Title

Te Runanga and the Crown agree that the Settlement Legislation
will provide that the terms pursuant to which property or property interests are
to be vested in or transferred to a Recipient set out in clauses 11.2,
11.3 and 11.6 to 11.8, and Sections 13 to 15
shall be binding on any successors in title to such property or property
interests, and also applies to all properties or property interests transferred
from the Ancillary Claims Trustees to a Beneficiary (as that term is defined in
clause 14.1).

20.4.18 Application of the Public Works Act
1981

Te Runanga and the Crown agree that the Crown's obligation to
vest or transfer any property or property interests pursuant to Sections
13
to 15 is subject to, and will not apply in respect of, any such
property or property interests until the Crown has complied with section 40 of
the Public Works Act 1981 (or that section as applied by any other enactment),
section 23(1) or section 24(4) of the New Zealand Railways Corporation
Restructuring Act 1990 or section 207(4) of the Education Act 1989 and other
statutory provisions which are required to be complied with before any disposal
of such property or property interests.

20.5 DECLARATION BY CROWN

The Crown declares that the Prime Minister is authorised to
sign this Deed on behalf of the Crown.

20.6 DECLARATION BY TE RUNANGA

Te Runanga declares that it is authorised to execute this Deed
under its Seal pursuant to Ordinary Resolutions of the 18 members, passed at a
Special Meeting on 15 November 1997, resolving as follows:

(a) by a vote of 16 in favour and 2 against, that the Crown
Settlement Offer of 23 September 1997 to settle the Ngai Tahu Claims be
accepted;

(b) by an unanimous vote, that this Deed be executed on Friday,
21 November 1997 or such later date as may be agreed between Te Runanga and the
Crown; and

(c) by an unanimous vote, that the Seal of Te Runanga be
affixed to this Deed in the presence of the Kaiwhakahaere and the Secretary and
that the Chairman of the Ngai Tahu Negotiating Group be invited to witness the
affixing of the Seal,

and that, prior to that Special Meeting, a ballot of members of
Ngai Tahu Whanui aged 18 and over approved acceptance of the Crown's Settlement
Offer by a majority vote in favour of 93.83%.

20.7 NOTICES

20.7.1 Written Notice

Except as expressly provided in this Deed, any notice or other
communication given under this Deed to a party shall be in writing addressed to
that party at the address or facsimile number from time to time notified by that
party in writing to the other party. Until any other address or facsimile number
of a party is notified, they will be as follows:

Crown:

C/- The Solicitor-General
Crown Law Office
St Pauls
Square
45 Pipitea Street
(PO Box 5012)
WELLINGTON

Facsimile: 04 473 3482

Te Runanga o Ngai Tahu:

The Secretary
Te Runanga o Ngai Tahu
Te Wai Pounamu
House
127 Armagh Street
(PO Box 13 046)
CHRISTCHURCH

Facsimile: 03 365 4424

20.7.2 Delivery

Delivery may be effected by hand, by post with postage prepaid,
or by facsimile.

20.7.3 Delivered Notice

A notice or other communication delivered by hand will be
deemed to have been received at the time of delivery. However, if the delivery
is not made on a Business Day or is made after 5.00 pm on a Business Day, then
the notice or other communication will be deemed to have been delivered on the
next Business Day.

20.7.4 Posted Notice

A notice or other communication delivered by pre-paid post will
be deemed to have been received on the second Business Day after
posting.

20.7.5 Facsimile Notice

A notice or other communication sent by facsimile will be
deemed to have been received on the day of transmission. However, if the date of
transmission is not a Business Day or the transmission is sent after 5.00 pm on
a Business Day then the notice or other communication will be deemed to have
been given on the next Business Day after the date of transmission.

20.8 NO ASSIGNMENT

Subject to clause 20.9, neither party may transfer or
assign any rights or obligations in this Deed.

20.9 NOMINATION OF ALTERNATIVE RECIPIENT

20.9.1 Definition

In this clause 20.9, Ngai Tahu Charitable Trust means
the charitable trust known as the Ngai Tahu Charitable Trust, established by a
trust deed dated 23 March 1994.

20.9.2 Nomination by Te Runanga

Te Runanga may nominate any of:

(a) any company or other entity which is directly or indirectly
wholly owned by Te Runanga;

(b) the Ngai Tahu Charitable Trust; or

(c) any company or entity which is directly or indirectly
wholly owned by the Ngai Tahu Charitable Trust,

to take a transfer of any property which is to be transferred
to Te Runanga under any provision of this Deed or to be the recipient of any
property which is to be vested in Te Runanga under any provision of this
Deed.

20.9.3 Ten Business Days Notice

Any notice given by Te Runanga to the Crown under this
clause 20.9 shall be given not later than 10 Business Days before the
date on which the property to which the nomination relates is to be transferred
to, or vested in Te Runanga under the relevant provision of this
Deed.

20.9.4 Conditions of Nomination

Any nomination by Te Runanga under this clause 20.9 will
be subject to the following conditions:

(a) Te Runanga shall procure that the nominee executes a
nomination deed in the form specified in Attachment 20.2 and deliver the
executed deed to the Crown with the notice given under this clause
20.9
;

(b) the nominee will be bound by all the terms and conditions
on which the property is to be transferred or vested under this Deed, and
entitled to the benefit of the Crown's obligations to Te Runanga in respect of
the property (in both cases, with any amendments as may be reasonably required
by the Crown to ensure the Crown is not made worse off by virtue of the
nomination); and

(c) Te Runanga will, notwithstanding such nomination, remain
liable for the performance of its obligations under this Deed in respect of the
property to which the nomination relates.

20.9.5 Reserves

This clause does not apply to the transfer or vesting of any
property which is, or is to be, administered as a reserve (or as if it were a
reserve) unless the proposed nominee is an "administering body" as defined in
the Reserves Act 1977.

20.9.6 Continuing Liability

If the terms on which any property is to be transferred or
vested involve any continuing liability to the Crown or a Crown Body, the Crown
may, as a condition of agreeing to a nomination under this clause 20.9,
require reasonable evidence of the capacity of the nominee to meet that
continuing obligation.

20.10 NGAI TAHU RECIPIENTS BOUND BY DEED

Where this Deed provides that any redress is to be provided to
a Ngai Tahu Recipient subject to terms which impose any obligation on the Ngai
Tahu Recipient, the Crown may, as a condition of such transfer or vesting,
require that the Ngai Tahu Recipient executes and delivers to the Crown a deed
of covenant in the form specified in Attachment 20.3.

20.11 BENEFIT OF DEED

Any provision in this Deed which creates an obligation of the
Crown in favour of a Ngai Tahu Recipient may be enforced by the Ngai Tahu
Recipient under the Contracts (Privity) Act 1982.

20.12 BUSINESS DAY

Where any payment is required to be made on a day which is not
a Business Day, the payment shall be made on the next Business Day after that
day.

20.13 AMENDMENT

No amendment to this Deed will be effective unless it is in
writing and signed on behalf of the parties. Any agreement of the kind referred
to in clause 1.3.16 or clause 1.3.17 may be signed on behalf of
the Crown by the Director of OTS or his or her delegate and may be signed on
behalf of Te Runanga by the Secretary of Te Runanga or his or her
delegate.

20.14 ENTIRE AGREEMENT

This Deed, the Deed of On Account Settlement and the agreements
to be entered into by the parties pursuant to the terms of this Deed which are
set out in the Attachments constitute the entire agreement between the parties
in relation to the matters referred to in this Deed. This Deed supersedes all
earlier negotiations, representations, warranties, understandings and
agreements, whether oral or written, between the parties relating to such
matters but not the Treaty of Waitangi itself.

20.15 ATTACHMENTS

The parties acknowledge that the Attachments contain
information which is commercially sensitive and that they will endeavour to keep
that information confidential.

ATTACHMENT 20.1
STATUTES TO WHICH CONTROL
AND MANAGEMENT OF RESERVES WILL BE SUBJECT
(Clause
20.2.3)

Native Plants Protection Act 1934
Wildlife Act 1953

Marine Reserves Act 1971
Reserves Act 1977
Wild Animal Control Act
1977
Marine Mammals Protection Act 1978
Conservation Act 1987
Trade
in Endangered Species Act 1989
Resource Management Act 1991
Crown
Minerals Act 1991
Historic Places Act 1993
Biosecurity Act
1993

ATTACHMENT 20.2
NOMINATION DEED

(Clause 20.9)

Date:

PARTIES

(1) [Name of nominee] (the Nominee)

(2) TE RUNANGA O NGAI TAHU (Te
Runanga
)

(3) HER MAJESTY THE QUEEN in right of New Zealand
(the Crown)

BACKGROUND

A The Crown and Te Runanga are parties to a Deed of Settlement
dated [ ] 1997 pursuant to which the Crown agreed to transfer [vest] the
Property to [in] Te Runanga.

B Te Runanga has nominated the Nominee to take a transfer of
[be the recipient of] the Property.

C As required by clause 20.9 of the Deed of Settlement, the
Nominee covenants with the Crown as set out in this Deed.

NOW THE NOMINEE AGREES with the Crown and Te Runanga as
follows:

1 INTERPRETATION

1.1 In this Deed, unless the context requires
otherwise:

Deed of Settlement means the deed referred to in Recital
A;

the Property means [details to be
inserted].

1.2 Terms defined in the Deed of Settlement have the same
meanings in this Deed, unless the context requires otherwise.

1.3 The rules of interpretation set out in clause 1.3 of the
Deed of Settlement apply in the interpretation of this Deed, unless the context
requires otherwise.

2 NOMINEE's COVENANT

The Nominee covenants with each of the Crown and Te Runanga
that it will observe and perform the obligations of Te Runanga under the Deed of
Settlement in respect of the Property and will be bound by the terms of the Deed
of Settlement in so far as they relate to the Property as if it had executed the
Deed of Settlement.

3 NOTICES

Any notice to the Nominee may be given in the same manner as is
specified in the Deed of Settlement. The Nominee's address for notices is:
[Details to be inserted]

4 WARRANTY

The Nominee and Te Runanga warrant to the Crown that the
Nominee is [directly/indirectly] wholly-owned by [Te Runanga/the Ngai Tahu
Charitable Trust].

EXECUTED as a deed on the date first written
above.

[Execution provisions]

ATTACHMENT 20.3
NGAI TAHU RECIPIENTS DEED

(Clause 20.10)

Date:

PARTIES

(1) [Name of Ngai Tahu Recipient] (the
Recipient)

(2) HER MAJESTY THE QUEEN in right of New Zealand
(the Crown)

BACKGROUND

A Pursuant to a Deed of Settlement dated [ ] 1997 between the
Crown and Te Runanga, the Crown agreed to transfer [vest] the Property to [in]
the Recipient, subject to certain terms and conditions specified in the Deed of
Settlement.

B As required by clause 20.10 of the Deed of Settlement, the
Recipient covenants with the Crown as set out in this Deed.

NOW THE RECIPIENT AGREES with the Crown as
follows:

1 INTERPRETATION

1.1 In this Deed, unless the context requires
otherwise:

Deed of Settlement means the deed referred to in Recital
A;

the Property means [details to be
inserted];

Te Runanga means Te Runanga o Ngai Tahu.

1.2 Terms defined in the Deed of Settlement have the same
meanings in this Deed, unless the context requires otherwise.

1.3 The rules of interpretation set out in clause 1.3 of the
Deed of Settlement apply in the interpretation of this Deed.

2 RECIPIENT's COVENANT

The Recipient covenants with the Crown that the Recipient will
observe and perform [its] obligations under clause [relevant clause to be
inserted]
of the Deed of Settlement and will be bound by the terms of the
Deed of Settlement in so far as they relate to the Property as if the Recipient
had executed the Deed of Settlement.

3 NOTICES

Any notice to the Recipient may be given in the same manner as
is specified in the Deed of Settlement. The Recipient's address for notices is:
[Details to be inserted]

EXECUTED as a deed on the date first written
above.

[Execution provisions]