Ngai Tahu Settlement

SECTION 10: HIGH COUNTRY STATIONS

10.1 DEFINITIONS

10.1.1 Defined Terms

In this Section, unless the context requires otherwise:10.12
PROVISIONS APPLYING TO TRANSFERS UNDER THIS SECTION

Area Plan means the plan attached
to this Deed as Allocation Plan HC 514;

Caples Valley Area means the area
identified as the Caples Valley Area on the Area Plan;

Completion Date means the next
Business Day after the expiration of 90 Business Days commencing on the
Legislation Date;

Elfin Bay Area means the area
identified as the site of the Elfin Bay wharf as shown on Allocation Plan HC
518;

Gift Areas means the areas hatched
with horizontal lines (and coloured pink) on the Area Plan;

Greenstone Valley Area means the
area identified as the Greenstone Valley Area on the Area Plan;

Greenstone Wharf Area means the
area identified as the site of the Greenstone Wharf as shown on Allocation
Plan HC 517;

Hillocks Kame Field means
the area identified as the Hillocks Kame Field on Allocation Plan HC
515;

Home Hill Area means the area
identified as the Home Hill Area on the Area Plan;

Leaseback Conservation Areas means
the areas hatched with diagonal lines (and coloured yellow) on the Area
Plan;

Legislation Date means the date on
which this Deed becomes unconditional;

Mararoa Valley Area means the area
identified as the Mararoa Grazing Area on Allocation Plan HC
523;

Routeburn Field means the area
identified as the Routeburn Field on Allocation Plan HC 515;

Scott Basin means the area
identified as the Scott Basin on Allocation Plan HC 515;

Scott Creek Track means the walking
route identified as the Scott Creek Track on Allocation Plan HC
515;

Station Areas means the areas
hatched with crossed lines (and coloured blue) on the Area Plan;

Transfer Value has the meaning
given to it in clause 10.12.1;

10.1.2 Allocation Plan 513

For ease of reference, a map showing the land identified in
Allocation Plans HC 514 and HC 515 and the surrounding country is
attached to this Deed as Allocation Plan HC 513.

10.2 TRANSFER OF GIFT AREAS BY
CROWN

The Crown will transfer the Gift Areas to Te Runanga on the
Completion Date on the terms set out in clause 10.12.

10.3 GIFT BACK OF GIFT AREAS

Te Runanga wishes to transfer the Gift Areas back to the Crown
by way of gift to the people of New Zealand. This will occur on the Completion
Date (once the Crown has complied with its obligations under clause
10.2) and the terms of such gift shall be those set out in the Deed
of Gift specified in Attachment 10.1.

10.4 TRANSFER OF STATION AREAS BY
CROWN

The Crown will transfer the Station Areas to Te Runanga on the
Completion Date, subject to the covenants and easements specified in clause
10.5.1 and clause 10.5.2 and otherwise on the terms set out in
clause 10.12.

10.5 COVENANTS AND EASEMENTS RELATING TO
STATION AREAS

10.5.1 Covenants and Easements

The transfer of the Station Areas to Te Runanga will be subject
to the following covenants and easements:

(a) a Deed of Covenant relating to the Caples Valley Area in
the form specified in Attachment 10.2;

(b) a Deed of Covenant relating to the Greenstone Valley Area
in the form specified in Attachment 10.3;

(c) a Deed of Covenant relating to the Hillocks Kame Field in
the form specified in Attachment 10.4;

(d) a Deed of Covenant relating to the protection of beech
forest remnants in the form specified in Attachment 10.5;

(e) a Deed of Covenant relating to the fencing of the Routeburn
Field area in the form specified in Attachment 10.6;

(f) an easement providing public access on foot over the Scott
Creek Track into Scott Basin in the form specified in Attachment 10.7;
and

(g) an easement providing public access on foot over those
parts of the round trip walking track in the Lake Rere area which cross the
Station Areas in the form specified in Attachment 10.8.

10.5.2 Execution of Covenants and Easements

Te Runanga will execute the covenants and easements referred to
in clause 10.5.1 and deliver them to the Crown at the same time as the
delivery by the Crown to Te Runanga of a registrable transfer of the Station
Areas for the purposes of the settlement of the transfer to Te Runanga of the
Station Areas.

10.6 TRANSFER OF LEASEBACK CONSERVATION AREAS
BY CROWN

The Crown will transfer the Leaseback Conservation Areas to Te
Runanga on the Completion Date on the terms set out in clause
10.12.

10.7 LEASEBACK OF LEASEBACK CONSERVATION
AREAS

Immediately after the settlement of the transfer of the
Leaseback Conservation Areas to Te Runanga, Te Runanga will lease the Leaseback
Conservation Areas to the Crown in perpetuity as conservation areas. Such lease
shall be in the form specified in Attachment 10.9.

10.8 GRAZING LICENCE OVER MARAROA VALLEY AREA
AND HOME HILL AREA

The Crown will, immediately after the commencement of the lease
referred to in clause 10.7, grant to Te Runanga a grazing licence by way
of a concession in respect of the Mararoa Valley Area and the Home Hill Area in
the form specified in Attachment 10.10.

10.9 EASEMENTS AND LICENCE OVER CROWN
LAND

10.9.1 Crown Easements

The Crown will, with effect from the Completion Date, grant to
Te Runanga easements over certain Crown land in the form specified in
Attachment 10.11, Attachment 10.12 and Attachment
10.13.

10.9.2 Licence for Bridge

The Crown will, with effect from the Completion Date, grant to
Te Runanga a licence for the siting of the stock bridge for the Station Areas on
certain Crown Land in the form specified in Attachment 10.14.

10.9.3 Licences for Jointly-Owned Bridges

The Crown will, with effect from the Completion Date, grant to
the Crown and Te Runanga as joint owners, licences for the siting of the stock
bridges over the Greenstone River and over the Caples River, a half interest in
which will be transferred to Te Runanga on the Completion Date, on certain Crown
Land in the form specified in Attachment 10.15 and Attachment
10.16 respectively.

10.9.4 Delivery of Crown Easements and
Licences

The Crown will deliver the easements referred to in clause
10.9.1 in registrable form and the licences referred to in clause 10.9.2
and clause 10.9.3 at the same time as it delivers the registrable
transfer referred to in clause 10.5.2.

10.10 CO-OPERATION AGREEMENT

Te Runanga and the Crown will, on the Completion Date, enter
into a Cooperation Agreement relating to the Station Areas, the Gift Areas and
the Leaseback Conservation Areas in the form specified in Attachment
10.17.

10.11 OCCUPATION LICENCE - WHARF
AREAS

The Crown will, with effect from the Completion Date, grant to
Te Runanga licences to occupy the Elfin Bay Area and the Greenstone Wharf Area
in the form specified in Attachment 10.18 and Attachment 10.19
respectively.

10.12 PROVISIONS APPLYING TO TRANSFERS UNDER
THIS SECTION

10.12.1 Transfer Value: Station Areas

The Transfer Value for the Station Areas will be the value
determined using the methodology and in accordance with the process outlined in
Attachment 6.3 (Valuation Methodology (Farm Assets)) taking into account,
in addition to the matters specified in Attachment 6.3, the effect of the
covenants and easements specified in clause 10.5.1 and clause
10.5.2, the easements referred to in clause 10.9, the grazing
licence referred to in clause 10.8, the occupation licences referred to
in clause 10.9 and clause 10.11 and the co-operation agreement
referred to in clause 10.10 on the value of those areas.

10.12.2 Gift Areas and Leaseback Conservation
Areas

The Gift Areas and the Leaseback Conservation Areas will be
transferred to Te Runanga without charge to Te Runanga, in recognition of Te
Runanga's intention to gift the Gift Areas back to the Crown and to lease the
Leaseback Conservation Areas to the Crown.

10.12.3 Consideration

The consideration for the transfer of, respectively, the
Station Areas, the Gift Areas and the Leaseback Conservation Areas will
be:

(a) in respect of the Station Areas, the payment by Te Runanga
of the Transfer Value for the Station Areas; and

(b) in respect of the Gift Areas and the Leaseback Conservation
Areas, Te Runanga's intention to gift the Gift Areas back to the Crown and Te
Runanga's agreement to lease the Leaseback Conservation Areas to the
Crown.

10.12.4 Transfer Terms

Except as provided otherwise in this Section 10, the
terms of transfer set out in Attachment 6.4 (Terms of Transfer (Farm
Assets)) will apply, with all necessary modifications and subject to the
variations set out in Attachment 10.20 to the transfer from the Crown to
Te Runanga of the Station Areas, the Gift Areas and the Leaseback Conservation
Areas. The Crown shall bear the cost of registration of the transfer of the Gift
Areas by Te Runanga to the Crown pursuant to the Deed of Gift referred to in
clause 10.3.

10.13 VALUATION OF STATION AREAS

Te Runanga and the Crown agree that Attachment 6.3 will
apply to the valuation of the Station Areas as if:

10.13.1 all references to "Landcorp" were to the Crown acting
through the Office of Treaty Settlements ("OTS") and the process described in
Attachment 6.3 were between OTS and Te Runanga only;

10.13.2 unless the context requires otherwise, all references
to the Settlement Farms, Potential Settlement Farms, Disputed Farms, Adjustment
Farms and Arbitrated Farms or to a Farm were to the Station Areas, treating the
Station Areas as one Farm;

10.13.3 the date in paragraph 4.1 (initial inspection)
and the cross reference to that date in paragraph 4.2 were the date
nominated by OTS's valuer by notice in writing to Te Runanga, which date shall
be no later than the date of expiration of 10 Business Days commencing on the
date of this Deed and no earlier than 5 Business Days after the notice given by
OTS's valuer;

10.13.4 paragraphs 4.2, 4.3 and 4.4 did not
apply;

10.13.5 the Valuation Presentation Date referred to in
paragraph 6.1 (presentation of Crown's valuation report) were the date of
expiration of the period of 21 Business Days commencing on the date of this
Deed;

10.13.6 the Initial Selection Date referred to in paragraph
6.3 (Te Runanga's response) were the date of expiration of the period of 21
Business Days commencing on the Valuation Presentation Date (as amended by
clause 10.13.5);

10.13.7 the last sentence of paragraph 7.2
read:

"If Te Runanga fails to give Te Runanga's Valuation Report
by that date, Te Runanga will be deemed to have given a notice under paragraph
6.4;

10.13.8 the date in paragraph 7.3 (appointment of
negotiators) were the Initial Selection Date (as amended by clause
10.13.6) or, if paragraph 7.2 applies, the date of expiration of 5
Business Days commencing on the Initial Selection Date (as amended by clause
10.13.6);

10.13.9 the date in paragraph 7.4 (date for statement of
agreed value) were the date of expiration of the period of 30 Business Days
commencing on the Initial Selection Date (as amended by clause
10.13.6);

10.13.10 the date in paragraph 7.7 (date for disclosure
of new sales evidence) were the date of expiration of the period of 5 Business
Days commencing on the Initial Selection Date (as amended by clause
10.13.6);

10.13.11 paragraphs 8.1 to 8.4 (inclusive) were replaced
by the following paragraphs:

"8.1 Where determination of the Transfer Value is referred to
an Arbitrator under paragraph 7.6, OTS shall, by no later than the date
of expiration of the period of 5 Business Days commencing on the date referred
to in paragraph 7.4 (as defined in clause 10.13.9) give notice to
Te Runanga nominating an Arbitrator, who shall be one of the panel of
arbitrators appointed for the purposes of Section 6 unless such panel has
not, at that time, been appointed, or the parties agree otherwise.

8.2 If Te Runanga does not wish the person nominated by OTS to
be the Arbitrator, Te Runanga shall give notice to OTS of that fact, and in such
notice shall nominate an alternative Arbitrator. Such notice shall be given
within 3 Business Days after a notice was given by OTS under paragraph
8.1.

8.3 If OTS does not agree that the person nominated by Te
Runanga should be appointed as Arbitrator, and Te Runanga and OTS cannot agree
on an alternative within 3 Business Days after Te Runanga's notice has been
given to OTS, then OTS shall request the President for the time being of the
Institute of Valuers (or its successor) or his or her nominee to appoint the
Arbitrator. OTS shall request that the President comply with the request within
5 Business Days of the date referred to in paragraph 8.2.

8.4 Once the Arbitrator has been appointed, OTS shall give
notice to the Arbitrator that he or she is to determine the Market Value for the
Station Areas in accordance with this paragraph.;

10.13.12 the Arbitration Commencement Date referred to in
paragraph 8.5 were the date of appointment of the Arbitrator under
paragraph 8;

10.13.13 paragraph 10 did not apply;

10.13.14 the date in paragraph 10.1 were the expiration
of the period of 20 Business Days commencing on the Legislation Date or the
expiration of the period of 20 Business Days commencing on the date on which the
Arbitrator gave notice of his or her determination of Market Value under
paragraph 8.10, whichever is the later;

10.13.15 paragraph 10.2.1 applied as if the words "which
was or may be carried out without Te Runanga's consent or" were
deleted;

10.13.16 paragraphs 10.3 and 10.4 were replaced
by the following paragraphs:

"10.3 No later than the Business Day after the expiration of
the period of 5 Business Days commencing on the date referred to in paragraph
10.1, OTS's valuer and Te Runanga's valuer must appoint jointly a person of
the kind described in paragraph 10.1 to fulfil the role of expert under
this paragraph 10.

10.4 If OTS's valuer and Te Runanga's valuer have been unable
to appoint jointly such person by the expiry of that 5 Business Day period, the
President of the New Zealand Institute of Valuers (or his or her nominee), on
the request of either party, shall appoint such a person within a further 5
Business Days.;

10.13.17 the date in paragraph 10.5 were the date of
expiration of the period of 15 Business Days commencing on the date referred to
in paragraph 10.1 (as amended by clause 10.13.14);

10.13.18 the date referred to in paragraph 10.7 were the
date of expiration of the period of 17 Business Days commencing on the date
referred to in paragraph 10.1 (as amended by clause
10.13.14);

10.13.19 the period referred to in paragraphs 10.7 and
10.10 were the period of 27 Business Days commencing on the date referred
to in paragraph 10.1 (as amended by clause 10.13.14);
and

10.13.20 paragraph 11.4 did not apply.

10.14 PROVISIONS IN SETTLEMENT LEGISLATION
APPLYING TO HIGH COUNTRY STATIONS

The Settlement Legislation will provide:

10.14.1 for all of the covenants referred to in clause
10.5.1 to be deemed to have been entered into pursuant to section 77 of the
Reserves Act 1977 and for the easements referred to in clause 10.5.1 to
be deemed to have been acquired by the Minister of Conservation pursuant to
section 12 of the Reserves Act 1977;

10.14.2 that the covenants to provide public foot access to and
over the Caples Valley Area and the Greenstone Valley Area as provided for in
clause 2 of the Deeds of Covenant respectively referred to in clause
10.5.1(a) and clause 10.5.1(b) are legally effective and enforceable
by the Crown;

10.14.3 that the Crown is entitled to transfer any property
required to be transferred under this Section 10, to give effect to
clause 6 of the Deed of Gift referred to in clause 10.3 and to lease back
the Leaseback Conservation Areas on the basis outlined in clause 10.7
without compliance with the Land Act 1948 or any other statutory provisions
governing the transfer of Crown land and the entry by the Crown into a lease of
land;

10.14.4 that section 11 and Part X of the Resource Management
Act 1991 will not apply to any action required under this Section
10;

10.14.5 for the Minister of Conservation to have management and
control of the Leaseback Conservation Areas as conservation areas under section
7(2) of the Conservation Act 1987, subject to the lease referred to in clause
10.7 and for that lease to be enforceable in accordance with its
terms;

10.14.6 for the Leaseback Conservation Areas to be deemed not
to be rateable property for the purposes of the First Schedule to the Rating
Powers Act 1988;

10.14.7 for any concessions and commercial activities in the
Gift Areas and the Leaseback Conservation Areas to be permitted only if Te
Runanga's consent is obtained, as provided for in clause 3 of the Co-operation
Agreement referred to in clause 10.10 and for the Minister of
Conservation to have the power to recover from applicants any fees payable to Te
Runanga for considering applications for consent for any such concessions or
commercial activities;

10.14.8 that the Director-General of Conservation shall consult
with, and have particular regard to the views of Te Runanga in respect of the
preparation of any Conservation Management Strategies or Conservation Management
Plans that affect the Leaseback Conservation Areas and/or the Gift
Areas;

10.14.9 that, unless Te Runanga agrees otherwise, the terms of
any Conservation Management Strategies or Conservation Management Plans that
affect:

(a) the Leaseback Conservation Areas shall be consistent with
the terms of leases of the Leaseback Conservation Areas; and

(b) the Gift Areas shall be consistent with the terms of the
Deed of Gift referred to in clause 10.3;

10.14.10 for the ecological monitoring and review process
outlined in the grazing licence set out in Attachment 10.10;

10.14.11 that the Minister of Conservation is empowered to
grant the stock access easements referred to in clause 10.9.1 and such
easements will be enforceable in accordance with their terms;

10.14.12 that the Minister of Conservation is empowered to
grant the licences over the Elfin Bay Area and the Greenstone Wharf Area
referred to in clause 10.11 and the licence over the area around McKellar
Lodge referred to in Attachment 10.20 and such licences will be
enforceable in accordance with their terms;

10.14.13 that the Minister of Conservation and the Commissioner
of Crown Lands are empowered to grant the licences referred to in clause
10.9.2 and 10.9.3 and such licences will be enforceable in accordance
with their terms;

10.14.14 for the closure of legal roads in the Mararoa Valley
Area if the Southland District Council agrees to such closure;

10.14.15 that no gift duty will be payable by Te Runanga in
respect of the gift referred to in clause 10.3 or the granting of the
lease referred to in clause 10.7;

10.14.16 for the revocation of the recreation reserve status of
the Lake Rere reserve as it exists at the date of this Deed and the
classification of the area shown on the Area Plan as the Lake Rere reserve as a
recreation reserve with effect from the Completion Date; and

10.14.17 for the area of land between Lake McKellar and the
Greenstone Valley Area which is currently administered by OTS to be a
conservation area with effect from the Completion Date.