Dated the day of 201[ ] EVERBEAM INVESTMENTS LIMITED ( 萃日投資有限公司 ) AND [ ] AND NEW CHARM MANAGEMENT LIMITED ( 新卓管理有限公司 )

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1 Dated the day of 201[ ] EVERBEAM INVESTMENTS LIMITED ( 萃日投資有限公司 ) AND [ ] AND NEW CHARM MANAGEMENT LIMITED ( 新卓管理有限公司 ) ********************************************************** DEED OF MUTUAL COVENANT INCORPORATING MANAGEMENT AGREEMENT of LA CRESTA ( 尚珩 ) erected on SHA TIN TOWN LOT NO. 563 ********************************************************** F. ZIMMERN & CO SOLICITORS & NOTARIES ROOMS , 10 TH FLOOR YORK HOUSE, THE LANDMARK 15 QUEEN S ROAD CENTRAL HONG KONG AN/CON/ /AW - 1 -

2 DEED OF MUTUAL COVENANT INCORPORATING MANAGEMENT AGREEMENT INDEX Page PARTIES, RECITALS AND DEFINITIONS SECTION I SECTION II SECTION III SECTION IV SECTION V SECTION VI SECTION VII SECTION VIII SECTION IX SECTION X SECTION XI RIGHTS AND OBLIGATIONS OF OWNERS ADDITIONAL RIGHTS OF THE FIRST OWNER MANAGER AND MANAGEMENT CHARGES EXCLUSIONS AND INDEMNITIES OWNERS COMMITTEE MEETING OF OWNERS EXTINGUISHMENT OF RIGHTS MISCELLANEOUS PROVISIONS GREEN AND INNOVATIVE FEATURES SLOPE MAINTENANCE MAINTENANCE OF WORKS AND INSTALLATIONS FIRST SCHEDULE ALLOCATION OF UNDIVIDED SHARES AND MANAGEMENT SHARES SECOND SCHEDULE PART A RIGHTS OF OWNERS PART B RIGHTS TO WHICH OWNERS ARE SUBJECT THIRD SCHEDULE FOURTH SCHEDULE ADDITIONAL COVENANTS, PROVISIONS AND RESTRICTIONS TO BE OBSERVED AND PERFORMED BY THE OWNERS WORKS AND INSTALLATIONS - 2 -

3 THIS DEED is made the day of BETWEEN Two thousand and (1) EVERBEAM INVESTMENTS LIMITED ( 萃日投資有限公司 ) whose registered office is situate at 23 rd Floor, Nan Fung Tower, 88 Connaught Road Central, Central, Hong Kong (hereinafter called the First Owner which expression shall where the context so admits include its successors and assigns) of the first part; (2) [ ] of [ ] (hereinafter called the First Assignee which expression shall where the context so admits include his executors, administrators and assigns and, in case of a corporation, its successors and assigns) of the second part; and (3) NEW CHARM MANAGEMENT LIMITED ( 新卓管理有限公司 ) whose registered office is situate at 23 rd Floor, Nan Fung Tower, 88 Connaught Road Central, Central, Hong Kong (hereinafter called the Manager which expression shall where the context so admits include its successors appointed in accordance with the provisions herein) of the third part. WHEREAS :- (1) In this Deed the following expressions shall have the following meanings except where the context otherwise permits or requires :- Authorized Person Balconies Buildings Building Plans means Mr. LEUNG Sai Hung of MLA Architects (HK) Limited, which expression shall include any other authorized person or persons as defined in section 2 of the Buildings Ordinance (Cap. 123) for the time being appointed by the First Owner in the place of the said Mr. LEUNG Sai Hung; means the balconies provided within the Residential Units as a green feature pursuant to the JPN1 and Balcony shall be construed accordingly. Such Balconies are shown for identification purpose only cross-hatched black on the plans certified as to their accuracy by the Authorized Person and annexed hereto; means the buildings, the Houses, the Towers and other structures comprised in the Estate (hereinafter defined) erected in accordance with the Building Plans (hereinafter defined) or any approved amendments thereto; means the general building plans and specifications in respect of the Estate or in respect of any part or parts of the Estate prepared by the Authorized Person and approved by the Building Authority under Reference No.2/9300/13 including any approved amendments thereto; - 3 -

4 Carpark Carpark Common Areas and Facilities means collectively all the Parking Spaces, the Disabled Parking Spaces, the Visitors Parking Spaces and the Carpark Common Areas and Facilities; means those Common Areas and Facilities which are intended for the common use and benefit of all Owners and occupiers of the Parking Spaces and their bona fide guests, visitors and invitees and not for the sole benefit of any particular Owner or group of Owners in accordance with this Deed; and shall include but not limited to:- (a) such of driveways, driveway ramps, drop bars, lift lobby, staircases, fan room, smoke vent ducts, hose reels, sand buckets, lift lobby and staircase; and (b) such of the Common Areas and Facilities as are now or from time to time provided, installed or designated by the Manager or the First Owner (as the case may be) serving the Carpark in accordance with this Deed BUT EXCLUDING those areas parts and facilities forming the Estate Common Areas and Facilities, the Residential Common Areas and Facilities, the Tower Common Areas and Facilities and such areas within the Estate the exclusive right and privilege to hold, use, occupy and enjoy the same belongs to any particular Owner. Such Carpark Common Areas and Facilities (if and where capable of being shown on plans) are shown for identification purpose only coloured orange on the plans certified as to their accuracy by the Authorized Person and annexed hereto; Certificate of Compliance Certificate of Compliance Registration Club House means the certificate or letter from the Director of Lands certifying that the General and Special Conditions of the Conditions have been complied with to his satisfaction in relation to the whole of the Lot; shall be as defined in the Buildings Energy Efficiency Ordinance (Cap. 610); means the club house on the First Floor and the Second Floor of the Podium including the facilities comprising of, inter alia, an entrance lobby, corridors, a swimming pool and a kid s pool with a footbath, a pool deck and a filtration plant room, a function room, a game room, a reading lounge, a yoga room, a spa room, a gymnasium, a children play room, a covered playground, a male lavatory, a female lavatory, an accessible unisex toilet, a female changing room with sauna and a male changing room with sauna and such other areas - 4 -

5 and facilities as are now or from time to time approved by the Director of Lands; Club Rules Common Areas and Facilities means the rules supplemental to this Deed governing the use, operation and maintenance of the Club House or any part or parts thereof from time to time in force made and/or amended pursuant to this Deed by the Manager with the approval of the Owners Committee (if formed); means all such parts, areas, systems, devices, facilities, fixtures, fittings, machinery or other matters on the Lot or within the Estate which:- (i) (ii) are intended for the common use and benefit of different group(s) of the Owners or all the Owners (as the case may be) and occupiers of the Estate or any part or parts thereof and their bona fide guests, visitors and invitees in accordance with this Deed; falls within the definition of common parts in section 2 of the Building Management Ordinance (Cap.344); or (iii) as now or from time to time provided, installed or designated by the Manager or the First Owner (as the case may be) to be the Common Areas and Facilities in accordance with this Deed BUT EXCLUDING such areas the exclusive right and privilege to hold, use, occupy and enjoy the same belongs to any particular Owner and such facilities within the Estate serving only any particular Owner. Such Common Areas and Facilities shall include :- (a) (b) (c) (d) the Estate Common Areas and Facilities; the Residential Common Areas and Facilities; the Tower Common Areas and Facilities; and the Carpark Common Areas and Facilities; and (if capable of being shown on plans) are for identification purposes only shown coloured red, red hatched black, pink, pink hatched black, indigo, indigo hatched black, indigo cross-hatched black, violet and orange on the plans certified as to their accuracy by the Authorized Person and annexed hereto; - 5 -

6 Conditions Covered Landscape Area Disabled Parking Space Estate Estate Common Areas and Facilities means the documents of title setting forth the rights and entitlements granted by the Government to the First Owner in respect of the Lot, namely certain Agreement and Conditions of Sale registered and deposited in the Land Registry as New Grant No under which the First Owner is entitled to a lease for the residue of a term of fifty (50) years commencing from the 30th day of August 2013 and any subsequent extensions or modifications thereto or renewals thereof; means the covered landscape areas within the Estate Common Areas and Facilities (including the parts overlapping with the Pink Stippled Black Area) and within the Residential Common Areas and Facilities on the Ground Floor and the First Floor of the Podium as shown coloured indigo hatched black, red hatched black and pink hatched black on the plans certified as to its accuracy by the Authorized Person and annexed hereto, and Covered Landscape Area (Estate Common Areas and Facilities) and Covered Landscape Area (Residential Common Areas and Facilities) shall be construed accordingly; means each of the two (2) parking spaces P51 and P52 at the Basement Floor of the Estate designated as being for the parking of motor vehicles by disabled persons who are the residents of the Estate and their bona fide guests, visitors or invitees provided pursuant to Special Condition No.(18)(b)(i) of the Conditions, and Disabled Parking Spaces shall be construed accordingly; means the whole of the development erected or to be erected on the Lot known as La Cresta ( 尚珩 ) in accordance with the Conditions and the Building Plans; means those Common Areas and Facilities which are intended for the common use and benefit of all Owners and occupiers of the Estate as a whole and their bona fide guests, visitors and invitees and not for the sole benefit of any particular Owner or group of Owners in accordance with this Deed; and shall include but not limited to:- (a) such of the Greenery Areas (Estate Common Areas and Facilities), caretakers quarters, caretakers office, owners committee s office, emergency vehicle access, water tank for street fire hydrant, street fire hydrant pump room, fire service and sprinkler pump rooms, sprinkle inlet, fire service inlet, transformer room, switch room, emergency generator room, fuel tank room, planters, water features, pipe ducts, electric - 6 -

7 ducts, hose reels, cable ducts; (b) (c) the Covered Landscape Area (Estate Common Areas and Facilities), the Pink Stippled Black Area, the Slopes which are located within the Lot, foundation and all structural or load bearing elements of the Estate, the unexcavated area of the Lot, the boundary walls (including the glass balustrades forming part of such boundary walls), the external wall of the Garden Duplex (including the finishes and features thereon, curtain walls and those components of the curtain wall system) and the external wall of the Podium (including the finishes and features thereon, curtain walls and those components of the curtain wall system); and such of the Common Areas and Facilities as are now or from time to time provided, installed or designated by the Manager or the First Owner (as the case may be) for the common use and benefit of the Estate as a whole in accordance with this Deed; BUT EXCLUDING those areas parts and facilities forming the Residential Common Areas and Facilities, the Tower Common Areas and Facilities, the Carpark Common Areas and Facilities and such areas within the Estate the exclusive right and privilege to hold, use, occupy and enjoy the same belongs to any particular Owner. Such Estate Common Areas and Facilities (if capable of being shown on plans) are for identification purpose only shown coloured red, red hatched black, pink and pink hatched black on the plans certified as to their accuracy by the Authorized Person and annexed hereto; Estate Rules Flat means the rules supplemental to this Deed governing the Estate or any part or parts thereof from time to time in force made and/or amended pursuant to this Deed by the Manager with the approval of the Owners Committee (if formed); means a flat in the Towers in the Residential Accommodation including but not limited to :- (a) any Balcony, Utility Platform, flat roof (and any open staircase leading to such flat roof), swimming pool or jacuzzi held with and forming part of such flat, any railings or glass balustrades enclosing that Balcony, Utility Platform, flat roof, swimming pool or jacuzzi,; and - 7 -

8 (b) any private lift lobby (excluding any door of such private lift lobby connecting to any means of escape) for the exclusive use of the Owner of such flat; BUT EXCLUDING all those parts and areas forming part of the Common Areas and Facilities (including the external wall of such flat (including the finishes and features thereon, curtain walls and those components of the curtain wall system, which shall form part of the Tower Common Areas and Facilities); to which the Undivided Shares have been or will be allocated as more particularly set out in the First Schedule hereto, and Flats shall be construed accordingly; Form of Compliance Garden Duplex Government Green and Innovative Features Green Hatched Black Area Greenery Areas (Estate Common Areas and Facilities) shall be as defined in the Buildings Energy Efficiency Ordinance (Cap.610); means the duplex unit in the Residential Accommodation, situates beneath Tower 3 and shall solely for the purpose of this Deed be regarded as a House; means the Government of Hong Kong for the time being; means the part or parts of the design or construction in the Estate incorporating the features of the Balconies, the Sky Garden, the Utility Platforms and any other feature(s) provided pursuant to the JPN1 and the JPN2, which are exempted from the calculation of gross floor area or site coverage or both of the Estate by the Building Authority and the Director of Lands; means the Green Hatched Black Area as defined in Special Condition No.(31)(a) of the Conditions; means the greenery areas (including the vertical greening) within the Estate Common Areas and Facilities provided pursuant to the Practice Note for Authorized Persons, Registered Structural Engineers and Registered Geotechnical Engineers APP-152 of the Buildings Department for the common use and benefit of the Owners and occupiers of the Estate and their bona fide guests, visitors and invitees in accordance with this Deed and such greenery areas (including the vertical greening) (if capable of being shown on plans) are shown coloured brown on the Greenery Plans certified as to their accuracy by the Authorized Person and annexed hereto; - 8 -

9 Greenery Areas (Residential Common Areas and Facilities) Hong Kong House means the greenery areas (including the vertical greening) within the Residential Common Areas and Facilities provided pursuant to the Practice Note for Authorized Persons, Registered Structural Engineers and Registered Geotechnical Engineers APP-152 of the Buildings Department for the common use and benefit of the Owners and occupiers of the Residential Units and their bona fide guests, visitors and invitees in accordance with this Deed and such greenery areas (including the vertical greening) (if capable of being shown on plans) are shown coloured yellow on the Greenery Plans certified as to their accuracy by the Authorized Person and annexed hereto; means the Hong Kong Special Administrative Region of the People s Republic of China; means each of the thirteen (13) detached, semi-detached or terraced houses and (solely for the purpose of this Deed) the Garden Duplex in the Residential Accommodation, including but not limited to :- (a) (b) (c) (d) (e) (f) any garden, swimming pool, skylight, Balcony, flat roof, green roof or roof held with and forming part of such house, any glass balustrades enclosing that Balcony, flat roof, green roof or roof (save and except the roof of the Garden Duplex forming part of the Sky Garden which shall form part of the Residential Common Areas and Facilities, and the glass balustrades of each House forming part of the boundary wall of the Estate which shall form part of the Estate Common Areas and Facilities); any lift within such house; the stairhood of any internal staircase of such house; any meter room, water meter cabinet, cable duct or Fire Service Pump Room on the Basement Floor of the Estate serving exclusively and forming part of such house; (for the Garden Duplex only) the air conditioning room serving exclusively and forming part of the Garden Duplex; the internal partitions (whether load bearing or structural or not) and the internal finishes of such house; - 9 -

10 (g) (h) external walls of such house (including the finishes and features thereon, curtain walls and those components of the curtain wall system) (save and except for the Garden Duplex, whose external wall (including the finishes and features thereon, curtain walls and those components of the curtain wall system) shall form part of the Estate Common Areas and Facilities); and the inner half of any fence wall or parapet walls separating the adjoining gardens of two adjoining houses; BUT EXCLUDING all those parts and areas forming part of the Common Areas and Facilities; to which the Undivided Shares have been or will be allocated as more particularly set out in the First Schedule hereto, and Houses shall be construed accordingly; JPN1 JPN2 Lot maintain management expenses management funds means the Joint Practice Note No.1 of the Buildings Department, the Lands Department and the Planning Department; means the Joint Practice Note No.2 of the Buildings Department, the Lands Department and the Planning Department; means all that piece or parcel of ground registered in the Land Registry as Sha Tin Town Lot No. 563; means operate, service, repair, uphold, support, renew, rebuild, overhaul, pave, purge, scour, cleanse, empty, amend, replace, paint, insure and decorate or any of such of the foregoing as may be applicable in the circumstances and in the interest of good estate management; maintenance shall be construed accordingly; means expenses, costs and charges necessarily and reasonably incurred in the management of the Lot and the Estate; management expenditure shall be construed accordingly; means all moneys received, recovered or held by the Manager for the use and benefit of the Estate pursuant to this Deed, including but not limited to payments on account of monthly management expenditure, management expenditure in advance, management fee deposits, common utilities deposits, debris removal fee and the Special Fund;

11 Management Shares Non-enclosed Areas Non-Recurrent Expenditure Occupation Permit Owner Owners Committee Owners Corporation Parking Space means those notional shares allocated to the Units as provided in the First Schedule hereto for the purposes of calculating the contributions payable by their respective Owners towards the management expenditure of the Estate; means the Balconies, the covered areas underneath the Balconies, the Utility Platforms and the covered areas underneath the Utility Platforms; means expenses of a capital nature or of a kind not expected by the Manager to be incurred annually and as particularly described in Clause 17 hereof; means a temporary or permanent occupation permit issued by the Building Authority; shall be as defined in the Building Management Ordinance (Cap.344) and means and includes each person in whom for the time being any Undivided Share is vested and registered as such under the Land Registration Ordinance (Cap.128) or its replacement enactment and every joint tenant or tenant in common of any such Undivided Share and its, his or their executors, successors and assigns and where any such Undivided Share has been assigned or charged by way of mortgage or charge the word Owner shall include both mortgagor or chargor and mortgagee or chargee in possession of such Undivided Share or any mortgagee or chargee who has foreclosed PROVIDED THAT, subject to the provisions of the mortgage or charge, the voting rights conferred on the Owner of such Undivided Share by the provisions of this Deed shall be exercisable only by the mortgagor or chargor unless the mortgagee or chargee is in possession of or has foreclosed or has appointed a receiver to manage such Undivided Share; means a committee of the Owners of the Estate established under the provisions of this Deed, and where an Owners Corporation has been formed, the management committee of the Owners Corporation; means a corporation of the Owners of the Estate incorporated under section 8 of the Building Management Ordinance (Cap.344); means any parking space at the Basement Floor of the Estate designated for the parking of private motor vehicles or motorcycles licensed under the Road Traffic Ordinance (Cap.374) and belonging to the residents of the Estate and their bona fide guests, visitors or invitees, in accordance with

12 the Building Plans and the Conditions, and as shown in the car park layout plan or amended car park layout plan approved by the Director of Lands, and to which the Undivided Shares have been or will be allocated as more particularly set out in the First Schedule hereto, which shall, for the avoidance of doubt, exclude the Disabled Parking Spaces and the Visitors Parking Spaces, and Parking Spaces shall be construed accordingly; Pink Stippled Black Area Podium Recreational Areas and Facilities Residential Accommodation Residential Common Areas and Facilities means the Pink Stippled Black Area as defined in Special Condition No.(5) of the Conditions and as shown for identification purpose only coloured pink and pink hatched black on the plans certified as to their accuracy by the Authorized Person and annexed hereto; means such part of the Estate being constructed as the podium of the Estate including but not limited to the Ground Floor, the First Floor and the Second Floor and all such parts up to but below the transfer plate of the Estate; means and includes the Club House, such of open landscaped covered playground and covered landscaped children play area, and such other recreational areas and facilities for common use and benefit of all the residents of the Estate and their bona fide guests, visitors and invitees as approved in writing by the Director of Lands under Special Condition No.(7) of the Conditions and such other recreational areas and facilities as are now or from time to time constructed and designed for such purposes and approved by the Director of Lands; means such parts of the Estate constructed or to be constructed for residential purposes in accordance with the Building Plans and the Conditions; means those Common Areas and Facilities which are intended for the common use and benefit of all Owners and occupiers of the Residential Units and their bona fide guests, visitors and invitees and not for the sole benefit of any particular Owner or group of Owners in accordance with this Deed; and shall include but not limited to:- (a) (b) the Recreational Areas and Facilities; the Greenery Areas (Residential Common Areas and Facilities), the Sky Garden and the Covered Landscape Area (Residential Common Areas and Facilities);

13 (c) (d) such of the Disabled Parking Spaces, Visitors Parking Spaces, loading and unloading area, taxi laybys, driveways, footpaths, staircases, metal gate, fence walls, parapet walls, glass balustrades, landscaped areas, planters, water pool, lift, lift lobby, lift machine room, mail room, store room, air conditioning room for placing air conditioning units serving the Club House, filtration plant room, water pump rooms, clean water pump room, cold and flushing water tank and pump room, telecommunications and broadcasting equipment room, electricity meter rooms, meter rooms, refuse storage and material recovery chambers, check water room, fire service water tanks, air handling unit room, town gas ducts, pipe ducts, electricity ducts and water ducts; and such other areas within the Lot including all accessory areas, circulation passages and the Common Areas and Facilities as are now or from time to time provided, installed or designated by the Manager or the First Owner (as the case may be) for the common use and benefit of the Residential Accommodation in accordance with this Deed BUT EXCLUDING those areas parts and facilities forming part of the Estate Common Areas and Facilities, the Tower Common Areas and Facilities, the Carpark Common Areas and Facilities and such areas within the Estate the exclusive right and privilege to hold, use, occupy and enjoy which belongs to any particular Owner. Such Residential Common Areas and Facilities (if and where capable of being shown on plans) are shown for identification purpose only coloured indigo, indigo hatched black, and indigo cross-hatched black on the plans certified as to their accuracy by the Authorized Person and annexed hereto; Residential Unit Rules Sky Garden means any Flat or House, and Residential Units shall be construed accordingly; means the Estate Rules, the Club Rules, the fitting out rules (if any) and such other rules governing the Estate or any part thereof made by the Manager from time to time in force made and/or amended pursuant to this Deed by the Manager with the approval of the Owners Committee (if formed); means the sky garden provided within the Estate as a green feature pursuant to the JPN1. Such Sky Garden is shown (for identification purpose) coloured indigo cross-hatched

14 black on the plans certified as to its accuracy by the Authorized Person and annexed hereto; Slopes Special Fund" Tower Tower Common Areas and Facilities means such land, slopes, slope treatment works, boundary walls, retaining walls, earth-retaining structures, drainage and/or other structures (if any) within or outside the Lot which are required to be maintained by the Owners under the provisions of the Conditions including but not limited to the Green Hatched Black Area and (if capable of being shown on a plan) as shown coloured green hatched black on the "Slope Plan" certified as to their accuracy by the Authorized Person and annexed hereto. means a special fund to be set up by the Manager pursuant to the provisions in Clause 17 herein for the Non-Recurrent Expenditure; means each of the three (3) towers of the multi-storeyed building forming part of the Estate and erected on the Lot and respectively known or intended to be known as Tower 1, Tower 2 and Tower 3 and Towers shall be construed accordingly; means those Common Areas and Facilities which are intended for the common use and benefit of all Owners and occupiers of the Flats and their bona fide guests, visitors and invitees and not for the sole benefit of any particular Owner or group of Owners in accordance with this Deed; and shall include but not limited to:- (a) (b) such of the entrance foyers, entrance lobbies, planters, lifts, lift lobbies, lift machine rooms, fireman lobbies, corridors, staircases, flat roofs, upper roofs, fire service water tanks, sprinkler water tanks, fire service and sprinkler pump room, meter rooms, water meter rooms, flushing water tank, potable water tank, water pump rooms, refuse storage room, pipe ducts, water ducts, cable ducts, fresh air ducts, exhaust air ducts, dog houses, top of the Balconies and Utility Platforms, air conditioning rooms and air conditioning platforms, external walls of the Towers (including the finishes and features thereon, curtain walls and those components of the curtain wall system) and the structural or loading bearing elements which serve or support the Flats or Towers only; and such other areas within the Lot including all accessory areas, circulation passages and the Common Areas and Facilities as are now or from time to time provided,

15 installed or designated by the Manager or the First Owner (as the case may be) for the common use and benefit of all Owners and occupiers of the Flats and their bona fide guests, visitors and invitees in accordance with this Deed BUT EXCLUDING those areas parts and facilities forming part of a Unit, the Estate Common Areas and Facilities, the Residential Common Areas and Facilities, the Carpark Common Areas and Facilities and such areas within the Estate the exclusive right and privilege to hold, use, occupy and enjoy which belongs to any particular Owner. Such Tower Common Areas and Facilities (if and where capable of being shown on plans) are shown for identification purpose only coloured violet on the plans certified as to their accuracy by the Authorized Person and annexed hereto; Undivided Share Unit Unsold Unit "Utility Platforms" means any equal undivided part or share of and in the Lot and of and in the Estate allocated in accordance with the provisions of this Deed or in accordance with any sub-deed of mutual covenant and Undivided Shares shall be construed accordingly; shall have the meaning as flat under the Building Management Ordinance (Cap.344) and means any Flat, House or Parking Space, the exclusive use, enjoyment and possession of which has been or is intended to be assigned to an Owner, and to which the Undivided Shares in the Lot and the estate shall have been allocated, and Units shall be construed accordingly; means such Unit in the Estate the construction of which has been completed and which remain unsold 3 months after execution of this Deed or 3 months after the date when the First Owner is in a position validly to assign or dispose of its relevant Undivided Shares (i.e. when the consent to assign or the Certificate of Compliance has been issued), whichever is the later, and Unsold Units shall be construed accordingly; means the utility platforms provided within the Residential Units as green features pursuant to the JPN2, and "Utility Platform" shall be construed accordingly. Such Utility Platforms are shown for identification purpose only hatched black on the plans certified as to their accuracy by the Authorized Person and annexed hereto; "Visitors' Parking Space" means each of the two (2) parking spaces V1 and V2 at

16 the Basement Floor of the Estate designated as being for the parking of visitors motor vehicles provided pursuant to Special Condition No.(18)(a)(iii) of the Conditions, including (but without limitation) the Visitors Parking Space No. V1 for use for disabled persons provided pursuant to Special Condition No.(18)(b)(i) of the Conditions, and Visitors Parking Spaces shall be construed accordingly; Works and Installations means all major works and installations in the Estate or for the benefit of the Estate which will require regular maintenance on a recurrent basis as itemized in the Fourth Schedule hereto and from time to time revised or issued in accordance with the provisions of this Deed, the maintenance of which is the liability of the Owners under the provisions of the Conditions or this Deed. (2) Immediately prior to the Assignment to the First Assignee hereinafter referred to the First Owner is the registered owner and is in possession of the Lot subject to the terms and conditions set out in the Conditions and upon issue of the Certificate of Compliance, would become entitled to a Lease thereof for the residue of the term of fifty (50) years commencing from the 30 th day of August (3) The First Owner has developed the Lot in accordance with the Building Plans. The Estate consists of, inter alia :- (a) (b) (c) (d) a Basement Floor containing, inter alia, the Parking Spaces, the Disabled Parking Spaces and the Visitors Parking Spaces; the Podium containing, inter alia, the Recreational Areas and Facilities (including the Club House) and Sky Garden on the Ground Floor, the First Floor and the Second Floor; three (3) residential towers (Towers 1 to 3) erected above the Podium, each of which contains, inter alia, the Flats; and fourteen (14) Houses (Houses 1, 2, 3, 6, 7, 8, 9, 10, 11, 12, 16, 17 and 18 and the Garden Duplex, with no designation of Houses 4, 5, 13, 14 and 15). (4) For the purposes of sale and defining individual ownership the Lot and the Estate have been notionally divided into 126,089 Undivided Shares which have been allocated in such manner as provided in the First Schedule hereto. (5) The First Owner has already obtained the Certificate of Compliance and is entitled to assign or otherwise dispose of the Undivided Shares together with the right to the exclusive use and occupation of a part or parts of the Estate. (6) By an assignment (herein called the Assignment ) bearing even date herewith and made between the First Owner of the one part and the First Assignee of the other part and for the consideration therein expressed the First Owner assigned All Those [ ] equal undivided

17 126,089 th parts or shares of and in the Lot And of and in the Estate Together with the sole and exclusive right and privilege to hold use occupy and enjoy All That/Those [ ] of the Estate ( the said premises ) unto the First Assignee subject to and with the benefit of the Conditions and this Deed. (7) The parties hereto have agreed to enter into this Deed for the purpose of making provisions for the management, maintenance, repair, renovation, improvement, insurance and service of the Lot and the Estate and the Common Areas and Facilities therein and for the purpose of defining and regulating the rights, interests and obligations of the Owners in respect thereof and to provide for the apportionment of the expenses of such management, maintenance, repair, renovation, improvement, insurance and service to be borne by the Owners. (8) The Director of Lands has approved the terms of this Deed in accordance with Special Condition No.(15) of the Conditions. (9) In this Deed (if the context permits or requires) words importing the singular number only shall include the plural number and vice versa and words importing the masculine gender only shall include the feminine gender and the neuter and vice versa and words importing persons shall include corporations and vice versa. NOW THIS DEED WITNESSETH as follows :- SECTION I RIGHTS AND OBLIGATIONS OF OWNERS 1. The First Owner shall at all times hereafter, subject to and with the benefit of the Conditions and this Deed, have the sole and exclusive right and privilege to hold, use, occupy and enjoy to the exclusion of the First Assignee the whole of the Lot and the Estate together with the appurtenances thereto and the entire rents and profits thereof SAVE AND EXCEPT the said premises assigned to the First Assignee as aforesaid and the Common Areas and Facilities and SUBJECT TO the rights and privileges granted to the First Assignee by the aforesaid Assignment and SUBJECT TO the provisions of this Deed. 2. The First Assignee shall at all times hereafter, subject to and with the benefit of the Conditions and this Deed have the sole and exclusive right and privilege to hold, use, occupy and enjoy to the exclusion of the First Owner the said premises assigned to the First Assignee by the said Assignment together with the appurtenances thereto and the entire rents and profits thereof. 3. Each Undivided Share and the full and exclusive right and privilege to hold, use, occupy and enjoy any part of the Estate shall be held by the person or persons from time to time entitled thereto subject to and with the benefit of the rights and privileges provided in the Second Schedule hereto and the express covenants and provisions herein contained and contained in the Conditions. 4. The Owner or Owners for the time being of each Undivided Share shall at all times hereafter be bound by and shall observe and perform the covenants, provisions and restrictions contained herein and in the Third Schedule hereto and contained in the Conditions

18 5. Subject to the Conditions and this Deed, every Owner shall have the full right and liberty without reference to the other Owners or other persons who may be interested in any other Undivided Share or Undivided Shares in any way whatsoever and without the necessity of making such other Owners or other persons a party to the transaction to sell, assign, mortgage, lease, license or otherwise dispose of or deal with his Undivided Shares together with the exclusive right and privilege to hold, use, occupy and enjoy such part or parts of the Estate which may be held therewith PROVIDED THAT any such sale, assignment, mortgage, lease or licence shall be made expressly subject to and with the benefit of this Deed and PROVIDED FURTHER THAT every such assignment, mortgage, lease or underletting for a term of more than three years or other alienation of the Lot or any part thereof or any interest therein shall be registered at the Land Registry. 6. (a) The right to the exclusive use, occupation and enjoyment of any part of the Lot or the Estate shall not be sold, assigned, mortgaged, charged, leased or otherwise dealt with separately from the Undivided Shares with which the same is held PROVIDED ALWAYS THAT the provisions of this Clause shall not extend to leases or tenancies the terms of which shall not exceed ten (10) years in aggregate including any right of renewal. (b) (c) The right to the exclusive use occupation and enjoyment of (as the case may be) a garden, flat roofs, a green roof, an upper roof, a stairhood, a swimming pool and a jacuzzi shall not be sold assigned mortgaged charged leased or otherwise dealt with separately from the Residential Unit with which the garden, the flat roofs, the green roof, the upper roof, the stairhood, the swimming pool and the jacuzzi is/are held. Each Unit shall not be partitioned and sold assigned mortgaged charged leased or otherwise dealt with separately from other parts or portions of that Unit. 7. (a) Every Owner with the exclusive right and privilege to hold, use, occupy and enjoy any Residential Unit together with his tenants, servants, agents, invitees and licensees shall have the full right and liberty (in common with the Manager and others having like rights) to go pass and repass over and along and to use the Residential Common Areas and Facilities and the Estate Common Areas and Facilities for all purposes connected with the proper use and enjoyment of the same. (b) (c) Every Owner with the exclusive right and privilege to hold, use, occupy and enjoy any Flat together with his tenants, servants, agents, invitees and licensees shall in addition to the right and liberty referred to in sub-clause (a) of this Clause have the full right and liberty (in common with the Manager and others having like rights) to go pass and repass over and along and to use the Tower Common Areas and Facilities for all purposes connected with the proper use and enjoyment of the same. Every Owner with the exclusive right and privilege to hold, use, occupy and enjoy any Parking Space together with his tenants, servants, agents, invitees and licensees shall have the full right and liberty (in common with the Manager and others having like rights) to go pass and repass over and along and to use the Carpark Common Areas and Facilities and the Estate Common Areas and Facilities for all purposes connected with the proper use and enjoyment of the same

19 (d) (e) The right and liberty to use the Residential Common Areas and Facilities, the Estate Common Areas and Facilities, the Tower Common Areas and Facilities and the Carpark Common Areas and Facilities as referred to in sub-clauses (a), (b) and (c) of this Clause shall be subject to the provisions of this Deed, the rights of the Manager and the Rules relating thereto. Upon execution of this Deed, the First Owner shall assign the whole of the Common Areas and Facilities together with the number of the Undivided Shares relating thereto to the Manager free of cost or consideration who must hold the Common Areas and Facilities and the whole of the Undivided Shares relating thereto as trustee for the benefit of all the Owners subject to the Conditions and subject to and with the benefit of this Deed but otherwise free from encumbrances. SECTION II ADDITIONAL RIGHTS OF THE FIRST OWNER 8. The First Owner shall for as long as it remains the beneficial owner of any Undivided Share have the right at any time or times and from time to time as it shall deem fit to do all or any of the following acts or deeds and to exercise all or any of the following rights :- (a) Subject to the Conditions and Clause 7(e) hereof, at all times hereafter but subject to and with the benefit of the Conditions and this Deed insofar as they relate thereto, the full and unrestricted right without interference by the other Owners to assign, mortgage, charge, lease, license, franchise, part with possession of or otherwise deal with the Undivided Shares and the part(s) of the Estate held therewith retained by the First Owner. (b) At its own costs and expense the right to enter into and upon all parts of the Lot and the Estate (save and except those parts of the Lot and the Estate the sole and exclusive right to the use enjoyment and occupation of which has been sold or assigned or otherwise disposed of by the First Owner to an Owner) with all necessary equipment, plant and materials for the purposes of constructing, completing, improving or renovating the Estate or any part or parts thereof and may, for such purpose, carry out all such works in, under, on or over the Lot and the Estate (save and except those parts as aforesaid) as it may from time to time reasonably see fit upon giving prior notice in writing to the Owners (save in case of emergency). The right of the First Owner to enter the Lot and the Estate (save and except those parts as aforesaid) to carry out such works shall extend equally to all necessary contractors, agents, workers and other persons authorized by the First Owner. The First Owner in pursuance of such works may from time to time issue in writing to the Owners instructions as to the areas or parts of the Lot and the Estate (save and except those parts as aforesaid) that the Owners, their servants, agents or licensees may or may not use while such works are being carried out but the First Owner shall not unreasonably interfere with an Owner s right to hold, use, occupy and enjoy the part of the Estate which he owns or unreasonably impede or restrict the access to or egress from any such part of the Estate and shall cause as little disturbance as reasonably possible to the Owners and shall not unreasonably adversely affect the use occupation enjoyment of the Common Areas and Facilities when carrying out such works and shall make good any disturbance, damage or loss that may be caused by or arise from such works

20 (c) (d) (e) The right to install, affix, paint, maintain, alter, renew and remove any one or more chimneys, flues, pipes, signs, signboards, masts, aerials, antennae, satellite dish, cables, telecommunication systems or installations, lightning conductors and lighting and other fixtures or structures or facilities of whatsoever kind on any part or parts of the Common Areas and Facilities and the right to enter into and upon any part of the Estate (save and except those parts of the Lot and the Estate the sole and exclusive right to the use enjoyment and occupation of which has been sold or assigned or otherwise disposed of by the First Owner to an Owner) with or without workmen and equipment at all reasonable times on giving prior written notice (save in case of emergency) for any or all of the purposes aforesaid and the right to license or otherwise permit or grant any of such rights so to do to owners of land(s) adjoining the Lot PROVIDED THAT the prior written approval by a resolution passed by the Owners at a meeting in accordance with Clause 61(i) hereof has been obtained if the exercise of any of such rights shall affect the Common Areas and Facilities or any part or parts thereof and any payment received for such approval shall be credited to the Special Fund PROVIDED FURTHER THAT the exercise of any of such rights shall not contravene the provisions of the Conditions and shall not unreasonably interfere with or affect an Owner s right to hold, use, occupy and enjoy the part of the Estate which he owns or unreasonably impede or restrict the access to and from any such part of the Estate. The right to change the name of the Estate at any time as the First Owner shall deem fit and to execute any documents in the name of the First Owner in connection therewith without the necessity of joining in any other Owner upon giving six months notice to the Owners. The right to dedicate to the public any part or parts of the Lot and/or the Estate the sole and exclusive right to the use enjoyment and occupation of which has not been sold or assigned or otherwise disposed of by the First Owner for the purposes of passage with or without vehicles in such manner as the First Owner shall in its absolute discretion deem fit PROVIDED THAT in making such dedication the First Owner shall not unreasonably interfere with an Owner s right to hold, use, occupy and enjoy the part of the Estate which he owns nor unreasonably impede access to or egress from the same and PROVIDED FURTHER THAT any claim for any benefit in the event that the Building Authority permits the site coverage or the plot ratio for any building and buildings or for any part and parts of any building or buildings within the Lot to exceed the permitted site coverage or plot ratio, as the case may be, as a result of such dedication or in the event that Government offers any money or grant any land as compensation for or in exchange of such dedication, shall accrue for the benefit of the First Owner solely. (f) The right to adjust and/or re-align the boundary of the Lot and to apply to the Government for any alteration, amendment, variation or addition to the terms and conditions of the Conditions, and to negotiate and agree with the Government in connection therewith in such manner as the First Owner may deem fit subject to the prior written approval by a resolution passed by the Owners at a meeting in accordance with Clause 61(i) hereof and for those purposes to effect any surrender, or re-grant or other documents in the name of the First Owner without the necessity of joining in the other Owners and any such adjustment, re-alignment, alteration, amendment, variation

21 and/or addition shall be binding on the Owners. No such adjustment, re-alignment, alteration, amendment, variation and/or addition shall give to any Owner any right of action against the First Owner and all expenses shall be paid out of the Special Fund PROVIDED THAT the right to surrender any part of the Lot and/or the Estate under this sub-clause (f) shall be restricted to the part or parts of the Lot and/or the Estate the sole and exclusive right to the use enjoyment and occupation of which has not been sold or assigned or otherwise disposed of by the First Owner and the exercise of any of the rights under this sub-clause (f) shall not unreasonably adversely affect the interests of the Owners nor unreasonably interfere with their right to hold, use, occupy and enjoy their respective parts of the Estate nor unreasonably impede access to or egress from the same PROVIDED FURTHER THAT any extra site coverage or plot ratio obtained by the First Owner as a result of the exercise of any of the rights under this sub-clause (f) shall be used and designated as part of the Common Areas and Facilities and any receipt from the exercise of any of such rights shall form part of the Special Fund (save and except that any claim for any benefit and compensation, monetary or non-monetary, as a result of the exercise of the said right to surrender shall accrue for the benefit of the First Owner solely). (g) (h) The right to enter into a supplement or supplements to this Deed, or sub-deed or subdeeds of mutual covenant in respect of any part or parts of the Estate PROVIDED THAT such supplement or supplements to this Deed, or sub-deed or sub-deeds of mutual covenant shall not conflict with the provisions of this Deed or unreasonably adversely affect the rights, interests or obligations of the other Owners not bound by such supplement(s) or sub-deed(s) and PROVIDED FURTHER THAT such supplement(s) or sub-deed(s) shall be approved by the Director of Lands unless the requirement for approval of such supplement(s) or sub-deed(s) is waived by the Director of Lands in his absolute discretion. The right, subject to the prior written approval by a resolution passed by the Owners at a meeting in accordance with Clause 61(i) hereof, to grant any rights, rights of way or easements or quasi-easements (including but not limited to the right to use any roads, passageways, walkways, footpaths, footbridges, pedestrian bridges, subways, gardens, open spaces, nullahs and culverts, refuse collection and disposal areas and facilities, drainage system and gas, water and electricity storage, transformation and supply systems) over any part or parts of the Common Areas and Facilities or to grant any similar rights by licence to owners of land(s) adjoining the Lot on such terms and conditions and to such persons as the First Owner shall deem appropriate PROVIDED THAT the exercise of such right shall not contravene the provisions of the Conditions and shall not unreasonably prejudice or interfere with the Owners right to hold, use, occupy and enjoy their respective part of the Estate nor unreasonably impede access to or egress from the same and shall only be exercised for the benefit of the Lot and the Estate and PROVIDED FURTHER THAT any receipt from the exercise of such right shall form part of the Special Fund. (i) The right and privilege to alter, amend, vary or add to the Building Plans without the concurrence or approval of any Owner or other person having an interest in the Estate, and no such alteration, amendment, variation or addition shall give to the Owners any right of action against the First Owner PROVIDED THAT such alteration, amendment, variation or addition shall only be restricted to the part or parts of the Lot and/or the