DEED RESTRICTIONS FOR CARMELRAY INDUSTRIAL PARK I

I. RATIONALE FOR CONTROLLED DEVELOPMENT

Carmelray Industrial Park (the “Park”) developed by Carmelray Development Corporation,

represented herein as the DEVELOPER, covers various areas which form part of a controlled
industrial estate development project wherein designated sections have been classified into
industrial, commercial, administrative, and residential, and other areas dedicated to particular
activities.

The DEVELOPER further represents that its development policy is to sell lots in the Park only
to responsible persons and entities who are ready, able and willing to construct high-quality,
international standard industrial buildings within the property of the DEVELOPER according to
the general pattern as prescribed herein.

To attain its objective, the DEVELOPER has prescribed, as agreed upon with the owner, the
succeeding restrictions, reservations, and limitations which shall form an essential part of the
consideration of sale of a lot(s) in the Park and shall be annotated on the Certificate of Title as
voluntary liens and encumbrances on the property. These restrictions are not meant to be
prohibitive in nature and spirit, nor to inhibit discretion and freedom of movement of the owner,
but in the general sense, to regulate development to ensure protection and uplift the collective
interest of the entire membership of lot owners and occupants and preserve the overall
conditions within the Park.

The general purpose, in summary, for the controlled development is aimed at promoting the
general welfare of the lot owners and occupants, provide character to the general area,
efficiency in internal operations of the Park, and the long-term protection of values and its
environment and surrounding.

II. OPERATIVE DOCUMENTS AS ESSENTIAL PART OF DEED OF SALE

1. There shall be two (2) operative and separate documents which shall form essential
and integral parts of the Deed of Sale between the owner and the DEVELOPER, and
shall serve as reference and/or basis in determining relationship and roles of all
participating and concerned parties and the corresponding specifications and
guidelines for lot development in the Park, namely:

(a) Deed Restrictions, hereinafter stated as “DR”

(b) Construction Rules and Regulations, hereinafter stated as “CRR”

2. The Deed Restrictions, pursuant to Paragraph I, shall be annotated on the Certificate

of Title as voluntary liens and encumbrances on the property; whereas the
Construction Rules and Regulations shall not. Compliance with these regulations as
applicable to the Deed Restriction shall likewise be enforced by court action by the
Developer or its corporate successors and assigns, or by Carmelray Industrial Park
Association, in case of breach of any of the restrictions by the lot owner or occupant.

III. THE CARMELRAY INDUSTRIAL PARK ASSOCIATION (CIPA)

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 1. The lot owner, his successor-in-interest or the lot occupant represented herein as the
LOCATOR, is referred to be and is automatically a member of the CIPA and must
abide by the rules and regulations laid down by the CIPA in the following areas of
concern, namely, security, maintenance of roads and open spaces, operation of the
common utilities, beautification, and other matters affecting the general welfare of the
Park.

2. The CIPA will also provide for and collect assessments which will constitute a lien on
the lot, secondary or junior only to liens of the Government for taxes and to voluntary
mortgages for sufficient consideration entered into by the LOCATOR in good faith.
Schools, training institutions, churches, other religious institutions, and buildings for
public use are exempted from payment of such assessments.

3. CIPA will administer a trust fund consisting of amounts collected in the form of annual
association dues and other charges as may be duly prescribed and approved by CIPA
from the LOCATORS within the Park. This fund will be used to finance improvements
of facilities and utilities, as may be prioritized and decided upon by CIPA and the
DEVELOPER, but not limited to security, maintenance, and other common areas of
concern.

IV. THE ESTATE MANAGEMENT GROUP OF THE DEVELOPER

1. The Estate Management Group (EMG) of the Developer shall be involved in all
aspects of the owner’s entry into the Park, from planning and construction to post-
construction phases.

2. During the planning and construction stages of LOCATOR’s factories, EMG shall
coordinate with the following parties in ensuring the proper compliance with the intents
of the Deed Restrictions (DR) and Construction Rules and Regulations (CRR) :

(a) Landowners and/or lot occupants or his Architectural and Engineering

consultants

(b) Construction Contractor commissioned by LOCATOR

3. During the operational phase of the LOCATOR’s operations, the EMG shall play a
supportive role to the CIPA as secretariat and/or as administrative and technical
service group to the latter in the management of its day-to-day affairs. In the
performance of its functions abovementioned, EMG shall formulate and submit an
estate management cost-sharing scheme which shall be reviewed periodically by
CIPA. Payments to EMG can be charged against the trust fund according to CIPA’s
guidelines.

V. SUBMITTALS REQUIRED FOR REVIEW AND APPROVAL

1. Required Documents Before Construction

1.1 Pre-Approval Submittals

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 Prior to any submission to any government agency for application or approval
of construction, the LOCATOR shall submit detailed site improvement plans
(i.e., including, but not limited to, service roads, grading, drainage systems, and
other utilities), building plans and other pertinent construction documents for
information and approval of EMG. All copies of plans and documents related to
the construction activity shall be submitted. Submittals shall be composed of
the following:

a. Survey or lot location plan

b. Technical plans and specifications (site and building)
c. Geotechnical reports (for foundation)
d. Well Design (for deepwell drilling)
e. Basis of design/design analysis and calculations for (a)
f. Construction schedule (bar chart/cpm)
g. Pollution control plans
h. Landscaping and screening plans
i. Application for Environmental Clearance Certificate

The EMG shall evaluate the submitted plans and stamp its approval on all the
copies without undue delay. One (1) set of plans shall be retained by the EMG
for its reference. The LOCATOR shall likewise pay a reasonable evaluation fee
for this purpose.

1.2 Pre-Construction Requirements

Prior to any groundbreaking activity, the following have to be submitted to the

EMG :

a. Copy of building permit

b. One (1) complete set of approved building plans by building officials
and pre-approved by EMG (Item 1.1)
c. Locational Clearance from HLURB
d. Layout of Temporary Facilities
e. Other information to aid clarification

A construction bond will be required by the EMG prior to the commencement of

any construction. No such groundbreaking activities shall commence unless a
final approval is granted.

2. Scope of Evaluation

Evaluation of proposal and plans are only within the requirements of the EMG and
does not in any way include review and approval by other government authorities (i.e.,
City of Calamba, Environmental Management Bureau, Laguna Lake Development
Authority, Philippine Economic Zone Authority) and other utility companies. Submittals
to these agencies shall be done by the LOCATOR. However, submitted plans to such
agencies should conform to the previously submitted plans to EMG.

3. Additional Construction

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 Any proposed additions or improvements of buildings, roads, drainage and other major
structures (i.e., transformer substation, storage tanks, windmills, treatment ponds)
desired by the LOCATOR during and after construction shall be subject to the same
review and approval procedure as provided for in Item 1.

4. Monitoring of Construction Activities

During the construction phase, the EMG shall be monitoring the compliance of the
contractor with the construction documents in Item 1, the DR and the CRR.

5. “As-built”

The LOCATOR shall be required to submit “as-built” drawings after completion of

construction for the use by the EMG in verifying that the construction documents, the
DR and the CRR were complied with and adhered to.

In addition, the LOCATOR shall secure the following :

a) Occupancy permit
b) Laguna Lake Development Authority (LLDA) clearance
c) Environmental Impact Statement and clearance from the Environment
Management Bureau (which is applied for prior to start of construction).

VI. DISTRIBUTION AND CONTROL

1. Distribution

The EMG or its designated representative shall be responsible for the distribution and
control of these regulations to all LOCATORS in the Park.

2. Issues

All copies issued to LOCATORS shall be individually numbered and assigned.

3. Keeping of log

The LOCATOR’s name and business address shall be recorded in a log kept in the
DEVELOPER’s Technical Library to allow forwarding of all future revisions to users of
these regulations.

VII. TECHNICAL GUIDELINES AND SPECIFICATIONS

1. Use of the Lot/Suitability to Industrial Activity

1.1 A single lot cannot be subdivided provided at any point. However, 2 or more
lots may be used for a single building provided that in such case, all the lots
shall be considered as a single lot for application of these Deed Restrictions.

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 1.2 Two or more adjacent lots may be consolidated into a single lot which the
LOCATOR owner may later re-subdivide into the original number of lots and
area.

1.3 The lots shall be used only for industrial purposes. In addition, the usage of the
lots is also restricted to the type of industry allowed within the zone.

1.4 Lot owners shall not modify nor make radical changes in the operations,
manufacturing, processing and building designs and plans without prior written
consent of the EMG, which will evaluate approximate conformity to the
originally intended industrial use or activity.

2. Industrial Activity

2.1 General Acceptance Guideline

2.1.1 Preference

Preference shall be given to non-pollutive industrial activities or those

having a minimum negative impact on the surrounding community and
environment.

2.1.2 Allowable Users

Any manufacturing fabrication, assembly or material handling enterprise

not otherwise prohibited by law and which does not produce
objectionable odor, noise, smoke, suspended particulates, noxious
gases, glare, heat, radioactivity, fire and safety hazards, and industrial
effluents shall be allowed to operate in the area.

2.2 Excluded Industries

Any industries which fall under the following categories are not allowed to
locate within the Park :

1. those with generally excessively high level of chemical toxic effluents

inspite of provision for industrial waste water treatment facilities;

2. those with water requirements exceeding 400 c.m. per hectare per day;

3. those with potentially heavy usage of electric power exceeding 15 MVA

(per lot).

2.3 Industries for Study

Applications for lot usage from other industry types not covered above shall be
subjected to in-depth evaluation and closer scrutiny and study before being
allowed to locate and operate in any of the development phases.

2.4 Pollution Control

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 Industrial activities having potentially negative environmental impact shall be
required to install in-house pollution control devices and measures to abate
these effects and conform with existing DENR and LLDA standards. Proposed
process engineering flow charts reflecting built-in pollution control complying
with standards set by the Environmental Management Board and other
concerned government agencies shall be submitted by the LOCATORS to the
EMG in such cases.

2.5 Main Water Supply

Water requirements for the PARK shall be supplied by the DEVELOPER

through a main water distribution system and charged according to the
prevailing water charges as prescribed by the DEVELOPER. Water meters will
be installed for the account of the LOCATOR for the purpose of monitoring and
billing water consumption.

2.5.1 The LOCATOR shall not install or put up a borehole or deepwell water
supply system to service its own water supply requirements. The
installation of additional wells separate from the PARK’s main water
supply system may affect the primary water supply source of the entire
PARK to the detriment of the other LOCATORS. The LOCATOR may
install its own water storage system to meet its specific water
requirements. LOCATOR’s water storage system must be connected to
the PARK’s main water supply distribution system. However,
installation of a water pressurization system (i.e. booster pumps) at the
main water supply line of the LOCATOR is strictly not allowed.

2.5.2 The water storage system of any LOCATOR shall consist of ground
and/or underground reservoir. Elevated water tanks are not allowed
except when it is intended to service the fire protection system of the
LOCATOR. For aesthetic reasons, all ground storage system must be
properly concealed while all elevated water fire tanks must be
integrated or must be a part of the building for proper concealment.
Detailed drawings for this purpose shall be submitted to the EMG for
evaluation and approval.

2.5.3 Subject to the immediately preceding paragraph, the use of a storage

water system shall depend on local conditions and must have tight roofs
to prevent contamination and/or leakage. No protective coatings,
preservatives, or joint sealers that would impart taste, odor or toxic
chemicals to the water shall be used in tanks or reservoirs.
DEVELOPER shall not in any manner be held accountable for any
damage to persons and/or properties arising out of the failure of the
LOCATOR to comply with this requirement or for causes beyond the
control of the DEVELOPER.

2.6 Hazardous Waste Disposal

Disposal of hazardous waste materials containing chemical properties which

are :

Page 6 of 14 pages
 (a) inherently harmful and likely to destroy life or impair health, or

(b) capable of causing injury to the well-being of persons or damage to

property;

shall not be allowed within the property and premises of the estate or adjoining
lands.

Such materials shall be disposed in a dumping site outside the Park for the
account of the LOCATOR.

2.7 Hazards Control

2.7.1 Combustible and Hazardous Liquids

Flammable liquids, such as, but not limited to petroleum based, shall be
stored only in underground tanks that could be safely monitored with
instrumentation gauges and check valves.

2.7.2 Other Combustibles

Potentially combustible materials (e.g. paper stock and scraps, resins,

scrap cloth, wood shavings) shall be properly stored and disposed of.
Storage shall be within the LOCATOR’s buildings and enclosed in
fireproof walls.

2.7.3 Restricted Areas

Restricted areas within the LOCATOR’s premises shall be clearly

designated and clearly marked with appropriate signage.

2.8 Outdoor Activities

Industrial activities (e.g. processing, storage and stockpiling, blending,

fabrication) shall not be allowed outside of the building and in yards exposed to
the environment except in cases when sunlight is necessary for the processing
of such products but would not otherwise produce obnoxious odor, fly particles,
smoke and other chemical reactions with the environment, etc. Such
justification shall be submitted in writing and granted approval by the EMG.

3. Building and Land Use

3.1 General Limitations

No such part or portion of the lot shall be used for erecting separate residential
structures or other related uses such as for commercial purposes. Structural
configurations and shapes shall be left to the option of the LOCATOR provided
that lot setbacks and other provisions on site development are complied with.

3.2 Permanency

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 All building and structures shall use first class material (e.g. reinforced
concrete, structural steel, concrete hollow blocks, or their equivalent ) with the
intention of permanency.

3.3 Density

Building density for building structures in the Park shall be controlled by setting
a maximum Ground Floor Area to Lot Area Ration (GFAR). For this purpose,
GFAR is defined as the ratio between total usable ground floor area and the
total area of the lot. The prescribed GFAR should not exceed 0.70 and shall
meet all other requirements stated herein.

3.4 Building Height

Building height shall be subject to the following height restrictions but will not
apply to smoke stacks, vents, skylights, spaceframes or other appurtenances
and will be measured from the finished ground level to the building roof apex :

Area Height Restriction

Lots w/ Area < 1 Ha. Ten (10) meters
Lots w/ Area > = 1 Ha. Sixteen (16) meters

The LOCATOR shall in no way construct landmarks, or structures which is not

in compliance with the Air Transport Office regulations or those of other
government agencies.

3.5 Lot Setbacks

3.5.1 Front Setbacks

The following minimum front setback from the property line shall be
observed :

Area Setback Requirement

Lots w/ Area < 1 Ha. Ten (10) meters
Lots w/ Area > = 1 Ha. Twenty (20) meters

The front of a property is defined as, the boundary where the main
entrance/exit gate of the property is located.

3.5.2 Side Setbacks

The lots shall be subject to the following minimum setbacks :

Area Setback Requirement

Lots w/ Area < 1 Ha. Five (5) meters on both

sides

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 Lots w/ Area > = 1 Ha. Five (5) meters on one
side, and fifteen (15)
meters on the opposite
side

The sides of a property is defined as, the boundaries that are

perpendicular or near perpendicular to the roadway fronting the
property. For lots with an area of more than one hectare, the wider
setback shall allow for side access of heavy trucks or vans.

3.5.3 Rear Setbacks

Minimum rearlot setback shall be as follows :

Area Setback Requirement

Lots w/ Area < 1 Ha. Five (5) meters
Lots w/ Area > = 1 Ha. Fifteen (15) meters

The rear of the property is defined as, the boundary(is) that run parallel
or near parallel to the front of the property. For irregularly shaped lots,
the setback shall be reckoned from the inwardmost boundary
monuments.

Note, that all setbacks shall be reckoned from the building line of any structure
to the property line in question.

4. Architectural Character and Requirements

4.1 Unity of Characters

Structures within any property shall relate to each other in architectural style
and function and should be aesthetically acceptable. No makeshift or
temporary structures (e.g. tanks, wooden sheds) shall be allowed after the
construction of facilities has been completed. For this purpose, the EMG
reserves the exclusive right to determine whether building plans submitted by
the LOCATOR are in conformity with the DEVELOPER’s intention as
expressed hereabove. Therefore, the EMG has the option to withhold approval
of the building plans if it is not in conformity with such intentions.

4.2 Security Outposts

Security Ouposts shall be visually pleasing permanent structures that may be

located as stand-alone structures in the center islands or at the
approach driveway to the property or aesthetically incorporated into the design
of earthberms or fence walls.

4.3 Exterior Finishes

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 Exterior surfaces shall be of corrosion-resistant and non-glare finishes.
Finishes that easily rust, stain, accumulate soot, grime and particulates and
that require considerable maintenance shall be avoided. Minimum exterior
finish for all structures is a paint finish or cement plaster for exterior walls and
galvanized iron for roofs.

4.4 Outdoor Structures

Outdoor structures such as elevated water tanks and concrete reservoirs shall
be erected simple in shape, strong in materials and located at the side or rear
of the property. No attempt shall be made to construct these structures as
replicas of company products (e.g. bottles, beercans) for advertising purposes.
Signages on these structures are allowed only for the basic company logo.

4.5 Recreational Facilities

No such recreational facilities (e.g basketball courts, volleyball, tennis courts,

etc.) shall be located within the frontyard of the lot. These can be placed either
at the side or rear of the property.

4.6 Loading/Unloading Docks

All loading/unloading docks shall be located at the side or rear of the buildings.
No truck loading docks and doors are permitted at the front of buildings.

4.7 Fire Protection

All buildings must be equipped with a fire protection system consistent with the
requirement of the National Building Code and other applicable standards.

4.8 Interior Roads and Parking

All interior roads and parking areas shall be paved with asphalt concrete or
portland cement concrete and engineered to meet in-house traffic loads.
Turning radii of interior driveways shall enable convenient turning of utility
trucks and heavy vehicles.

4.9 Carparks

Material handling equipments (e.g. forklifts) shall be parked to the side or rear
of the property. Adequate parking bays for all vehicles shall be provided. No
on-street parking shall be permitted within the Park.

5. Landscape Character

5.1 Earthberms and Fences

5.1.1 Earthberms

For the purpose of securing the property, earthberms may be used

along portions of the frontage and as part of fences. Berms shall not
exceed 2.0 meters in height and may attain a maximum 1:2 (50%)

Page 10 of 14 pages
 slope. Berms shall be planted to mat-forming groundcovers for soil
erosion control.

5.1.2 Fences

Fences shall not be more than 2.0 meters high with at least 50% of the
surface area open or fenestrated. The base of the fence shall be
concrete, one (1) meter high, with the roadside fence having a minimum
cement plaster finish.

Fences shall be designed and constructed to incorporate planting.

Fence design shall be kept simple and free of unnecessary
embellishments. Design shall be contemporary and not period replicas.
Grillework, when used shall have interesting meshing and of simple
linear elements finish in matte blacks. Use of barbwire fence is not
allowed.

Fences may coincide with the property line, however, if a perimeter

fence runs parallel to a road, it shall be built 1.5 meters behind the
property line to allow for a wider planting strip. The 1.5 meter setback
of the perimeter fence in question will be part of the required setback.

5.1.3 Proposed Designs

Proposals for earthberms and fences which incorporate landscaping

elements shall be submitted for review to the EMG.

5.2 Landscaping

5.2.1 Plant Suitability

Only hardy drought-tolerant plant materials adapted to the region shall

be used for landscaping. Deciduous (i.e. seasonally leaf-shedding)
plants shall not be used and only evergreen plants that provide
substantial shade shall be used. Exotic and slow-growing species shall
also be generally avoided.

5.2.2 Screen Planting

Items of objectionable appearance (e.g garbage dumpster depot,

vicinity of wastewater lagoons) shall be landscaped with screen planting
to minimize visual intrusion.

5.2.3 Planting Limitation Near Structures

Trees shall be planted at a minimum of 2 meters from any building face

and 1 meter from any freestanding wall not exceeding 2 meters in
height. Large shrubs shall be planted a minimum distance of 1200mm
from any building face and 700mm from any building face and not less
than 300 mm from any freestanding wall.

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 Groundcovers, climbers and vines shall be planted not less than
700mm from any building face and not less than 300mm from any
freestanding wall.

5.3 Frontyard Planting

The frontyard planting is mandatory and shall be judiciously landscaped with a

massing of trees that could provide substantial shade for pedestrians and
parked vehicles.

5.4 Creekside Planting

Planting at the banks of creeks shall be primarily to stabilize the soil with
groundcovers and may be incorporated with engineered retaining walls.

5.5 Lot Maintenance

All lot owners shall ensure that proper maintenance and upkeep of their
surroundings and facilities. Lots that are still vacant shall be charged by CIPA
an amount, to be determined periodically, to shoulder their share of the
common estate management costs and the maintenance of the lot.

5.6 Proposals

Proposals for landscaping and fencing shall be submitted as part of the

detailed architectural and engineering designs to the EMG for review and
approval as provided for in Item V.

6. Signage

6.1 Corporate Signage

As a unifying element of the Park, outdoor signage shall be adopted that would
clearly identify the Park’s corporate occupants. Standard sizes of signage shall
be adopted while allowing corporate entities to retain their logotexts and
logotypes. No signs or notices shall be painted onto fences. Instead, signage
may be rendered in either high-relief cast concrete, glass-reinforced concrete
(GRC), high-impact plastics or metal.

6.2 Advertising Billboards

Advertising billboards for commercial products shall not be put up within the
streetscape environment or visible from the street. Outdoor advertising shall be
limited to within corporate premises and may either be in illuminated or non-
illuminated mall-type wall mount or freestanding modules. No advertising or
signage shall be painted into the building walls or elevated water tanks.

6.3 Proposals

Proposals for signage shall be submitted to the EMG for review and approved
as provided for in Item V.

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 7. Parking

7.1 Utility Vehicles

All delivery vans, cargo trucks, trailers, container vans and materials handling
equipment (e.g. forklifts) shall be parked to the side or rear of the property and
parking bays for these vehicles shall be provided.

7.2 Carparks

Parking for cars shall preferably be to the side or rear of buildings in separate
bays from utility vehicles. Carparks may be allowed in the front yard provided
that parking space shall not occupy more than 50% of the front setback and
shall be adequately landscaped.

8. Access

8.1 Approached Drives

Approach driveways to the property shall have a minimum paved width of 6.50
meters from curb to curb. This shall be situated in such a manner that would not
conflict with approaching traffic and should not adversely affect the surface
drainage of the road. Preferably, approach drives shall be located along the end
of the property boundary.

8.2 Traffic

All pedestrian and vehicular traffic into and out of any lot shall be managed at all
times.

VIII. MISCELLANEOUS PROVISIONS

1. Perpetual Easement (Right of Access)

A Right of Access or perpetual easement shall be given to the EMG or any utility
company for the purpose of operating, maintaining, installing any and all utility systems
(i.e., power, water, telephone, drainage, domestic sewer).

Reasonable access to, under and across those portions of any lot which are within 3.0
meters of the exterior property lines shall be provided by the LOCATOR when and
whenever required and at the sole discretion of the DEVELOPER, the installation of
such facilities appears necessary.

2. Use of “Carmelray”

The LOCATOR hereby binds itself not to use the word “Carmelray” in the name of the
building constructed on the lot.

3. Terms of Restrictions

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 The restrictions, easements, and reservations mentioned in the foregoing paragraphs
shall be the valid and run with the use of the land but may be modified or changed at
any time by the DEVELOPER or its corporate successors with the concurrence of
CIPA.

4. Enforcement of the Restrictions

The DEVELOPER, the EMG and the CIPA shall jointly promulgate sanctions to
enforce compliance with these restrictions. The same shall be without prejudice,
however, to the DEVELOPER’s resort to court of action at any time to enforce
compliance with these restrictions.

Should the LOCATOR violate any provision of the Deed Restrictions, such as the
easement requirements, the DEVELOPER shall, without the necessity of court order,
remove and/or demolish or cause the removal or demolition of any structure built or
constructed in violation of the specified easements or any other restrictions specified in
the Deed Restrictions duly agreed upon at the expense of the LOCATOR and the
LOCATOR hereby voluntarily submits and agrees that the DEVELOPER shall not incur
any civil or criminal liability whatsoever. Furthermore, the costs of removal and/or
demolition shall be for the account of the LOCATOR who shall pay in full the said costs
upon written demand by the DEVELOPER.

The LOCATOR hereby makes manifest and represents that it has investigated the
property(ies) subject matter of this Contract and that it has found no squatters or
adverse occupants whatsoever thereon and is fully satisfied with the area, terrain and
contour of the lot, the actual condition of the property, and the area in general.

The LOCATOR binds itself to comply, with all laws, ordinances, and regulations
regarding sanitation, safety, and other orders which the Government, local or national,
may have promulgated or hereafter promulgate for the proper protection of the public.

Whatever condition or forbearance the DEVELOPER may concede to the LOCATOR

as not exacting strict compliance with any of the terms and conditions of this Deed
Restrictions, as well as any other condonation that the DEVELOPER may give to the
LOCATOR with regard to the obligations of the latter, shall not be interpreted as a
renunciation, in case of any default on the part of or non-compliance by the LOCATOR
for any right, cause of action, or sanction herein granted unto the DEVELOPER.

5. Warranty

Should the LOCATOR assign, transfer, convey, sell or in any manner encumber its
rights to the lots occupied, LOCATOR warrants that any such assignment, transfer,
conveyance, sale or encumbrance shall be subject to all the terms and conditions in
this Deed of Restrictions whether or not the same is annexed, attached or posted in
the document of assignment, transfer, conveyance, sale or encumbrance.

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