LINZ Dealing Number:

Client Reference:

PRIVATE CORPORATE CLIENT AUTHORITY AND INSTRUCTION FOR AN ELECTRONIC TRANSACTION

(This form is approved by the New Zealand Law Society and Registrar-General of Land.

For use by a non-publicly listed company or incorporated society, etc.)

1.  TO LAW FIRM:

(Firm name)

2. CLIENT: Northpower Limited
(Registered name of corporate as per Certificate of Incorporation. Referred to as ‘the Client’.)

Full Names of Authorised Signatory(s):

______

Authorised Signatory A

3. TRANSACTION:

Property Address:

Date and Nature of Base Document:

Instruments:

• Encumbrance (30 Day)

Title Reference(s):

Name of Other Party:

4. AUTHORITY AND INSTRUCTION:

I confirm that:

(a) I am properly and duly authorised by law to sign this Authority on behalf of the Client;

(b) this authority is binding on the Client;

(c) this form is for the transaction noted above;

(d) I am 18 years of age or over;

(e) the Client is not subject to any statutory management order, the appointment of a receiver or liquidator, or similar;

(f) the Client has passed the necessary resolutions as required by its empowering constitution, rules or statute to authorise the transaction noted above;

(g) as required by s164A of the Land Transfer Act 1952 I irrevocably authorise and instruct you to register the instruments above as an electronic e-dealing; and

(h) I understand that by signing this form the Client is legally bound by the electronic instruments certified and registered on its behalf pursuant to this authority and instruction as if such instruments had been signed by me personally on behalf of the Client;

(i) I understand that the authorised transaction will become a matter of public record upon registration.

______

Signature of Authorised Signatory A Date

(Important note: Each Signatory named must sign personally. 'For and on behalf' is not acceptable.)

5. SIGNATORY IDENTIFICATION: (Tick applicable ID. Person establishing identity to complete.)

NZ NZ NZ Other NZ

Driver Passport Firearms government-

Licence Licence issued photo ID

Signatory A ______

(Attach copy of ID used or details (e.g passport number) where copying not practicable.)

I certify that:

(a) I have witnessed the signatory(s) sign this form;

(b) I have sighted the original form(s) of identity ticked above;

(c) I have attached a copy of ID(s) used;

(d) the photo(s) name(s) and signature(s) match the signatory(s) name(s) and identification provided.

______

Signature of person establishing identity Full name of person establishing identity

______

Occupation

______

Phone/Email Address

Notes:

1. The requirements for client identification specified in LINZS20002 Standard for verification of Identity

must be complied with

2. With the exception of foreign passports, only NZ government issued photo ID may be relied upon for

identity verification purposes

3. Where the person who is signing this form is doing so under a Power of Attorney the identification

required to be established is that of the attorney.

4. Attach certificate of non-revocation of power of attorney if required.

5. The full legal name of the corporate as registered must be used.

6. A faxed copy of this form is acceptable (refer to NZLS e-dealing Guideline J).

7. The consent of prior mortgagees, lessors, etc may be necessary to avoid a breach of covenants.

ENS 5.3.50B Northpower Encumbrance 30 Day 10-13 A & I

Form E Page 1 of 4 Pages

Encumbrance instrument

(Section 101 Land Transfer Act 1952)

Affected instrument Identifier All/part Area/Description of part or stratum

and type (if applicable)

[Insert Instrument Identifier(s)]
North Auckland Registry / All

Encumbrancer

[LAND OWNER]

Encumbrancee

NORTHPOWER LIMITED

Estate or interest to be encumbered Insert e.g. Fee simple; Leasehold in Lease No. etc.

Fee Simple

Encumbrance Memorandum Number

Not applicable

Nature of security State whether sum of money, annuity or rentcharge and amount

Sum of money being $ [insert sum] or such other sum of money as is substituted for that sum in accordance with clause 2.2 of the Annexure Schedule (see Annexure Schedule)

Encumbrance Delete words in [ ], as appropriate

The Encumbrancer encumbers for the benefit of the Encumbrancee the land in the above computer register(s) with the above sum of money, annuity or rentcharge, to be raised and paid in accordance with the terms set out in the [above Encumbrance Memorandum] [Annexure Schedule(s)] and so as to incorporate in this Encumbrance the terms and other provisions set out in the [above Encumbrance Memorandum] [and] [Annexure Schedule(s)] for the better securing to the Encumbrancee the payment(s) secured by this Encumbrance, and compliance by the Encumbrancer with the terms of this encumbrance.

Form E continued Page 2 of 4 Pages

Terms

1 Length of term 999 years from the date of registration of this Encumbrance
2 Payment date(s) Within 14 days of written demand from the Encumbrancee to the Encumbrancer (see Annexure Schedule)
3 Rate(s) of interest Nil
4 Event(s) in which the sum, annuity or rentcharge becomes payable See Annexure Schedule
5 Event(s) in which the sum, annuity or rentcharge ceases to be payable See Annexure Schedule

Covenants and conditions Continue in Annexure Schedule(s), if required

Continued in the attached Annexure Schedule.

Modification of statutory provisions Continue in Annexure Schedule(s), if required

Sections203-205 of the Property Law Act 2007 apply to this Encumbrance but otherwise (and without prejudice to the Encumbrancee's rights of action at common law as a rent charger or encumbrancee):
1. The Encumbrancee is entitled to none of the powers and remedies of encumbrancees by the Land Transfer Act 1952 or the Property Law Act 2007; and
2. No covenants by the Encumbrancer are implied in this Encumbrance other than the covenants for further assurance implied by section154 of the Land Transfer Act 1952.

Form L Page 3 of 4 Pages

Annexure Schedule

Insert instrument type

Encumbrance

Continue in additional Annexure Schedule, if required

BACKGROUND
A. The Encumbrancer is registered as proprietor of an estate in fee simple in the Land, which is situated in the Council's district.
B.  The Encumbrancer requested the Council to consent to a plan of subdivision in terms of a plan lodged for deposit at Land Information New Zealand.
C.  The Council agreed to consent to that subdivision on condition amongst other things that the Encumbrancee’s requirements were met.
D.  The Encumbrancee required the Encumbrancer to meet the full costs of providing an Electricity Supply to the Land within 30 days of the date of settlement of transfer of the Land, and required the Encumbrancer to enter into this Encumbrance to better secure to the Encumbrancee the payments secured by this Encumbrance and compliance by the Encumbrancer (including all successors in title) with the obligations set out in this Encumbrance.
E. The Council therefore agreed to consent to the subdivision on the condition (amongst other things) that the Encumbracer enters into and registers this Encumbrance.
OPERATIVE PROVISIONS

1. INTERPRETATION

In this Encumbrance unless the context indicates otherwise:

1.1 Definitions:

"Council" means the territorial local authority for the area in which the Land is
situated;
“Electricity Supply” means an electricity supply that is provided to the boundary of the Land and meets the written approval of the Encumbrancee;
“Encumbrance” means this Encumbrance Instrument;
"Encumbrancee" means Northpower Limited and includes its successors and its
officers and agents;
"Encumbrancer" means the person named as the Encumbrancer in this
Encumbrance and includes any successors in title to the Land from time to time;
"Land" means the Encumbrancer's land described on the front page of this
Encumbrance;
“Secured Sum” means the sum of money specified on the front page of this Encumbrance or such other sum of money as is substituted for that sum in accordance with clause 2.2 of this Annexure Schedule;

Form L continued Page 4 of 4 Pages

ENS 5.3.50B Northpower Encumbrance 30 Day 10-13