A - DIVISION OF PROPERTY.

B - COMMON INTEREST

Each apartment shall have appurtenant thereto an undivided percentage interest in all common elements of the Project (herein called the "common interest"), and the same proportionate share in all common profits and expenses of the Project and for all other purposes including voting, as set forth in Exhibit "C'' attached hereto and for every purpose made a part hereof.

C - EASEMENTS.

In addition to any easements herein designated in the limited common elements, the apartments and common elements shall have and be subject to the following easements:-,

1. Each apartment shall have appurtenant thereto nonexclusive easements in the common elements designed for such purposes for ingress to, egress from, utility services for, and support of such apartment; in the other common elements for use according their purposes, subject always to than to respective exclusive or limited use of the limited common elements, if any, as herein provided; and in all other apartments of the buildings for support.

2. If any part of the common elements encroaches upon any apartment or limited common element or if any apartment or limited common element encroaches upon the common elements, a valid easement for such encroachment and the maintenance thereof, so long as it continues, shall and does exist. In the event any buildings of the Project shall be partially or totally destroyed and then rebuilt or in the event of any shifting, settlement, or movement of any portion of the Project, minor encroachments of any parts of the common elements or apartments or limited common elements due to such construction shall be permitted,, and valid easements for such encroachments and the maintenance thereof shall exist.

3. The Association of Apartment Owners of the Project shall have the right, to be exercised by its Board of Directors or Managing Agent, to enter any apartments and limited common elements, if any, from time to time during-reasonable hours as may-be necessary for the operation of the Project or at any time for making emergency repairs' therein required to prevent damage to any apartments or common elements or for the installation, repair, or replacement of any common elements.

D - ALTERATION AND TRANSFER OF INTERESTS.

The common interest and easements appurtenant to each apartment shall have a permanent character, shall not be altered without the consent of all owners of apartments affected thereby as expressed in an amendment to this Declaration duly recorded, which amendment shall contain the consent thereto by, the holders of any first mortgage on such apartments. or. of an apartment lease demising the same, as shown in the Association's record of ownership, or who have given the' Board notice of their Interest through the Secretary of the Association or the Managing Agent, shall not be separated from such apartment, and shall be deemed to be conveyed or encumbered with such apartment even though not expressly mentioned or described in the conveyance or other instrument. The common elements shall remain undivided, and no right shall exist to partition or divide any part thereof or the apartments except as provided by said Horizontal Property Act; and, without limiting the provisions of Section 514A-,121(a) of the Hawaii Revised Statutes, any such partition or shall be subject to the prior written consent thereto by the holders of any first mortgage, filed of record, of any apartment or of any apartment lease demising the same.

E - USE.

Except when the holder of the first mortgage on an apartment has entered into possession of the apartment following (i) a default under its first mortgage, (ii) a foreclosure proceeding,, or (iii) a conveyance in lieu of foreclosure, the apartments shall be occupied and used only as private dwellings by the respective owners thereof, their tenants, families, domestic servants, and social guests, and for no other purpose; except that the apartments may also be rented for transient or hotel purposes. The owners of the respective apartments shall have the absolute right to lease such apartments subject to all provisions of this Declaration and the By-Laws attached hereto; provided, however, that no apartment owner may lease less than the-entire apartment.

F - ADMINISTRATION OF PROJECT.

Administration of the Project shall be vested in its Association of Apartment Owners, herein called the "Association", consisting of all apartment owners of the Project in accordance with the By-Laws of the Association attached hereto as Exhibit "D" and made a part hereof. Operation of the Project and maintenance, repair, replacement, and restoration of the common elements, and any additions and alterations thereto, shall be in accordance with the provisions of said Horizontal Property Act, this Declaration, and the By-laws and specifically but without limitation the Association shall:

1. Make, build, maintain, and repair all fences, sewers, drains, roads, curbs, sidewalks, and parking areas which may be required by law to be made, built, maintained, and repaired upon or adjoining or in connection with or for the use of the Project or any part thereof.

2. Keep all common elements of the Project in a strictly clean and sanitary condition, and observe and perform all laws, ordinances, rules,, and regulations now or hereafter made by any governmental authority for the time being applicable to the Project or the use thereof.

3. Well and substantially repair, maintain, amend, and keep all common elements of the Project, including without limitation the buildings thereof, with all necessary reparations and amendments whatsoever in good order and condition except as otherwise provided herein, and maintain and keep said land and all adjacent land between any street boundary of the Project and the established curb or street line in a neat and attractive condition and all trees, shrubs, and grass thereon in good cultivation and replant the same as may be necessary, and repair and make good all defects in the common elements of the Project herein required to be repaired by the Association, of which notice shall be given by any owner or his agent, within thirty (30) days after the giving of such notice.

4. Before commencing or permitting construction of any improvement on the Project, obtain and deposit with the Secretary of the Association a bond or certificate thereof naming as obligees collectively all apartment owners as their interests may appear, in a penal sum not less than one hundred percent (100%) of the cost of such construction and with a corporate surety authorized to do business in Hawaii, guaranteeing performance of such construction free and clear of all mechanics, and materialmen's liens, and all claims in lieu of mechanics, and materialmen's liens arising under Section 514A-16 of the Hawaii Revised Statutes, as amended.

5. Observe any setback lines affecting the Project and not erect, place, or maintain any building or structure whatsoever except approved fences or walls between any street boundary of the Project and the setback line along such boundary.

6. Not erect or place on the Project any building or structure including fences and walls, nor make additions or structural alterations to or exterior changes of any common elements of the Project, nor place or maintain thereon any signs, posters or bills whatsoever, except in accordance with plans and specifications including detailed plot plan, prepared by a licensed architect if so required by the Board, first approved in writing by the Board and-also approved by a majority of apartment owners (or such larger percentage as required by law or this Declaration) including all owners of apartments thereby directly affected, and complete any such improvements diligently after the commencement thereof.

7. Not make or suffer any strip or waste or unlawful, improper, or offensive use of the Project

8. Have the right to be exercised by its Board of Directors or Managing Agent, to enter any apartments from time to time: during reasonable hours as may be necessary for the operation of the Project or at any time for making emergency repairs therein required, to prevent damage to any, apartments or common elements or for the, installation, repair. or replacement of any common elements.

9. Have the right to acquire by way of deed, lease, assignment,, grant, license, consent, or otherwise real or leasehold property interests and appurtenances, including without limitation an assignment of all of Developer's right, title, and interest in and to that certain Agreement Granting License and Right to obtain .an Easement dated May (No Date Shown)___ 1979, by and between Kalua Koi Corporation and Developer. and that certain Confirmation of Water Rights dated May (No Date Shown)____,1979, by and between Kalua Koi and Developer.

G - MANAGING AGENT.

Operation of the Project shall be conducted for the Association by a responsible Hawaii managing agent who shall be appointed by the Association in accordance with the By-Laws. The Managing Agent is hereby authorized to receive service of legal process in all cases provided in said Horizontal Property Act. The initial Managing Agent shall be RONALD A. KAWAHARA, whose principal place of business and post office address is Suite 300, 33 Lono Avenue, Kahului, Maui, Hawaii.

H - COMMON EXPENSES.

All charges, costs, and expenses whatsoever incurred by the Association for or in connection with the administration of the Project, including without limitation the operation thereof, any maintenance, repair, replacement, and restoration of the common elements, including any limited common elements, and any additions and alterations thereto, any labor, services, materials, supplies, and equipment therefore, any liability whatsoever for loss or damage arising out of or in connection with the common elements or any accident, fire, or nuisance thereon, and any premiums for hazard and liability insurance herein required with respect to the Project shall constitute common expenses of the Project for which all apartment owners shall be severally liable in proportion to their respective common interests. Rent and real property taxes and special assessments referred to in Section 514A-6, Hawaii Revised Statutes, as amended, and charges, including those for utilities, which are separately metered, shall not be common expenses of the horizontal property regime hereby created and no payments thereof shall be payments of such common expenses. The Board of Directors of the Association (herein called the "Board") shall from time to time assess the common expenses against all the apartments in their respective proportionate shares, and the unpaid amount of such assessments against any apartment shall constitute a lien against such apartment prior to all other liens, except only (i) liens for taxes and assessments lawfully imposed by governmental authority against such apartment, and (ii) liens for sums unpaid on any mortgage of record which was recorded prior to the recordation of the notice of lien by the Association, and costs and expenses including attorney's fees provided in such mortgages. Such lien may be foreclosed by the Board or Managing Agent, acting on behalf of the apartment owners, in like manner as a mortgage of real property, provided that thirty (30) days' prior written notice of the intention to foreclose shall be mailed, postage prepaid, to all other persons having any interest in such apartment as shown in the Association's record of ownership. Without limiting the provisions of Section 514A-90 of the Hawaii Revised Statutes, as amended, where the holder of a first mortgage of record of an apartment or of an apartment lease demising the same comes into possession of the apartment pursuant to the remedies provided in the mortgage, foreclosure of the mortgage, or conveyance in lieu of foreclosure of the mortgage, such mortgagee shall take such possession of the apartment free of any claims for unpaid assessments or charges chargeable to the apartment, which accrue prior to the time such mortgagee comes into possession of the apartment (except for claims for a prorata share of such assessments or charges resulting from a prorata reallocation of such assessments or charges to all apartments, including such apartment). In the event that assessments received during any year are in excess of the actual expenditures for such year by the Association for common expenses of the Project, the Board of Directors may determine in its sole discretion that such excess shall be:

(a). Applied in whole or in part to reduce the assessments for the immediately subsequent year;

(b) Designated in whole or in part as a capital contribution to the Association to be used for future capital improvements and replacements;

(c) Segregated and held in whole or in part as a Custodial Fund to be expended solely for specifically designated capital improvements and replacements; or

The proportionate-interest of each apartment owner in said capital contributions, Custodial Fund, or Maintenance Reserve Fund cannot be withdrawn or separately assigned but shall be deemed .to be transferred with such apartment even though not expressly mentioned or described in the conveyance thereof. In case the Horizontal Property Regime hereby created shall be terminated or waived, said capital contributions, Custodial Fund, or Maintenance Reserve Fund, remaining after full payment of all common expenses of the Association shall be distributed to all apartment owners in their respective proportionate shares except for the owners of any apartments then reconstituted as a new horizontal property regime.

I - COMPLIANCE WITH DECLARATION AND BY-LAWS.

All apartment owners, their tenants, families, servants, and guests, and any other persons who may in any manner use the Project, shall be bound by and comply strictly with the provisions of this Declaration and the By-Laws of the Association, and all agreements, decisions, and determinations of the Association as lawfully made or, amended from time to time, and failure to comply. with any of the same shall be grounds for' an action to recover sums due, for damages or injunctive relief, or both, maintainable by the Board or Managing Agent on behalf of the Association or, in a proper case, by any aggrieved apartment owner; in the event of the failure of any apartment owner . to comply fully with any of the same within thirty (30) days after written demand therefore by the Association, the Association shall promptly give written no-ice of such failure to the holder of any first mortgage of such apartment or of the apartment lease demising the same, as shown in the Association's record of ownership or who has given the Board notice of its interest through the Secretary of the Association or the Managing Agent.

J - INSURANCE.

The Association, at its common expense,, shall at all times keep all buildings of the Project, including the common elements and, whether or not part of the common elements, all exterior and interior walls, floors, and ceilings, in accordance with the as-built condominium plans and specifications, insured against loss or damage by fire with extended coverage in an insurance company authorized to do business in Hawaii having a financial rating by Best's Insurance Reports of Class VI or better in an amount sufficient to provide for the full repair or full replacement thereof without deduction for depreciation, in the name of the Association as trustee for all apartment owners and mortgagees according to the loss or damage to their respective apartments and appurtenant common interests and payable in case of loss to such bank or trust company authorized to do business in the State of Hawaii as the Board shall designate for the custody and disposition as herein provided of all proceeds of such insurance, and from time to time cause to be deposited promptly with the Secretary of the Association true copies of such insurance policies or current certificates thereof, without prejudice to the right of each apartment owner to insure his apartment for his own benefit. Flood insurance shall also be provided under the provisions of the Federal Flood Disaster Protection Act of 1973 if the property is located in an identified flood hazard area as designated by the Department of Housing and Urban Development in the amount of the aggregate of the outstanding principal balances of all mortgage loans on apartments in the Project or the maximum limit of coverage available under the National Flood Insurance Act of 1968, as amended, whichever is less. The members of the Association may, by majority vote at any meeting of the Association, require that the exterior glass of the Project also be insured under such policy. Except as provided in paragraph K hereof, in every case of such loss or damage, all insurance proceeds shall be used as soon as reasonably possible by the Association for rebuilding, repairing, or otherwise reinstating the buildings, in a good and substantial manner according to the original plan and elevation thereof or such modified plans conforming to laws and ordinances then in effect as shall be first approved by the Board as herein provided, and the Association at its common expense shall make up any deficiency in such insurance proceeds. Every such policy of insurance shall:

1. Provide that the liability of the insurer thereunder shall not be affected by, and that the insurer shall not claim any right of set-off, counterclaim, apportionment, proration, or contribution by reason of, any other insurance obtained by or for any apartment owner;

2. Contain no provision relieving the insurer from liability for loss occurring while the hazard to such buildings is increased, whether or not within the knowledge or control. of the Board, or because of any breach of warranty or condition or any other act or neglect by the Board or any apartment owner or any other persons under either of them;

3. Provide that such policy and the coverage thereunder may not be canceled or substantially modified (.whether or not requested by the Board) except by the insurer giving at least sixty (60) days, prior written notice thereof to the Board, every first mortgagee of an apartment and every other person in interest who shall have requested such notice of the insurer;

4. Contain a waiver by the insurer of any right of subrogation to any right of the Board or apartment owners against any of them or any other persons under them;

5. Contain a waiver by the insurer of any right of the insurer to repair, rebuild, or restore the improvements of the Project, if the apartment owners decide pursuant to paragraph K hereof not to repair, rebuild, or restore the damaged or destroyed improvements;

6. Provide that the insurer at the inception of the policy and on each anniversary date thereof, shall provide the Board with a written summary, in layman's terms, of the policy. This summary shall include, without limitation, a description of the type of policy, the coverage, and limits thereof, the amount of the annual, premium, and the renewal dates. Upon receipt of such summary from. the insurer, the Board shall provide the summary to the apartment owners; and

7. Contain a standard mortgagee clause which shall:

(a) Provide that any reference to a mortgagee in such policy shall mean and include all holders of mortgages of any, apartment, or apartment lease of the Project, in their respective order and preference, whether or not named therein;

(b) Provide that such insurance as to the interest of any mortgagee, shall not be invalidated by any act of neglect of the Board or apartment owners or any persons under any of them

(c) Waive any provision invalidating such mortgagee clause by, reason of the failure of any mortgagee to notify the insurer of any hazardous use or vacancy, any requirement that the mortgagee pay any premium thereon, and any contribution clause; and

(d) Provided that, without affecting any proceeds payable under such policy protection afford by such mortgage clause, any proceeds payable under such policy shall be payable to said bank or trust company under such designated by the Board.

The Board on behalf of the Association, at its common expense, shall also effect and maintain at all times comprehensive general liability insurance, covering all apartment owners with respect to the Project, in an insurance company authorized to do business in Hawaii with minimum limits of not less than ONE MILLION DOLLARS ($1,000,000.00) for injury to one (1) or more persons in any one (1) accident or occurrence and/or for property damage, and from time to time deposit promptly with the Secretary of the Association current certificates of such insurance, without prejudice to the right of any apartment owners to maintain additional liability insurance for their respective apartments. Any such policy of insurance shall:

(a) Provide that the same shall not be invalidated by any act or neglect of the Board or apartment owners or any persons under any of them;

(b) Contain a waiver by the insurer of any right of subrogation to any right of the Board or apartment owners against any of them or any other persons under them.

(c) Contain a "severability of interest" endorsement, precluding the insurer from denying the claim of an apartment owner because of negligent acts of the Association or other apartment owners; and

(d) Provide that the policy and its coverage may not be canceled or reduced (whether or not requested by the Board), except by the insurer giving at least sixty (60) days, prior written notice thereof to the Board, apartment owners, every first mortgagee of an apartment, and every other person in interest who shall have requested such notice of the insurer.

All premiums for insurance herein required to be obtained by the Board on behalf of the Association shall be a common expense to be paid by monthly assessments thereof, and such payments shall be held in a separate escrow account of the Association and shall be used solely for the payment of such premiums as the same become due.

The Board shall review not less frequently than annually the adequacy of its entire insurance program and shall adjust its insurance program accordingly; the Board shall then report in writing its conclusions and action taken on such review to the owner of each apartment and to the holder of any first mortgage on any apartment who shall have requested a copy of such report or copies of all such reports.

K - INSURED DAMAGE OR DESTRUCTION

Notwithstanding the provisions of paragraph J, if any part of the improvements of the Project shall be damaged by an insured casualty, the determination of whether or not to reconstruct or repair the same shall be made as follows:

1. Partial destruction, which shall be deemed to mean destruction which does not render one-half (1/2) or more of the apartments untenantable, shall be reconstructed or repaired unless at a meeting of the Association of Apartment owners, which shall be called prior to commencement of such reconstruction or repair, at least eighty percent (80%) of the apartment owners vote against such reconstruction or repair (exclusive of votes by the Project's sponsor, Developer, or builder), and this Declaration is terminated pursuant to the provisions of Section 514A-21(a)(l-) of the Hawaii Revised Statutes.

2. Total destruction, which shall be deemed to mean destruction which does render one-half (1/2) or more of the apartments untenantable, shall be reconstructed or repaired unless 12 at a meeting of the Association of Apartment Owners, which shall be called within ninety (90) days after the occurrence of the casualty, or, if by such date the insurance loss has not been finally adjusted, then within thirty (30) days thereafter, at least eighty percent (80%) of the apartment owners vote against such reconstruction or repair (exclusive of votes by the Project's sponsor, Developer or builder). In the event the property shall not be reconstructed or repaired pursuant to such vote, the provisions' of Section 514A-21 (a) (2) of the Hawaii Revised Statutes shall apply.

L - CONDEMNATION.

In the event of a taking in condemnation or by eminent domain of part or all of the common elements, all compensation payable for or on account of taking shall be equitably apportioned between the apartment owners and their respective mortgages if any. All portions of any such award payable, on account of the apartment owners and their respective mortgagees, if any, shall be payable to a condemnation trustee, who shall be. a bank or trust company designated by the Board doing business in the County of Maui, State of Hawaii. The Board of Directors, shall arrange for the repair and restoration of the buildings and improvements in accordance with the design thereof immediately prior to such condemnation or, if such repair and restoration in accordance with said design are not permissible under the laws then in force, in accordance with such modified plan as shall be previously approved by the Board :and the mortgagee of record of any interest in an apartment directly affected thereby. In the event of a partial taking under which any apartment is e1iminated or not restored, the condemnation trustee shall disburse the portion of the proceeds of such award allocable to said apartment, less the proportionate share of said apartment in the cost of debris removal, to the owner of said apartment and his mortgagees. if any; in satisfaction of his interest in said apartment. The condemnation trustee shall disburse the remainder of the proceeds of such award to the contractor engaged in such repair and restoration in appropriate progress payments; and in the event such proceeds are insufficient to pay the costs from the maintenance fund and if the maintenance fund is insufficient for this purpose, the Board shall levy a special assessment on the owners of apartments in proportion to their common interests. In the event sums are received in excess of the costs of repairing and restoring the remaining buildings and improvements, or in the event all the buildings and improvements are so taken or condemned, such excess proceeds or said proceeds, as the case may be, shall be divided between the owners of apartments and their respective . 13 mortgagees, if any, in accordance with their interest in the common elements.

M - UNINSURED CASUALTY.

In case at any time or times any improvements of the Project shall be damaged or destroyed by any casualty not herein required to be insured against, such improvements shall be rebuilt, repaired, or restored unless at least eighty percent (80%) of the apartment owners vote to the contrary. Any such restoration of the common elements shall be completed diligently by the Association at its common expense and the apartment owners shall be solely responsible for any restoration of their respective apartments so damaged or destroyed, according to the, original plans and elevation thereof, or such other plan as first approved as provided herein. Unless such restoration is undertaken within a reasonable time after such casualty, the Association at its common expense shall remove all remains of improvements so damaged or destroyed and restore the site thereof to good orderly condition and even grade

N - ALTERATION OF PROJECT.

Restoration or replacement of the Project or any building or other structure thereof or construction of any additional building or other structure or structural Alteration or addition thereto, different in any material respect from said condominium file plan of the Project, shall be undertaken by the Association or any apartment owners only pursuant to an amendment of this Declaration, duly executed by or pursuant to the affirmative vote of all the apartment owners and accompanied by the written consent of the holders of all liens affecting any of the apartments, and in accordance with complete plans and specifications therefore first approved in writing by the Board, and promptly upon completion of such restoration, replacement, construction, alteration, or addition, the Association shall duly record or file of record such amendment together with a complete set of floor plans of the Project as so altered, certified as built by a registered architect or professional engineer. Provided, however, that notwithstanding any provision in this Declaration to the contrary, any alterations or additions within an apartment or within a limited common element appurtenant to and for the exclusive use of an apartment, or of certain apartments, shall require only the written approval thereof,, including the owners of any apartments then reconstituted as a new horizontal property regime.

P - AMENDMENT OF DECLARATION.

Except as otherwise provided herein or in said Horizontal Property Act, this Declaration may be amended by vote of at least seventy-five percent (75%) of the apartment owners, and shall be effective only upon the recording of an instrument setting forth such amendment and vote duly executed by such owners or by the proper officers of the Association; provided, however, that the Developer reserves the right to amend this Declaration without the consent or joinder of persons then owning or leasing the apartments by filing an amendment to this Declaration pursuant to the provisions of Section 514A-12, Hawaii Revised Statutes, as amended, after completion of ,.the buildings described herein by attaching to such amendment a verified-statement of a registered architect or professional engineer certifying that the final plans theretofore filed or being filed simultaneously with such amendment fully and accurately depict the layout, location, apartment numbers, and-dimensions of the apartments as built

Q - DEFINITIONS.

The terms "majority" or "majority of apartment owners" herein means the owners of apartments to which are appurtenant more than fifty percent (50%) of the common interests, and any specified percentage of the apartment owners means the owners of apartments to which are appurtenant such percentage of the common interests. The term "institutional lender" or "institutional holder" used herein and in the By-Laws attached hereto means a Mortgagee which is a bank or savings and loan association or established mortgage company, or other entity chartered under federal or state. laws, any,, corporation or insurance company, or any federal or state agency

IN WITNESS WHEREOF, the Association has executed these presents this 27th day Of December 1991.

ASSOCIATION OF APARTMENT
OWNERS OF PANIOLO HALE

By Robert Duggan,
Its President

By Raymond Larbre
Its Secretary

STATE OF HAWAII - COUNTY OF MAUI

On this 6th day of December . 1991, before me, personally appeared ROBERT DUGGAN, to me known to be the person described in and who executed the foregoing document, who, being by me first duly sworn, acknowledged that he/she is the President of the Association of Apartment Owners of Paniolo Hale, an unincorporated association of condominium owners; that said association does not have a corporate seal; that the foregoing instrument was signed on behalf of said association by authority of its Board of Directors; that he/she executed the said instrument as the free act and deed of said association.

Lisa N Naeher
Notary Public, State of Hawaii
My Commission expires: Nov 18,1994

STATE OF CALIFORNIA - COUNTY OF SONOMA

On this 20th day of December 1991, before me, personally appeared Raymond J. Larbre, to me known to be the person described in and who executed the foregoing document, who, being by me first duly sworn, acknowledged that he/she is the Secretary of the Association of Apartment Owners of Paniolo Hale, an unincorporated association of condominium owners; that said association does not have a corporate seal; that the foregoing instrument was signed on behalf of said association by authority of its Board of Directors; that he/she executed the said instrument as the free act and deed of said association.

Debbie R James
Notary Public, State of California
My Commission expires: June 28,1995

EXHIBIT A.

All of that certain parcel of land situate at Kaluakoi and Ilio, Island of Molokai, County of Maui, State of Hawaii, being Lot 66, area 8.772 acres, as shown on Map 9 filed in the Office of the Assistant Registrar of the Land Court of the State of Hawaii with Land Court Application No. 1683 of Molokai Ranch, Limited and being all of the land described in Transfer Certificate of Title No. 209,255, issued to Tedwill Inc.;

H. TOGETHER WITH a non-exclusive easement for roadway purposes over, under, and across Lot 59 (area 44.363 acres), Lot 60 (2.852 acres), and Lot 69 (1.110 acres), as shown on said Map 9 and described in Transfer Certificate of Title Nos. 208,149, 208,150, and 208,159, respectively; provided, however, that in the event that Lots 59, 60, and/or 69 or the roadway on said Lots is conveyed or dedicated to the State of Hawaii or the County of Maui or other appropriate governmental authority, the easements herein conveyed, or such part or portion thereof as is designated in such conveyance, dedication, or easement documents for which a reasonable substitute is Provided, shall then terminate. EXCEPTING AND RESERVING, HOWEVER, unto Kalua Koi Corporation, its successors and assigns, the rights to designate, use, and enjoy, and grant to any public utility, service company, or governmental authority such rights-of-way and easements as they or either of them in their sole judgment and discretion may from time to time determine for transmission lines, facilities, and appurtenances for electricity, gas, telephone, microwave,, water, sewers, drainage, flowage, radio, and television signal distribution, or for any other public utility or public service purposes or substances whatsoever over, across, along, under, and through the subject property, including the right to enter and to construct, reconstruct, install, operate, - maintain, repair and replace such lines, facilities, and appurtenances, including, without limitation, the rights to trim and keep trimmed any tree or trees or other foliage in the way of such lines, facilities, and appurtenances and to emit noise in connection with such construction, reconstruction, installation, operation, maintenance, repair, and replacement, provided, however, that any such easement shall not be located through or within any existing structures on said property and that such easement rights shall not be exercised in such manner as to unreasonably disturb or interfere with the normal enjoyment and use of the granted premises or the improvements located thereon by TEDWILL, INC., its successors and assigns, and in connection with the installation, maintenance, or repair of any facilities pursuant to any of said easements the premises shall be promptly restored by and at the expense of the person owning and exercising such easement rights to the condition of the premises immediately prior to the exercise thereof. SUBJECT, HOWEVER, to the following:

1. The conditions, covenants and restrictions set forth in Deed ;dated March 20, 1979, filed as aforesaid as Land Court Document No. 928498, including without limitation the following:

(a) No construction on the land described above shall exceed two (2) stories, or twenty-five (25) feet, in height, whichever is the lesser;

(b) No more than one hundred sixteen (116) condominium apartment units shall be constructed on the land described above;

(c) All of the conditions, covenants, and restrictions of the Declaration of Covenants and Conditions affecting the land described above and surrounding lands, filed in the of f ice of the Assistant Registrar of the Land Court of the State of Hawaii as Land Court Document No. 784612.

The foregoing covenants and restrictions shall run with the land in favor of Lots 1 through 23 as shown on Map 7 filed with Land Court Application No. 1683 of Molokai Ranch, Limited in the -office of the Assistant Registrar of the Land Court of the State of Hawaii, and these covenants and restrictions being made for the benefit of all of the foregoing property, the respective owners, now or later, of any of the foregoing property, shall have full right to the benefits, and covenants, and restrictions, and shall be authorized to enforce, in their own right and names, all remedies afforded by law.

2. Any and all easements designated on Map 9 filed with Land Court Application No. 1683 of Molokai Ranch, Limited in the office of the Assistant Registrar of the Land Court of the State of Hawaii as affecting said Lot 66;

3. Reservation in favor of the State of Hawaii of all mineral or metallic mines of every description;

4. Declaration of Covenants and Restrictions dated October 1, 1976, filed in said Office of the Assistant Registrar as Document No. 748612, as the same may be amended from time to time;

5. Declaration of Covenant dated February 28, 1979, filed in said office of the Assistant Registrar as Document No. 951323, by Tedwill, Inc., a Hawaii corporation, stating that Unit U-4 of the project will and for all time remain a common element of said project and will not be sold or available for lease and will be utilized by the Association as a residence and office for the Resident Manager of the Project.

6. Second Supplemental Declaration of Covenants and Restrictions (Lots: 63 and 66, Map 9, Land Court Application No. 1683), dated March 20, 1979, filed in said Office of the Assistant Registrar as Document No. 928497.

EXHIBIT "B"

1. Building A: There are-four (4)@ apartments located on the first and second floors of Building A, being Apartment Nos. A-1, A-20, A-3 and A-4.

2. Building B: There are four (4) apartments located on the first and second floors of Building B, being Apartment Nos. B-1, B-2, B-3 and B-4.

3. Building C: There are three (3) apartments located on the first floor of Building C, being Apartment Nos. C-1, C-2 and C-3.

4. Building D: There are four (4) apartments located on the first and second floors of Building D, being Apartment Nos. D-1, D-2, D-3 and D-4.

5. Building E: There are two (2) apartments located ;on the first and second floors of Building E, being Apartment Nos. :E 1 and E-2.

6. Building F: There are three (3) apartments located on the first and second floors of Building F, being Apartment Nos. F-1, F-2 and F-3.

7. Building G: There are two (2) apartments located oh the first and second floors of Building G, being Apartment--Nos. G-1 and'G-2.

8. Building H: There are four (4) apartments located on the first and second floors of Building H, being Apartment Nos. H-1, H-2, H-3 and H-4.

9. Building I: There are five (5) apartments located on the first floor of Building I, being Apartment Nos. I-1, I-2, I-3, I-4 and I-5.

10. Building J: There are four (4) apartments located on the first floor of Building J, being Apartment Nos. J-1, J-2, J-3 and J-4.

11. Building K: There are four (4) apartments located on the first and second floors of Building K, being Apartment Nos. K-1, K-2, K-3 and K-4.

12. Building L: There are three (3) apartments located on the first and second floors of Building L, being Apartment Nos. L-1, L-2 and L-3.

13. Building M: There are three (3) apartments located on the first and second floors of Building M, being Apartment Nos. M-2, M-3 and M-4; Apartment Nos. M-1 and M-5 are located entirely on the first floor of Building M.

14. Building N: There are four (4) apartments located on the first and second, floors of Building N, being Apartment Nos. N-1, N-2, N-3 and N-4.

15. Building O: There are three (3) apartments located on the first and second floors of Building 0, being Apartment Nos. 0-1, 0-2 and 0-3.

16. Building P: There are four (4) apartments located on the first and second floors of Building P, being Apartment Nos. P-1, P-2, P-3 and P-4.

17. Building 0: There are four (4) apartments located on the first and second floors of Building Q, being Apartment Nos. Q-1, Q-2, Q-3 and Q.

18. Building R: There are four (4) apartments located on the first and second Y-floors of Building R, being Apartment Nos.. R-1, R-2, R-3 and R-4.

19. Building 5: There are four (4) apartments located on the first and second floors of Building S, being Apartment Nos. S-1, S-2, S-3 and S-4.

20. Building T: There are four (4) apartments located on the first and second floors of Building T, being Apartment Nos. T-1, T-2, T-3 and T-4.

21. Building U: There are three .(3) apartments located on the first and second floors of Building U, being Apartment Nos. U-1, U-2 and U-3; Apartment No. U-4 is located entirely on the first floor of Building U.

22. The apartments are constructed according to seven, (7) different floor plans. A description of each of said floor plans, designating the layout, number of rooms and approximate floor area is as follows:

(a) Type "A": Apartment Nos. B-1, B-4, D-1, D-4, E-1, E-2, F-1, F-3, G-1, G-2, H-1, H-4, K-1, K-4, L-3, N-1, 0-1, 0-3, P-1, P-4, Q-1, Q-4, T-1, and T-4 are two-story apartments and each consists of six (6) rooms, including one (1) bedroom, one (1) bathroom, a living/dining room, a kitchen and a lanai on the first floor and a master bedroom and master bathroom on the second floor, and contains a total floor area of approximately 1,911 square feet, including the lanai of approximately 513 square feet.

(b) Type "A-l": Apartment Nos. N-3 and U-2 are two-story apartments and each consists of six (6) rooms, including one (1) bedroom, one (1) bathroom, a living/dining room, a kitchen and a lanai on the first floor and a master bedroom and master bathroom on the second floor, and contains a total floor area of approximately 1,686 square feet, including the lanai of approximately 288 square feet.

(c) Type "B": Apartment Nos. A-1, A-4, L-1, N-4, R-1, R-4, S-1, S-4 and U-1 are two-story apartments and each consists of f ive (5) rooms, including a living/dining room, a kitchen, one (1) bathroom and a lanai on the first floor and a master bedroom, master bathroom and a lanai on the second floor, and contains a total floor area of approximately 1,384 square feet, including the lanais of approximately 417 square feet and 34 square feet, respectively.

(d) Type "B": Apartment Nos. A-2, A-3, B-2, B3, D-2, D-3, F-2, H-2, H-3, K-2, K-3, L-2, M-2, M-3, M-4, N-2, 02, P-2, P-3, Q-2, Q-3, R-2, R-3, S-2, S-3, T-2, T-3 and U-3 are two-story apartments and each consists of five (5) rooms, including a kitchen, one (1) bathroom and a lanai on the first floor and a master bedroom, master bathroom and a lanai on the second floor, and contains a total floor area of approximately 1,159 square feet, including the lanais of approximately 192 square feet and 34 square feet, respectively.

(e) Type "C': Apartment No. U-4 consists of three (3) rooms, including a kitchen, bathroom and living/dining room and a lanai, and contains a total floor area of approximately 964.5 square feet, including the lanai of approximately 417 square feet.

(f) Type "D": Apartment Nos. C-2, I-2, I-3, I-4, J-2 and J-3 each consists of three-- (3) rooms, including a living/dining room, a kitchen, a bathroom and a lanai, and contains a total floor area of approximately 739.5 square feet, including the lanai of approximately 192 square feet.

(g) Type "El': Apartment Nos. C-1, C-3, I-1, I-5, J-1 J-4, M-1 and M-5 each consists of four (4) rooms, including a master bedroom, a bathroom, a kitchen, a living/ dining room and a lanai, and contains a total floor area of approximately 1,075 square feet, including the lanai of approximately 459 square feet.

NOTE: Notwithstanding the limits of the apartments as set forth in Paragraph A.l(d) of the Declaration, in accordance with local architectural practice, the approximate floor area of each apartment as set forth above includes all of the walls and partitions within its perimeter walls, the entirety of its perimeter non-party walls and the interior half of its perimeter party walls, whether load-bearing or non-load bearing.

EXHIBIT "C"
SCHEDULE OF COMMON INTERESTS

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