FIRST PHILIPPINE INDUSTRIAL PARK DEED OF RESTRICTIONS Series of 199 DateTABLE OF CONTENTS ARTICLE. DESCRIPTION PAGE TITLE AND PARTIES 1 1 | GENERAL PROVISIONS 10 Establishment of Restrictions 2 20 Purpose ofthis Deed 2 3.0. Definitions 2 4.0 Compliance with Government Rules and Regulations 3 1 _| OPERATIONS AND USES 1.0 Permitted Operations and Uses 3 20 Specific Prohibitions 4 3.0 Specially Permitted Operations and Uses 6 UM | PROTECTIVE CONTROLS ON CONSTRUCTION OF IMPROVEMENTS 1.0 Pre-Construction Requirements 7 | 20 During Construction 9 3.0 Completion of Construction u IV _| PROTECTIVE CONTROLS ON SPECIFIC IMPROVEMENTS 1.0 Setback Lines 12 2.0 Landscaping 1B 3.0 Site Entrance and Exit 3 40 Building 4 5.0 Parking 1s 60 Fencing 15 7.0 Signs 16 8.0 Exterior Lighting 7 \ 9.0 Outside Storage and Loading Ducks 7 10,0. Water Requirements v 11,0 Administration, Security and Safety Measures 18 120 Power Generating Units 18 13.0 Others 19 Vv _ | ENVIRONMENTAL PROTECTIVE CONTROLS, 1.0 General Requirements of DENR 19 20 Waste Water 20 3.0 Air Pollution 2 40 Noise Pollution 2 5.0 Solid Waste 2B 60 Others 4 Vi | ENFORCEMENT Py | vu TERM AND ASSIGNABILITY 1.0 Term 25 20 Assignability of FPIP’s Rights, Powers and Duties 25 3.0 Designation of Specific Properties Within the PARK as LL Private Propert 27 FARTICLE, DESCRIPTION PAGE| van mscersaszous | 1.0 Repairs to Damages to Common Areas and Facilities 27 20 Rigi aca x | 3.0 Rules and Regulations 2% 40 Constructive Notice and Acceptance 2 | | 5.0 Rights of Encumbrances 2» | | 60 Lot Splits and Subleases 2» | 7.0 Right Cumulative: Waiver 29 \ 8.0 Inerpretation 29 9.0 Arbitration 30 10.0 Reserved Right 30 ACKNOWLEDGEMENT 3 Exner, 1 | Prohibited Area for Construction of Entrance 2-A | Service Connection for Industrial Water (Sizes Below 50mm) | 2B | Service Connection for Industrial Water (Sizes SOmm and Above) 3 | Drainage Service Connection eee Power Service Connection | 5. | Communication Service Connection 6 | Waste Water Service Connection & Sampling/Measuring StructureAnnex B DEED OF RESTRICTIONS AND COVENANTS OF FIRST PHILIPPINE INDUSTRIAL PARK KNOW YE ALL MEN BY THESE PRESENTS: ‘This Deed of Restrictions and Covenants (“Deed”) of the First Philippine Industrial Park executed this__day of 199_by: FIRST PHILIPPINE INDUSTRIAL PARK, INC. a corporat established and existing under the laws of the Philippines, with office address at Units 703 and 704, 7th Floor Taipan Place, Emerald Avenue, Pasig City. represented hercin by its President, HECTOR Y. DIMACALI. and hereinafter referred to as "FPIP* to All future purchasers, locators, and lessees of lots in the FIRST PHILIPPINE INDUSTRIAL PARK located at Barangay Santa Anastacia, Municipality of Santo Tomas, and Barangay Ulango, Municipality of ‘Tanauan, both in the province of Batangas. WITNESSETH: That - WHEREAS, FPIP is the owner and developer of the real property known as the FIRST PHILIPPINE INDUSTRIAL PARK (“PARK”) located at Barangay Santa Anastacia, Municipality of Santo Tomas, and Barangay Ulango, Municipality of Tanauan, both in the province of Batangas. WHEREAS, in order to establish 2 general plan for the improvement, utilization, and development of the PARK, FPIP desires to impose mutually beneficial restrictions and covenants for the benefit of all the future purchasers, locators and lessees of the lots in the PARK, which restrictions and covenants shall be enforced in accordance with the terms of this Deed; WHEREAS, one of the basic and essential conditions or terms for the perfection of the sale, lease, or transaction with the future purchasers, locators and lessees of any property in the PARK is its consent to or agreement with the terms and conditions herein; NOW, THEREFORE, FPIP hereby declares that all the property subject to this Deed be held and shall be held, conveyed, hypothecated, encumbered, leased, rented, used, occupied, and improved subject to the following protective conditions, restrictions, limitations, and easements, all of which are declared and agreed to be in furtherance of @ plan for the subdivision, improvement and sale of the property and are established for the purpose of enhancing and protecting the value, desirability, and attractiveness of the property and every part thereof. All such protective covenants, conditions, restrictions, limitations, and easements attached to the land and any and all improvements shall remain in full force and effect for the term established herein. Ref. No. OOFDeed of Restriction and Covenants Article 1 GENERAL PROVISIONS 1 Establishment of Restrictions FPIP hereby declares that the PARK is now held and shall thereafter be held, transferred, sold, leased, conveyed, possessed, and occupied subject to the restrictions herein set forth, each and all of which are for, and shall inure to the benefit of, and pass with each and every parcel of the PARK; and shall apply to and bind each and every Locator, his/ts heirs, assignees and successors-in-interest 2 Purpose of this Deed ‘The purpose of this Deed is to ensure proper and effective use, possession, and development of the PARK to protect the owner of each parcel of land and improvements against improper use and development as this will or might depreciate the value of the land or interfere with the beneficial use and enjoyment thereof, to secure and maintain proper setbacks from roads, to prevent haphazard, unsightly or hazardous improvements, and in general, to adequately provide for planned use and development of the PARK in accordance with the terms hereof. For purposes of this Deed, the following definitions shall apply: 3.1 “Common Areas and Facilities” - Areas and fecilities within the PARK which may include main, secondary and minor roads, drainage system, street lighting system, traffic control systems installed by FPIP, fire hydrant system, perimeter fence, service support building , main gate(s), PEZA gate(s) and such other areas, structures oF facilities not designated as privately owned by FPIP, as well as the equipment, machinery and personnel used or employed in connection therewith. 3.2 “Control Pit” — Shall mean waste water service connection and sampling/measuring structure as illustrated in Exhibit 6. 33 “DENR® - Department of Environment and Natural Resources, 3.4 “Floor-to-Area Ratio" - The ratio of total floor space within the perimeter of the permanent external building walls to the total area ofthe site. 3.5. “FPIP" - The First Philippine Industrial Park, Inc., its representatives, its successors, transferees, designees and assigns under Section 2 of Article VIL below. 3.6 "Improvement" - Any building, outbuilding, paved parking area, loading or unloading area, trackage, fence, wall, pole, sign, and any other structure of any kind upon the land, and any landscaping or planting. Ref. No. O01 Page 2 of 31Deed of Restriction and Covenants 3.7 "Locator" - Purchasers, occupants, lessees and any of their successors, transferees end assigns in the PARK, including FPIP, as regards unsold but developed parcels of land 3.8 “Main/Secondary/Minor Roads” ~ Main road refers to roads with a forty (40) meter right of way. Roads with a thirty-one (31) meter and twenty-three (23) meter right of ways are refered to as secondary. All other roads are referred to as minor. 3.9 "Protective Controls" - The restrictions embodied in this document. 3.10 "Roadside" - Any property line ofa Site adjoining any road. 3.11 “Services - Shall mean works and undertakings performed by FPIP, its assigns ‘and designees which include security, fire prevention and control, community and industrial relations, administration and maintenance of the PARK, and such other activities designated by FPIP. 3.12 “Service Support Building” - Shall mean the structure designated by FPIP as the main facility for security and fire prevention and control 3.13"Setback - A minimum distance from the property line within which no building, structures are to be constructed, except those specifically allowed. 3.14"Sethack Li a Site. ‘Aline defined by the setback lying parallel to a property line of 3.15 "Site" - All contiguous land within the PARK that is under one ovmership or lease or possession 3.16 “Ut like. /” ~ Shall include water, power, gas, telecommunication systems and the 3.17 “WWTP" - Waste Water Treatment Plant. 4 Compliance with Government Rules and Regulations 4.1 The Locator shall conform with the laws and regulations of the Government ‘of the Philippines and the relevant authorities in case such laws. and regulations are stricter than the terms and conditions under this Deed 42. Even if there is no stipulation under this Deed, the Locator shall observe all existing laws and regulations of the Government of the Philippines and the relevant authorities re ell OPERATIONS AND USES 1 Permitted Operations and Uses ‘The operation and use of the Site and any Improvement thereon shall be restricted to such activities as science and technology-based and light to medium non-polluting, Ref. No. 001 Page 3 oF 31Deed of Restriction and Covenants ‘manufacturing operations, including support industries as well as engineering, and research activities. However, FPIP may permit warehousing activities, or such educational, etal or commercial operation or other service or utility establishments as may be expressly approved by FPIP in writing which, in the sole opinion of FPIP, may be of service to, and in harmony with, a quality park use or development. 2 Specific Prohil ions 2.1 General industrial activities allowable on the Site must be confined within a building or buildings. It should not create nor emit excessive noise, electro- mechanical disturbance, electro-magnetic disturbance, dust, vapor, ash, soot, smell, grit, smoke, vibration, or the emission of odorous, toxic or noxious matter to the surrounding environment nor contain a high hazard potential due to the nature of the products, materials, and/or processes involved. 2.2. The Locator shall not perform anything nor operate anything within its Site or any part thereof, which, in the sole opinion of FPIP, may be or may become a ruisance, or annoyance, or cause damage, of inconvenience to FPIP, to the neighboring Locators, or neighboring premises, 23. No portion of the Site and any Improvement thereon shall be used in such a way as to violate or constitute @ violation of the law on nuisance or to violate any or all performance standards, regulations and requirements of the DENR and other ‘concerned government regulatory agencies relevant to public health, safety and the general welfare or any ofthe provisions herein. 24° The following operations and uses shall not be permitted on any Site within the PARK 24.1 Junk yard ‘A facility devoted for the gathering and storing of discarded and used machinery, equipment, tools and such other similar items whether for sale or otherwise. 242 Slaughter House A slaughter house for animals such as oxen, buffaloes, pigs, goats, poultry, or sheep. 243° Poultry Raising ‘A facility for raising chickens and/or ducks and other poultry. 244 Asbestos Products ‘A facility devoted to any work related to asbestos. 245 Cement ® ‘A facility for the production of any kind of cement, fabrication of ‘cement based products, and any other similar activities. Ref. No. 007 Page 4 of 31Deed of Restriction and Covenants 246 247 248 249 2.4.10 2A 24.12 24.13 24.14 24.15 24.16 Dangerous Chemicals ‘A facility for the production of dangerous or hazardous chemical Products, substances or raw materials, fertilizer, or pesticide, the production of which uses poisonous raw materials or products Explosive Chemicals and Fireworks A facility for the production and/or assembly of ammunit explosives, fireworks, and/or matches, ‘Metal Factory A basic metal plant intended for smelting rolling, and the like. Peas 7 Petroleum, asphalt, fuel, and cooking gas refineries. Pal ill AA pulp and paper mill, but not a facility producing products made of paper. ‘Logs and Lumber A facility for conversion and/or processing of logs into lumber. Rice Mill A facility for milling, threshing, and/or polishing of rice. Mill A facility producing sugar from sugar cane and other plants. Dyeing A facility for tanning and dyeing of leather, plants, plant fibers, or wool and the like, Blasting and Quarrying AA facility in the business of blasting or crushing of rocks, excavation or dredging of gravels and sand or clay, screening or sorting of gravels (or sand or quarrying of sand. :ntertainment No entertainment spots such as cabarets, night clubs, gaming centers and the like shall be established and located in the PARK. The ‘operation and location of restaurants, shops, recreational and/or sports, facilities shall be subject to prior written approval of FPIP. Ref. No. 007 Page 5 of 31 %Deed of Restriction and Covenants 2.4.17 Animals No animals shall be kept inside and outside the Site other than what may be required for the Locators in-house research purpose and for FPIP’s security use, in any event prior written approval from FPIP shall be necessary. 2.4.18 Residential Use ‘Any Improvement or a portion thereof within the Site, except those provided for by FPIP or its assignee, shall not be used for residential purposes except in instances wherein security guards, watchmen, maintenance shift personnel, and other similar persons need a temporary place to sleep in subject to prior written approval of FPIP. 2.4.19 Similar Operations or Activities Any other operations, activities or facilities which, in the opinion of PIP, should not be permitted to be located in the PARK because of its objectionable elements or would not be consistent with the general plan and purpose of the PARK. 3 Specially Permitted Operations and Uses 3.1 The Locator shall settle and solve any claim in connection with the occupation and use of the Site and the Improvements erected thereon at its cost and responsibility, if raised by any locator in the PARK or any other third party However, should the Locator have any objection to the occupation and use of any of its neighboring premises, it should settle the matter by consulting with the user/owner of the said premises. In all cases, the Locator shall hold FPIP free and harmless against all inconveniences and claims. 3.2. The Site shall not be used other than for the construction of the Improvement and the conduct of the authorized operations of the Locator. Following the ‘completion of construction of the Improvement, no new structure, permanent ‘or temporary, may be erected on the Site, nor any change be made in the structure of existing Improvement, without the prior written approval of FPIP. 43. Operations and uses which are neither specifically prohibited nor specifically authorized by this Deed may be permitted in a specific case if duly approved in writing by FPIP. Approval or disapproval shall be based upon consideration of the objectives of the PARK and the effect of such operation or uses on other property or parcels of land subject to this Deed and upon the ‘occupants thereof, ARTICLE PROTECTIVE CONTROLS ON CONSTRUCTION OF IMPROVEMENTS ‘Any and all improvements in the PARK should be made in accordance with existing laws, codes, and rules particular to the following trades, namely, civil, structural, architectural, electrical, mechanical, sanitary and safety. In addition, the provisions of Articles TV and V herein shall be complied with. Ref. No. 001 Page 6 oF 31 »Deed of Restr tion and Covenants 1 Pre-Construction Requirements uw Submission of Plans Lt ‘No improvement shall be erected, placed, moved onto, or permitted to remain on the Site, nor shall any existing improvement upon the Site bbe altered in any way which materially changes the exterior appearance thereof, unless complete plans thereof, shall have been submitted to and approved in writing by FPIP. ‘The plans and specifications (“Plans”), which shall be accompanied by written request for approval, shall include the following: 1.1.2.1. A General Plan consisting of plans, sections, and elevations, including a specific plan showing the structural design for the entrancelexit gate in order to provide adequate protection of the sidewalk and buffer zone. Since the utility lines such as, the water distribution lines, industrial gas lines, electrical power distribution lines, communication lines and storm drainage Tines will all be located under the sidewalks, the locator shall submit deteiled plans as to how the portion of the sidewalk on which it will erect its entrance and exit gates will bbe constructed 1.1.22 Working Drawings showing architectural details of the plans, sections, and elevations 1.1.23. Exterior color scheme 1.1.24 Plot plan with reference to the Site and to structures upon adjoining sites 1.1.2.5. Grading plan for the Site 1.1.2.6 Any other designs, drawings, plans or documents that FPIP ‘may reasonably require 1.2 Review and Approval by FPIP 121 12.2 FPIP shall review the Plans submitted by Locators and determine its ‘compliance with the Protective Controls in this Article, the suitability ‘of materials to be employed in construction, the soundness and attractiveness ofthe structural and aesthetic design, and the appearance ‘of the Improvements proposed. Approval of the plan shall not be ‘unreasonably withheld by FPIP. FPIP. may disapprove the proposed Improvement when in its judgement the same is inharmonious with the general plan of improvements of FPIP, or when such plans and specifications submitted fail to include such information as FPIP may reasonably request, or of any other reasonable objection to such plans and specifications Ref No. 007 Page TorsDeed of Restriction and Covenants 14 1.2.3 Approvals of the Plans shall be made in writing and shall bear the signature of the officer(s) of FPIP (“Manager(s)") duly authorized by its President and/or General Manager to approve such plans and specifications. Any certifications required by the Locator for the ‘completion of any Improvement and its compliance with the Protective Controls in this Article must also bear the signature of the Manager. 1.2.4 Upon approval by the Manager(s) of the Plans for construction or alteration of any improvement, an approved copy shall be deposited for permanent record with FPIP, and another approved copy shall be returned to the Locator. 1.25 Any changes, modifications, or revisions to the Plans made subsequent to the submission thereof must be approved in writing by the Manager(s). 1.2.6 If FPIP fails to either approve or disapprove the Plans within a reasonable time not exceeding forty-five (45) calendar days after submission, the Locator may advise FPIP in writing of such failure and if within fifteen (15) days from the date of such advice no action has been taken, approval shall be deemed to have been given provided all other requirements contained herein shall have been complied with; and provided, further, that the Plans are consistent with and comply strictly with the Protective Controls inthis Article. Neither FPIP nor its successors or assigns shall be lable to the Locator, or to any occupant of the property or parcel of land and/or improvements affected by the Protective Controls in this Article, by reason of approval or disapproval or of any failure to approve or disapprove the Plans. Plans submitted are examined only for aesthetic appearance and compliance with the Protective Controls in this Deed and not for engineering or architectural sufficiency. ‘Accordingly, the Locator shall hold FPIP free and harmless from any and all claims arising from any damages or defects on any Improvement introduce by the Locator. Prior to the Locator’s performance of all its obligations as contained in this Deed, FPIP shall have the right and power to enter upon any Site, o view the state and progress of the construction of the Improvement, to inspect and test, the materials and workmanship in connection therewith, and for any other reasonable purpose, including the construction and installation of common waste water discharge pipelines, open ditches, pipes and cables on or leading. from any adjoining or neighboring land of the Locator, as may be required by FPIP at all reasonable times To secure faithful compliance with the obligation to submit the Plans and Specifications and to construct and complete the improvements set forth in Deed, the Locator shall furnish FPIP a surety bond, with the Locator as principal, FPIP as obligee, and any surety company acceptable to FPIP as surety in an amount equal to two and a half percent (2 % %) of the projected construction cost. The surety bond or undertaking may be cancelled or discharged upon the certification by the Locator that the Plans and Specifications have been submitted and the Improvements have been completed in conformity with this Deed. In case the Locator fails to comply with its undertakings without justifiable cause and such failure to comply by Ref No. 001 Page 8 oF 31 \aDeed of Restriction and Covenants the Locator is not remedied within sixty (60) days from receipt by the Locator ‘ofa written notice specifying such failure, the surety bond shal be forfeited in favor of FPIP, 2 During Construction 24 Commencement of Construction 24d Building construction shall start within tweive (12) months from the date of purchase or lease of the Site. Should there be any delay in the start of construction, the Locator shall inform FPIP in writing stating the reasons) for the delay and the new date when construction is scheduled to commence. Should there be any delay beyond the twelve (12) month period herein provided for the commencement of the building construction, FPIP reserves the right, at its sole and exclusive option, to declare the Locator in default of this construction clause and cancel the purchase ‘or the lease of the Site, and return any amount due to the Locator from the purchase price paid for the Site. The amount to be returned shall bbe limited to the amiount paid by the Locator and shall not include any terest whatsoever, less any and all expenses or damages arising out of or in connection with or resulting from the violation pertinent hereto. ‘The construction schedule shall be submitted to FPIP for recording and compliance monitoring. The construction schedule shall be strictly, diligently, and faithfully complied with by the Locator. ‘After commencement of construction of any structure or Improvements, the work thereon shall be diligently pursued until completed. The Locator undertakes to secure all permits, licenses and authorizations necessary for the construction of its Improvements and its eventual operations, ~ 22. Protective Controls While Constructing 221 222 223 224 The Locator shall require all of its contractor(s) on the Site to have adequate insurance coverage against fire and accidents. The Locator frees FPIP against any and all claims and damages as a result of fre(s) andlor accidents) which may occur atthe Site. ‘After commencement of construction of any improvement, the Locator ‘and all of its contractor(s) shall proceed diligently to complete all work required in a “first class” workmanlike manner. No excavation shall be made except in connection with the construction of an Improvement and, upon completion thereof, ‘exposed openings shall immediately be backfilled and levelled, ‘The Locator shall undertake to prevent the incidence of dropping of earth, sand, and the like by and from earth moving vehicles. In the Ref Na. O07 Page 9 of 37 *Deed of Restriction and Covenants event that any dropping of earth, sand and the like occurs onto the common roads/public utilities inside the PARK, such earth, sand and the like shall be removed promptly by the Locator at its own expense to the satisfaction of FPIP. Otherwise, FPIP may cause the removal of the same at the expense ofthe said Locator. 2.2.5. The Locator shall ensure that no obstruction is caused to any common streetpublic utility in the PARK during the course of its construction ‘work 22.6 Temporary buildings or structures shall not be permitted on the Site except if these are to be used for construction purposes during the construction period of an Improvement. Such structures shall be located in the Site as inconspicuously as practicable and shall cause no inconvenience to the neighbors or the neighboring premises, and shall be removed not later than thirty (30) calendar days after the date of substantial completion of the Improvements in connection with which the temporary buildings or structure were used. Otherwise, FPIP may cause the removal of such temporary buildings or structures at the expense of the said Locator. 22.7 Temporary officeaccommodation at worksites shall be provided with adequate self-contained sanitary utilities 228 The Locator shall not at any time keep, manufacture, nor permit, or suffer to be deposited, or manufactured within the Site any building or other construction materials except those that are actually requi for the Improvement to be erected on the Site in accordance with this Deed 22.9 The Locator shall immediately cause the removal of all materials brought in the Site, or used, or installed in any of the Improvements which are considered as construction waste or debris 2.2.10 During the construction period, the Locator may make temporary use of the land adjacent to the Site, neighboring road or footpath, and/or the neighboring land to be used as road or footpath, only after ‘obtaining the prior writen approval of FPIP and any concemed owner- locator. However, the locator if given the approval, shall undertake to restore, repair, clean and level the said land in accordance with the instructions indicated in the approved notice. 2.2.11 Removal of Earth 2.2.11.1 The Locator shall not fill up the Site without prior written approval from FPIP. 2.2.11.2 The Locator shall not make holes or puddles by digging in the Site, unless there is a technical need and it obtains prior written approval from FPIP. 2.2.1.3 The Locator shall not sell or remove or dispose of any earth, clay, gravel or sand from the Site except when necessary for Ref. No. 007 Page 10 of 31 ®Deed of Restriction and Covenants building the Improvement and with prior written approval fiom FPP. 2.2.12 The Locator shall take all measures to indemnify FPIP against all Proceedings, claims, costs and expenses which FPIP may incur or for which FPIP may be held liable as a result of any act, neglect or default ‘of the Locator, his employees, contractors, agents, or their respective employees. 22.13 ‘The Locator shall perform its works in conformity with the provisions of any applicable law and regulation 3 Completion of Construction 3.1 Delays in Completion 3.1.1 Should there be any delay in the schedule of completion of ‘construction as indicated in the construction schedule submitted to FPIP, the Locator shall inform FPIP in writing of the same, stating the valid reason(s) for the delay and indicating therein a new completion schedule, 3.1.2. Should there be any further delays in the completion of construction beyond the new schedule, FPIP has the sole and exclusive option to declare the Locator in default of the conditions of the purchase or lease ‘and to exercise ary or all of its rights and/or remedies under Article VI hereof. FPIP may at its sole option rescind the purchase or lease or such other transaction with the Locator and return the amount paid by the Locator less or net of all expenses and damages suffered by FPIP arising out of or in connection with the breach or violation of the Locator and without interest to the Locator. 3.1.3 In addition, the Locator shall forfeit the unfinished building(s) and all other structures on the Site in favor of FPIP. Expenses incurred in the construction thereof shall be the sole liability of the Locator. The Locator shall vacate the Site within fifteen (15) calendar days after receipt of a Notice of Default from FPIP. Should FPIP be unable to serve such a Notice of Default to the Locator due to the absence of the Locator or its assigns, or for any reason whatsoever, FPIP shall affix several copies of the Notice of Default on prominent surfaces of the unfinished Improvement(s) on the Site and, after fifteen (15) calendar days thereof, FPIP shall be free to assume possession of the Site and the unfinished Improvement(s). FPIP may require the complete removal of the building or structures found at the Site at the sole expense of the Locator. 3.2. Requirements Upon Completion \ 3.2.1 The Locator shall, at its own expense, remove all buildings and other ‘materials and whatever waste from the land, road or footpath temporarily used in accordance with the preceding paragraph, as soon 4a the Improvement herein agreed to be erected is completed. "\ Ref No. 007 Page 11 of 31Deed of Restriction and Covenants 322 323 3.24 3.25 shall notify FPIP in writing of the same for final approval. In case the Improvement is found to have been constructed not in accordance with the drawings and specifications previously approved by FPIP, the Locator shall immediately correct the deficiencies noted ‘without any objection prior to final inspection and approval of FPIP. ‘The Locator shall keep FPIP indemnified and held free and harmless against any and all claims, liabilities, and other payments whatsoever which, during the progress of its works, may become payable in respect of the said works by the Locator. ‘The Locator shall also settle and pay all claims, assessments and any ‘outstanding that may be chargeable upon FPIP now or at any time thereafter under any law or regulation with regard to and in connection with the Site or any Improvement thereon, Article IV PROTECTIVE CONTROLS ON ‘SPECIFIC IMPROVEMENTS 1 Setback Lines ‘The Locator shall observe the following setback lines: For property lines that are fronting main Fifteen (15) meters from roads property line ofthe Site For property lines that are fronting Ten (10) meters from secondary roads property line ofthe Site For property lines that are fronting minor Six (6) meters from roads and on non-roadside setbacks property line ofthe Site No structure of any kind, and no part or projection thereof, shall be constructed closer (0 a property line of the Site than herein provided. The following structures and improvements are specifically excluded from these setback provisions: Pole lines Underground pipelines Conduits Landscaping Driveways, sidewalks and pavings Fences Roads and alleys Guardhouses solely for security purposes Parking spaces ‘Underground tank but not within six (6) meters from the property line Ref. No. O01 Page 12 of 31 ®Deed of Restriction and Covenants Elevated water tanks for fire fighting ‘To be set apart from property lines as follows: Facing main and secondary roads: 10 meters Others 6 meters ‘© Electrical vault rooms to house electrical service entrances 2 Landscaping 2.1 The Site shall contain aesthetically suitable landscaping. The Locator shall be responsible for landscaping the Site and the maintenance thereof. 2.2 Landscaping shall commence within ninety (90) calendar days of occupancy ‘or completion of the Improvements whichever occurs first 23. Any side of the property facing a road shall be landscaped along its length. ‘The total landscaped area from the property line shall be at least four (4) meters in width all along the length ofthe road.. Should the Locator choose to have a roadway fence, the landscaped area should be atleast two (2) meters in width from the edge of the property line to the fence and at least two (2) meters in width from the fence inwards, Structures allowed to be placed within the setback area as set forth in Paragraph 1.2 of this Article shall be allowed on the landscaped area facing the road provided that 65% of the area is kept free of any structures. 24 The entire area between the property line and the building of any Improvement shall be landscaped with an effective combination of trees, ground cover and shrubbery. All unpaved areas shall be landscaped in a similar manner, 2.5 All lawns and any undeveloped areas shall be maintained in a weed-free condition and shall be properly landscaped. 26 No fivit trees shall be used for landscaping and planting except in areas specifically designated by FPIP. 2.7 Al landscaping components on the Site shall be maintained in a well-kept condition. Without limiting the generality of the preceding, such maintenance shall include the performance of all necessary maintenance of all landscaping, items including, but not limited to, the trimming, watering and fertilization of all grass, lawns, ground cover, hedges, planting, shrubs, trees and other landscaping. 28. If in the opinion of FPIP, proper care and maintenance of any landscaping area is not being exercised, FPIP may, upon having first given fourteen (14) calendar days notice in writing to the Locator, take such steps to correct such improper maintenance, atthe expense ofthe Locator, as in its sole discretion, it may deem reasonable and necessary 3 Site Entrance and xt Ye 3.1 In general, site entrances and exits shall be allowed only at the secondary roads. The exception to this rule is if the Site of the Locator does not have any access to a secondary road. Ref. No. 007 Page 13 of 1and Covenants 3.2. The number of entrance and/or exit gates that are allowed for each Locator's Site are as follows: For lot areas which are less than thirty Maximum of two (2) thousand (30,000) square meters entrancelenit gates For lot areas which are thirty thousand Maximum of three (3) (30,000) to seventy thousand (70,000) entrancelexit gates square meters For lot areas which are more than seventy Maximum of four (4) thousand (70,000) square meters centrancelexit gates 3.3 In consideration of the underground electrical cables, telephone cables, water pipes and such other wires, cables and pipes, the Locator shall consult with FPIP for the location and specifications of all entrance. The Locator shall not divert existing utility services such as pipes, cables and the like (if any) without prior written approval of FPIP and other relevant authorities. Upon completion, the Locator shall reinstate any road, roadside curb, open ditch, turfing, cable, underground pipe and all other infrastructure damaged by the Locator andlor its subcontractors to the satisfaction of FPIP and the relevant authorities. 3.4 The Locator shall refer to Exhibit 1 to identify the prohibited area for construction of entrance(s) tothe Site. To ensure a safe and efficient flow of traffic, construction of entrance(s) to the Site along the highlighted area in Exhibit 1 is prohibited, In addition to these prohibited areas, the Locator is also prohibited to construct entrance(s) within five (5) meters from the border of neighboring premises. 4 Building 4.1 Maximum Building Area and Height 4.1.1 The total building coverage or building “footprint” shall not exceed sixty-five per cent (65%) of the total area of the Site. The maximum permissible floor-to-area ratio shall be 2.5 t9 1 4.1.2 The maximum building height shall be fileen (15) meters vertical distance from the established ground elevation to the highest point of the roof. However, buildings in excess of fifteen (15) meters in height may be allowed with prior written approval of FPIP in specific cases such as where they are intended for processing operations, the nature of the process flow or operations of which requires a building height in excess of fifteen (15) meters and the floors of such process buildings are not intended to house a relatively large number of workers or labor intensive processing operations. The locator shall observe the rules ® and regulations of the Air Transportation Office. 4.2 Exterior walls shall be of masonry construction, unless a different material is specifically approved in writing by FPIP. Ref. No, 007 Page 14 of 31Deed of Restriction and Covenants 43 44 All building exteriors shall be properly maintained by the Locator at all times including periodic painting, if painting is customary with respect to the ‘exterior construction materials employed for the building Architecturally and aesthetically suitable building materials shall be applied to or used on all external sides of the Improvement which are visible to the general public and shall be harmonious and compatible with colors of the natural surroundings and other adjacent structures 5. Parking 51 52 53 34 On-street parking shall not be permitted at all times on all roads and roadways within the PARK. The Locator shall provide adequate parking areas for its tenants, visitors, and occupants parking on the Site. Parking areas shall be paved to provide dust-free all-weather surfaces. Each parking space provided shall be clearly designated by lines painted on the paved surface. Open spaces on the setback areas can be utilized for parking spaces for shuttle buses for the Locator's employees/workers. However, should the Locator ‘wish to construct a roof system on the parking areas, the restrictions as to the Minimum Setback Line as stated in Section I of this Article will have to be observed Passenger and/or cargo Icading or unloading on roads and roadways shall not be permitted at all times. ‘The Locator shall provide adequate internal roads and driveways on the Site for this purpose and such internal roads and driveways shall be paved to provide dust-free all-weather surfaces. ‘Any and all penalties and expenses arising out of or in connection with any violation ofthe provisions herein shal be for the account ofthe Locator. 6 Fencing 6.1 Rondway Fences 62 6.1.1 The maximum height of fences along roadways, if any, shall be two (2) meters from ground level or road level whichever is higher. 6.1.2 Fences along roadways, if any, shall be ‘open-type fences made of painted wrought iron bars or galvanized chain-link fencing material framed with galvanized pipes, and other similar types of fences. These roadways fences shall be kept upright by galvanized pipes or similar ‘materials anchored to the ground with the appropriate concrete footing riot higher than thinly (30) centimeters from ground level. Solid ‘masonry zocalo, if any, shall not be higher than thirty (30) centimeters from ground level 6.13 No concealing fences such as bamboo, wooden and concrete blocks shall be erected at the front of all properties facing the roads. Fences Between Lots 6.2.1 The location of the fence facing the neighboring premises shall be within the Locator's Site. \ a Ref. No. 007 Page 15 of 31Deed of Restriction and Covenants mM 12 622 623 is ‘The fence between lots shall be of identical make and height as the roadway fence for the following length from the roadway fence along, the property line: From main roads Fifteen (15) meters from property line of the Site From secondary/minor roads Ten (10) meters from property line of the Site Beyond the requirements stated in Section 6.2.2 of this Article, the Locator can build an appropriate fence of its choice subject to the following conditions: 6.2.3.1 In general, non-concealing fences are recommended. In case the Locator wishes to erect concealing fences, it may do so provided that it observes the requirements of Section 6.2.2 of this Article. 6.2.3.2. Such fences between lots shall not be less than two (2) meters in height and shall be of materials acceptable to FPIP, plastered finish or painted where appropriate, and based on aesthetic standards. For example, barbed wires will not be allowed 6.2.33 Solid masonry for fences between lots may be required by FPIP to protect the security, safety and health of the ‘operations, personnel and properties of the neighbouring lot(s). Open-type fences may be installed on top of the solid ‘masonry fence, ifthe Locator so desires Signs or other advertising devices shall not be permitted without specific ‘written approval of FPIP and, if required, by any relevant authority. cligible for approval will be only those identifying the name, logo, business and products of the Locator. Signs shall not be permitted to extend above the top of the building to which they are affixed or placed on. No signs shall be erected or maintained within the Site except in conformity with the following 724 122 123 Signs visible from the exterior of the Improvement may be lighted, but ‘signs or any other contrivance shall not be devised or constructed 50 as to rotate, gyrate, blink or move in any animated fashion. No signs shall be located closer than five (5) meters to any neighboring premises. Directional signs outside the Site may be permitted upon review and approval of FPIP. Ref. No. 001 Page 16 of 31 aDeed of Restriction and Covenants 7.2.4 The location, type, size, design and material of all signs shall be approved by FPIP and, if required, by the relevant authorities. 7.2.5 ‘Temporary signs ate allowed during the construction period only provided the Locator seeks the prior written approval from FPIP and, if necessary, from the relevant authorities. Exterior Lig 8.1 All electrical tines for exterior and security lighting shall be located underground and shall be designed, erected and maintained in accordance ‘withthe drawings and specifications duly approved in writing by FPIP and the relevant authorities. All exterior and security lighting shall be compatible and harmonious with the Improvement. Outside Storage and Loading Docks 9.1 No storage shall be allowed on the roadside setback. All outside storage shall bbe paved and visually screened fiom the road(s). Screening plans and specifications shall be submitted to FPIP for approval in the manner provided in Article 11 Section 1 hereof, 92. Loading and unloading docks shall be set back to minimize their visibility from the main access road. In no event shall loading docks be situated in such ‘a manner as to cause or would obstruct the proper flow of traffic on any road that provides access to a site, Neither will any loading or unloading activity be allowed to take place within the setback areas defined in Section 1 of this Article. Water Requirements 10.1 The Locator shall not be allowed to extract any water supply well on at portion of its Site or the PARK other than the water supplied by FPIP. This ‘notwithstanding and subject to FPIP’s terms and conditions, FPIP may allow a Locator, desiring to purchase or actually purchases 20 hectares or more, to provide its own water well if the same is requested and justified, and prior written approval of the plans, proposed locations and specifications are secured from FPIP. . 10.2 Direct pumping of water by Locator from water mains will not be allowed. All water requirements shall be drawn through the water system authorized by FPP. 103 The supply of water tothe Site is designed based on the average flow rate of twenty-four (24) hours availabilty. Therefore, iti highly recommended that Locators install the necessary water storage tanks sufficient for their water needs at any given time 10.4 Transport of water from the Site as well as from the PARK will not be allowed. Water supplied within the PARK shal be for the exclusive and sole Use of the Locators of Sites within the PARK. 10.5 All industrial water supplies are metered. FPIP shall supply all water meters subject to reimbursement of actual cost by Locator. At any time, FPIP shall x Ref. No. OOF Page 17 of 31Deed of Restriction and Covenants have the right to inspect all water meters and approve/disapprove any repairs and/or replacements thereof. Service connections to be observed are shown in Exhibits 2a and 2b, Repairs, maintenance and/or replacements of water meters shall be done by FPIP’s authorized repair and service company. Such repairs and/or replacements shall thereafter require calibration by FPIP or its authorized service company. Inno event shall any water meter be replaced by any kind of meter except as supplied by FPIP. All expenses for repairs, replacements, services, calibration and other costs as herein discussed, shall bee for the account ofthe Locator. 10.6 If the repair of water meters takes more than one (1) day, FPIP may supply temporary water meters forthe duration of such repair or replacement. Water consumption in such event and in instances where actual water consumption can not be determined due to the repair or damaged water meter, the computation for the water consumption for that particular month shail be based on the average deily water consumption of the immediate preceding ‘month or the current water reading as reflected in the water meter, whichever is higher. 10.7 FPIP shall exert its best efforts at all times to provide the Locators with an adequate supply of industrial water. However, the Locator shall not hold FPIP responsible for any loss or damage incurred by the Locator due to any discontinuation of industrial water supply. 10.8 In extreme and emergency cases, FPIP may, at its sole discretion, allow the transport of water inside the PARK. 10.9 The quality of industrial water supplied by FPIP is not for drinking purposes but for industrial purpose only. inistr ion, Security and Safety Measures 11.1 The Locator shall install Occupational Safety Measures and Devices suited for the operation of its plant and/or factory. 11.2 The Locator shall install an effective building Fire Alarm System for each building located within each Site. The Locator shall observe existing laws and regulations with regard to fire prevention and safety measures. 113 All buildings shall be equipped with a property designed lightning arrester. 11.4 The Locator shall hold FPIP, its assigns and designees, free and harmless against any claims and damages or loss resulting from the use and operation of the PARK’s fire fighting equipments, security, its personnel and other pommee 85 | steer nder 58) Shales To ROAD soul 2.0m 150M EXISTING GROUND, purcer zone _| AT PLANTING STRIP REINFORCED CONC. PIPE ‘sToRM SECTION . DRAINAGE SERVICE CONNECTION Flow ——P = AD To ORANAGE MANHOLE}— Pe -OWER MAN UNES: O- 18 e® PLAN (FOLD-OUT) | { oe EXHIBIT 4 8°90 S 3 | O@ eo Power eve END CAP Sates 4.20 STs OUT 9.90 SECTION A-A SECTION B-B POWER SEPVICE CONNECTION To Locator Power MAN LUNESCOMMUNICATION MANHOLE. | couwrscanon PLAN (FOLO-OUT) nome Locar ‘coumunicaron: PUT CONCRETE. HAN MANHOLE OL 6 G4® STOR'S OPTION T0 DHOLE. Boe EXHIBITS ‘coumuNicaTiON MANHOLE To Locaror i) 9°@ od ee CCoMMUNIcATION MAN UNES IX communicanion PVC END CAP MAN UNES ‘sTue-oUT 1.204 oso SECTION A-A SECTION B-B COMMUNICATION SERVICE CONNECTIONRRR PSE ' ' vgoren \ eT ' ' tf H ' ' s iT so |! ' + | I i =< SECTION B-B wsronr ee CONNCETION LOCATOR'S LOT TO ROAD 250M som | Ka 0.90M STEEL cover — g ww Frou voexrors _ || = tor L i apt | scmcenon fo 5 amt BB ed 7 10 SEWER MANHOLE ELEVATION SECTION A-A WASTE WATER SERVICE CONNECTION & SAMPLING/MEASURING STRUCTURE i « EXHIBIT 6Annex C FIRST PHILIPPINE INDUSTRIAL PARK Schedule of Park Charges Effective: November 3, 1997 Water Charges First 25 cu. m/month 8,00/ cu, m. (minimum flat charge ~ 200 / month) Next 975 cu. mJ/month #8.90/ cu. m, Over 1,000 cu. m/month —B10.60/ eu, m Waste Water Charges Volume 85% of monthly water consumption Rate P9.50/ cu. m, (base rate) Minimum flat charge 'P5,000 per month Management Fee From signing of Contract, {o Sell until submission ‘of construction plans to FPIP for approval 0.55 per sq, m/ month (P6,60 per sq. m/ year) After submission of plans 1.10 per sq, m/ month (P13.20 per s9. m./ year) Community Relations Charges From signing of Contract to Sell until start of construction ‘50% of rate provided below From start of construction onwards, Full rate to be applied Up to 3 hectares 8,000 per month Beyond 3 upto 6 hectares 10,000 per month Beyond 6 upto I2hectares 14,000 per month Beyond 12 up to 20 hectares 20,000 per month Beyond 20 hectares 30,000 per month PEZA Fees and Other Government Charges (to be collected by FPIP in behalf of the government) Notes: 1. The above rates are subject to periodic review by FPIP management and may change depending on the overall economic condhvionsinflationary increases, any extraordinary expenses that may be incurred or upon any addition to park amenities. 2. The above rates are standard and will be collected from each and every locator of the Park.FIRST PHILIPPINE INDUSTRIAL PARK, INC. Water Charges Waste Water Charges Management Fee Community Relation (CR) Charges PEZA Fees and Other Government Charges Description of Park Charges Charges for the recovery of investment and expenses incurred in the development, construction, ‘management, operation and maintenance of centralized water distribution system. Charges for the recovery of investment and expenses incurred in the development, construction, management, operation and maintenance of centralized waste water system. Charges for expenses incurred in the operation and management of the park for activities such as, but not limited to, providing security, maintenance of roads and other common facilities of the Park, other administrative expenses incurred in operating and ‘maintaining the Park, and a reasonable margin to compensate FPIP as park manager. All cost of repairs, maintenance, improvements and additions to common facilities and activities of the park that cannot be covered by management fee collections shall be billed to locators through special assessments. Represents contribution of locator to CR common fund of Park that will be used for maintaining harmonious relations with the nearby communities. The fund will be used for special projects to be undertaken by FPIP ies within its vicinity and for any donations that it will make to these communities. for the commu The charges billed to locators are based on the initial programs of FPIP. Actual expenses incurred shall be borne by all locators through the CR common fund and to be supplemented by additional assessments to each and every locator if common fund is not sufficient Represent fees required by government agencies to be collected by FPIP in their behalf. Page 2 of 2