Land Title Act Section 219 Covenant EW086820

GENERAL INSTRUMENT - PART 1

1. APPLICATION: ARMSTRONG NIKOLICH Barristers & Solicitors

#300 - 1005 Langley Street Victoria, B.C. V8W 1V7 Telephone: (250) 388-6600

2. PARCEL IDENTIFIER(S) AND LEGAL DESCRIPTION(S) OF LAND:

   (PID)	(LEGAL DESCRIPTION)
   No PID No. (025 976 877 struck through)	Lot A, Section 98, Esquimalt District, Plan VIP 77258, except part in Strata Plan VIS 5568
   No PID No. (025 977 075 struck through)	Strata Lot 19, Section 98, Esquimalt District, Strata Plan VIS 5568

3. NATURE OF INTEREST:

   DESCRIPTION	DOCUMENT REFERENCE (page and paragraph)	PERSON ENTITLED TO INTEREST
   Section 219 Covenant	Entire Document	Grantee
   Priority over Mortgage No. EW42987 and Assignment of Rents No. EW42988	Page 8	Grantee

4. TERMS: Part 2 of this instrument consists of (select one only) (a) Filed Standard Charge Terms [ ] D.F. Number: (b) Express Charge Terms [X] Annexed as Part 2 (c) Release [ ] There is no Part 2 of this instrument

A selection of (a) includes any additional or modified terms referred to in Item 7 or in a schedule annexed to this instrument. If (c) is selected, the charge described in Item 3 is released or discharged as a charge on the land described in Item 2.

5. TRANSFEROR(S)/GRANTOR(S): Registered Owner: CHRISTOPHER DEVELOPMENTS INC. (Inc. No. 426427)

Chargeholders: HENRY JOHN DUFFUS and MAUREEN STUART DUFFUS

6. TRANSFEREE(S)/GRANTEE(S): (including postal address(es) and postal code(s)) THE TOWN OF VIEW ROYAL, 45 View Royal Avenue, Victoria, B.C., V9B 1A6

7. ADDITIONAL OR MODIFIED TERMS: N/A

8. EXECUTIONS: This instrument creates, assigns, modifies, enlarges, discharges or governs the priority of the interest(s) described in Item 3 and the Transferor(s) and every other signatory agree to be bound by this instrument, and acknowledge(s) receipt of a true copy of the filed standard charge terms, if any.

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SECTION 219 COVENANT

(Part 2)

THIS COVENANT dated for reference the [blank] day of June, 2004

BETWEEN:

CHRISTOPHER DEVELOPMENTS INC. (Inc. No. 426427) 1129 Wychbury Avenue Victoria, B.C. V9A 5K9 (hereinafter called the "Covenantor") OF THE FIRST PART

AND:

THE TOWN OF VIEW ROYAL 45 View Royal Avenue Victoria, B.C. V9B 1A6 (hereinafter called the "Covenantee") OF THE SECOND PART

WHEREAS:

A. Section 219 of the Land Title Act provides that a covenant in respect to the use of land or of a building or that land is, or is not to be built on, or that land or a specified amenity in relation to it be protect, preserved, conserved or kept in its natural state in favour of a municipality may be registered as a charge against the title to the land.

B. The Covenantor is the registered owner of the lands.

C. The Covenantee is a Municipality.

NOW THEREFORE in consideration of the sum of TEN ($10.00) DOLLARS, the receipt and sufficiency of which is hereby acknowledged, the Covenantor COVENANTS AND AGREES as follows:

1. In this Agreement: (a) "cut down" shall mean to cut down, remove or cause the destruction of a tree by any means, and includes the topping of a tree, but does not include normal pruning and maintenance. (b) "land" shall mean those lands lying and situate in the Town of View, Province of British Columbia, and more particularly known and described as: PID: No PID No. Lot A, Section 98, Esquimalt District, Plan VIP 77258, except part in Strata Plan VIS 5568 - and - PID: No PID No. Strata Lot 19, Section 98, Esquimalt District, Strata Plan VIS 5568 (c) "soil" shall mean soil, fill, sand, gravel, rock or other material of which land is composed. (d) "restricted area" shall mean that portion of the land to which this Conservation Covenant applies, and is described as: That part of the land lying within 15 metres of the natural boundary of Millstream Creek and/or Estuary (e) "tree" means any living, erect, woody plant. (f) "plant" includes all vascular and non-vascular plants, including without limiting the generality of the foregoing: (i) moss; (ii) lichen; (iii) tree seedings; (iv) grass; and (v) shrubs

2. Unless specifically defined in this Covenant, words and phrases herein shall have the same meaning as provided in the current Land Use Bylaw of the Covenantee.

3. The Covenantor shall preserve, conserve and keep the restricted area in a natural state, provided that the Covenantor shall not be restricted from constructing all such works and doing all such things on the restricted area as are necessary to ensure that it is safe and does not constitute a hazard.

4. The Covenantor shall not: (a) operate heavy equipment in the restricted area nor place, store or stockpile soil or building materials in the restricted area; (b) deposit or remove soil on or from the restricted area or alter the contours of the restricted area except for a purpose set out under paragraph 3. (c) cut down, remove, prune or damage any tree, shrub or plant growing on the restricted area, provided however, that the Covenantor may with the written permission of the Covenantee, cut down or prune any tree, shrub or plant: (i) which is dead, diseased, dying or hazardous to persons using the lands or neighbouring properties, or (ii) which is in poor condition, provided that any such tree removal shall be replaced with a replacement tree specified by the Covenantee. (d) construct, erect or place in, on or over the restricted area, any building structure or other improvement, including off-street parking areas. (e) carry out any drilling or blasting activities on, in or under the restricted area. (f) plant trees, shrubs, flowers, crops or other types of vegetation on the restricted area except species which are native to the restricted area. (g) alter, divert, fill, dam, culvert or pollute any natural water course, pond or wetland located on the restricted area except for a purpose set out under paragraph 3.

5. The Covenantor further agrees that: (a) no herbicides, insecticides or pesticides shall be applied or introduced on or to the restricted area. (b) the restricted area must not be polluted or contaminated by any matter. (c) there shall be no placement or storage of rubbish, ashes, garbage, waste or other foreign or manufactured material on the restricted area. (d) there may be no alteration or interference with the hydrology of the restricted area unless the prior written consent of the Covenantee is first obtained. (e) activity necessary for protection, preservation, conservation, restoration or enhancement of wildlife habitat and natural vegetation may be undertaken in the restricted area, but only with the prior written consent of the Covenantee, not to be withheld unreasonably. (f) no hunting, commercial gathering or trapping of wildlife, nor grazing of domesticated animals shall be carried out in the restricted area. (g) the Covenantor shall erect a fence constructed with solid wood or metal posts along the boundary separating the restricted area from the remainder of the lands prior to commencing any construction, development or excavating on the lands and shall keep the fence in place until the completion of the development except that where the Covenantor has obtained permission to carry out activities within the restricted area under paragraph 4, part of the fence may be temporarily removed to permit access to the restricted area for that purpose. (h) the Covenantor shall post a sign on the fence, of all weather material, stating "Restricted Area - No Entry" and shall keep the sign on the fence until the completion of the development.

6. Notwithstanding Sections 3, 4 and 5 of this Agreement, the Covenantor may remove non-native species of vegetation, other than trees, which are invasive.

7. In the event the Covenantor breaches any provision of this Covenant, the Covenantee may at its option, in addition to any other remedies it may have, do none or more of the following: (a) give notice in writing to the Covenantor to: (i) cease and desist breaching the covenant, or (ii) perform any positive obligations of the covenant either immediately or within a time period specified in the notice. (b) give notice in writing directing the Covenantor to restore or remedy the breach in accordance with the terms and directions set out in the notice and to carry out any restoration measures specified in the notice either immediately or within a time period specified in the notice. (c) if the Covenantor fails to comply with the direction contained in a notice under subparagraph (a) or (b) of this paragraph, the Covenantee may without further notice enter upon the lands and carry out the required work at the expense of the Covenantor. The Covenantor shall pay on demand all costs incurred by the Covenantee for labour, materials, administration and overhead in carrying out work under this provision.

8. It shall be the responsibility of the Covenantor to ensure that any person entering onto the lands with the permission or knowledge of the Covenantor does not contravene any provision of this Covenant and a breach of the Covenant by any such person shall be considered for all purposes as a breach of the covenant by the Covenantor.

9. In the event a tree, shrub or plant is cut down contrary to the provisions of this Covenant, the Covenantor shall: (a) forthwith plant a replacement tree, shrub or plant of the same species adjacent to the stump of the tree that was cut down; the replacement tree shall have a trunk diameter at breast height equal to that of the tree that was cut down or equal to the largest diameter for the replacement trees of the species available through nurseries in British Columbia, whichever is smaller. (b) during the three (3) year period following planting of the replacement tree, water, fertilize and maintain the replacement tree in accordance with sound arboricultural practices. (c) pay to the Covenantee forthwith an indemnity of FIVE THOUSAND ($5,000.00) DOLLARS for each tree or shrub cut down and ONE THOUSAND ($1,000.00) DOLLARS for each plant removed, killed or cut down as compensation for the loss of the natural amenity provided by the tree to the surrounding community.

10. No term, condition, covenant or other provision of this Covenant will be considered to have been waived by the Covenantee unless such waiver is expressed in writing by the Covenantee and the waiver by the Covenantee of any such term, condition, covenant or other provision will not be construed as or constitute a waiver of any further or other breach of that or any other term, condition, covenant or other provision of this Covenant.

11. Any person found by the Covenantee to be in contravention of any restriction outlined in this restrictive covenant shall pay a penalty to the Covenantee. This penalty shall be a minimum of TWO THOUSAND ($2,000.00) DOLLARS and shall not exceed a maximum of TEN THOUSAND ($10,000.00) DOLLARS, as determined by the Covenantee, for each incident of contravention. For the purposes of this section, removal or damage to a tree within the area affected by this restrictive covenant comprises one incident of contravention.

12. This Covenant extends to, is binding upon and endures to the benefit of the Covenantee and its successors, but only during their respective period of ownership of a fee simple estate in the lands.

13. If any section of this Covenant, or any part of a section, is found to be illegal or unenforceable, that part or section, as the case may be, will be severed from this Covenant, and the remainder of this Covenant will not be affected and will be enforceable to the fullest extent permitted by law.

THIS AGREEMENT and everything herein contained shall be binding upon the Covenantor and its successors and assigns and shall enure to the benefit of the Covenantee.

IN WITNESS HEREOF the parties hereto acknowledge that this Agreement has been duly executed and delivered by the parties executing Form C (pages 1 and 2) attached hereto.

CONSENT AND PRIORITY AGREEMENT OF CHARGE HOLDERS:

HENRY JOHN DUFFUS and MAUREEN STUART DUFFUS, being the holders of a Mortgage and Assignment of Rents charging the lands herein, for and in consideration of the sum of One Dollar ($1.00) paid to each of them by the Grantee (the receipt and sufficiency of which is hereby acknowledged), consent to the registration of the Covenants granted herein and agree that they shall have priority over such Mortgage and Assignment of Rents charges in the same manner and to the same effect as if they had been dated and registered prior to such Mortgage and Assignment of Rents charges, as evidence by the said HENRY JOHN DUFFUS and MAUREEN STUART DUFFUS signing the Form C attached hereto.

END OF DOCUMENT