20015 Camden Grandview Approval to PC Pkg 20180221

From:Minnich, Carolyn
To:"Smith, Will"; "Ralph McGee"
Cc:michael scott; Nicholson, Bruce; Liggins, Shirley; Wahl, Tracy
Subject:20050 Camden Grandview Approval to Public Comment
Date:Friday, February 16, 2018 11:33:00 AM
Attachments:20015 Camden Grandview Approval to PC Pkg 20180215.pdfimage003.png
Dear Mr. Smith:
Based on acceptance by the Prospective Developer of drafts of all four required brownfieldsdocuments -- the Notice of Intent to Redevelop a Brownfields Property (NI), Summary of
Notice of Intent to Redevelop a Brownfields Property (SNI), Notice of Brownfields Property(NBP) and the Brownfields Agreement (Exhibit A to the NBP) -- and DEQ's approval of the
plat component of the NBP, Prospective Developer may now proceed to the tasks required byNCGS § 130.310.34(a) in connection with the required public notice and comment period of at
least 30 days regarding the subject brownfields project. Those tasks are as follows:
1. Publish the approved SNI in a newspaper of general circulation serving the area in which
the brownfields property is located,
2. Conspicuously post a copy of the SNI at the brownfields property,
3. Mail or deliver the SNI to each owner of property contiguous to the brownfields property,
4. Provide a copy of the full NI to the local location where it will be available for public
review as stated in the SNI, and
5. Provide a copy of the full NI, consisting of the one-page NI and the NBP with its three
exhibits (the Brownfields Agreement, the survey plat, and the legal description), to all localgovernments having jurisdiction over the brownfields property.
Pursuant to NCGS § 130.310.34.(b), the public comment period shall begin followingcompletion of the above tasks. The NI and SNI, with a date filled in representing our belief as
to how long it will take you to complete those tasks by February 28, 2018, are attached hereto.The comment period shall not end any sooner than 30 days after you complete the tasks.
NCGS § 130.310.34(b) also requires the Prospective Developer to submit documentation ofthe public notices to DEQ prior to DEQ entering into a Brownfields Agreement. That
documentation shall be submitted by promptly providing to me, preferably [e-mail] or at Brownfields Program, 1646 Mail Service Center, Raleigh,
NC 27699-1646, the following:
· Affidavit of publication of the SNI from the newspaper or a copy of the SNI published in the
newspaper which shows the name of the newspaper and the date of publication,
· Photos of the SNI posted at the site, one close up to show the wording and one far enough to
show the posting location relative to the property,
· Copies of the cover letters and copies of the mailing receipts stamped by the post office or
copies of the delivery service receipts for the SNI sent to contiguous property owners,
· A letter confirming receipt of the full NI from each local government entity and the entitywhere the document will be available for viewing or delivery confirmation from the carrier
confirming such receipt by these entities.
Thank you for your attention to these matters. If you have any questions or require additional
information, you may contact me.
Carolyn Minnich
Brownfields Project Manager
Division of Waste Management
Department of Environmental Quality

704 661 0330 office/mobile
[e-mail]

1646 Mail Service Center
Raleigh, NC 27699-1646

Email correspondence to and from this address is subject to the
North Carolina Public Records Law and may be disclosed to third parties.

20015-16-060/Camden Grandview II (draft 20180108)

1
NOTICE OF INTENT TO REDEVELOP A BROWNFIELDS PROPERTY
Site Name: Camden Grandview II Brownfields Project Number: 20015-16-060
North Carolina’s Brownfields Property Reuse Act (the “Act”), North Carolina General Statutes
(“NCGS”) § 130A-310.30 through 130A-310.40, provides for the safe redevelopment of properties that may
have been or were contaminated by past industrial and commercial activities. One of the Act’s
requirements is this Notice of Intent to Redevelop a Brownfields Property approved by the North Carolina
Department of Environmental Quality (“DEQ”). See NCGS § 130A-310.34(a). The Notice of Intent must
provide, to the extent known, a legal description of the location of the brownfields property, a map showing
the location of the Brownfields Property, a description of the contaminants involved and their
concentrations in the media of the Brownfields Property, a description of the intended future use of the
Brownfields Property, any proposed investigation and remediation, and a proposed Notice of Brownfields
Property prepared in accordance with NCGS § 130A-310.35. The party (”Prospective Developer”) who
desires to enter into a Brownfields Agreement with DEQ must provide a copy of this Notice to all local
governments having jurisdiction over the Brownfields Property. The proposed Notice of Brownfields
Property for a particular brownfields project is attached hereto; the proposed Brownfields Agreement,
which is attached to the proposed Notice of Brownfields Property as Exhibit A, contains the other required
elements of this Notice. Written public comments may be submitted to DEQ within 30 days after the latest
of the following dates: the date the required summary of this Notice is (1) published in a newspaper of
general circulation serving the area in which the Brownfields Property is located, (2) conspicuously posted
at the Brownfields Property, and (3) mailed or delivered to each owner of property contiguous to the
Brownfields Property. Written requests for a public meeting may be submitted to DEQ within 21 days
after the period for written public comments begins. Those periods will start no sooner than February 21,
2018, and will end on the later of: a) 30 and 21 days, respectively, after that; or b) 30 and 21 days,
respectively, after completion of the latest of the three (3) above-referenced dates. All comments and
meeting requests should be addressed as follows:
Mr. Bruce Nicholson
Brownfields Program Manager
Division of Waste Management NC Department of Environmental Quality 1646 Mail Service Center
Raleigh, North Carolina 27699-1646

20015-16-060/Camden Grandview II (draft 20180108

SUMMARY OF NOTICE OF
INTENT TO REDEVELOP A BROWNFIELDS PROPERTY Site Name: Camden Grandview II Brownfields Project Number: 20015-16-060

Pursuant to NCGS § 130A-310.34, CUSA N.C. Holding, L.P., as Prospective Developer, has
filed with the North Carolina Department of Environmental Quality (“DEQ”) a Notice of Intent to
Redevelop a Brownfields Property (“Property”) in Charlotte, Mecklenburg County, North Carolina. The
Brownfields Property is currently vacant and is part of the DEQ Dry-Cleaning Solvent Act (DSCA)
Program Project ID 60-0002. The Brownfields Property consists of 2.043 acres and is located at 922
Camden Grandview Road. Environmental contamination exists on the Brownfields Property in
groundwater and soil vapor. CUSA N.C. Holding, L.P. has committed itself to redevelopment with
multi-family residential, retail, office, and with prior written DEQ approval, other commercial uses on
the Brownfields Property. The Notice of Intent to Redevelop a Brownfields Property includes: (1) a
proposed Brownfields Agreement between DEQ and CUSA N.C. Holding, L.P. which in turn includes
(a) a map showing the location of the Property, (b) a description of the contaminants involved and their
concentrations in the media of the Property, (c) the above-stated description of the intended future use
of the Brownfields Property, and (d) proposed investigation and remediation; and (2) a proposed Notice
of Brownfields Property prepared in accordance with NCGS § 130A-310.35.

The full Notice of Intent to Redevelop a Brownfields Property may be reviewed at the Charlotte-
Mecklenburg Public Library, Robinson-Spangler Carolina Room, 310 North Tryon Street, Charlotte, NC
28202, [phone]; or at the offices of the N.C. Brownfields Program, 217 West Jones Street,
Raleigh, NC or by contacting Shirley Liggins at that address, at [e-mail], or at (919)
707-8383. The full Notice of Intent may also be viewed online at the DEQ public record database,
Laserfiche, by entering the project number 20015-16-060 into the search bar at the following web
address: http://edocs.deq.nc.gov/WasteManagement.

Written public comments may be submitted to DEQ within 30 days after the latest of the
following dates: the date this Notice is (1) published in a newspaper of general circulation serving the
area in which the Brownfields Property is located, (2) conspicuously posted at the Brownfields Property,
and (3) mailed or delivered to each owner of property contiguous to the Brownfields Property. Written
requests for a public meeting may be submitted to DEQ within 21 days after the period for written public
comments begins. Those periods will start no sooner than February 21, 2018, and will end on the later
of: a) 30 and 21 days, respectively, after that; or b) 30 and 21 days, respectively, after completion of the
latest of the three (3) above-referenced dates. All public comments and public meeting requests should
be addressed as follows:
Mr. Bruce Nicholson Brownfields Program Manager
Division of Waste Management
NC Department of Environmental Quality
1646 Mail Service Center Raleigh, North Carolina 27699-1646

20015-16-060/Camden Grandview II (draft 20180126)
1
Property Owner: CUSA N.C. Holding, L.P. Recorded in Book ____, Page ____
Associated plat recorded in Plat Book ____, Page ____
NOTICE OF BROWNFIELDS PROPERTY
Site Name: Camden Grandview II Brownfields Project Number: 20015-16-060 This documentary component of a Notice of Brownfields Property (“Notice”), as well as the plat
component, have been filed this _____ day of __________________, 201__ by CUSA N.C. Holding, L.P.
(“Prospective Developer”). This Notice concerns contaminated property.
A copy of this Notice certified by the North Carolina Department of Environmental Quality
(“DEQ”) is required to be filed in the Register of Deeds’ Office in the county or counties in which the land is located, pursuant to North Carolina General Statutes (“NCGS”), § 130A-310.35(b). This Notice is required by NCGS § 130A-310.35(a), in order to reduce or eliminate the danger to
public health or the environment posed by environmental contamination at a property (“Brownfields
Property”) being addressed under the Brownfields Property Reuse Act of 1997, NCGS § 130A, Article 9, Part 5 (“Act”). Pursuant to NCGS § 130A-310.35(b), the Prospective Developer must file a certified copy of this
Notice within 15 days of Prospective Developer’s receipt of DEQ’s approval of the Notice or Prospective
Developer’s entry into the Brownfields Agreement required by the Act, whichever is later. The copy of the Notice certified by DEQ must be recorded in the grantor index under the names of the owners of the land and, if Prospective Developer is not the owner, also under the Prospective Developer’s name.
The Brownfields Property is one parcel and contains approximately 2.043 acres of land located at 922
Camden Grandview Road in Charlotte, North Carolina (Mecklenburg County tax identification number
12513107). The Brownfields Property is currently vacant and is part of the DEQ Dry-Cleaning Solvent Act (DSCA) Program Project ID 60-0002. Planned redevelopment of the Brownfields Property includes mixed use with multi-family residential, retail, office, and with prior written DEQ approval, other commercial uses. The
Brownfields Property is surrounded by land in commercial, retail, residential and interstate highway purposes.
20015-16-060/Camden Grandview II (draft 20180108) 2
The Brownfields Agreement between Prospective Developer and DEQ is attached hereto as
Exhibit A. It sets forth the use that may be made of the Brownfields Property and the measures to be
taken to protect public health and the environment, and is required by NCGS § 130A-310.32. The
Brownfields Agreement’s Exhibit 2 consists of one or more data tables reflecting the concentrations of and other information regarding the Property’s regulated substances and contaminants.
Attached as Exhibit B to this Notice is a reduction, to 8 1/2" x 11", of the survey plat component of this
Notice. This plat shows areas designated by DEQ, has been prepared and certified by a professional land
surveyor, meets the requirements of NCGS § 47-30, and complies with NCGS § 130A-310.35(a)’s requirement
that the Notice identify:
(1) The location and dimensions of the areas of potential environmental concern with respect to
permanently surveyed benchmarks.

(2) The type, location and quantity of regulated substances and contaminants known to exist on the Brownfields Property.

Attached hereto as Exhibit C is a legal description of the Brownfields Property that would be sufficient
as a description of the property in an instrument of conveyance.
LAND USE RESTRICTIONS

NCGS § 130A-310.35(a) also requires that the Notice identify any restrictions on the current and future
use of the Brownfields Property that are necessary or useful to maintain the level of protection appropriate for
the designated current or future use of the Brownfields Property and that are designated in the Brownfields Agreement. The restrictions shall remain in force in perpetuity unless canceled by the Secretary of DEQ
(or its successor in function), or his/her designee, after the hazards have been eliminated, pursuant to
NCGS § 130A-310.35(e). All references to DEQ shall be understood to include any successor in function.
The restrictions are hereby imposed on the Brownfields Property, and are as follows:
1. No use may be made of the Brownfields Property other than for multi-family residential, retail,
office, and with prior written DEQ approval, other commercial uses. For purposes of this restriction, the
following definitions apply:
a. “Multi-Family Residential” defined as permanent dwellings where residential units are
attached to each other with common walls, such as condominia, apartments, or townhomes style, and any property outside the dwelling structures is usable by all residents and not privately owned as part of a particular
unit, and shall include related amenities, such as pools, clubhouses, courtyards, common areas, recreation areas
and parking garages.
b. “Retail” defined as the sale of goods or services, products, or merchandise directly to the
consumer or businesses and includes showrooms, personal service, and sales of food and beverage products. For the purposes of this Agreement, retail excludes use as a dry cleaner using chlorinated solvents.
c. “Office” defined as the provision of business or professional services.
2. Residential units shall only be occupied by residents under lease and shall not be sold to individual
20015-16-060/Camden Grandview II (draft 20180108) 3
owners for occupation or subletting. At the discretion of DEQ, conditioned on prior written DEQ review and approval of a private ownership plan that includes conditions DEQ may impose, without limitation, for
enhanced land use restriction enforceabililty and fees to offset the cost to the state, the units may be approved
for individual sale.
3. Groundwater at the Brownfields Property may not be used or exposed for any purpose without the
prior written approval of DEQ.
4. Surface water at the Brownfields Property may not be used for any purpose, other than in connection
with legally compliant stormwater collection and reuse techniques, without the prior written approval of DEQ.
5. Unless this land use restriction is waived by DEQ in writing based on final grade soil sampling (or
based on confirmation that no such sampling is required) pursuant to Land Use Restriction No.8., no activity
that disturbs soil on the Brownfields Property may occur unless and until DEQ states in writing, in advance of the proposed activity, that said activity may occur if carried out along with any measures DEQ deems necessary
to ensure the Brownfields Property will be suitable for the uses specified in Land Use Restriction No. 1. above
while fully protecting public health and the environment, except:
a. in connection with landscape planting to depths not exceeding 24 inches;
b. mowing and pruning of above-ground vegetation;
c. for repair of underground infrastructure, provided that DEQ shall be given written notice at
least seven days in advance of a scheduled repair (if only by email) of any such repair, or in emergency
circumstances no later than the next business day, and that any related assessment and remedial measures
required by DEQ shall be taken; or
d. in accordance with an EMP as outlined in Land Use Restriction No.10.
6. No occupancy of the Brownfields Property for the uses defined in Land Use Restriction No. 1 may
occur after redevelopment until the then owner of the Brownfields Property conducts representative final grade
soil sampling of any area of the Brownfields Property that is not covered by building foundations, sidewalks, or
asphaltic or concrete parking areas and driveways pursuant to a plan or EMP approved in writing by DEQ (or
DEQ confirms in writing that such sampling is not required).
7. Soil may not be removed from, or brought onto, the Brownfields Property without prior sampling and
analysis to DEQ’s satisfaction and the written approval of DEQ, unless conducted in accordance with an
approved EMP as outlined in Land Use Restriction No.10.
8. Physical redevelopment of the Brownfields Property may not occur other than in accord, as
determined by DEQ, with an EMP approved in writing by DEQ in advance (and revised to DEQ’s written satisfaction prior to each subsequent redevelopment phase) that is consistent with all the other land use
restrictions and describes redevelopment activities at the Brownfields Property, the timing of redevelopment
phases, and addresses health, safety and environmental issues that may arise from use of the Brownfields
Property during construction or redevelopment in any other paraform, including without limitation:
a. soil and water management issues, including without limitation those resulting from contamination identified in the Environmental Reports;
20015-16-060/Camden Grandview II (draft 20180108) 4
b. issues related to potential sources of contamination referenced in Exhibit 2;
c. contingency plans for addressing newly discovered potential sources of environmental
contamination (e.g., underground storage tanks, drums, septic drain fields, oil-water separators, soil
contamination), including without limitation the testing of soil and groundwater; and
d. plans for the proper characterization of, and, as necessary, disposal of contaminated soils
excavated during redevelopment.
9. By January 31 of each year after the effective date of this Agreement for as long as physical
redevelopment of the Brownfields Property continues (except that the final deadline shall fall 90 days after the
conclusion of physical redevelopment), the then owner of any portion of the Brownfields Property undergoing
redevelopment shall provide DEQ a report subject to written DEQ approval on environment-related activities
since the last report, with a summary and drawings, that describes:
a. actions taken on the Brownfields Property in accordance with Section V: Work to be
Performed above;
b. soil grading and cut and fill actions;
c. methodology(ies) employed for field screening, sampling and laboratory analysis of
environmental media;
d. stockpiling, containerizing, decontaminating, treating, handling, laboratory analysis and
ultimate disposition of any soil, groundwater or other materials suspected or confirmed to be contaminated with
regulated substances; and
e. removal of any contaminated soil, water or other contaminated materials (for example,
concrete, demolition debris) from the Brownfields Property (copies of all legally required manifests shall be included).
10. Neither DEQ, nor any party conducting environmental assessment or remediation at the
Brownfields Property at the direction of, or pursuant to a permit, order or agreement issued or entered into by
DEQ, may be denied access to the Brownfields Property for purposes of conducting such assessment or
remediation, which is to be conducted using reasonable efforts to minimize interference with authorized uses of the Brownfields Property.
11. None of the contaminants known to be present in the environmental media at the Brownfields
Property, as described in Exhibit 2 of this Agreement and as modified by DEQ in writing if additional
contaminants in excess of applicable standards are discovered at the Brownfields Property, may be used or
stored at the Brownfields Property without the prior written approval of DEQ, except:
a. in de minimis quantities for cleaning and other routine housekeeping and maintenance
activities;
b. as fuel or other fluids customarily used in vehicles, landscaping equipment, and emergency
generators; and
c. as constituents of products and materials customarily used and stored in residential, office, or
20015-16-060/Camden Grandview II (draft 20180108) 5
retail environments, provided such products and materials are stored in original retail packaging and used and disposed of in accordance with applicable laws.
12. The owner of any portion of the Brownfields Property where any existing, or subsequently installed,
DEQ-approved monitoring well is damaged by the owner, its contractors, or its tenants shall be responsible for
repair of any such wells to DEQ’s written satisfaction and within a time period acceptable to DEQ, unless
compliance with this land use restriction is waived in writing by DEQ in advance.
13. Any deed or other instrument conveying an interest in the Brownfields Property shall contain the
following notice: “This property is subject to the Brownfields Agreement attached as Exhibit A to the Notice of
Brownfields Property recorded in the Mecklenburg County land records, Book ____, Page ____.” A copy of
any such instrument shall be sent to the persons listed in Section XV (Notices and Submissions), though
financial figures related to the conveyance may be redacted. The following mechanisms may be used to comply with the obligations of this paragraph, subject to the terms and conditions that DEQ may establish in such
approval: (i) If every lease and rider is identical in form, DEQ may be provided with copies of a form lease or
rider evidencing compliance with this paragraph, in lieu of sending copies of actual, executed leases, to the
persons listed in Section XV (Notice and Submissions); or (ii) abstracts of leases, rather than full copies of said
leases, may be provided to the persons listed in Section XV.
14. During January of each year after the year in which the Notice referenced in paragraph 21of the
attached Exhibit A is recorded, the owner of any part of the Brownfields Property as of January 1st of that year
shall submit a notarized Land Use Restrictions Update (“LURU”) to DEQ, and to the chief public health and
environmental officials of Mecklenburg County, certifying that, as of said January 1st, the Notice of
Brownfields Property containing these land use restrictions remains recorded at the Mecklenburg County Register of Deeds office and that the land use restrictions are being complied with, and stating:
a. the name, mailing address, telephone and facsimile numbers, and contact person’s e-mail
address of the owner, board, association, or approved entity submitting the LURU if said owner or each of the
owners on whose behalf the joint LURU is submitted acquired any part of the Brownfields Property during the
previous calendar year;
b. A renters association or other entity may perform this LURU’s duties, on behalf of some or all
owners of the Brownfields Property, if said association or entity has accepted responsibility for such
performance pursuant to a notarized instrument satisfactory to DEQ that includes, at a minimum, the name,
mailing address, telephone and facsimile numbers, and e-mail address of each owner on whose behalf the
LURU is proposed to be submitted.
c. A LURU submitted for rental units shall include the rent roll and enough of each lease entered
into during the previous calendar year to demonstrate compliance with lessee notification requirements in Land
Use Restriction No.13. and in paragraph 21 of the attached Exhibit A provided that if standard form leases are
used in every instance, a copy of such standard form lease may be sent in lieu of copies of actual leases.

20015-16-060/Camden Grandview II (draft 20180108) 6
For purposes of the land use restrictions set forth above, the DEQ point of contact shall be the DEQ official referenced in paragraph 35.a. of Exhibit A hereto, at the address stated therein.

ENFORCEMENT

The above land use restrictions shall be enforceable without regard to lack of privity of estate or contract, lack of benefit to particular land, or lack of any property interest in particular land. The land use
restrictions shall be enforced by any owner of the Brownfields Property. The land use restrictions may also be
enforced by DEQ through the remedies provided in NCGS § 130A, Article 1, Part 2 or by means of a civil
action; by any unit of local government having jurisdiction over any part of the Brownfields Property; and by
any person eligible for liability protection under the Brownfields Property Reuse Act who will lose liability protection if the restrictions are violated. Any attempt to cancel any or all of this Notice without the approval of
the Secretary of DEQ (or its successor in function), or his/her delegate, shall be subject to enforcement by DEQ
to the full extent of the law. Failure by any party required or authorized to enforce any of the above restrictions
shall in no event be deemed a waiver of the right to do so thereafter as to the same violation or as to one
occurring prior or subsequent thereto.
FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS

When any portion of the Brownfields Property is sold, leased, conveyed or transferred, pursuant to
NCGS § 130A-310.35(d) the deed or other instrument of transfer shall contain in the description section, in no smaller type than that used in the body of the deed or instrument, a statement that the Brownfields Property has
been classified and, if appropriate, cleaned up as a brownfields property under the Brownfields Property Reuse
Act.

IN WITNESS WHEREOF, Prospective Developer has caused this instrument to be duly executed this _____ day of _______________, 201__.

CUSA N. C. Holding, L.P.
By: __________________________________________
William “Bill” Sengelmann
Executive Vice President

STATE OF __________________
_______________ COUNTY

I certify that the following person(s) personally appeared before me this day, each acknowledging to me that he or she voluntarily signed the foregoing document for the purpose stated therein and in the capacity
indicated: ________________________________.

Date: ___________________ ___________________________________
Official Signature of Notary
20015-16-060/Camden Grandview II (draft 20180108) 7
___________________________________
Notary’s printed or typed name, Notary Public
(Official Seal) My commission expires: _____________________

20015-16-060/Camden Grandview II (draft 20180108) 8
************************************ APPROVAL AND CERTIFICATION OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY

The foregoing Notice of Brownfields Property is hereby approved and certified.
North Carolina Department of Environmental Quality

By: _________________________________________ ________________________
Michael E. Scott Date
Director, Division of Waste Management

1
20015-16-060/Camden Grandview II (draft 20180108)
EXHIBIT A

NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY

IN THE MATTER OF: CUSA N.C. Holding, L.P.
UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re:
BROWNFIELDS PROPERTY REUSE ACT ) Camden Grandview II
OF 1997, NCGS § 130A-310.30, et seq. ) 922 Camden Grandview Road
Brownfields Project No. 20015-16-060 ) Charlotte, Mecklenburg County
I. INTRODUCTION
This Brownfields Agreement (“Agreement”) is entered into by the North Carolina
Department of Environmental Quality (“DEQ”) and CUSA N.C. Holding, L.P. (collectively the
"Parties") pursuant to the Brownfields Property Reuse Act of 1997, NCGS § 130A-310.30, et
seq. (the “Act”) for the property located at 922 Camden Grandview Road in Charlotte, North
Carolina (the “Brownfields Property”). A map showing the location of the Brownfields Property
that is the subject of this Agreement is attached hereto as Exhibit 1.
CUSA N.C. Holding, L. P. is a Delaware limited partnership formed on December 16,
2015. The address of its principal office is 11 Greenway Plaza Suite 24400, Houston, Texas
77046. The Brownfields Property is one parcel and contains approximately 2.043 acres of land
located at 922 Camden Grandview Road in Charlotte, North Carolina (Mecklenburg County tax
identification number 12513107). The Brownfields Property is currently vacant and is part of
the DEQ Dry-Cleaning Solvent Act (DSCA) Program Project ID 60-0002. Planned
redevelopment of the Brownfields Property includes mixed use with multi-family residential,
retail, office, and with prior written DEQ approval, other commercial uses. The Brownfields
Property is surrounded by land in commercial, retail, residential and interstate highway purposes.

2
20015-16-060/Camden Grandview II (draft 20180108)
The Parties agree to undertake all actions required by the terms and conditions of this
Agreement. The purpose of this Agreement is to settle and resolve, subject to reservations and
limitations contained in Section VIII (Certification), Section IX (DEQ’s Covenant Not to Sue
and Reservation of Rights) and Section X (Prospective Developer’s Covenant Not to Sue), the
potential liability of CUSA N.C. Holding, L.P. for contaminants at the Brownfields Property.
The Parties agree that CUSA N.C. Holding, L.P.’s entry into this Agreement, and the
actions undertaken by CUSA N.C. Holding, L.P. in accordance with the Agreement, do not
constitute an admission of any liability by CUSA N.C. Holding, L.P. for contaminants at the
Brownfields Property. The resolution of this potential liability, in exchange for the benefit
CUSA N.C. Holding, L.P. shall provide to DEQ, is in the public interest.
II. DEFINITIONS
Unless otherwise expressly provided herein, terms used in this Agreement which are
defined in the Act or elsewhere in NCGS § 130A, Article 9 shall have the meaning assigned to
them in those statutory provisions, including any amendments thereto.
1. “Brownfields Property” shall mean the property which is the subject of this
Agreement, and which is depicted in Exhibit 1 to the Agreement.
2. "Prospective Developer" shall mean CUSA N.C. Holding, L.P.
III. STATEMENT OF FACTS
3. The Brownfields Property comprises one parcel totaling 2.043 acres. Prospective
Developer has committed itself to redevelopment for no uses other than multi-family residential,
retail, office, and with prior written DEQ approval, other commercial uses.
4. The Brownfields Property is bordered to the north and east by Interstate I-277 or ramp

3
20015-16-060/Camden Grandview II (draft 20180108)
way to access I-277; to the west by apartment home community Camden Grandview (the subject
of DSCA No. 60-0002), Norfolk Southern Railway and E Morehead Street; and to the south by
the intersection of South Blvd and Morehead Street and commercial or retail use beyond.
5. Prospective Developer obtained or commissioned the following reports, referred to
hereinafter as the “Environmental Reports,” regarding the Brownfields Property:
Title Prepared by Date of Report
Notification of Contamination
Discovery, Assessment & Proposed
Remedial Action Plan American Dry-Cleaning Company
DSCA ID No. 60-0002
LAW Engineering
and Environmental
Services, Inc.
October 5, 1998
Report of Solvent/Petroleum Constituent Impacted Soil Remediation Activities
American Dry-Cleaning Company
DSCA ID No. 60-0002
LAW Engineering and Environmental
Services, Inc.
June 23, 1999
Soil Sampling and Environmental
Monitoring Report -Potential Sale
Parcels
NASCAR Hall of Fame, I-277/Caldwell Interchange Improvements
S&ME, Inc. December 26, 2006
Updated Analytical Data Tables
American Dry-Cleaning Company DSCA ID No. 60-0002
Hart & Hickman July 7, 2009
Ambient Air & Sub- Slab Vapor Sampling Results American Dry-Cleaning Company
DSCA ID No. 60-0002
Hart & Hickman May 12, 2010
Groundwater Monitoring Report
American Dry-Cleaning Company
DSCA ID No. 60-0002
Hart & Hickman June 2, 2011
Tier I & 2 Risk Assessment Report
American Dry-Cleaning Company
DSCA ID No 60-0002
Hart & Hickman July 19, 2011
Risk Management Plan
American Dry-Cleaning Company
DSCA ID No. 60-0002
Hart & Hickman January 30, 2013
Notice of Dry Cleaning Solvent
Remediation
NCDENR July 26, 2013

4
20015-16-060/Camden Grandview II (draft 20180108)
Phase I Environmental Site Assessment
City Parcel #4 Site
GeoScience
Group, Inc.
September 8, 2015
Phase II ESA
City of Charlotte Parcel #4
Camden Grandview II
Hart & Hickman March 17, 2016

6. For purposes of this Agreement, DEQ relies on the following representations by
Prospective Developer and DWM files as to use and ownership of the Brownfields Property:
a. In the late 1800s, the Brownfields Property was part of the Carolina Military
Institute Post, and was occupied by residents of the Post from the early 1900s to approximately
the 1960s. Several general stores were located in the southeastern portion of the Brownfields
Property in the 1950s and 1960s. In the 1950s, the western portion of the Brownfields Property
was occupied by a vehicle service garage and battery service building. The service garage was
identified as having gasoline underground stage tanks (USTs). The service garage building was
subsequently used as boiler room for the adjacent dry cleaner through the 1980s. The dry cleaner
operated at 309 E Morehead Street under the name American Dry Cleaning. From 1988 until
2008, the Brownfields Property was used as an off ramp between I-277 and South Blvd. In
2008, the City of Charlotte reconfigured the intersection to I-277. The most recent past owner of
the Brownfields Property was the North Carolina Department of Transportation (NCDOT). The
Brownfields Property has been vacant since 2008.
b. In May 2015, Prospective Developer contracted to purchase the Brownfields
Property from NCDOT. The purchase was completed on February 18, 2016.
7. Pertinent environmental information regarding the Brownfields Property and
surrounding area includes the following:

5
20015-16-060/Camden Grandview II (draft 20180108)
a. Located at 309 East Morehead Street and adjoining the Brownfields Property
to the west is the former American Dry-Cleaning Company. The site is currently a multi-family
residential apartment building with a three-level sub grade parking garage, and limited
office/retail components.
i. In 1998, soil and groundwater impacts were found during site
assessment activities. In June 1999, LAW Engineering and Environmental Services oversaw the
excavation of 1,500 cubic yards of soil from the DSCA site. This excavation included the
impacted source area soil and soil beyond the edges of observable impact.
ii. In September 2008, the site was certified in the DSCA Program and
assigned Project ID 60-0002.
iii. In 2009, DSCA assigned the site a priority ranking of 3.2. As part of
the assessment activities, temporary wells were installed and sampled. In 2010 through 2011,
groundwater samples were collected quarterly to establish that the plume was decreasing and
stable. In July 2011, a Tier 1 and 2 Risk Assessment Report was completed for groundwater and
soil vapor. Soil was not assessed because the impacted soil had been excavated. The conclusion
stated the release at the DSCA site does not pose an unacceptable risk and recommended site
closure in accordance with DSCA Program risk based rules.
iv. A Notice of Intent to Remediate a Dry-Cleaning Solvent Facility (NOI)
was issued by the DSCA Program. The public comment period was from March 10, 2013
through April 9, 2013
v. On August 8, 2013, a Notice of Dry Cleaning Solvent Remediation was
filed at the Mecklenburg County Register of Deeds Office. The Notice was recorded in Book

6
20015-16-060/Camden Grandview II (draft 20180108)
Number 28600 Page 400, Associated Plat Book 55, Page 369. This Notice states the Property
located along the former John Belk Freeway (I-277) entrance ramp to South Blvd between E
Morehead Street and I-277, Charlotte, Mecklenburg County described as Parcel #4 has
groundwater contaminated with dry cleaning solvents associated with dry cleaning operations at
the former American Dry-Cleaning Company. The use of the groundwater is prohibited by the
NOI and by local regulations. NCDEQ issued a No Further Action (NFA) Letter from DSCA
Program on August 12, 2013 for the American Dry-Cleaning Company site, DSCA ID 60-0002.
b. In 1999, three USTs were removed from the former service station and garage
on the southwest portion of the Brownfields Property and adjacent parcels. The USTs contents
were unknown, but laboratory analysis of samples of the contents identified them as
hydrocarbons. The UST #1 was 1,000 gallons and USTs # 2 and #3 were 1,500 gallons. Post-
excavation soil samples were collected from sidewalls and the bottom and from the area
surrounding the excavation. No constituents above screening state screening levels were
detected. The area was over-excavated to allow for the sub-grade parking garage.
Approximately 2,000 tons (1,500 cubic yards) of soil were excavated during redevelopment.
8. The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred in February 2016. The tables set forth in Exhibit 2 to this
Agreement present contaminants present at the Brownfields Property above applicable standards
or screening levels for each media sampled.
9. For purposes of this Agreement DEQ relies on Prospective Developer’s
representations that Prospective Developer's involvement with the Brownfields Property has
been limited to obtaining or commissioning the Environmental Reports, and preparing and

7
20015-16-060/Camden Grandview II (draft 20180108)
submitting to DEQ a Brownfields Property Application (BPA) dated February 7, 2016. On
February 18, 2016, Prospective Developer purchased the Brownfields Property.
10. Prospective Developer has provided DEQ with information, or sworn certifications
regarding that information on which DEQ relies for purposes of this Agreement, sufficient to
demonstrate that:
a. Prospective Developer and any parent, subsidiary, or other affiliate has
substantially complied with federal and state laws, regulations and rules for protection of the
environment, and with the other agreements and requirements cited at NCGS § 130A-
310.32(a)(1);
b. As a result of the implementation of this Agreement, the Brownfields Property
will be suitable for the uses specified in the Agreement while fully protecting public health and
the environment;
c. Prospective Developer's reuse of the Brownfields Property will produce a
public benefit commensurate with the liability protection provided Prospective Developer
hereunder;
d. Prospective Developer has or can obtain the financial, managerial and
technical means to fully implement this Agreement and assure the safe use of the Brownfields
Property; and
e. Prospective Developer has complied with all applicable procedural
requirements.
11. Prospective Developer has paid to DEQ the $2,000 fee to seek a brownfields
agreement required by NCGS § 130A-310.39(a)(1), and shall make a payment to DEQ of $6,000

8
20015-16-060/Camden Grandview II (draft 20180108)
at the time Prospective Developer and DEQ enter into this Agreement, defined for this purpose
as occurring no later than the last day of the public comment period related to this Agreement.
The Parties agree that such fees will suffice as the $2,000 fee to seek a brownfields agreement
required by NCGS § 130A-310.39(a)(1), and, within the meaning of NCGS § 130A-
310.39(a)(2), the full cost to DEQ and the North Carolina Department of Justice of all activities
related to this Agreement, unless a change is sought to a Brownfields document after it is in
effect, in which case there shall be an additional fee of at least $1,000.
IV. BENEFIT TO COMMUNITY
12. The redevelopment of the Brownfields Property proposed herein would provide the
following public benefits:
a. a return to productive use of the Brownfields Property;
b. a spur to additional community investment and redevelopment, through
improved neighborhood appearance and otherwise;
c. the creation of hundreds of construction jobs; 15 full time employees during
redevelopment and approximately 5 full time jobs post-development;
d. an increase in tax revenue for affected jurisdictions;
e. Additional residential space for the area;
f. expanded use of public transportation which reduces traffic, improves air
quality, and reduces our carbon footprint; and
g. “smart growth” through use of land in an already developed area, which avoids
development of land beyond the urban fringe (“greenfields”).

9
20015-16-060/Camden Grandview II (draft 20180108)
V. WORK TO BE PERFORMED
13. In redeveloping the Brownfields Property, Prospective Developer shall make
reasonable efforts to evaluate applying sustainability principles at the Brownfields Property,
using the nine (9) areas incorporated into the U.S. Green Building Council Leadership in Energy
and Environmental Design certification program (Sustainable Sites, Water Efficiency, Energy &
Atmosphere, Materials & Resources, Indoor Environmental Quality, Locations & Linkages,
Awareness & Education, Innovation in Design and Regional Priority), or a similar program.
14. Based on the information in the Environmental Reports, and subject to imposition of
and compliance with the land use restrictions set forth below, and subject to Section IX of this
Agreement (DEQ’s Covenant Not to Sue and Reservation of Rights), DEQ is not requiring
Prospective Developer to perform any active remediation at the Brownfields Property other than
remediation that may be required pursuant to a DEQ-approved Environmental Management Plan
(EMP) required by this Section.
15. By way of the Notice of Brownfields Property referenced below in paragraph 21,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Brownfields Property suitable for the uses specified in this Agreement
while fully protecting public health and the environment instead of remediation to unrestricted
use standards. All references to DEQ shall be understood to include any successor in function.
a. No use may be made of the Brownfields Property other than for multi-family
residential, retail, office, and with prior written DEQ approval, other commercial uses. For
purposes of this restriction, the following definitions apply:
i. “Multi-Family Residential” defined as permanent dwellings where

10
20015-16-060/Camden Grandview II (draft 20180108)
residential units are attached to each other with common walls, such as condominia, apartments,
or townhomes style, and any property outside the dwelling structures is usable by all residents
and not privately owned as part of a particular unit, and shall include related amenities, such as
pools, clubhouses, courtyards, common areas, recreation areas and parking garages.
ii. “Retail” defined as the sale of goods or services, products, or
merchandise directly to the consumer or businesses and includes showrooms, personal service,
and sales of food and beverage products. For the purposes of this Agreement, retail excludes use
as a dry cleaner using chlorinated solvents.
iii. “Office” defined as the provision of business or professional services.
b. Residential units shall only be occupied by residents under lease and shall not
be sold to individual owners for occupation or subletting. At the discretion of DEQ, conditioned
on prior written DEQ review and approval of a private ownership plan that includes conditions
DEQ may impose, without limitation, for enhanced land use restriction enforceabililty and fees
to offset the cost to the state, the units may be approved for individual sale.
c. Groundwater at the Brownfields Property may not be used or exposed for any
purpose without the prior written approval of DEQ.
d. Surface water at the Brownfields Property may not be used for any purpose,
other than in connection with legally compliant stormwater collection and reuse techniques,
without the prior written approval of DEQ.
e. Unless this land use restriction is waived by DEQ in writing based on final
grade soil sampling (or based on confirmation that no such sampling is required) pursuant to
paragraph 16.h., no activity that disturbs soil on the Brownfields Property may occur unless and

11
20015-16-060/Camden Grandview II (draft 20180108)
until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property
will be suitable for the uses specified in subparagraph 16.a. above while fully protecting public
health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24
inches;
ii. mowing and pruning of above-ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; or
iv. in accordance with an EMP as outlined in subparagraph 16.j.
f. No occupancy of the Brownfields Property for the uses defined in paragraph
16.a. may occur after redevelopment until the then owner of the Brownfields Property conducts
representative final grade soil sampling of any area of the Brownfields Property that is not
covered by building foundations, sidewalks, or asphaltic or concrete parking areas and driveways
pursuant to a plan or EMP approved in writing by DEQ (or DEQ confirms in writing that such
sampling is not required).
g. Soil may not be removed from, or brought onto, the Brownfields Property
without prior sampling and analysis to DEQ’s satisfaction and the written approval of DEQ,
unless conducted in accordance with an approved EMP as outlined in subparagraph 16.j.
h. Physical redevelopment of the Brownfields Property may not occur other than

12
20015-16-060/Camden Grandview II (draft 20180108)
in accord, as determined by DEQ, with an EMP approved in writing by DEQ in advance (and
revised to DEQ’s written satisfaction prior to each subsequent redevelopment phase) that is
consistent with all the other land use restrictions and describes redevelopment activities at the
Brownfields Property, the timing of redevelopment phases, and addresses health, safety and
environmental issues that may arise from use of the Brownfields Property during construction or
redevelopment in any other form, including without limitation:
i. soil and water management issues, including without limitation those
resulting from contamination identified in the Environmental Reports;
ii. issues related to potential sources of contamination referenced in
Exhibit 2;
iii. contingency plans for addressing newly discovered potential sources
of environmental contamination (e.g., underground storage tanks, drums, septic drain fields, oil-
water separators, soil contamination), including without limitation the testing of soil and
groundwater; and
iv. plans for the proper characterization of, and, as necessary, disposal of
contaminated soils excavated during redevelopment.
i. By January 31 of each year after the effective date of this Agreement for as
long as physical redevelopment of the Brownfields Property continues (except that the final
deadline shall fall 90 days after the conclusion of physical redevelopment), the then owner of any
portion of the Brownfields Property undergoing redevelopment shall provide DEQ a report
subject to written DEQ approval on environment-related activities since the last report, with a
summary and drawings, that describes:

13
20015-16-060/Camden Grandview II (draft 20180108)
i. actions taken on the Brownfields Property in accordance with Section
V: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodology(ies) employed for field screening, sampling and
laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling,
laboratory analysis and ultimate disposition of any soil, groundwater or other materials suspected
or confirmed to be contaminated with regulated substances; and
v. removal of any contaminated soil, water or other contaminated
materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all
legally required manifests shall be included).
j. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or
agreement issued or entered into by DEQ, may be denied access to the Brownfields Property for
purposes of conducting such assessment or remediation, which is to be conducted using
reasonable efforts to minimize interference with authorized uses of the Brownfields Property.
k. None of the contaminants known to be present in the environmental media at
the Brownfields Property, as described in Exhibit 2 of this Agreement and as modified by DEQ
in writing if additional contaminants in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior
written approval of DEQ, except:
i. in de minimis quantities for cleaning and other routine housekeeping

14
20015-16-060/Camden Grandview II (draft 20180108)
and maintenance activities;
ii. as fuel or other fluids customarily used in vehicles, landscaping
equipment, and emergency generators; and
iii. as constituents of products and materials customarily used and stored
in residential, office, or retail environments, provided such products and materials are stored in
original retail packaging and used and disposed of in accordance with applicable laws.
l. The owner of any portion of the Brownfields Property where any existing, or
subsequently installed, DEQ-approved monitoring well is damaged by the owner, its contractors,
or its tenants shall be responsible for repair of any such wells to DEQ’s written satisfaction and
within a time period acceptable to DEQ, unless compliance with this land use restriction is
waived in writing by DEQ in advance.
m. Any deed or other instrument conveying an interest in the Brownfields
Property shall contain the following notice: “This property is subject to the Brownfields
Agreement attached as Exhibit A to the Notice of Brownfields Property recorded in the
Mecklenburg County land records, Book ____, Page ____.” A copy of any such instrument shall
be sent to the persons listed in Section XV (Notices and Submissions), though financial figures
related to the conveyance may be redacted. The following mechanisms may be used to comply
with the obligations of this paragraph, subject to the terms and conditions that DEQ may
establish in such approval: (i) If every lease and rider is identical in form, DEQ may be provided
with copies of a form lease or rider evidencing compliance with this paragraph, in lieu of sending
copies of actual, executed leases, to the persons listed in Section XV (Notice and Submissions);
or (ii) abstracts of leases, rather than full copies of said leases, may be provided to the persons

15
20015-16-060/Camden Grandview II (draft 20180108)
listed in Section XV.
n. During January of each year after the year in which the Notice referenced
below in paragraph 21 is recorded, the owner of any part of the Brownfields Property as of
January 1st of that year shall submit a notarized Land Use Restrictions Update (“LURU”) to
DEQ, and to the chief public health and environmental officials of Mecklenburg County,
certifying that, as of said January 1st, the Notice of Brownfields Property containing these land
use restrictions remains recorded at the Mecklenburg County Register of Deeds office and that
the land use restrictions are being complied with, and stating:
i. the name, mailing address, telephone and facsimile numbers, and contact
person’s e-mail address of the owner, board, association, or approved entity submitting the
LURU if said owner or each of the owners on whose behalf the joint LURU is submitted
acquired any part of the Brownfields Property during the previous calendar year;
ii. A renters association or other entity may perform this LURU’s duties,
on behalf of some or all owners of the Brownfields Property, if said association or entity has
accepted responsibility for such performance pursuant to a notarized instrument satisfactory to
DEQ that includes, at a minimum, the name, mailing address, telephone and facsimile numbers,
and e-mail address of each owner on whose behalf the LURU is proposed to be submitted.
iii. A LURU submitted for rental units shall include the rent roll and
enough of each lease entered into during the previous calendar year to demonstrate compliance
with lessee notification requirements in paragraphs 15.m. and 21 of this agreement provided that
if standard form leases are used in every instance, a copy of such standard form lease may be
sent in lieu of copies of actual leases.

16
20015-16-060/Camden Grandview II (draft 20180108)
16. The desired result of the above-referenced land use restrictions is to make the
Brownfields Property suitable for the uses specified in the Agreement while fully protecting
public health and the environment.
17. The guidelines, including parameters, principles and policies within which the
desired results are to be accomplished are, as to field procedures and laboratory testing, the
Guidelines of the Inactive Hazardous Sites Branch of DEQ’s Superfund Section and the Division
of Waste Management Vapor Intrusion Guidance, as embodied in their most current version.
18. The consequence of achieving the desired results will be that the Brownfields
Property will be suitable for the uses specified in the Agreement while fully protecting public
health and the environment. The consequence of not achieving the desired results will be that
modifications to land use restrictions and/or remediation in some form may be necessary to fully
protect public health and/or the environment.
VI. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
19. In addition to providing access to the Brownfields Property pursuant to subparagraph
15.j above, Prospective Developer shall provide DEQ, its authorized officers, employees,
representatives, and all other persons performing response actions under DEQ oversight, access
at all reasonable times to other property controlled by Prospective Developer in connection with
the performance or oversight of any response actions at the Brownfields Property under
applicable law. Such access is to occur after prior notice and using reasonable efforts to
minimize interference with authorized uses of such other property except in response to
emergencies and/or imminent threats to public health and the environment. While Prospective
Developer owns the Brownfields Property, DEQ shall provide reasonable notice to Prospective

17
20015-16-060/Camden Grandview II (draft 20180108)
Developer of the timing of any response actions to be undertaken by or under the oversight of
DEQ at the Brownfields Property. Except as may be set forth in the Agreement, DEQ retains all
of its authorities and rights, including enforcement authorities related thereto, under the Act and
any other applicable statute or regulation, including any amendments thereto.
20. DEQ has approved, pursuant to NCGS § 130A-310.35, a Notice of Brownfields
Property for the Brownfields Property containing, inter alia, the land use restrictions set forth in
Section V (Work to Be Performed) of this Agreement and a survey plat of the Brownfields
Property. Pursuant to NCGS § 130A-310.35(b), within 15 days of the effective date of this
Agreement, Prospective Developer shall file the Notice of Brownfields Property in the
Mecklenburg County, North Carolina, Register of Deeds’ Office. Within three (3) days
thereafter, Prospective Developer shall furnish DEQ a copy of the documentary component of
the Notice containing a certification by the register of deeds as to the Book and Page numbers
where both the documentary and plat components of the Notice are recorded, and a copy of the
plat with notations indicating its recordation.
21. This Agreement shall be attached as Exhibit A to the Notice of Brownfields
Property. Subsequent to recordation of said Notice, any deed or other instrument conveying an
interest in the Brownfields Property shall contain the following notice: “This property is subject
to the Brownfields Agreement attached as Exhibit A to the Notice of Brownfields Property
recorded in the Mecklenburg County land records, Book ____, Page ____.” A copy of any such
instrument shall be sent to the persons listed in Section XV (Notices and Submissions), though
financial figures and other confidential information related to the conveyance may be redacted to
the extent said redactions comply with the confidentiality and trade secret provisions of the

18
20015-16-060/Camden Grandview II (draft 20180108)
North Carolina Public Records Law. Prospective Developer may use the following mechanisms
to comply with the obligations of this paragraph: (i) If every lease and rider is identical in form,
Prospective Developer may provide DEQ with copies of a form lease or rider evidencing
compliance with this paragraph, in lieu of sending copies of actual, executed leases, to the
persons listed in Section XV (Notices and Submissions); or (ii) Prospective Developer may
provide abstracts of leases, rather than full copies of said leases, to the persons listed in Section
XV.
22. The Prospective Developer shall ensure that a copy of this Agreement is provided to
any current lessee or sublessee on the Brownfields Property within seven days of the effective
date of this Agreement.
VII. DUE CARE/COOPERATION
23. The Prospective Developer shall exercise due care at the Brownfields Property with
respect to the manner in which regulated substances are handled at the Brownfields Property and
shall comply with all applicable local, State, and federal laws and regulations. The Prospective
Developer agrees to cooperate fully with any assessment or remediation of the Brownfields
Property by DEQ and further agrees not to interfere with any such assessment or remediation. In
the event the Prospective Developer becomes aware of any action or occurrence which causes or
threatens a release of contaminants at or from the Brownfields Property, the Prospective
Developer shall immediately take all appropriate action to prevent, abate, or minimize such
release or threat of release, shall comply with any applicable notification requirements under
NCGS § 130A-310.1 and 143-215.85, Section 103 of CERCLA, 42 USC § 9603, and/or any
other law, and shall immediately notify the DEQ Official referenced in paragraph 35.a. below of

19
20015-16-060/Camden Grandview II (draft 20180108)
any such required notification.
VIII. CERTIFICATION
24. By entering into this Agreement, the Prospective Developer certifies that, without
DEQ approval, it will make no use of the Brownfields Property other than that committed to in
the Brownfields Property Application dated February 7, 2016 by which it applied for this
Agreement. That use is multi-family residential, retail, office, and with prior written DEQ
approval, other commercial uses. Prospective Developer also certifies that to the best of its
knowledge and belief it has fully and accurately disclosed to DEQ all information known to
Prospective Developer and all information in the possession or control of its officers, directors,
employees, contractors and agents which relates in any way to any past use of regulated
substances or known contaminants at the Brownfields Property and to its qualification for this
Agreement, including the requirement that it not have caused or contributed to the contamination
at the Brownfields Property.
IX. DEQ’S COVENANT NOT TO SUE AND RESERVATION OF RIGHTS
25. Unless any of the following apply, Prospective Developer shall not be liable to DEQ,
and DEQ covenants not to sue Prospective Developer, for remediation of the Brownfields
Property except as specified in this Agreement:
a. The Prospective Developer fails to comply with this Agreement.
b. The activities conducted on the Brownfields Property by or under the control
or direction of the Prospective Developer increase the risk of harm to public health or the
environment, in which case Prospective Developer shall be liable for remediation of the areas of
the Brownfields Property, remediation of which is required by this Agreement, to the extent

20
20015-16-060/Camden Grandview II (draft 20180108)
necessary to eliminate such risk of harm to public health or the environment.
c. A land use restriction set out in the Notice of Brownfields Property required
under NCGS § 130A-310.35 is violated while the Prospective Developer owns the Brownfields
Property, in which case the Prospective Developer shall be responsible for remediation of the
Brownfields Property to unrestricted use standards.
d. The Prospective Developer knowingly or recklessly provided false information
that formed a basis for this Agreement or knowingly or recklessly offers false information to
demonstrate compliance with this Agreement or fails to disclose relevant information about
contamination at the Brownfields Property.
e. New information indicates the existence of previously unreported
contaminants or an area of previously unreported contamination on or associated with the
Brownfields Property that has not been remediated to unrestricted use standards, unless this
Agreement is amended to include any previously unreported contaminants and any additional
areas of contamination. If this Agreement sets maximum concentrations for contaminants, and
new information indicates the existence of previously unreported areas of these contaminants,
further remediation shall be required only if the areas of previously unreported contaminants
raise the risk of the contamination to public health or the environment to a level less protective of
public health and the environment than that required by this Agreement.
f. The level of risk to public health or the environment from contaminants is
unacceptable at or in the vicinity of the Brownfields Property due to changes in exposure
conditions, including (i) a change in land use that increases the probability of exposure to
contaminants at or in the vicinity of the Brownfields Property or (ii) the failure of remediation to

21
20015-16-060/Camden Grandview II (draft 20180108)
mitigate risks to the extent required to make the Brownfields Property fully protective of public
health and the environment as planned in this Agreement.
g. DEQ obtains new information about a contaminant associated with the
Brownfields Property or exposures at or around the Brownfields Property that raises the risk to
public health or the environment associated with the Brownfields Property beyond an acceptable
range and in a manner or to a degree not anticipated in this Agreement.
h. The Prospective Developer fails to file a timely and proper Notice of
Brownfields Property under NCGS § 130A-310.35.
26. Except as may be provided herein, DEQ reserves its rights against Prospective
Developer as to liabilities beyond the scope of the Act.
27. This Agreement does not waive any applicable requirement to obtain a permit,
license or certification, or to comply with any and all other applicable law, including the North
Carolina Environmental Policy Act, NCGS § 113A-1, et seq.
28. Consistent with NCGS § 130A-310.33, the liability protections provided herein, and
any statutory limitations in paragraphs 25 through 27 above, apply to all of the persons listed in
NCGS § 130A-310.33, including future owners of the Brownfields Property, to the same extent
as Prospective Developer, so long as these persons are not otherwise potentially responsible
parties or parents, subsidiaries, or affiliates of potentially responsible parties.
X. PROSPECTIVE DEVELOPER'S COVENANT NOT TO SUE
29. In consideration of DEQ’s Covenant Not To Sue in Section IX of this Agreement
and in recognition of the absolute State immunity provided in NCGS § 130A-310.37(b), the
Prospective Developer hereby covenants not to sue and not to assert any claims or causes of

22
20015-16-060/Camden Grandview II (draft 20180108)
action against DEQ, its authorized officers, employees, or representatives with respect to any
action implementing the Act, including negotiating, entering, monitoring or enforcing this
Agreement or the above-referenced Notice of Brownfields Property.
XI. PARTIES BOUND
30. This Agreement shall apply to and be binding upon DEQ, and on the Prospective
Developer, its officers, directors, employees, and agents. Each Party’s signatory to this
Agreement represents that she or he is fully authorized to enter into the terms and conditions of
this Agreement and to legally bind the Party for whom she or he signs.
XII. DISCLAIMER
31. Prospective Developer and DEQ agree that this Agreement meets the requirements of
the Act, including but not limited to the requirements set forth in NCGS § 130A-310.32(a)(2).
However, this Agreement in no way constitutes a finding by DEQ as to the risks to public health
and the environment which may be posed by regulated substances at the Brownfields Property, a
representation by DEQ that the Brownfields Property is fit for any particular purpose, nor a
waiver of Prospective Developer’s duty to seek applicable permits or of the provisions of NCGS
§ 130A-310.37.
32. Except for the land use restrictions set forth in paragraph 15.a above and NCGS §
130A-310.33(a)(1)-(5)'s provision of the Act's liability protection to certain persons to the same
extent as to a prospective developer, no rights, benefits or obligations conferred or imposed upon
Prospective Developer under this Agreement are conferred or imposed upon any other person.
XIII. DOCUMENT RETENTION
33. The Prospective Developer agrees to retain and make available to DEQ all business

23
20015-16-060/Camden Grandview II (draft 20180108)
and operating records, contracts, site studies and investigations, remediation reports, and
documents generated by and/or in the control of the Prospective Developer, its affiliates or
subsidiaries relating to storage, generation, use, disposal and management of regulated
substances at the Brownfields Property, including without limitation all Material Safety Data
Sheets or Safety Data Sheets, for six (6) years following the effective date of this Agreement,
unless otherwise agreed to in writing by the Parties. Said records may be retained electronically
such that they can be retrieved and submitted to DEQ upon request. At the end of six (6) years,
the Prospective Developer shall notify DEQ of the location of such documents and shall provide
DEQ with an opportunity to copy any documents at the expense of DEQ. By entering into this
Agreement, Prospective Developer waives no rights of confidentiality or privilege provided by
the North Carolina Public Records Act or otherwise and, at the time DEQ requests to copy or
inspect said documents, Prospective Developer shall provide DEQ with a log of documents
withheld from DEQ, including a specific description of the document(s) and the alleged legal
basis upon which they are being withheld. To the extent DEQ retains any copies of such
documents, Prospective Developer retains all rights it then may have to seek protection from
disclosure of such documents as confidential business information.
XIV. PAYMENT OF ENFORCEMENT COSTS
34. If the Prospective Developer fails to comply with the terms of this Agreement,
including, but not limited to, the provisions of Section V (Work to be Performed), it shall be
liable for all litigation and other enforcement costs incurred by DEQ to enforce this Agreement
or otherwise obtain compliance.

24
20015-16-060/Camden Grandview II (draft 20180108)
XV. NOTICES AND SUBMISSIONS
35. Unless otherwise required by DEQ or a Party notifies the other Party in writing of a
change in contact information, all notices and submissions pursuant to this Agreement shall be
sent by prepaid first class U.S. mail, as follows:
a. for DEQ:
Carolyn Minnich (or successor in function)
N.C. Division of Waste Management
Brownfields Program
Mail Service Center 1646
Raleigh, NC 27699-1646
b. for Prospective Developer:

CUSA N.C, Holding, L.P.(or successor in function)
11 Greenway Plaza Suite 2400 Houston, TX 77046

Notices and submissions sent by prepaid first class U.S. mail shall be effective on the third day
following postmarking. Notices and submissions sent by hand or by other means affording
written evidence of date of receipt shall be effective on such date.
XVI. EFFECTIVE DATE
36. This Agreement shall become effective on the date the Prospective Developer signs
it, after receiving the signed, conditionally approved Agreement from DEQ. DEQ’s approval of
this Agreement is conditioned upon the complete and timely execution and filing of this
Agreement in the manner set forth herein. Prospective Developer shall expeditiously sign the
Agreement in order to effect the recordation of the full Notice of Brownfields Property within
the statutory deadline set forth in N.C.G.S. § 130A-310.35(b). If the Agreement is not signed by
Prospective Developer within 45 days after such receipt, DEQ has the right to revoke its

25
20015-16-060/Camden Grandview II (draft 20180108)
approval and certification of this Agreement, and invalidate its signature on this Agreement.
XVII. TERMINATION OF CERTAIN PROVISIONS
37. If any Party believes that any or all of the obligations under Section VI
(Access/Notice to Successors in Interest) are no longer necessary to ensure compliance with the
requirements of the Agreement, that Party may request in writing that the other Party agree to
terminate the provision(s) establishing such obligations; provided, however, that the provision(s)
in question shall continue in force unless and until the Party requesting such termination receives
written agreement from the other Party to terminate such provision(s).
XVIII. CONTRIBUTION PROTECTION
38. With regard to claims for contribution against Prospective Developer in relation to
the subject matter of this Agreement, Prospective Developer is entitled to protection from such
claims to the extent provided by NCGS § 130A-310.37(a)(5)-(6). The subject matter of this
Agreement is all remediation taken or to be taken and response costs incurred or to be incurred
by DEQ or any other person in relation to the Brownfields Property.
39. The Prospective Developer agrees that, with respect to any suit or claim for
contribution brought by it in relation to the subject matter of this Agreement, it will notify DEQ
in writing no later than 60 days prior to the initiation of such suit or claim.
40. The Prospective Developer also agrees that, with respect to any suit or claim for
contribution brought against it in relation to the subject matter of this Agreement, it will notify
DEQ in writing within 10 days of receiving said suit or claim.
XIX. PUBLIC COMMENT
41. This Agreement shall be subject to a public comment period of at least 30 days

26
20015-16-060/Camden Grandview II (draft 20180108)
starting the day after the last of the following public notice tasks occurs: publication of the
approved summary of the Notice of Intent to Redevelop a Brownfields Property required by
NCGS § 130A-310.34 in a newspaper of general circulation serving the area in which the
Brownfields Property is located; conspicuous posting of a copy of said summary at the
Brownfields Property; and mailing or delivery of a copy of the summary to each owner of
property contiguous to the Brownfields Property. After expiration of that period, or following a
public meeting if DEQ holds one pursuant to NCGS § 130A-310.34(c), DEQ may modify or
withdraw its consent to this Agreement if comments received disclose facts or considerations
which indicate that this Agreement is inappropriate, improper or inadequate.

IT IS SO AGREED:
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
By:
____________________________________________________________________________
Michael E. Scott Date Director, Division of Waste Management

IT IS SO AGREED:
CUSA N.C. Holding, L.P.
By: ____________________________________________________________________________
William “Bill” Sengelmann Date
Executive Vice President

SITE
0 2000 4000
APPROXIMATE
SCALE IN FEET
N
U.S.G.S. QUADRANGLE MAP
QUADRANGLE
7.5 MINUTE SERIES (TOPOGRAPHIC)
CHARLOTTE, NORTH CAROLINA 1991
TITLE
PROJECT
SITE LOCATION MAP
CITY OF CHARLOTTE PARCEL #4
CHARLOTTE, NORTH CAROLINA
DATE:
JOB NO:
REVISION NO:
FIGURE:
3-3-16 0
1CAM-003

20015-16-060/Camden Grandview II (DRAFT 20180130)

1
Exhibit 2
The most recent environmental sampling at the Property reported in the Environmental
Reports occurred in February 2016.The following tables set forth, for contaminants present at the
Property above unrestricted use standards or screening levels, the concentration found at each
sample location, and the applicable standard or screening level. Screening levels and groundwater standards are shown for reference only and are not set forth as cleanup levels for
purposes of this Agreement.

GROUNDWATER
Groundwater contaminants in micrograms per liter (the equivalent of parts per billion),
the standards for which are contained in Title 15A of the North Carolina Administrative Code,
Subchapter 2L (2L), Rule .0202, (April 1, 2013 version) and the potential for vapor intrusion
(VI) in micrograms per liter (the equivalent of parts per billion), the vapor intrusion screening
levels for which are derived from the Residential Vapor Intrusion Screening Levels of the Division of Waste Management October 2017 version):
Groundwater
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Standard
(µg/L)
2L
Standard
(µg/L)
Residential VI
Screening
Level1
(µg/L)
Tetrachloroethylene
TW-15
5/27/2010 4.2
0.7 12
8/26/2010 3.9
11/22/2010 3.3
3/15/2011 4.6
TW-16 11/22/2010 1.8
TW-16 3/15/2011 2.5
TDMW-1 3/16/2011 5.3
TW-1 11/17/2008 12
TW-2 11/17/2008 14
TW-3 11/17/2008 4.1
1 Screening levels displayed for non-carcinogens are for a hazard quotient equal to 0.2. Screening levels displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.

20015-16-060/Camden Grandview II (DRAFT 20180130)

2
SOIL
Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening levels for which are derived from the Preliminary Industrial Health- Based Soil
Remediation Goals of the Inactive Hazardous Sites Branch of DEQ’s Superfund Section
(October 2017 version):
Soil
Contaminant
Sample
Location
Depth
(ft)
Date of
Sampling
Concentration
Exceeding
Screening
Level (mg/kg)
Residential
Screening
Level1 (mg/kg)
Arsenic SB-4 1-2 02/04/2016 0.75* 0.68 SP-201708032 4-5 08/03/2017 0.82J*
Iron
SB-1 4-5
2/4/2016
13,000*
11,000 SB-2 4-5 23,000*
SB-3 3-4 37,000*
SB-4 1-2 33,000*
Manganese
SB-2 4-5
2/4/2016
470*
380
SB-3 3-4 880*
SB-1 1-2 600*
SB-5 0-4 450*
SP-201708032 4-5 8/3/2017 410*
Thallium
SB-2 4-5
2/4/2016
0.21*
0.156 SB-3 3-4 0.18*
SB-5 0-1 0.21*
Sp-201708032 4-5 8/3/2017 0.29*
1Screening levels displayed for non-carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk. 2. Soil sample SP-20170803 was collected from an area of potentially impacted soil discovered
during grading. Potentially impacted soil associated with SP-20170803 soil sample was placed
beneath the access road in the western portion of the Site and covered with geotextile fabric (see survey for soil placement location). * Concentration believed to represent naturally occurring background level of metal in soil.

Exhibit C LEGAL DESCRIPTION
Site Name: Camden Grandview II
Brownfields Project Number: 20015-16-060

SURVEYED LEGAL DESCRIPTION
Beginning at a rebar found at the southwestern intersection of right of way for South Boulevard and E. John Belk Freeway as situated in the City of Charlotte in Mecklenburg County of North Carolina, said point having the North
Carolina State Plane Coordinates of North: 539,933.54 and East:1,448,256.15 with a Combined Scale Factor of:0.99984301 (NAD83-2011); thence with the northern right of way of South Boulevard the following five (5) calls
1) a bearing of S 23°41'22" W and a distance of 53.15' to a rebar found; 2) thence with a bearing of S 72°39'57" W and a distance of 101.84' to a rebar found;
3) thence with a bearing of S 69°52'46" W and a distance of 103.33' to a rebar found; 4) thence with a bearing of S 67°35'53" W and a distance of 41.34' to a rebar found;
5) thence with a bearing of S 65°49'23" W and a distance of 165.42' to a rebar found; thence with the eastern right of way of East Morehead Street with a bearing of N 37°55'48" W and a distance of 57.44' to a rebar found; thence with
the common line of the (~now or formerly) Summit Grandview, LLC property as recorded in Deed Book 10469, Page 504 the following five (5) calls
1) a bearing of N 43°35'31" E and a distance of 130.61' to a rebar found; 2) thence with an Arc to the Left having a Radius of 202.72' and a Length of 121.33', and being Chorded by a bearing
of N 22°24'35" E and a distance of 119.53' to a rebar found; 3) thence with a bearing of N 7°20'02" W and a distance of 120.11' to a rebar found;
4) thence with an Arc to the Left having a Radius of 203.10' and a Length of 66.26', and being Chorded by a bearing of N 21°43'32" W and a distance of 65.97' to a rebar found;
5) thence with a bearing of N 65°11'10" W and a distance of 7.87' to a rebar found; thence with a bearing of N 50°31'40" E and a distance of 71.74' to a rebar found on the southern right of way of E.
John Belk Freeway; thence with said right of way a bearing of S 46°24'52" E and a distance of 408.54' to the point of beginning and containing 2.043 Acres, more or less.