22019_Cone Mill - G'BORO_NBP for PC BF # 22019-18-041 20190523

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PPAB 4923490v1 1
Property Owner: Mill District Properties, LLC and Printworks Ventures, LLC
Recorded in Book ____, Page ____
Associated plat recorded in Plat Book ____, Page ____

NOTICE OF BROWNFIELDS PROPERTY
Site Name: Cone Mill - Greensboro
Brownfields Project Number: 22019-18-041

This documentary component of a Notice of Brownfields Property (“Notice”), as well as the plat
component, have been filed this _____ day of __________________, 2019 by Mill District Properties, LLC
and Printworks Ventures, LLC (“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 located at 1700-1702 and 1707 Fairview Street, Greensboro, Guilford
County, North Carolina and is comprised of four parcels totaling 21.173 acres. The Prospective Developer
intends to redevelop the property for retail, office, restaurant, parking, high density residential, storage unit,
brewery or food production facility, institutional, studio, recreation, open space, greenway and, subject to
DEQ’s prior written approval, other commercial uses. The Brownfields Property was developed in 1895 for use
as a rug manufacturing business. Cone Mills purchased the manufacturing facility in 1911 and operated it as a
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contract print works plant until 1977. The building was used by Cone Mills as a fabric storage warehouse from
1977 until 1996 and has been vacant since 1996. Historical manufacturing activities included textile printing
and finishing. The Brownfields Property contains a two story, approximate 800,000 square foot manufacturing
building. Soil, soil gas, and groundwater at the property are contaminated by one or more of the following:
volatile organic compounds(VOCs), semi-volatile organic compounds(SVOCs) and metals.

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 land use restrictions below have been EXCERPTED VERBATIM from paragraph 15 of the
Brownfields Agreement, and all subparagraph letters/numbers are the same as those used in the
Brownfields Agreement. The following land use restrictions are hereby imposed on the Brownfields
Property:

a. No use may be made of the Brownfields Property other than for retail, office, restaurant,
parking, high density residential, storage unit, brewery or food production facility, institutional, studio,
recreation, open space, greenway, and, subject to DEQ’s prior written approval, other commercial uses.
For purposes of this restriction, the following definitions apply:

i. “Retail” defined as the sale of goods or services, products, or merchandise directly to the
consumer or businesses and includes showrooms, personal service, and the sales of food and/or beverage
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products.

ii. “Office” defined as the provision of business or professional services.,

iii. “Parking” defined as the temporary accommodation of motor vehicles in an area
designed for same.

iv. “High Density Residential” defined as permanent dwellings where residential units are
attached to each other with common walls, such as condominia, apartments, group homes, dormitories or
boarding houses, 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.

v. “Storage unit” defined as spaces that are commercially rented on a short- or long-term
basis by consumers and businesses for the storage of personal effects, household goods, equipment and
other non-hazardous materials that are in compliance with all other aspects of this Agreement.

vi. “Restaurant” defined as a commercial business establishment that prepares and serves
food and/or beverages to patrons.

vii. “Commercial” defined as an enterprise carried on for profit or nonprofit by the owner,
lessee or licensee.

viii. “Brewery or Food Production Facility” defined as an establishment for the
manufacture, sale and distribution of beverages or food products, including without limitation beer and
ale, together with associated public roadways and related infrastructure.

ix. “Institutional” defined as the use of land, buildings, or structures for public, non-profit,
or quasi-public purposes, such as libraries, community centers, post-secondary education facilities,
performance theaters, art galleries, or health care facilities.

x. “Studio” defined as space dedicated to creative media, including visual art, sculpture,
pottery, music, and dance or other artistic activities not in conflict with other land use restrictions in this
section.
xi. “Recreation” defined as indoor and outdoor exercise-related, physically focused, or
leisure-related activities, whether active or passive, and the facilities for same, including, but not limited
to, studios, in-ground or aboveground swimming pools, sports-related courts and fields, open space,
greenways, parks, playgrounds, pet recreation areas, walking paths, and picnic and public gathering
areas.

xii. “Open space” defined as land maintained in a natural or landscaped state and used for
natural resource protection, buffers, greenways, or detention facilities for stormwater.

xiii. “Greenway” defined as a natural or constructed corridors traversing open space,
which may be used for pedestrian or bicycle passage. Greenways typically link areas of activity, such as
parks, cultural features, or historic sites with each other and with populated areas.

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b. Unless compliance with this Land Use Restriction is waived in writing by DEQ in advance in
regard to particular activity, no activities that encounter, expose, remove or use groundwater (for
example, installation of water supply wells, ponds, lakes or swimming pools, or construction or
excavation activities that encounter or expose groundwater) or that encounter, remove, or use surface
water may occur on the Brownfields Property 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 subparagraph 15.a
above while fully protecting public health and the environment. Prior sampling and analysis of
groundwater to the written satisfaction of DEQ in any areas proposed for such activities, and submittal
of the analytical results to DEQ is required. If such results reflect contaminant concentrations that
exceed the standards and screening levels applicable to the uses authorized for the Brownfields Property,
the groundwater-related activities proposed may only occur in compliance with any written conditions
DEQ imposes, which may include any measures DEQ deems necessary to ensure the Brownfields
Property will be suitable for the uses specified in subparagraph 15.a above while fully protecting public
health and the environment.

c. Physical redevelopment of the Brownfields Property may not occur other than in accord, as
determined by DEQ, with an Environmental Management Plan (“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, including without limitation the testing of soil and
groundwater, newly discovered potential sources of environmental contamination (e.g., USTs, tanks,
drums, septic drain fields, oil-water separators, soil contamination); and

iv. plans for the proper characterization of, and, as necessary, disposal of contaminated
soils excavated during redevelopment.

d. No residential use of the Brownfields Property may occur until the then owner of the
Brownfields Property conducts representative final grade soil sampling of any area within the
Brownfields Property that is not covered by building foundations, sidewalks, or asphaltic or concrete
parking areas and driveways pursuant to a plan approved in writing in advance by DEQ.

e. Unless otherwise approved by DEQ in writing after results of final grade soil sampling are
received per subparagraph 15.d, above, 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 subparagraph 15.a. above while fully protecting public health and
the environment, except:
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i. in connection with landscape planting to depths not exceeding 24”;

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; and

iv. in connection with work conducted in accordance with a DEQ-approved EMP as
outlined above in subparagraph 15.c.

f. 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 above in subparagraph 15.c.

g. No enclosed building may be constructed on the Brownfields Property, and no existing
building, defined as those depicted on the plat component of the Notice of Brownfields Property
referenced in paragraph 20 below, may be occupied until DEQ determines in writing that:

i. the building is or would be protective of the building’s users, public health and the
environment from risk of vapor intrusion based on Brownfields Property assessment data or a site-
specific risk assessment approved in writing by DEQ; or

ii. the building is or would be sufficiently distant from the Brownfields Property’s
groundwater and/or soil contamination based on assessment data approved in writing by DEQ that the
building’s users, public health and the environment will be protected from risk from vapor intrusion
related to said contamination; or

iii. vapor intrusion mitigation measures are installed and/or implemented to the satisfaction
of a professional engineer licensed in North Carolina, as evidenced by said engineer’s professional seal on
a report that includes photographs and a description of the installation and performance of said
measures. Any design specification for vapor intrusion mitigation measures shall be approved in writing
by DEQ in advance of installation and/or implementation of said measures. The design specifications
shall include methodology(ies) for demonstrating performance of said measures.

h. As part of the Land Use Restrictions Update described below in subparagraph 15.l for each
year after the year in which the Notice referenced below in Paragraph 20 is recorded, 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 the Brownfields Property 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:

i. actions taken on the Brownfields Property in accordance with Section V: Work to be
Performed above;

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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).

i. 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.

j. 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 Guilford 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 North
Carolina Public Records Law. The owner conveying an interest may use the following mechanisms to
comply with the obligations of this subparagraph: (i) If every lease and rider is identical in form, the
owner conveying an interest may provide DEQ with copies of a form lease or rider evidencing compliance
with this subparagraph, in lieu of sending copies of actual, executed leases, to the persons listed in Section
XV (Notice and Submissions); or (ii) The owner conveying an interest may provide abstracts of leases,
rather than full copies of said leases, to the persons listed in Section XV.

k. 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.

l. During January of each year after the year in which the Notice referenced below in paragraph
20 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 Guilford County, certifying that, as of said January 1st, the Notice of
Brownfields Property containing these land use restrictions remains recorded at the Guilford County
Register of Deeds office and that the land use restrictions are being complied with. The submitted LURU
shall state the following:

i. the name, mailing address, telephone and facsimile numbers, and contact person’s e-mail
address of the owner submitting the LURU if said owner acquired any part of the Brownfields Property
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during the previous calendar year;

ii. the transferee’s name, mailing address, telephone and facsimile numbers, and contact
person’s e-mail address, if said owner transferred any part of the Brownfields Property during the
previous calendar year;

iii. whether any vapor barrier and/or mitigation systems installed pursuant to
subparagraph 15.g above are performing as designed, and whether the uses of the ground floors of any
buildings containing such vapor barrier and/or mitigation systems have changed, and, if so, how;

iv. LURUs submitted for any portion of the Brownfields Property that contains rental
units shall include a list of tenants and their addresses;

v. A LURU submitted for rental units shall include the rent roll (except that a rent roll
shall not be required for commercial storage unit rentals) and enough of each lease entered into during
the previous calendar year to demonstrate compliance with lessee notification requirements in
subparagraph 15.j above and paragraph 21 below 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; and

vi. A property owners’ 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.

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
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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__.

Mill District Properties, LLC

By: __________________________________________
Name typed or printed:
Title typed or printed:

Printworks Ventures, LLC

________________________________________
Name typed or printed:
Title typed or printed:

NORTH CAROLINA
_______________ 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

___________________________________
Notary’s printed or typed name, Notary Public
(Official Seal) My commission expires: _____________________

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************************************
************************************
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

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ACKNOWLEDGMENT OF PROPERTY OWNER

As the current owner, or representative of said owner, of at least part of the Brownfields Property, I
hereby acknowledge recordation of this Notice of Brownfields Property and the Land Use Restrictions
contained herein.

CITY OF GREENSBORO, NORTH CAROLINA

By: _________________________________________ ________________________
Date
[title]

NORTH CAROLINA
_______________ 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

___________________________________
Notary’s printed or typed name, Notary Public
(Official Seal) My commission expires: _____________________

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EXHIBIT A

NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY

IN THE MATTER OF: Mill District Properties, LLC and Printworks Ventures, LLC

UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re:
BROWNFIELDS PROPERTY REUSE ACT ) Cone Mill - Greensboro
OF 1997, NCGS § 130A-310.30, et seq. ) 1700-1702 and 1707 Fairview Street
Brownfields Project # 22019-18-041 ) Greensboro, Guilford County
I. INTRODUCTION
This Brownfields Agreement (“Agreement”) is entered into by the North Carolina
Department of Environmental Quality (“DEQ”), Mill District Properties, LLC, and Printworks
Ventures, LLC (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 1700-1702 and 1707
Fairview Street, Greensboro, Guilford County, 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.
Printworks Ventures, LLC is a North Carolina Limited Liability Company that was
formed on December 22, 2016. Mill District Properties, LLC is a North Carolina Limited
Liability Company that was formed on June 13, 2018. The registered agent for both companies is
Joseph M. Alexander and the mailing address for the companies is 2450 Rimrock Road, Suite
100, Madison, Wisconsin 53713. The Brownfields Property located at 1700, 1701, 1702 and
1707 Fairview Street, Greensboro, North Carolina (Property Tax Parcels # 0027497, 0228218,
0228129, 0027498, and right of way for the existing Ninth Street roadway) is approximately
21.173 acres. The Brownfields Property was most recently used for warehouse storage and has

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been vacant since 1996.
Mill District Properties, LLC and Printworks Ventures, LLC intend to redevelop the
Brownfields Property for retail, office, restaurant, parking, high density residential, storage unit,
brewery or food production facility, institutional, studio, recreation, open space, greenway and,
subject to DEQ’s prior written approval, other commercial uses. The Brownfields Property is
surrounded by land in commercial, industrial and residential use. Groundwater, soil and soil gas
is contaminated at the Brownfields Property due to historical manufacturing activities.
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 Mill District Properties, LLC and Printworks Ventures, LLC for
contaminants at the Brownfields Property.
The Parties agree that Mill District Properties, LLC and Printworks Ventures, LLC’s
entry into this Agreement, and the actions undertaken by Mill District Properties, LLC and
Printworks Ventures, LLC in accordance with the Agreement, do not constitute an admission of
any liability by Mill District Properties, LLC and Printworks Ventures, LLC for contaminants at
the Brownfields Property. The resolution of this potential liability, in exchange for the benefit
Mill District Properties, LLC and Printworks Ventures, LLC shall provide to DEQ, is in the
public interest.
Mill District Properties, LLC and Printworks Ventures, LLC hereby acknowledge that
they will be joint and severally responsible for any liabilities, requirements, and land use

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restrictions set forth under this Agreement, and jointly and severally entitled to all benefits and
protections afforded to a Prospective Developer as defined in paragraph 2 below, pursuant to this
Agreement.
The resolution of this potential liability, in exchange for the benefit the Prospective
Developers 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 Mill District Properties, LLC and Printworks
Ventures, LLC.
III. STATEMENT OF FACTS
3. The Brownfields Property comprises four parcels totaling 21.173 acres. Prospective
Developer has committed itself to redevelopment for no uses other than retail, office, restaurant,
parking, high density residential, storage unit, brewery or food production facility, institutional,
studio, recreation, open space, greenway and, subject to DEQ’s prior written approval, other
commercial uses.
4. The Brownfields Property is located in a mixed industrial and residential area
bordered to the south by 9th Street with wooded land and single-family residences beyond; to the
east by Cone Mills wastewater treatment plant (White Oak Ventures, LLC) with single-family

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residences farther east; to the west by vacant land beyond North Buffalo Creek then Fairview
Street beyond which are City of Greensboro athletic fields; and to the north by vacant land
beyond North Buffalo Creek then 11th Street beyond which is the Cone Mills White Oak Plant
(White Oak Ventures, LLC).
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
Brownfields Property Receptor Survey ECS Southeast, LLP May 3, 2019
Environmental Services Report, Former
Printworks Plant
ECS Southeast, LLP January 18, 2019
(revised on April 2,
2019)
Phase I Environmental Site Assessment ECS Southeast, LLP July 9, 2018
Environmental Services Report, Former
Printworks Plant
ECS Southeast, LLP April 18, 2017
Phase I Environmental Site Assessment,
Former Printworks Plant
ECS Carolinas, LLP August 1, 2016
Report of Phase I Environmental Assessment
Update, Cone Mills Plant #9 (Former
Printworks Plant)
ECS Carolinas, LLP November 2, 2004
Report of Phase I Environmental Site
Assessment Update, Cone Mills Plant #9
(Former Printworks Plant)
ECS Carolinas, LLP October 15, 2003
Environmental Services Report, Cone Mills
Plant #9 (Former Printworks Plant)
ECS Carolinas, LLP December 19, 2000

6. For purposes of this Agreement, DEQ relies on the following representations by
Prospective Developer as to use and ownership of the Brownfields Property:
a. The Brownfields Property was developed in 1895 for use as a rug manufacturing
business. Cone Mills purchased the manufacturing facility in 1911 and operated it as a contract
print works plant until 1977. Historical manufacturing activities included textile printing and
finishing. The Brownfields Property contains a two story, approximate 800,000 square foot

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manufacturing building with a basement. Municipal water and sewer are provided to the
Brownfields Property by the City of Greensboro. The building was used by Cone Mills as a
fabric storage warehouse from 1977 until 1996. The building has been vacant since 1996.
b. A detached power house is located on the western side of the plant. The power house
formerly received steam heat through overhead high pressure steam pipes that was generated
from an off-site Cone Mills facility.
c. Historical aerial photographs from the 1930s depict apparent residential structures on
southeastern portions of the Brownfields Property. The residential structures are no longer
present in a 1948 aerial photo.
d. Historical records indicate that multiple above ground storage tanks (ASTs) and a
gasoline underground storage tank (UST) were located on the northern and western portions of
the Brownfields Property.
e. Printworks Ventures, LLC purchased the Brownfields Property from Printworks
Properties, LLC on May 15, 2017 and dedicated the 9th Street right of way to the City of
Greensboro. Mill District Properties, LLC then purchased a portion of the Brownfields Property
from Printworks Ventures, LLC on September 5, 2018.
7. Pertinent environmental information regarding the Brownfields Property and
surrounding area includes the following. Environmental data exceeding applicable screening
levels are summarized in Exhibit 2.
a. Phase I Environmental Site Assessment reports were completed in December
2000, October 2003 and November 2004. The December 2000 Phase I Environmental Site
Assessment Report also included asbestos and lead paint assessments.

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b. In September 2017, an environmental assessment was conducted by ECS at the
Brownfields Property. During the assessment, soil samples were collected from 16 soil borings
advanced in potential areas of concern identified during previous Phase I environmental
assessment activities. The soil samples were analyzed for volatile organic compounds (VOCs),
semi-volatile organic compounds (SVOCs) base neutrals & acid extractables (BNA), and total
Resource Conservation and Recovery Act (RCRA) metals. In addition, three permanent
groundwater monitoring wells were installed at the Brownfields Property. The groundwater
samples were analyzed for VOCs, SVOCs, and total RCRA metals. ECS also collected ten soil-
gas samples (SG-1 through SG-10) at the Brownfields Property analyzed for VOCs using EPA
Method TO-15.
Laboratory analysis detected several SVOCs at concentrations above Residential
Preliminary Soil Remediation Goals (PSRGs) in the soil samples. Arsenic and cadmium were
also detected in soil above Residential PSRGs.
Concentrations of VOCs, including benzene and naphthalene, exceeding the
applicable NC 2L Groundwater Quality Standards (NC2LGWQS) were detected in the
groundwater sample collected from monitoring well MW-2, located on the north side of the
building. Analysis of soil gas samples detected VOCs, including ethylbenzene, 1,3,5-
trimethylbenzene, and total xylenes, above the NCDEQ residential soil gas screening levels
(SGSLs).
c. An additional environmental assessment was conducted by ECS in October
2018 under a NCDEQ approved work plan. An electromagnetic (EM) and ground penetrating
radar (GPR) survey was conducted to determine if unknown USTs were present at the

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Brownfields Property. The GPR survey was conducted in the vicinity of the former residential
structures, outside of the boiler room, and in the vicinity of the former UST and AST located on
the eastern parcel to the north/northeast of the building. It was reported that no anomalies
indicative of USTs were detected.
During the October and November 2018 environmental assessment, eight soil
samples were collected, five additional permanent groundwater monitoring wells were installed,
and three sub-slab soil gas samples were collected. Groundwater samples were collected from
the eight permanent monitoring wells and analyzed by a North Carolina certified laboratory for
VOCs, SVOCs, total RCRA metals, hexavalent chromium, pesticides, and perfluorinated
compounds (PFCs) (EPA Method 537). Soil samples were analyzed for VOCs, SVOCs, total
RCRA metals, hexavalent chromium, and pesticides. Soil gas samples were analyzed for VOCs
by EPA Method TO-15.
Results from the October 2018 environmental assessment indicated that
benzo(a)pyrene was detected in one soil sample above Residential PSRGs. Arsenic was also
detected in four soil samples above Residential PSRGs. Hexavalent chromium was not detected
above laboratory reporting limits; however, the laboratory reporting limits were elevated above
the Residential PSRG.
Laboratory analysis detected benzene and naphthalene at concentrations above
North Carolina 2L Groundwater Quality Standards (NC 2L) in the groundwater sample collected
from MW-2 in October 2018. No SVOCs were detected in groundwater above screening levels.
Laboratory analysis detected several metals at concentrations above NC 2L standards in the
groundwater samples collected in October 2018, including barium, cadmium, chromium, and

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lead. Mercury was also detected in the groundwater sample collected from monitoring well MW-
5 above its NC2LGWQS. Hexavalent chromium was not detected in groundwater samples above
its NC 2L standard.
Laboratory analysis indicated that tetrachloroethylene (PCE) was detected at
concentrations above DEQ Division of Waste Management’s (DMW’s) Residential and Non-
Residential Soil Gas Screening Levels (SGSLs), in soil gas samples collected from SG-1 and
SG-2.
8. The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred on November 1, 2018. 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 Printworks Ventures, LLC's involvement with the
Brownfields Property has been limited to obtaining or commissioning the Environmental
Reports, preparing and submitting to DEQ a Brownfields Property Application (BPA) dated
April 10, 2018 and amended on February 22, 2019, purchasing the Brownfields Property on May
15, 2017 and dedicating the 9th Street right of way to the City of Greensboro, transferring a
portion of the Brownfields Property to Prospective Developer Mill District Properties, LLC on
September 5, 2018, and conducting certain site preparation and redevelopment activities
pursuant to the February 21, 2019 Environmental Management Plan (“EMP”) approved by DEQ.
Prospective Developer Printworks Ventures, LLC’s involvement with the Brownfields Property
has been limited to obtaining or commissioning the Environmental Reports, preparing and

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submitting to DEQ an amended BPA dated February 22, 2019, acquiring a portion of the
Brownfields Property on September 5, 2018, and conducting certain site preparation and
redevelopment activities pursuant to the February 21, 2019 EMP.
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. The Parties agree that a $30,000 “Redevelopment Now” fee Prospective Developer

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has paid suffices 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. an increase in the Brownfields Property’s productivity and removal of blight
for the surrounding community;
b. addition of residential units, including affordable housing units;
c. extension of Greensboro’s greenway network for pedestrian activity;
d. a spur to additional community investment and redevelopment, through
improved neighborhood appearance and otherwise;
e. an increase in tax revenue for affected jurisdictions;
f. “smart growth” through use of land in an already developed area, which avoids
development of land beyond the urban fringe (“greenfields”).

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 &

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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 20,
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 retail, office,
restaurant, parking, high density residential, storage unit, , brewery or food production facility,
institutional, studio, recreation, open space, greenway, and, subject to DEQ’s prior written
approval, other commercial uses. For purposes of this restriction, the following definitions
apply:
i. “Retail” defined as the sale of goods or services, products, or
merchandise directly to the consumer or businesses and includes showrooms, personal
service, and the sales of food and/or beverage products.
ii. “Office” defined as the provision of business or professional services.

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iii. “Parking” defined as the temporary accommodation of motor vehicles
in an area designed for same.
iv. “High Density Residential” defined as permanent dwellings where
residential units are attached to each other with common walls, such as condominia,
apartments, group homes, dormitories or boarding houses, 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.
v. “Storage unit” defined as spaces that are commercially rented on a
short- or long-term basis by consumers and businesses for the storage of personal effects,
household goods, equipment and other non-hazardous materials that are in compliance
with all other aspects of this Agreement.
vi. “Restaurant” defined as a commercial business establishment that
prepares and serves food and/or beverages to patrons.
vii. “Commercial” defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee.
viii. “Brewery or Food Production Facility” defined as an establishment
for the manufacture, sale and distribution of beverages or food products, including
without limitation beer and ale, together with associated public roadways and related
infrastructure.
ix. “Institutional” defined as the use of land, buildings, or structures for
public, non-profit, or quasi-public purposes, such as libraries, community centers, post-

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secondary education facilities, performance theaters, art galleries, or health care facilities.
x. “Studio” defined as space dedicated to creative media, including visual
art, sculpture, pottery, music, and dance or other artistic activities not in conflict with
other land use restrictions in this section.
xi. “Recreation” defined as indoor and outdoor exercise-related, physically
focused, or leisure-related activities, whether active or passive, and the facilities for same,
including, but not limited to, studios, in-ground or aboveground swimming pools, sports-
related courts and fields, open space, greenways, parks, playgrounds, pet recreation areas,
walking paths, and picnic and public gathering areas.
xii. “Open space” defined as land maintained in a natural or landscaped
state and used for natural resource protection, buffers, greenways, or detention facilities
for stormwater.
xiii. “Greenway” defined as a natural or constructed corridors traversing
open space, which may be used for pedestrian or bicycle passage. Greenways typically
link areas of activity, such as parks, cultural features, or historic sites with each other and
with populated areas.
b. Unless compliance with this Land Use Restriction is waived in writing by
DEQ in advance in regard to particular activity, no activities that encounter, expose, remove or
use groundwater (for example, installation of water supply wells, ponds, lakesor swimming
pools, or construction or excavation activities that encounter or expose groundwater) or that
encounter, remove, or use surface water may occur on the Brownfields Property unless and until
DEQ states in writing, in advance of the proposed activity, that said activity may occur if carried

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out along with any measures DEQ deems necessary to ensure the Brownfields Property will be
suitable for the uses specified in subparagraph 15.a above while fully protecting public health
and the environment. Prior sampling and analysis of groundwater to the written satisfaction of
DEQ in any areas proposed for such activities, and submittal of the analytical results to DEQ is
required. If such results reflect contaminant concentrations that exceed the standards and
screening levels applicable to the uses authorized for the Brownfields Property, the groundwater-
related activities proposed may only occur in compliance with any written conditions DEQ
imposes, which may include any measures DEQ deems necessary to ensure the Brownfields
Property will be suitable for the uses specified in subparagraph 15.a above while fully protecting
public health and the environment.
c. Physical redevelopment of the Brownfields Property may not occur other than
in accord, as determined by DEQ, with an Environmental Management Plan (“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;

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iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered potential sources of environmental
contamination (e.g., USTs, tanks, drums, septic drain fields, oil-water separators, soil
contamination); and
iv. plans for the proper characterization of, and, as necessary, disposal of
contaminated soils excavated during redevelopment.
d. No residential use of the Brownfields Property may occur until the then owner
of the Brownfields Property conducts representative final grade soil sampling of any area within
the Brownfields Property that is not covered by building foundations, sidewalks, or asphaltic or
concrete parking areas and driveways pursuant to a plan approved in writing in advance by DEQ.
e. Unless otherwise approved by DEQ in writing after results of final grade soil
sampling are received per subparagraph 15.d, above, 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
subparagraph 15.a. above while fully protecting public health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24”;
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; and

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iv. in connection with work conducted in accordance with a DEQ-
approved EMP as outlined above in subparagraph 15.c.
f. 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 above in subparagraph 15.c.
g. No enclosed building may be constructed on the Brownfields Property, and no
existing building, defined as those depicted on the plat component of the Notice of Brownfields
Property referenced in paragraph 20 below, may be occupied until DEQ determines in writing
that:
i. the building is or would be protective of the building’s users, public
health and the environment from risk of vapor intrusion based on Brownfields Property
assessment data or a site-specific risk assessment approved in writing by DEQ; or
ii. the building is or would be sufficiently distant from the Brownfields
Property’s groundwater and/or soil contamination based on assessment data approved in writing
by DEQ that the building’s users, public health and the environment will be protected from risk
from vapor intrusion related to said contamination; or
iii. vapor intrusion mitigation measures are installed and/or implemented
to the satisfaction of a professional engineer licensed in North Carolina, as evidenced by said
engineer’s professional seal on a report that includes photographs and a description of the
installation and performance of said measures. Any design specification for vapor intrusion
mitigation measures shall be approved in writing by DEQ in advance of installation and/or
implementation of said measures. The design specifications shall include methodology(ies) for

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demonstrating performance of said measures.
h. As part of the Land Use Restrictions Update described below in
subparagraph 15.l for each year after the year in which the Notice referenced below in Paragraph
20 is recorded, 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 the Brownfields Property 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:
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).
i. 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

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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.
j. 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 Guilford 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 North Carolina Public Records
Law. The owner conveying an interest may use the following mechanisms to comply with the
obligations of this subparagraph: (i) If every lease and rider is identical in form, the owner
conveying an interest may provide DEQ with copies of a form lease or rider evidencing
compliance with this subparagraph, in lieu of sending copies of actual, executed leases, to the
persons listed in Section XV (Notice and Submissions); or (ii) The owner conveying an interest
may provide abstracts of leases, rather than full copies of said leases, to the persons listed in
Section XV.
k. 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.
l. During January of each year after the year in which the Notice referenced below

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in paragraph 20 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 Guilford County, certifying that, as of said
January 1st, the Notice of Brownfields Property containing these land use restrictions remains
recorded at the Guilford County Register of Deeds office and that the land use restrictions are
being complied with. The submitted LURU shall state the following:
i. the name, mailing address, telephone and facsimile numbers, and contact
person’s e-mail address of the owner submitting the LURU if said owner acquired any part of the
Brownfields Property during the previous calendar year;
ii. the transferee’s name, mailing address, telephone and facsimile
numbers, and contact person’s e-mail address, if said owner transferred any part of the
Brownfields Property during the previous calendar year;
iii. whether any vapor barrier and/or mitigation systems installed pursuant
to subparagraph 15.g above are performing as designed, and whether the uses of the ground
floors of any buildings containing such vapor barrier and/or mitigation systems have changed,
and, if so, how;
iv. LURUs submitted for any portion of the Brownfields Property that
contains rental units shall include a list of tenants and their addresses;
v. A LURU submitted for rental units shall include the rent roll (except
that a rent roll shall not be required for commercial storage unit rentals) and enough of each lease
entered into during the previous calendar year to demonstrate compliance with lessee notification
requirements in subparagraph 15.j above and paragraph 21 below of this agreement provided that

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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; and
vi. A property owners’ 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.
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

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15.i 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
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 this 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 Guilford
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.

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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 Guilford 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
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

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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 subparagraph 35.a. below
of 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 April 10, 2018 and amended on February 22, 2019,
by which it applied for this Agreement. That use is retail, office, restaurant, parking, high
density residential, storage unit, brewery or food production facility, institutional, studio,
recreation, open space, greenway and, subject to DEQ’s prior written 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.

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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
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

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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
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.

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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
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

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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 subparagraph 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
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

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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.
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:
Brownfields Property Management Unit (or successor in function)
N.C. Division of Waste Management
Brownfields Program
Mail Service Center 1646
Raleigh, NC 27699-1646

b. for Prospective Developer:

Joseph M. Alexander (or successor in function)
Mill District Properties, LLC and Printworks Ventures, LLC
2450 Rimrock, Road, Suite 100
Madison, WI 53713

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

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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
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

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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
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

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IT IS SO AGREED:
Mill District Properties, LLC
By: The Alexander Company, Inc., its Managing Member

By:

__________________________________________________________________________
Joseph M. Alexander, its President Date

IT IS SO AGREED:
Printworks Ventures, LLC
By: Printworks Managing Member, LLC, its Managing Member

By: The Alexander Company, Inc., its Manager,

By:

____________________________________________________________________________
Joseph M. Alexander, its President Date

SOURCE:
USGS TOPOGRAPHIC MAP
GREENSBORO and MCLEANSVILLE
NC QUADRANGLES
DATED 2016
1 : 24,000
EXHIBIT 1
SITE LOCATION MAP
FORMER PRINT WORKS PLANT
1700, 1701, and 1707 FAIRVIEW STREET
GREENSBORO, NORTH CAROLINA
ECS PROJECT: 49:7274A
SITE

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1
Exhibit 2

The most recent environmental sampling at the Property reported in the Environmental
Reports occurred on November 5, 2018. 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):

Groundwater
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Standard (g/L)
Standard
(g/L)
Arsenic 10 MW-6 1/10/2019 10.7
Barium
MW-2 11/5/2018 1,920
700 MW-5 1/10/2019 1,240
MW-6 1/10/2019 2,400
MW-7 11/5/2018 3,180
Benzene MW-2 11/5/2018 2.1 1
Cadmium
MW-2 11/5/2018 6.3
2 MW-5 1/10/2019 3
MW-6 1/10/2019 5.7
Chromium
MW-1 11/5/2018 251
10
MW-2 11/5/2018 384
MW-3 11/5/2018 34.9
MW-4 11/5/2018 86.6
MW-5 1/10/2019 133
MW-6 1/10/2019 310
MW-7 11/5/2018 1,050
MW-8 11/5/2018 231
Lead
MW-1 11/5/2018 68.9
15
MW-2 11/5/2018 110
MW-4 11/5/2018 69.9
MW-5 1/10/2019 26.6
MW-6 1/10/2019 50.1
MW-7 11/5/2018 21.4
MW-8 11/5/2018 32.6
Mercury MW-5 11/5/2018 99 1

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2
Naphthalene MW-2 11/5/2018 17.3 6
Perfluorooctonic
Acid
MW-4 11/5/2018 0.0025
NE MW-6 11/5/2018 0.0020
MW-7 11/5/2018 0.0020
MW-8 11/5/2018 0.0068
NE-No established screening level
J- Estimated Concentration

SOIL

Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening levels for which are derived from the Residential Preliminary Industrial Health- Based
Soil Remediation Goals of the Inactive Hazardous Sites Branch of DEQ’s Superfund Section
(February 2018 version):
Soil
Contaminant
Sample
Locatio
n
Depth
(ft)
Date of
Sampling
Concentration
Exceeding
Screening Level
(mg/kg)
Residential
Screening
Level1
(mg/kg)
Arsenic1 TP-1 3-4 10/29/2018 3.0J
0.68
TP-2 2.5-3.5 10/29/2018 <2.9
TP-3 3-4 10/29/2018 2.7J
TP-4 4-6 10/29/2018 <4.2
SB-1 3-4 10/29/2018 0.71J
SB-2 3-4 10/29/2018 0.68J
SB-3 3-4 10/29/2018 1.5
SB-4 2-4 10/29/2018 1.8
SB-6 3-4 11/1/2018 1.9
SB-7 9-11 11/1/2018 2.1
SB-8 13-15 11/1/2018 0.77J
SB-9 2-4 9/28/2016 9.84
Benzo(a)anthracene
SB-3 3-4 9/27/16 3.6
1.1 SB-9 2-4 9/28/16 1.76
SB-10 3-4 9/28/16 1.3
Benzo(b)fluoranthene
SB-2 2.5-3.5 9/27/16 1.21
1.1 SB-3 3-4 9/27/16 3.99
SB-9 2-4 9/28/16 2.21
SB-10 3-4 9/28/16 1.8
Benzo(g,h,i)perylene
SB-2 2.5-3.5 9/27/16 0.368
NE SB-3 3-4 9/27/16 0.953
SB-7 3-4 9/28/16 0.388
SB-9 2-4 9/28/16 0.442

2 Concentrations believed to represent naturally occurring background levels of arsenic in soil (excluding SB-9).

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3
Soil
Contaminant
Sample
Locatio
n
Depth
(ft)
Date of
Sampling
Concentration
Exceeding
Screening Level
(mg/kg)
Residential
Screening
Level1
(mg/kg)
SB-10 3-4 9/28/16 0.351
Benzo(a)pyrene
SB-4 2-4 10/29/2018 0.709
0.11
SB-2 2.5-3.5 9/27/16 0.918
SB-3 3-4 9/27/16 3.07
SB-7 3-4 9/28/16 0.635
SB-9 2-4 9/28/16 1.41
SB-10 3-4 9/28/16 1.22
Cadmium SB-9 2-4 9/28/2016 19.2 14
Dibenz(a,h)anthracene SB-4 2-4 10/29/2018 0.182J 0.11
Hexavalent Chromium
TP-1 3-4 10/29/2018 <6.3
0.31
TP-2 2.5-3.5 10/29/2018 <6.4
TP-3 3-4 10/29/2018 <5.5
TP-4 4-6 10/29/2018 <5.4
TP-5 13-15 10/29/2018 <5.3
SB-1 3-4 10/29/2018 <5.5
SB-2 3-4 10/29/2018 <5.8
SB-3 2-4 10/29/2018 <5.9
SB-4 2-4 10/29/2018 <6.0
SB-5 3-4 10/29/2018 <4.8
SB-6 3-4 11/1/2018 <6.3
SB-7 9-11 11/1/2018 <5.5
SB-8 13-15 11/1/2018 <6.3
Indeno(1,2,3-cd)pyrene SB-3 3-4 9/27/16 1.14 1.1
Phenanthrene
SB-2 2.5-3.5 9/27/16 1.37
NE
SB-3 3-4 9/27/16 5.20
SB-7 3-4 9/28/16 1.49
SB-9 2-4 9/28/16 2.65
SB-10 3-4 9/28/16 1.94
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.
J – Estimated Concentration

SUB-SLAB VAPOR OR SOIL GAS

Soil gas contaminants in micrograms per cubic meter, the screening levels for which are
derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (February 2018 version):

Soil Gas Contaminant

Sample
Location
Date of
Sampling
Concentration
Exceeding
Non-
Residential

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4
Screening
Level (g/m3)
Residential
Screening
Limit1
(g/m3)
Ethylbenzene SG-7 9/28/2016 2,100 374
Tetrachloroethene SG-1 10/31/2018 5,600 280 SG-2 10/31/2018 340
1,3,5-Trimethylbenzene SG-7 9/28/2016 1,500 NE
Total Xylenes SG-7 9/28/2016 6,700 695
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-5 lifetime incremental cancer risk.
NE- No established screening level
EXHIBIT C

Lot 1
Parcel Number 228128
PIN 7875167370
1702 Fairview Street

Lying in Gilmer Township, Guilford County, North Carolina and being more particularly
described as follows:

BEGINNING at a computed point in the eastern margin of Fairview Street marking the
southwestern corner of Printworks Ventures, LLC, Lot 1 as shown on a map recorded in
Plat Book 197 Page 132 in the office of the Register of Deeds of Guilford County, North
Carolina, said computed point being located North 01° 43' 49" West 69.26 feet along a
tie line from an existing iron pipe marking the northwestern corner of Linda R. Moon
Trust, Lot 10, Fairview Street Subdivision as shown on a map recorded in Plat Book 82
Page 144 and as recorded and described in Deed Book 7478 Page 1144 in said
Guilford County Registry; thence running along said eastern margin of said Fairview
Street the following two (2) courses and distances: 1) North 01° 43' 49" West 319.79
feet to a computed point; thence 2) along a curve to the right having a radius of 3019.19
feet and an arc length of 96.15 feet, a chord bearing and distance of South 00° 48' 47"
East 96.15 Feet to a computed point marking the southwestern corner of said
Printworks Ventures, LLC Lot 2 as shown on said map recorded in said Plat Book 197
Page 132 in said Guilford County Registry; thence along the southern line of said Lot 2
the following two (2) courses and distances: 1) South 47° 46' 18" East 402.80 feet to a
computed point; thence 2) South 16º50’01” West 174.05 feet to a computed point in the
northern margin of Ninth Street as shown on said map recorded in said Plat Book 197
Page 132 in said Guilford County Registry; thence along said northern margin the
following two (2) courses and distances: 1) North 89º26’25” West 217.05 feet to a
computed point; thence 2) along a curve to the right having a radius of 20.0 feet and an
arc length of 30.62 feet, a chord bearing and distance of North 45º35’07” West 27.71
feet to the point and place of BEGINNING, and being all of Lot 1 as shown on said
recorded map in said Plat Book 197 Page 132 and containing 1.911 acres more or less.

Lot 2
Parcel Number 27498
PIN 7875261625
1700 Fairview Street

Lot 2 Part “A” lying in Gilmer Township, Guilford County, North Carolina and being more
particularly described as follows:

BEGINNING at an existing iron pipe marking the northwestern corner of Bobby Coffer,
Lot 11, Upland Drive Subdivision as shown on a map recorded in Plat Book 84 Page 43
and as recorded and described in Deed Book 3529 Page 2146 in the office of the
Register of Deeds of Guilford County, North Carolina, said iron pipe also being in the
eastern line of the City of Greensboro, Flood Plain and open Space as shown on said
map recorded in said Plat Book 84 Page 43 and as recorded and described in Deed
Book 3897 Page 1788 in said Guilford County Registry; thence running along said
eastern line of said City of Greensboro North 04º03’23” East 32.35 feet to a computed
point in the southern margin of Ninth Street as shown on a map recorded in Plat Book
197 Page 132 in said Guilford County Registry; thence along said southern margin the
following four (4) courses and distances: 1) along a curve to the left having a radius of
205.00 feet and an arc length of 73.91 feet, a chord bearing and distance of North
75º05’38” East 73.51 feet to a computed point; thence 2) North 64º45’57” East 116.30
feet to a computed point; thence 3) along a curve to the right having a radius of 20.0
feet and an arc length of 29.77 feet, a chord bearing and distance of South 72º35’35”
East 27.10 feet to a computed point; thence 4) South 29º57’08” East 13.70 feet to a
computed point in the western margin of Upland Drive; thence along said western
margin South 04º05’10” West 95.53 feet to an existing ¾ inch iron pipe marking the
northeastern corner of said Bobby Coffer, Lot 11, Upland Drive Subdivision; thence
along the northern line of said Coffer North 85º56’29” West 204.92 feet to the point and
place of BEGINNING and being part of Lot 2 on said recorded map in said Plat Book
197 Page 132 and containing 15,278 square feet more or less.

Lot 2 Part “B” lying in Gilmer Township, Guilford County, North Carolina and being more
particularly described as follows:

BEGINNING at a computed point marking the southwestern corner of White Oak
Ventures, LLC as recorded and described in Deed Book 8011 Page 1175 in the office of
the Register of Deeds of Guilford County, North Carolina, said point also being in the
northern margin of Ninth Street as shown on a map recorded in Plat Book 197 Page
132 in said Guilford County Registry; thence running along said northern margin the
following three (3) courses and distances: 1) South 64º45’57” West 133.96 feet to a
computed point; thence 2) along a curve to the right having a radius of 155.00 feet and
an arc length of 69.78 feet, a chord bearing and distance of South 77º39’46” West 69.19
feet to a computed point; thence 3) North 89º26’25” West 294.64 feet to a computed
point marking the southeastern corner of Printworks Ventures, LLC, Lot 1 as shown on
said map recorded in said Plat Book 197 Page 132 in said Guilford County Registry;
thence along the eastern line of said Lot 1 North 16º50’01” East 174.05 feet to a
computed point; thence along the northern line of said Printworks Ventures, LLC, Lot 1
North 47º46’18” West 402.80 feet to a computed point marking the northwestern corner
of said Printworks Ventures, LLC, Lot 1 in the eastern margin of Fairview Street; thence
along said eastern margin the following two (2) courses and distances: 1) along a curve
to the right having a radius of 3019.19 feet and an arc length of 103.77 feet, a chord
bearing and distance of North 01º05’02” East 103.77 feet to a computed point; thence
2) North 02º04’06” East 40.58 feet to a computed point marking the southwestern
corner of said Printworks Ventures, LLC, Lot 3 as shown on said map recorded in said
Plat Book 197 Page 132 in said Guilford County Registry; thence along the southern
line of said Lot 3 the following thirty four (34) courses and distances: 1) along a curve to
the left having a radius of 50.0 feet and an arc length of 39.39 feet, a chord bearing and
distance of North 68º25’30” East 38.38 feet to a computed point; thence 2) North
45º51’15” East 10.88 feet to a computed point; thence 3) North 55º02’54” East 18.83
feet to a computed point; thence 4) North 42º23’58” East 35.37 feet to a computed
point; thence 5) North 40º41’14” East 32.40 feet to a computed point; thence 6) North
39º14’48” East 26.29 feet to a computed point; thence 7) along a curve to the left having
a radius of 50.0 feet and an arc length of 24.93 feet, a chord bearing and distance of
North 24º57’47” East 24.67 feet to a computed point; thence 8) North 10º40’45” East
13.25 feet to a computed point; thence 9) North 16º29’13” East 4.25 feet to a computed
point; thence 10) North 29º56’27” East 33.18 feet to a computed point; thence 11) North
29º24’44” East 31.53 feet to a computed point; thence 12) North 42º14’51” East 18.27
feet to a computed point; thence 13) North 54º59’36” East 17.80 feet to a computed
point; thence 14) North 58º19’04” East 34.84 feet to a computed point; thence 15) North
42º26’36” East 56.86 feet to a computed point; thence 16) North 31º51’13” East 34.16
feet to a computed point; thence 17) South 62º57’53” East 18.72 feet to a computed
point; thence 18) along a curve to the left having a radius of 50.0 feet and an arc length
of 26.85 feet, a chord bearing and distance of South 78º20’53” East 26.53 feet to a
computed point; thence 19) North 86º16’06” East 24.57 feet to a computed point;
thence 20) North 79º41’47” East 20.42 feet to a computed point; thence 21) North
71º52’15” East 101.32 feet to a computed point; thence 22) along a curve to the left
having a radius of 250.0 feet and an arc length of 87.66 feet, a chord bearing and
distance of North 61º49’32” East 87.21 feet to a computed point; thence 23) North
51º46’50” East 20.05 feet to a computed point; thence 24) North 47º52’12” East 32.40
feet to a computed point; thence 25) North 60º10’12” East 11.67 feet to a computed
point; thence 26) North 67º49’22” East 49.88 feet to a computed point; thence 27) along
a curve to the left having a radius of 50.0 feet and an arc length of 27.83 feet, a chord
bearing and distance of North 51º52’47” East 27.47 feet to a computed point; thence
28) North 35º56’12” East 8.36 feet to a computed point; thence 29) North 60º34’12”
East 13.79 feet to a computed point; thence 30) North 72º01’56” East 13.05 feet to a
computed point; thence 31) North 63º53’04” East 15.62 feet to a computed point;
thence 32) North 61º21’07” East 37.35 feet to a computed point; thence 33) North
48º11’47” East 48.32 feet to a computed point; thence 34) North 59º56’49” East 3.76
feet to a computed point marking the southeastern corner of said Printworks Ventures,
LLC, Lot 3, said point also being in the western line of said White Oak Ventures, LLC;
thence along said western line the following four (4) courses and distances: 1) South
25º18’39” East 402.80 feet to a computed point; thence 2) South 64º34’03” West 251.77
feet to a computed point; thence 3) South 04º02’51” West 566.70 feet to a computed
point; thence 4) South 85º57’09” East 50.0 feet to the point and place of BEGINNING
and being all of Lot 2 part “A” and part ”B” as shown on said recorded map in said Plat
Book 197 Page 132 and containing 13.718 acres more or less.

Lot 3
Parcel Number 228129
PIN 7875270004
1700-YY Fairview Street

Lot 3 lying in Gilmer Township, Guilford County, North Carolina and being more
particularly described as follows:

BEGINNING at a computed point marking the northwestern corner of Printworks
Ventures, LLC, Lot 2 as shown on a map recorded in Plat Book 197 Page 132 in the
office of the Register of Deeds of Guilford County, North Carolina, said point also being
in the eastern margin of Fairview Street; thence running along said eastern margin
North 02º04’06” East 85.62 feet to a computed point in Buffalo Creek marking the
northwestern corner of Printworks Ventures, LLC, Lot 3, as shown on said map
recorded in said Plat Book 197 Page 132 in said Guilford County Registry; thence
running along said Buffalo Creek as it meanders, also being a southern line of White
Oak Ventures, LLC as recorded and described in Deed Book 8011 Page 1175 in said
Guilford County Registry, the following ten (10) courses and distances: 1) North
41º48’13” East 98.45 feet to a computed point; thence 2) North 27º28’25” East 116.56
feet to a computed point; thence 3) North 41º56’25” East 154.90 feet to a computed
point; thence 4) North 67º36’12” East 47.24 feet to a computed point; thence 5) South
74º10’13” East 77.71 feet to a computed point; thence 6) North 79º11’30” East 45.71
feet to a computed point; thence 7) North 60º38’53” East 107.34 feet to a computed
point; thence 8) North 45º53’05” East 50.81 feet to a computed point; thence 9) North
67º06’48” East 64.98 feet to a computed point; thence 10) North 60º08’29” East 189.62
feet to a computed point marking the northeastern corner of said Printworks Ventures,
LLC, said Lot 3; thence leaving said Buffalo Creek, along the western line of said White
Oak Ventures, LLC South 25º18’39” East 68.75 feet to a point marking the northeastern
corner of said Printworks Ventures, LLC, Lot 2; thence along the northern line of said
Lot 2 the following thirty four (34) courses and distances: 1) South 59º56’49” West 3.76
feet to a computed point; thence 2) South 48º11’47” West 48.32 feet to a computed
point; thence 3) South 61º21’07” West 37.35 feet to a computed point; thence 4) South
63º53’04” West 15.62 feet to a computed point; thence 5) South 72º01’56” West 13.05
feet to a computed point; thence 6) South 60º34’12” West 13.79 feet to a computed
point; thence 7) South 35º56’12” West 8.36 feet to a computed point; thence 8) along a
curve to the right having a radius of 50.0 feet and an arc length of 27.83 feet, a chord
bearing and distance of South 51º52’47” West 27.47 feet to a computed point; thence 9)
South 67º49’22” West 49.88 feet to a computed point; thence 10) North 60º10’12” East
11.67 feet to a computed point; thence 11) South 47º52’12” West 32.40 feet to a
computed point; thence 12) South 51º46’50” West 20.05 feet to a computed point;
thence 13) along a curve to the right having a radius of 250.0 feet and an arc length of
87.66 feet, a chord bearing and distance of South 61º49’32” West 87.21 feet to a
computed point; thence 14) South 71º52’15” West 101.32 feet to a computed point;
thence 15) South 79º41’47” West 20.42 feet to a computed point; thence 16) South
86º16’06” West 24.57 feet to a computed point; thence 17) along a curve to the right
having a radius of 50.0 feet and an arc length of 26.85 feet, a chord bearing and
distance of North 78º20’53” West 26.53 feet to a computed point; thence 18) North
62º57’53” West 18.72 feet to a computed point; thence 19) South 31º51’13” West 34.16
feet to a computed point; thence 20) South 42º26’36” West 56.86 feet to a computed
point; thence 21) South 58º19’04” West 34.84 feet to a computed point; thence 22)
South 54º59’36” West 17.80 feet to a computed point; thence 23) South 42º14’51” West
18.27 feet to a computed point; thence 24) South 29º24’44” West 31.53 feet to a
computed point; thence 25) South 29º56’27” West 33.18 feet to a computed point;
thence 26) South 16º29’13” West 4.25 feet to a computed point; thence 27) South
10º40’45” West 13.25 feet to a computed point; thence 28) along a curve to the right
having a radius of 50.0 feet and an arc length of 24.93 feet, a chord bearing and
distance of South 24º57’47” West 24.67 feet to a computed point; thence 29) South
39º14’48” West 26.29 feet to a computed point; thence 30) South 40º41’14” West 32.40
feet to a computed point; thence 31) South 42º23’58” West 35.37 feet to a computed
point; thence 32) South 55º02’54” West 18.83 feet to a computed point; thence 33)
South 45º51’15” West 10.88 feet to a computed point; thence 34) along a curve to the
right having a radius of 50.0 feet and an arc length of 39.39 feet, a chord bearing and
distance of South 68º25’30” West 38.38 feet to the point and place of BEGINNING and
being all of Lot 3 as shown on said recorded map in said Plat Book 197 Page 132 and
containing 1.731 acres more or less

Mill District Properties, LLC
Parcel Number 27497
PIN 7875163235
1701 and 1707 Fairview Street

Lying in Gilmer Township, Guilford County, North Carolina and being more particularly
described as follows:

BEGINNING at an existing iron pipe in the eastern margin of Yanceyville Street marking
the southwestern corner of Yphan Rbam and Hji Rmah Lot 7, Phil Whichard &
Associates, Inc. Subdivision, as shown on a map recorded in Plat Book 72 Page 108
and as recorded and described in Deed Book 7348 Page 0555 in the office of the
Register of Deeds of Guilford Country, North Carolina; thence running along said
eastern margin of said Yanceyville Street the following two (2) courses and distances:
1) along a curve to the left having a radius of 916.73 feet and an arc length of 277.92
feet, a chord bearing and distance of North 01° 23' 26" West 276.86 feet to a computed
point; thence 2) North 10° 01' 18" West 51.66 feet to a computed point marking the
southwestern corner of Revolution Park, The City of Greensboro as recorded and
described in Deed Book 3478 Page 1400 in said Guilford County Registry; thence along
the southern line of said City of Greensboro the following three (3) courses and
distances: 1) North 59° 25' 02" East 537.22 feet to a computed point; thence 2) North
60° 43' 12" East 110.50 feet to a computed point; thence 3) North 55° 27' 47" East
89.29 feet to an existing iron pipe in the western margin of Fairview Street; thence along
said western margin of said Fairview Street the following two (2) courses and distances:
1) along a curve to the left having a radius of 3069.77 feet and an arc length of 20.69
feet, a chord bearing and distance of South 01° 32' 14" East 20.69 Feet to an existing
nail; thence 2) South 01° 43' 49" East 318.32 Feet to a computed point in the northern
margin of Walnut Street; thence along said northern margin of North 86° 10' 28" West
348.96 Feet to a computed point the western margin of said Walnut Street; thence
along said western margin South 03° 49' 16" West 144.88 feet to an existing iron pipe
marking the northeastern corner of said Yphan Rbam and Hji Rmah Lot 7; thence along
said the northern line of said Rbam and Rmah South 42° 02' 35" West 257.83 feet to
the point and place of BEGINNING, and being all of TRACT 2 as shown on an ALTA
Survey prepared by Borum, Wade & Associates dated May 10, 2017 and containing
2.956 acres more or less.