22067_RJR Tobacco Area 2A_PCPKG_20200106

NOTICE OF INTENT TO REDEVELOP A BR WNFIELDS PROPERTY
Site Name: RJR Tobacco Area 2A
Brownfields Project Number: 22067-18-034
North Carolina's Brownfields Property Reuse Act (the "Act"), North Carolina General Statutes
("NCGS") § 130A-310.30 through 130A-310.40, provides for the safe redevelopment of properties that may
have been or were contaminated by past industrial and commercial activities. One of the Act's
requirements is this Notice of Intent to Redevelop a Brownfields Property approved by the North Carolina
Department of Environmental Quality ("DEQ"). See NCGS § 130A-310.34(a). The Notice of Intent must
provide, to the extent known, a legal description of the location of the brownfields property, a map showing
the location of the Brownfields Property, a description of the contaminants involved and their
concentrations in the media of the Brownfields Property, a description of the intended future use of the
Brownfields Property, any proposed investigation and remediation, and a proposed Notice of Brownfields
Property prepared in accordance with NCGS § 130A-310.35. The party ("Prospective Developer") who
desires to enter into a Brownfields Agreement with DEQ must provide a copy of this Notice to all local
governments having jurisdiction over the Brownfields Property. The proposed Notice of Brownfields
Property for a particular brownfields project is attached hereto; the proposed Brownfields Agreement,
which is attached to the proposed Notice of Brownfields Property as Exhibit A, contains the other required
elements of this Notice. Written public comments may be submitted to DEQ within 30 days after the latest
of the following dates: the date the required summary of this Notice is (1) published in a newspaper of
general circulation serving the area in which the Brownfields Property is located, (2) conspicuously posted
at the Brownfields Property, and (3) mailed or delivered to each owner of property contiguous to the
Brownfields Property. Written requests for a public meeting may be submitted to DEQ within 21 days
after the period for written public comments begins. Those periods will start no sooner than January 14,
2020, and will end on the later of: a) 30 and 21 days, respectively, after that; or b) 30 and 21 days,
respectively, after completion of the latest of the three (3) above -referenced dates. All comments and
meeting requests should be addressed as follows:
Mr. Bruce Nicholson
Brownfields Program Manager
Division of Waste Management
NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646
RJR Tobacco Area 2-A/22067-18-034/06Jan2020
I

SUMMARY OF NOTICE OF
INTENT TO REDEVELOP A BROWNFIELDS PROPERTY
Site Name: RJR Tobacco Area 2A
Brownfields Project Number: 22067-18-034
Pursuant to NCGS § 130A-310.34, WPDA, Inc., as Prospective Developer, has filed with the
North Carolina Department of Environmental Quality ("DEQ") a Notice of Intent to Redevelop a
Brownfields Property ("Property") in Winston-Salem, Forsyth County, North Carolina. The
Brownfields Property, which is the former site of R.J. Reynolds Tobacco Company tobacco warehouse
and processing facilities, consists of approximately 19.88 acres bounded by former RJ Reynolds Tobacco
Company's Whitaker Park manufacturing operations property to the north, Reynolds Boulevard to the
south, a railroad alignment and Indiana Avenue to the east, and former RJ Reynolds Tobacco Company
operations to the west. Environmental contamination exists on the Brownfields Property groundwater,
soil, sub -slab vapor, and indoor air. WPDA, Inc. has committed itself to no uses other than office, retail,
high -density residential, hotel, and associated recreational space and parking, and subject to DEQ's prior
written approval, other commercial uses on the Brownfields Property. The Notice of Intent to Redevelop
a Brownfields Property includes: (1) a proposed Brownfields Agreement between DEQ and WPDA,
Inc., which in turn includes (a) a map showing the location of the Property, (b) a description of the
contaminants involved and their concentrations in the media of the Property, (c) the above -stated
description of the intended future use of the Brownfields Property, and (d) proposed investigation and
remediation; and (2) a proposed Notice of Brownfields Property prepared in accordance with NCGS §
130A-310.35.
The full Notice of Intent to Redevelop a Brownfields Property may be reviewed at the Central
Library of the Forsyth County Public Library, 660 West Fifth Street, Winston-Salem, NC 27101 by
contacting Ms. Karen Feeney at [phone]; or at the offices of the N.C. Brownfields Program, 217
West Jones Street, Raleigh, NC or by contacting Shirley Liggins at that address, at
shirley.ligginsgncdenr.gov, or at [phone]. The full Notice of Intent may also be viewed online
at the DEQ public record database, Laserfiche, by entering the project number 22067-18-034 into the
search bar at the following web address: htt2:Hedocs.deq.nc.gov/WasteManagement.
Written public comments may be submitted to DEQ within 30 days after the latest of the
following dates: the date this Notice is (1) published in a newspaper of general circulation serving the
area in which the Brownfields Property is located, (2) conspicuously posted at the Brownfields Property,
and (3) mailed or delivered to each owner of property contiguous to the Brownfields Property. Written
requests for a public meeting may be submitted to DEQ within 21 days after the period for written public
comments begins. Those periods will start no sooner than January 14, 2020, and will end on the later
of. a) 30 and 21 days, respectively, after that; or b) 30 and 21 days, respectively, after completion of the
latest of the three (3) above -referenced dates. All public comments and public meeting requests should
be addressed as follows:
Mr. Bruce Nicholson
Brownfields Program Manager
Division of Waste Management
NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646
RJR Tobacco Arca 2A/22067-18-034/06Jan2020

Property Owner: WPDA, Inc.
Recorded in Book , Page
Associated plat recorded in Plat Book , Page
NOTICE OF BROWNFIELDS PROPERTY
Site Name: RJR Tobacco Company Area 2A
Brownfields Project Number: 22067-18-034
This documentary component of a Notice of Brownfields Property ("Notice"), as well
as the plat component, have been filed this day of , 2020 by
WPDA, Inc. ("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 immediately northwest of the intersection of Reynolds
Boulevard and Indiana Avenue in Winston-Salem, Forsyth County. It comprises approximately
19.88 acres of the former RJ Reynolds Tobacco Company's Whitaker Park manufacturing facility
known as Area 2-A. This portion of the Whitaker Park facility was generally used for tobacco
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warehousing and production in existing buildings 13-1 and B-2. A coal-fired boiler room was also
located on the Brownfields Property in addition to water tanks and a fueling and maintenance
facility.
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 Brownfields
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 office, retail, high -
density residential, hotel, and associated recreational space and parking, and subject to
DEQ's prior written approval, other commercial uses. Residential use in sub -grade areas
or on the ground floor of any buildings may only occur if the then owner of the Brownfields
Property is in compliance with the provisions of subparagraphs 15.h., 151, and 15.j. For
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purposes of this restriction, the following definitions apply:
i. "Office" is defined as the provision of business or professional services;
ii. "Retail" is 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, beverage and consumer products, although drycleaning
operations that use chlorinated solvents are specifically prohibited;
iii. "High Density Residential" is 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 may include related amenities, such as pools, clubhouses, courtyards,
common areas, recreation areas and parking garages. Residential use sub -grade or on the
ground floor of existing buildings are prohibited unless approved in writing by DEQ in
advance. Single family homes are prohibited, and townhomes, duplexes, or other units with
yards are prohibited unless approved in writing by DEQ in advance;
iv. "Hotel" is defined as the provision of overnight lodging to paying
customers, and to associated food services, gym, reservation, cleaning, utilities, parking and
on -site hospitality, management and reception services.
V. "Recreational space" is defined as courtyards and indoor exercise -related,
physically focused, or leisure -related activities, whether active or passive, and the facilities
for same;
vi. "Parking" is defined as the temporary accommodation of motor vehicles
in an area designed for same; and
vii. "Commercial" is defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee.
b. 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 to this agreement;
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
RJR Tobacco Area 2A/22067-18-034/17Dec2019

iv. plans for the proper characterization of, and, as necessary, disposal of
contaminated soils excavated during redevelopment.
c. Within 90 days after each one-year anniversary of the effective date of this
Agreement for as long as physical redevelopment of the Brownfields Property continues
(except that the final deadline shall fall 90 days after the conclusion of physical
redevelopment), the then owner of 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 land use
restrictions in this Section;
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).
d. Unless compliance with this Land Use Restriction is waived in writing in advance
by DEQ in relation to particular buildings, demolition and/or renovation of any or all
buildings on the Brownfields Property depicted on the plat component of the Notice
referenced in paragraph 20 below shall be in accordance with applicable legal
requirements, including without limitation those related to lead and asbestos abatement
that are administered by the Health Hazards Control Unit within the Division of Public
Health of the North Carolina Department of Health and Human Services.
e. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ.
f. 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 above in subparagraph 15.a.
while fully protecting public health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above -ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email)
of any such repair, or in emergency circumstances no later than the next business day, and
that any related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ-approved
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4

Environmental Management Plan (EMP) as outlined above in subparagraph 15.b.
g. Soil may not be removed from, or brought onto, the Brownfields Property
without prior sampling and analysis to DEQ's satisfaction and the written approval of
DEQ, unless conducted in accordance with an approved EMP as outlined in above in
subparagraph 15.b.
h. No use of the Brownfields Property, other than use of existing Buildings 2-1 and
2-2 as delineated on the plat component of the Notice of Brownfields Property referenced in
paragraph 20 below, may occur until the then owner of the Brownfields Property conducts
representative assessment to fill any DEQ-identified data gaps to the written satisfaction of
DEQ in other areas of the Brownfields Property, pursuant to a plan(s) approved in writing
by DEQ. If DEQ believes the results of said assessment indicates site contaminants are
present such that the resulting environmental risk such contamination poses is
unacceptable, the then owner of the Brownfields Property shall then mitigate such risk
pursuant to a plan approved in writing by DEQ and to DEQ's satisfaction.
i. No use of the Brownfields Property may occur until the then owner of the
Brownfields Property conducts representative final grade soil sampling of any area,
pursuant to a plan approved in writing by DEQ, that is not covered by building
foundations, sidewalks, or asphaltic or concrete parking areas and driveways.
j. No enclosed building may be constructed, and no existing building on the
Brownfields Property, as delineated 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 site assessment data or a site -
specific risk assessment approved in writing by DEQ;
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 designed, installed and/or
implemented in a manner that will fully protect public health 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, and to DEQ. 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.
k. 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
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Brownfields Property.
1. 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 Forsyth
County land records, Book , Page ." A copy of any such instrument shall be sent
to the persons listed in Section XV (Notices and Submissions), though financial figures
related to the conveyance may be redacted 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 paragraph: (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 paragraph, 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.
m. None of the contaminants known to be present in the environmental media at the
Brownfields Property, as described in Exhibit 2 of this Agreement and as modified by DEQ
in writing if additional contaminants in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior
written approval of DEQ, except:
i. in de minimis quantities for cleaning and other routine housekeeping and
maintenance activities;
ii. as constituents of products and materials customarily used and stored in
office, parking, retail, high -density residential and hotel settings, provided such products
and materials are stored in original retail packaging and used and disposed of in
accordance with applicable laws; and
iii. as constituents of fuels, lubricants and oils in emergency generators,
machinery, equipment and vehicles in on -board tanks integral to said equipment or in
flammable liquid storage containers totaling no more than 25 gallons.
n. The Brownfields Property may not be used as a playground, or for child care
centers or schools, without the prior written approval of DEQ.
o. 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.
p. 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 Forsyth County,
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certifying that, as of said January 1st, the Notice of Brownfields Property containing these
land use restrictions remains recorded at the Forsyth 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, or board, association or approved entity submitting
the LURU if said owner (or each of the owners on whose behalf the joint LURU is
submitted) acquired any part of the Brownfields Property during the previous calendar
year;
ii. the transferee's name, mailing address, telephone and facsimile numbers,
and contact person's e-mail address, if said owner (or each of the owners on whose behalf
the joint LURU is submitted) transferred any part of the Brownfields Property during the
previous calendar year; and
iii. whether any vapor barrier and/or mitigation systems installed pursuant
to subparagraph 15.j.iii. 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.
q. 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.
r. A joint LURU may be submitted for multiple owners by a duly constituted board
or association and shall include the name, mailing address, telephone and facsimile
numbers, and contact person's e-mail address of the entity submitting the joint LURU as
well as for each of the owners on whose behalf the joint LURU is submitted.
s. A LURU submitted for rental units shall include the rent roll and enough of each
lease entered into during the previous calendar year to demonstrate compliance with lessee
notification requirements in paragraphs 21 and 22 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.
For purposes of the land use restrictions set forth above, the DEQ point of contact
shall be the DEQ official referenced in subparagraph 35.a. of Exhibit A hereto, at the address
stated therein.
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ENFORCEMENT
The above land use restrictions shall be enforceable without regard to lack of privity of
estate or contract, lack of benefit to particular land, or lack of any property interest in particular
land. The land use restrictions shall be enforced by any owner of the Brownfields Property. The
land use restrictions may also be enforced by DEQ through the remedies provided in NCGS §
130A, Article 1, Part 2 or by means of a civil action; by any unit of local government having
jurisdiction over any part of the Brownfields Property; and by any person eligible for liability
protection under the Brownfields Property Reuse Act who will lose liability protection if the
restrictions are violated. Any attempt to cancel any or all of this Notice without the approval of the
Secretary of DEQ (or its successor in function), or his/her delegate, shall be subject to enforcement
by DEQ to the full extent of the law. Failure by any party required or authorized to enforce any
of the above restrictions shall in no event be deemed a waiver of the right to do so thereafter as to
the same violation or as to one occurring prior or subsequent thereto.
FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS
When any portion of the Brownfields Property is sold, leased, conveyed or transferred,
pursuant to NCGS § 130A-310.35(d) the deed or other instrument of transfer shall contain in the
description section, in no smaller type than that used in the body of the deed or instrument, a
statement that the Brownfields Property has been classified and, if appropriate, cleaned up as a
brownfields property under the Brownfields Property Reuse Act.
IN WITNESS WHEREOF, Prospective Developer has caused this instrument to be duly
executed this day of , 2020
LOW
NORTH CAROLINA
COUNTY
WPDA, Inc.
Robert E. Leak, Jr.
President
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 Seal)
RJR Tobacco Area 2A/22067-18-034/17Dec2019
Official Signature of Notary
Notary's printed or typed name, Notary Public
My commission expires:

************************************
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
Ellen Lorscheider Date
Deputy Director, Division of Waste Management
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EXHIBIT A
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
IN THE MATTER OF: WPDA, Inc.
UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re:
BROWNFIELDS PROPERTY REUSE ACT ) RJR Tobacco Company - Area 2A
OF 1997, NCGS § 130A-310.30, et sue. ) 0, 875, 1001 Reynolds Blvd, and
Brownfields Project #22067-18-034 ) 4010 Assembly Dr.
Winston-Salem, Forsyth County
I. INTRODUCTION
This Brownfields Agreement ("Agreement") is entered into by the North Carolina
Department of Environmental Quality ("DEQ") and WPDA, Inc. (collectively the "Parties")
pursuant to the Brownfields Property Reuse Act of 1997, NCGS § 130A-310.30, et seq. (the
"Act") for certain property located immediately northwest of the intersection of Indiana Avenue
and Reynolds Boulevard, addressed as 0, 875, and 1001 Reynolds Boulevard, and 4010
Assembly Drive in the north -central area of Winston-Salem (the "Brownfields Property"). The
Brownfields Property was formerly part of the larger RJ Reynolds Tobacco Company's Whitaker
Park tobacco manufacturing operations, which still exist immediately to the west. A map
showing the location of the Brownfields Property that is the subject of this Agreement is attached
hereto as Exhibit 1.
The Prospective Developer is WPDA, Inc., a North Carolina non-profit corporation
chartered on April 19, 2011 and amended on April 28, 2014 for the purpose of managing the
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Brownfields Property. Originally known as Whitaker Park Development Authority, Inc.,
WPDA, Inc. was created by Winston-Salem Business Inc., the Winston-Salem Alliance, and
Wake Forest University. Its address is 1080 West Fourth Street, Winston-Salem, NC 27101,
and its President is Robert E. Leak, Jr. The Prospective Developer has proposed
redevelopment of the Brownfields Property for no uses other than office, retail, high -density
residential, hotel, and associated recreational space and parking, and subject to DEQ's prior
written approval, other commercial uses.
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 WPDA, Inc. for contaminants at the Brownfields Property.
The Parties agree that WPDA, Inc.'s entry into this Agreement, and the actions
undertaken by WPDA, Inc. in accordance with the Agreement, do not constitute an admission of
any liability by WPDA, Inc. for contaminants at the Brownfields Property. The resolution of this
potential liability, in exchange for the benefit WPDA, Inc. shall provide to DEQ, is in the public
interest.
2
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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 WPDA, Inc.
III. STATEMENT OF FACTS
3. The Brownfields Property comprises four parcels totaling approximately 19.88
acres: Forsyth County PINS: 6837-10-9441 (0 Reynolds Boulevard), 6837-10-3471 (1001
Reynolds Boulevard), 6837-00-4711 (875 Reynolds Boulevard), and 6837-00-7458 (4010
Assembly Drive). The Brownfields Property is located north of downtown Winston-Salem in
an industrial park developed by R.J. Reynolds Tobacco Company, which was formerly known
as the "Whitaker Park Manufacturing Complex" (Whitaker Park). The Brownfields Property
was subdivided from the RJ Reynolds Tobacco Company's Area 2 of Whitaker Park, and is
referred to as Area 2-A. Although at one time, additional structures were present on Area 2-
A, currently only Buildings No. 2-1 and No. 2-2, and a boiler house along Reynolds
Boulevard are standing; all other structures on Area 2-A were demolished by the former
owner prior to the donation of the Brownfields Property to the Prospective Developer.
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4. The Brownfields Property is bordered to the north by former RJ Reynolds Tobacco
Company's Whitaker Park manufacturing operations including production, storage warehouses,
and office facilities, referred to as Area 2-B (RJR Buildings 605-7 and 605-10), which is also
owned by WPDA, Inc.; to the east by a railroad alignment and Indiana Avenue with warehousing
and the Hanes Hosiery Community Center beyond; to the south by Reynolds Boulevard with the
City of Winston-Salem's Woodlawn Cemetery beyond; and to the west by Area 2-13 of the
former RJ Reynolds Tobacco Company's Whitaker Park tobacco operations (RJR Buildings 605-
1, 605-8, 605-11, and 605-13) with an operating RJ Reynolds Tobacco Company facility beyond.
Redevelopment plans include the future construction of an extension of Shorefair Drive across
Reynolds Boulevard along the western and northern perimeter of the Brownfields Property to
connect with Akron Drive where it intersects Indiana Avenue to the east. This will divide Area
2-A, the subject of this Brownfields Agreement, to the south from Area 2-13 to the north.
5. Prospective Developer obtained or commissioned the following reports, referred to
hereinafter as the "Environmental Reports," regarding the Brownfields Property:
RJR Tobacco Area 2A/22067-18-034/17Dec2019

Title
Prepared by
Date of Report
Phase I Environmental Site Assessment, RJR Whitaker
Park Properties, Winston-Salem, NC
S&ME
February 3, 2012
Soil, Soil Gas, and Groundwater Sampling Report,
WPDA, Inc. Former Whitaker Park RJ Reynolds
Industrial Property, Reynolds Boulevard, Winston-
ECS Southeast,
October 17, 2017
Salem, NC
LLP
WPDA, Inc. Area 2-A, Former Whitaker Park RJ
ECS Southeast
Reynolds Industrial Property, Buildings 2-1 and 2-2,
LLP
February 19, 2019
Reynolds Boulevard, Winston-Salem, Forsyth County
WPDA, Inc. Area 2-A — Buildings 2-1 and 2-2, Former
Whitaker Park RJ Reynold Industrial Property
ECS Southeast,
September 23, 2019
("Whitaker Park"), Sub -slab & Indoor Air assessment
LLP
Report for WPDA Area 2-A — Buildings 2-1 & 2-2
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 first developed for tobacco warehousing,
stemming and re -drying operations, and cigarette production purposes since R.J. Reynolds
Tobacco Company began operations in the 1920s. By 1928, a coal-fired boiler house was present
in the southeastern corner of the Brownfields Property, as were one 500,000-gallon water
reservoir, several tobacco warehouses in the northeastern area of the Brownfields Property, and a
rail line along the northeastern Brownfields Property boundary. By 1950, a separate boiler house,
a rail spur, a second 500,000-gallon water reservoir, and what was originally called the "Leaf
Warehouse No. 2" for the storage of leaf tobacco, had been constructed along Reynolds
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Boulevard. Reportedly, the coal -boiler was last used in 1958.
b. The Leaf Warehouse No. 2 came to be known, and is now referred to, as
Building No. 2-1. Operations in Building No. 2-1 later included tobacco stemming and most
recently tobacco recovery operations. However, Building No. 2-1 is listed as a hazardous waste
storage location in an early assessment report.
c. By 1958, Building No. 2-2 was constructed immediately north of Building No.
2-1 as was an area for the parking and possibly maintenance of trucks to the northwest of
Building No. 2-2. Building No. 2-2 was noted as a storage location of used oil contaminated
with refrigerant in an early assessment report.
c. By 1963, other buildings, including Buildings No. 2-3, No. 2-4, and No. 2-5
(garage warehouse), were constructed on the Brownfields Property. A fueling station near
Building No. 2-5 stored diesel in a 7,500-gallon underground storage tank (UST) and gasoline in
a 1,000-gallon UST. Buildings No. 2-1 and No. 2-2 were most recently used for tobacco
recovery operations. Later, Building No. 2-7 was added to the north of Building No. 2-2.
d. By 2017, the tobacco warehouses in the northeastern portion of the
Brownfields Property, the garage, the 500,000-gallon reservoirs, and Building 2-5 were
demolished.
e. The Prospective Developer, WPDA, Inc. fully acquired the Brownfields
Property by donation from R.J. Reynolds Co. in 2017.
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7. Pertinent environmental information regarding the Brownfields Property and
surrounding area includes the following:
a. The two USTs were removed from the fueling station near Building No. 2-5 in
Area 2-A in 1989 (NC DWM UST Section Incident No. 4018). Contaminated soil as a result of
releases from the fuel pump island and associated UST piping were removed from the area in
1989. A groundwater well, MW-2-5-1, was installed in the vicinity of the tank excavation in
February 1989, sampled, and subsequently abandoned.
b. Reportedly, the abandoned concrete saddle supports were used to hold a
10,000-gallon used oil above ground storage tank (AST). Other than fuel sources and used oil
handling and storage, chemical use at the Brownfields Property is believed to be limited to
fumigation of stored tobacco leaf that was conducted by a contractor. Reportedly, chemicals used
for the fumigation, which are believed to have included phosphine compounds, were not stored
onsite.
c. Coal was stockpiled near the boiler house to the east of Building No. 2-2 and it
is believed that coal ash is likely to have been deposited in the area near the boiler house.
d. Environmental site assessment activities conducted in Area 2-A have focused
primarily on sub -slab vapor and indoor air assessment of existing Buildings 2-1 and 2-2 to
evaluate potential risks related to redevelopment of these buildings for residential use. Other
assessment is limited to results from one groundwater well and localized soil assessment.
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Additional environmental assessment addressing remaining data gaps are required by
subparagraph 15.h. of this Agreement prior to redevelopment of the Brownfields Property
outside of Buildings 2-1 and 2-2.
8. The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred on August 21, 2019. 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. Screening levels and standards are shown for
reference only and are not set forth as cleanup levels for the purposes of this Agreement.
9. For purposes of this Agreement DEQ relies on Prospective Developer's
representations that Prospective Developer's involvement with the Brownfields Property has
been limited to obtaining or commissioning the Environmental Reports, preparing and
submitting to DEQ a Brownfields Property Application (BPA) dated October 4, 2011, as
amended by subsequent telephone and email correspondence in November 2018, and acquiring
the Brownfields Property through donation from RJ Reynolds Tobacco Company in 2017.
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
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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
requirements.
e. Prospective Developer has complied with all applicable procedural
11. Prospective Developer has paid to DEQ the $2,000 fee to seek a brownfields
agreement required by NCGS § 130A-310.39(a)(1), and shall make a payment to DEQ of $6,000
at the time Prospective Developer and DEQ enter into this Agreement, defined for this purpose
as occurring no later than the last day of the public comment period related to this Agreement.
The Parties agree that such fees will suffice as the $2,000 fee to seek a brownfields agreement
required by NCGS § 130A-310.39(a)(1), and, within the meaning of NCGS § 130A-
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310.39(a)(2), the full cost to DEQ and the North Carolina Department of Justice of all activities
related to this Agreement, unless a change is sought to a Brownfields document after it is in
effect, in which case there shall be an additional fee of at least $1,000.
IV. BENEFIT TO COMMUNITY
12. The redevelopment of the Brownfields Property proposed herein would provide the
following public benefits:
a. a return to productive use of the Brownfields Property;
b. a spur to additional community investment and redevelopment,
through improved neighborhood appearance and otherwise;
c. the creation of an estimated 2,000 direct impact and up to an estimated 4,000
indirect and induced jobs;
e. an increase in tax revenue for city and county jurisdictions;
£ the improvement of traffic patterns for a high use area, including and
surrounding Wake Forest University, the BB&T Field, the Lawrence Joel Coliseum, and other
high use entertainment venues;
and
g. an increase in residential, restaurant, hotel, and other retail space in the area;
h. "smart growth" through use of land in an already developed area, which avoids
development of land beyond the urban fringe ("greenfields").
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V. WORK TO BE PERFORMED
13. In redeveloping the Brownfields Property, Prospective Developer shall make
reasonable efforts to evaluate applying sustainability principles at the Brownfields Property,
using the nine (9) areas incorporated into the U.S. Green Building Council Leadership in Energy
and Environmental Design certification program (Sustainable Sites, Water Efficiency, Energy &
Atmosphere, Materials & Resources, Indoor Environmental Quality, Locations & Linkages,
Awareness & Education, Innovation in Design and Regional Priority), or a similar program.
14. Based on the information in the Environmental Reports, and subject to imposition of
and compliance with the land use restrictions set forth below, and subject to Section IX of this
Agreement (DEQ's Covenant Not to Sue and Reservation of Rights), DEQ is not requiring
Prospective Developer to perform any active remediation at the Brownfields Property other than
remediation that may be required pursuant to a DEQ-approved Environmental Management Plan
(EMP) required by this Section.
15. By way of the Notice of Brownfields Property referenced below in paragraph 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 being remediated to
unrestricted use standards. All references to DEQ shall be understood to include any successor
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in function.
a. No use may be made of the Brownfields Property other than office, retail,
high -density residential, hotel, and associated recreational space and parking, and subject to
DEQ's prior written approval, other commercial uses. Residential use in sub -grade areas or on
the ground floor of any buildings may only occur if the then owner of the Brownfields Property
is in compliance with the provisions of subparagraphs 15.h., 15.i., and 15.j. For purposes of this
restriction, the following definitions apply:
i. "Office" is defined as the provision of business or professional services;
ii. "Retail" is 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, beverage and consumer products, although drycleaning operations that use
chlorinated solvents are specifically prohibited;
iii. "High Density Residential" is 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 may include
related amenities, such as pools, clubhouses, courtyards, common areas, recreation areas and
parking garages. Residential use sub -grade or on the ground floor of existing buildings are
prohibited unless approved in writing by DEQ in advance. Single family homes are prohibited,
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and townhomes, duplexes, or other units with yards are prohibited unless approved in writing by
DEQ in advance;
iv. "Hotel" is defined as the provision of overnight lodging to paying
customers, and to associated food services, gym, reservation, cleaning, utilities, parking and on -
site hospitality, management and reception services.
v. "Recreational space" is defined as courtyards and indoor exercise -
related, physically focused, or leisure -related activities, whether active or passive, and the
facilities for same;
vi. "Parking" is defined as the temporary accommodation of motor
vehicles in an area designed for same; and
vii. "Commercial" is defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee.
b. 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
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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 to this agreement;
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.
c. Within 90 days after each one-year anniversary of the effective date of this
Agreement for as long as physical redevelopment of the Brownfields Property continues (except
that the final deadline shall fall 90 days after the conclusion of physical redevelopment), the then
owner of 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 land use
restrictions in this Section;
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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).
d. Unless compliance with this Land Use Restriction is waived in writing in
advance by DEQ in relation to particular buildings, demolition and/or renovation of any or all
buildings on the Brownfields Property depicted on the plat component of the Notice referenced
in paragraph 20 below shall be in accordance with applicable legal requirements, including
without limitation those related to lead and asbestos abatement that are administered by the
Health Hazards Control Unit within the Division of Public Health of the North Carolina
Department of Health and Human Services.
e. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ.
f. No activity that disturbs soil on the Brownfields Property may occur unless and
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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 above in subparagraph 15.a. while fully protecting public
health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above -ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ-approved
Environmental Management Plan (EMP) as outlined above in subparagraph 15.b.
g. Soil may not be removed from, or brought onto, the Brownfields Property
without prior sampling and analysis to DEQ's satisfaction and the written approval of DEQ,
unless conducted in accordance with an approved EMP as outlined in above in subparagraph
15.b.
h. No use of the Brownfields Property, other than use of existing Buildings 2-1
and 2-2 as delineated on the plat component of the Notice of Brownfields Property referenced in
paragraph 20 below, may occur until the then owner of the Brownfields Property conducts
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representative assessment to fill any DEQ-identified data gaps to the written satisfaction of DEQ
in other areas of the Brownfields Property, pursuant to a plan(s) approved in writing by DEQ. If
DEQ believes the results of said assessment indicates site contaminants are present such that the
resulting environmental risk such contamination poses is unacceptable, the then owner of the
Brownfields Property shall then mitigate such risk pursuant to a plan approved in writing by
DEQ and to DEQ's satisfaction.
i. No use of the Brownfields Property may occur until the then owner of the
Brownfields Property conducts representative final grade soil sampling of any area, pursuant to a
plan approved in writing by DEQ, that is not covered by building foundations, sidewalks, or
asphaltic or concrete parking areas and driveways.
j. No enclosed building may be constructed, and no existing building on the
Brownfields Property, as delineated 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 site assessment data or a site -
specific risk assessment approved in writing by DEQ;
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
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from vapor intrusion related to said contamination; or
iii. vapor intrusion mitigation measures are designed, installed and/or
implemented in a manner that will fully protect public health 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,
and to DEQ. 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.
k. 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.
1. 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 Forsyth County land
records, Book , Page ." A copy of any such instrument shall be sent to the persons
listed in Section XV (Notices and Submissions), though financial figures related to the
on
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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 paragraph: (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 paragraph, 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.
in. None of the contaminants known to be present in the environmental media at
the Brownfields Property, as described in Exhibit 2 of this Agreement and as modified by DEQ
in writing if additional contaminants in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior
written approval of DEQ, except:
in de minimis quantities for cleaning and other routine
housekeeping and maintenance activities;
ii. as constituents of products and materials customarily used and
stored in office, parking, retail, high -density residential and hotel settings, provided such
products and materials are stored in original retail packaging and used and disposed of in
accordance with applicable laws; and
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iii. as constituents of fuels, lubricants and oils in emergency
generators, machinery, equipment and vehicles in on -board tanks integral to said equipment or in
flammable liquid storage containers totaling no more than 25 gallons.
n. The Brownfields Property may not be used as a playground, or for child care
centers or schools, without the prior written approval of DEQ.
o. 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.
p. 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 1 st of that year shall submit a notarized Land Use Restrictions Update ("LURU") to
DEQ, and to the chief public health and environmental officials of Forsyth County, certifying
that, as of said January 1 st, the Notice of Brownfields Property containing these land use
restrictions remains recorded at the Forsyth 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
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person's e-mail address of the owner, or board, association or approved entity submitting the
LURU if said owner (or each of the owners on whose behalf the joint LURU is submitted)
acquired any part of the Brownfields Property during the previous calendar year;
ii. the transferee's name, mailing address, telephone and facsimile
numbers, and contact person's e-mail address, if said owner (or each of the owners on whose
behalf the joint LURU is submitted) transferred any part of the Brownfields Property during the
previous calendar year; and
iii. whether any vapor barrier and/or mitigation systems installed pursuant
to subparagraph 15.j.iii. 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;
q. 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.
r. A joint LURU may be submitted for multiple owners by a duly constituted
board or association and shall include the name, mailing address, telephone and facsimile
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numbers, and contact person's e-mail address of the entity submitting the joint LURU as well as
for each of the owners on whose behalf the joint LURU is submitted.
s. A LURU submitted for rental units shall include the rent roll and enough of
each lease entered into during the previous calendar year to demonstrate compliance with lessee
notification requirements in paragraphs 21 and 22 of this agreement provided that if standard
form leases are used in every instance, a copy of such standard form lease may be sent in lieu of
copies of actual leases.
16. 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.
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VI. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
19. In addition to providing access to the Brownfields Property pursuant to subparagraph
15.k. 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 the Agreement, DEQ retains all
of its authorities and rights, including enforcement authorities related thereto, under the Act and
any other applicable statute or regulation, including any amendments thereto.
20. DEQ has approved, pursuant to NCGS § 130A-310.35, a Notice of Brownfields
Property for the Brownfields Property containing, inter alia, the land use restrictions set forth in
Section V (Work to Be Performed) of this Agreement and a survey plat of the Brownfields
Property. Pursuant to NCGS § 130A-310.35(b), within 15 days of the effective date of this
Agreement, Prospective Developer shall file the Notice of Brownfields Property in the Forsyth
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County, North Carolina, Register of Deeds' Office. Within three (3) days thereafter, Prospective
Developer shall furnish DEQ a copy of the documentary component of the Notice containing a
certification by the register of deeds as to the Book and Page numbers where both the
documentary and plat components of the Notice are recorded, and a copy of the plat with
notations indicating its recordation.
21. This Agreement shall be attached as Exhibit A to the Notice of Brownfields
Property. Subsequent to recordation of said Notice, any deed or other instrument conveying an
interest in the Brownfields Property shall contain the following notice: "This property is subject
to the Brownfields Agreement attached as Exhibit A to the Notice of Brownfields Property
recorded in the Forsyth County land records, Book , Page ." A copy of any such
instrument shall be sent to the persons listed in Section XV (Notices and Submissions), though
financial figures related to the conveyance may be redacted. 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.
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22. The Prospective Developer shall ensure that a copy of this Agreement is provided to
any current lessee or sublessee on the Brownfields Property within seven days of the effective
date of this Agreement.
VII. DUE CARE/COOPERATION
23. The Prospective Developer shall exercise due care at the Brownfields Property with
respect to the manner in which regulated substances are handled at the Brownfields Property and
shall comply with all applicable local, State, and federal laws and regulations. The Prospective
Developer agrees to cooperate fully with any assessment or remediation of the Brownfields
Property by DEQ and further agrees not to interfere with any such assessment or remediation. In
the event the Prospective Developer becomes aware of any action or occurrence which causes or
threatens a release of contaminants at or from the Brownfields Property, the Prospective
Developer shall immediately take all appropriate action to prevent, abate, or minimize such
release or threat of release, shall comply with any applicable notification requirements under
NCGS § 130A-310.1 and 143-215.85, Section 103 of CERCLA, 42 USC § 9603, and/or any
other law, and shall immediately notify the DEQ Official referenced in paragraph 35.a. below of
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
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the Brownfields Property Application dated October 4, 2011, and by subsequent telephone and
email correspondence in November 2018, by which it applied for this Agreement. That use is
office, retail, high -density residential, hotel, and associated recreational space and parking, 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.
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
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necessary to eliminate such risk of harm to public health or the environment.
c. A land use restriction set out in the Notice of Brownfields Property required
under NCGS § 130A-310.35 is violated while the Prospective Developer owns the Brownfields
Property, in which case the Prospective Developer shall be responsible for remediation of the
Brownfields Property to unrestricted use standards.
d. The Prospective Developer knowingly or recklessly provided false information
that formed a basis for this Agreement or knowingly or recklessly offers false information to
demonstrate compliance with this Agreement or fails to disclose relevant information about
contamination at the Brownfields Property.
e. New information indicates the existence of previously unreported
contaminants or an area of previously unreported contamination on or associated with the
Brownfields Property that has not been remediated to unrestricted use standards, unless this
Agreement is amended to include any previously unreported contaminants and any additional
areas of contamination. If this Agreement sets maximum concentrations for contaminants, and
new information indicates the existence of previously unreported areas of these contaminants,
further remediation shall be required only if the areas of previously unreported contaminants
raise the risk of the contamination to public health or the environment to a level less protective of
public health and the environment than that required by this Agreement.
27
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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.
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 the persons listed in
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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. This Agreement in no way constitutes a finding by DEQ as to the risks to public
health and the environment which may be posed by regulated substances at the Brownfields
Property, a representation by DEQ that the Brownfields Property is fit for any particular purpose,
29
RJR Tobacco Area 2A/22067-18-034/17Dec2019

nor a waiver of Prospective Developer's duty to seek applicable permits or of the provisions of
NCGS § 130A-310.37.
32. Except for the land use restrictions set forth in paragraph 15 above and NCGS §
130A-310.33(a)(l)-(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.
XIIL 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. 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.
30
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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 Parry 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:
Robert E. Leak, Jr., President
WPDA, Inc.
1080 W. Fourth Street
Winston-Salem, NC 27101
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
31
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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 of 15 days following such receipt. 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).
32
RJR Tobacco Area 2A/22067-18-034/17Dec2019

XVIII. CONTRIBUTION PROTECTION
38. With regard to claims for contribution against Prospective Developer in relation to
the subject matter of this Agreement, Prospective Developer is entitled to protection from such
claims to the extent provided by NCGS § 130A-310.37(a)(5)-(6). The subject matter of this
Agreement is all remediation taken or to be taken and response costs incurred or to be incurred
by DEQ or any other person in relation to the Brownfields Property.
39. The Prospective Developer agrees that, with respect to any suit or claim for
contribution brought by it in relation to the subject matter of this Agreement, it will notify DEQ
in writing no later than 60 days prior to the initiation of such suit or claim.
40. The Prospective Developer also agrees that, with respect to any suit or claim for
contribution brought against it in relation to the subject matter of this Agreement, it will notify
DEQ in writing within 10 days of receiving said suit or claim.
XIX. PUBLIC COMMENT
41. This Agreement shall be subject to a public comment period of at least 30 days
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
33
RJR Tobacco Area 2A/22067-18-034/17Dec2019

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:
Ellen Lorscheider Date
Deputy Director, Division of Waste Management
IT IS SO AGREED:
WPDA, Inc.
By:
Robert E. Leak, Jr.
President
34
RJR Tobacco Area 2A/22067-18-034/17Dec2019
Date

EXHIBIT 1
BROWNFIELDS PROPERTY LOCATION MAP
USGS Map Name: Rural Hall. NQ Map f RCF 3608083

Exhibit 2
The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred on August 21, 2019. The following tables set forth, for
contaminants present at the Brownfields 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
Sample
Date of
Concentration
Standard
Exceeding
Contaminant
Location
Sampling
(µg/L)
Standard /L
Carbon Tetrachloride
GW-1
6/27/2017
8.0
0.3
GROUNDWATER VAPOR INTRUSION RISK
Groundwater contaminants with potential for vapor intrusion (VI) in micrograms per liter
(the equivalent of parts per billion), the vapor intrusion screening levels for which are derived
from the Residential Vapor Intrusion Screening Levels of the Division of Waste Management
(February 2018 version):
Groundwater
Concentration
Contaminant with
Sample
Exceeding
Residential VI
1
Potential for Vapor
Location
Date of Sampling
Screening Level
Screening Level
Intrusion
(µg/L)
/L
(µg )
Carbon Tetrachloride
GW-1
6/27/2017
8.0
4.1
' Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
z NS — Screening level or regulatory not established.
RJR Tobacco Area 2-A/22067-18-034/17Dec2019

SOIL
Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening levels for which are derived from the Preliminary Residential Health -Based Soil
Remediation Goals of the Department of Environmental Quality (February 2018 version):
Concentration
Soil
Sample
Depth
Date of
Exceeding
Residential
Contaminant
Location
(ft)
Sampling
Screening
Screening
Level
Level (mg/kg)
(mg/ k
Aldrin
Dup-12
1.5
6/27/2017
0.212
0.039
GP-3
Arsenic
1.5
6/27/2017
5.72/5.42
0.68
10/Du -3
GP-3A
1.5
9/13/2017
0.130
Cis -Chlordane
NS
GP-3B
1.5
9/13/2017
0.110
Trans-
GP-3A
1.5
9/13/2017
0.059
Chlordane
NS
GP-3B
1.5
9/13/2017
0.057
GP-32
1.5
6/27/2017
0.400
GP-3A3
1.5
9/13/2017
0.040
Dieldrin
GP-3A3
1.5
9/13/2017
0.049
0.034
GP-3B3
1.5
9/13/2017
0.074
GP-3B3
1.5
9/13/2017
0.037
Endrin Ketone
GP-31333
1.5
9/13/2017
0.0045
NS
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2Additional assessment in the area where sample GP-3 and Dup-1 were collected from was conducted on
September 13, 2017 to confirm the presence of aldrin and dieldrin. The September 13, 2017 assessment
did not detect aldrin in the sample, but the compound dieldrin was confirmed.
3 Soil samples GP-3A and GP-3B were each sent to two analytical laboratories as split samples (R&A
Laboratory and Prism Laboratory) for this method.
NS — No screening level established
RJR Tobacco Area 2-A/22067-18-034/17Dec2019
2

SUB -SLAB VAPOR
Sub -slab vapor 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):
Sub -Slab Vapor
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Screening
Level /m3
Residential
Screening
Limit'
( /m3
Ethanol
SG-30
8/21/2019
47
NS
SG-31
8/21/2019
9.91
SG-35
8/21/2019
90
SG-36
8/21/2019
98
SG-37
8/21/2019
72
SG-38
8/21/2019
27
SG-39
8/21/2019
19
Du-2
8/21/2019
19
SG-40
8/21/2019
72
SG-41
8/21/2019
27
SG-42
8/21/2019
20
SG-43
8/21/2019
29
4-Ethyltoluene
SG-25
7/7/2017
8.4
NS
SG-38
8/21/2019
1.8
SG-40
8/21/2019
11
SG-41
8/21/2019
2.3
SG-43
8/21/2019
2.9
Cis-1,2-
Dichloroeth lene
SG-43
8/21/2019
0.52J
NS
Trans-1,2-
Dichloroeth lene
SG-40
8/21/2019
1.8
NS
Trichlorofluoromethane
SG-24/Du 2-1
7/7/2017
190/220
NS
SG-25
7/7/2017
22
SG-26
7/7/2017
860
SG-26A
1/29/2019
410
SG-26B
1/29/2019
1,100
SG-27
7/7/2017
7.8
SG-30
8/21/2019
1,000
SG-32
8/21/2019
84
SG-32
8/21/2019
190
SG-33
8/21/2019
170
RJR Tobacco Area 2-A/22067-18-034/17Dec2019

Sub -Slab Vapor
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Screening
Level /m3
Residential
Screening
Limit'
/m3
Trichlorofluoromethane
SG-34
8/21/2019
210
NS
SG-35
8/21/2019
1,400
SG-36
8/21/2019
4,800
SG-37
8/21/2019
3,100
SG-38
8/21/2019
1,100
SG-39
8/21/2019
420
Du-2
8/21/2019
400
SG-40
8/21/2019
120
SG-41
8/21/2019
400
SG-42
8/21/2019
300
SG-43
8/21/2019
76
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
NS — No screening level established
J — Estimated value between the laboratory reporting limit and the method detection limit.
RJR Tobacco Area 2-A/22067-18-034/17Dec2019
4

INDOOR AIR
Indoor air contaminants in micrograms per cubic meter, the screening limits for which are
derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (February 2018 version):
Indoor Air Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Screening
Level /m3
Residential
Screening
Level'
/m3
Chloroform
IA-4
8/21/2019
0.13J
0.12
1,2-Dichloro- 1, 1,2,2-
Tetrafluoroethane
IAQ-1
8/21/2019
0.14
NS
Dieldrin
IAQ-1
8/21/2019
0.0007
0.00061
Ethanol
IAQ-1
8/21/2019
6.8
NS
Du-1
8/21/2019
5.1
IAQ-2
8/21/2019
4.6
IA-3
8/21/2019
6.7
IA-4
8/21/2019
7.0
Naphthalene
IAQ-1
8/21/2019
0.242
0.083
Du-1
8/21/2019
0.262
IAQ-2
8/21/2019
0.262
IA-4
8/21/2019
0.282
Trichlorofluoromethane
IAQ-1
8/21/2019
560
NS
Du-1
8/21/2019
550
IAQ-2
8/21/2019
180
IAQ-3
8/21/2019
130
IAQ-4
8/21/2019
100
'Screening limits 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.
2Value is estimated due to initial calibration verification performed by the laboratory.
NS — No screening level established
J — Estimated value between the laboratory reporting limit and the method detection limit.
RJR Tobacco Area 2-A/22067-18-034/17Dec2019

P�
PF'
Now or Formerly P�
WPDA, Inc. /
Part of PIN# 6837-01-5045
Deed Book 3340, Page 3252 Q�v
Plat Book 66, Pages 30-31 /
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Pump House /
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Now or Formerly
A Portion of
PIN# 6827-90-2992
R. J. Reynolds, Inc.
Plat Book 66, Page 32
—� 111.90
Tie Lin
Curb & Gutter(t)p.)
Curb & Gutter(typ.)
c C
Now or Formerly
PIN# 6837-00-5044
R J Reynolds Tobacco Co.
EXISTING ACCESS AND
UTILITY EASEMENT
nrr nn -7n nr+ e c
Reynolds Blvd.
(Public R/W Varies)
CC
_T Legend
I Boundary Line Light Pole x
Brownfields Property Line Transformer
Existing Access Easement AE Power Meter o
Now or Formerly Existing Water Easement E Utility Pole
PIN# 6836-09-5981
City Of Winston Salem Existing Iron (as noted) 0 Guy Wire
Deed Book 2841, Page 4158 Existing Concrete Monument o Aerial Utility AU
5/8" Rebor Placed O Telephone Pedestal W
60d Nail Placed in Timber Post • Fiber Optic Vault 71
Grate/Yard Inlet ❑ 0/H Chilled Water Line
Drainage Manhole OO 0/H Steam Line HPS
Catch Basin ® Unknown 0/H Utility Line U
Slobtop Basin ® Fence X
Sanitary Manhole Os Guardrail
Cleonout oco Handrail HR
Water Valve pQ Existing Zoning Line
Fire Department Connection Bollard o
Fire Hydron t VX� Sign —°—
Spigot e 0/H Utility Support Beam
Post Indicator Valve O Gravel Area
Water Manhole © Riprop
Electrical Manhole OO Cobblestones
Building Footprint
SAMPLING LOCATIONS IDENTIFIED IN EXHIBIT 2
CAN BE FOUND ON THE SITE MAP WITH THE
FOLLOWING SYMBOLS.
GW-1 GROUNDWATER CONTAMINATION;
GROUNDWATER VAPOR INTRUSION RISK
GP-10/DUP-3 SOIL CONTAMINATION
■ SG-25 SUB —SLAB VAPOR
IAQ-1/SG-30 INDOOR AIR QUALITY/SUB—SLAB VAPOR
Now or Formerly
WPDA, Inc.
Notes:
Now or Formerly
PIN# 6836-19-6835
City Of Winston Salem
Deed Book 1883, Page 217
1) MLA Design Group, Inc, located all surface utilities (horizontal) which
were accessible to a survey crew.
2) Field survey was completed by February 27, 2019. This drawing shows
existing conditions of the site at the time of the survey.
3) Horizontal datum acquired via the NCGS VRS/RTN Network NAD83(2011).
4) All distances shown are measured horizontal ground distances unless
specifically noted otherwise.
5) The areas and types of contamination depicted hereon are approximations
derived from the best available information at the time of filing. A listing
of the technical reports used to prepare this plat are available in the
Brownfields Agreement for this property.
reliminar
OT for
recordation,
Conveyances or Sales.
NO Placed in Tmber Post
Winston Township
Forsyth County, North Carolina
Date: December 17, 2019
Bud E. Baughman, PLS
GRAPHIC SCALE
60 0 30 60 120
( IN FEET )
1 inch = 60 ft.
240
Now or Formerly
PIN# 6837-20-3698
City Of Winston Salem
Deed Book 836, Page 260
Now or Formerly
PIN# 6837-20-4369
Old Dominion Box
Company Building, LLC
\ Deed Book 3439, Page 2941
ocks \
Sheet 1 of 2
19.8838 Acres± Total
EXHIBIT B
to the Notice of Brownfields Property
SURVEY PLAT
Current Owner: WPDA, Inc.
Prospective Developer: WPDA, Inc.
PIN's 6837-00-7458, 6837-10-3471,
6837-10-4711 & 6837-10-9441
0, 875 & 1001 Reynolds Boulevard
4010 Assembly Drive
Winston—Salem, N. C.
Brownfields Project Name:
RJR Tobacco Company Property
Area 2—A
Brownfields Project Number:
22067-18-034
Drawing 17031 Brownsfield East Plat.dwg

Land Use Restrictions
NCGS 130A-310.35(a) requires recordation of a Notice of Brownfields Property (`Notice') that identifies any restrictions on the current and future use of a Brownfields Property that are necessary or useful to maintain the level of protection appropriate for the
designated current or future use of the property and that are designated in a Brownfields Agreement pertaining to the property. This survey plat constitutes one of three exhibits to the Notice pertaining to the Brownfields Property depicted on this plat and recorded at
the Forsyth County Register of Deeds' office. The exhibits to the Notice are: the Brownfields Agreement for the subject property, which is attached as Exhibit A to the Notice; a reduced version of this survey plat, which is attached as Exhibit B to the Notice; and a
legal description for the subject property, which is attached as Exhibit C to the Notice. The land use restrictions below have been excerpted verbatim from paragraph 15 of the Brownfields Agreement, and all paragraph letters/numbers are the same as those used in
the Brownfields Agreement. The following Land Use Restrictions are hereby imposed on the Brownfields Property and shall remain in force in perpetuity unless canceled by the Secretary of the North Carolina Department of Environmental Quality (or its successor in
function), or his/her designee, after the hazards have been eliminated, pursuant to NCGS § 130A-310.35(e):
a. No use may be made of the Brownfields Property other than office, retail, high -density residential, hotel, and
associated recreational space and parking, and subject to DEQ's prior written approval, other commercial uses.
Residential use in sub -grade areas or on the ground floor of any buildings may only occur if the then owner of the
Brownfields Property is in compliance with the provisions of subparagraphs 15.h., 15J., and 15 j. For purposes of this
restriction, the following definitions apply.
i. "Office" is defined as the provision of business or professional services;
ii. `Retail" is 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, beverage and consumer products, although
drycleaning operations that use chlorinated solvents are specifically prohibited,
iii. `High Density Residential" is 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 may include related amenities, such as pools, clubhouses, courtyards, common areas, recreation areas and parking
garages. Residential use sub -grade or on the ground floor of existing buildings are prohibited unless approved in writing
by DEQ in advance. Single family homes are prohibited, and townhomes, duplexes, or other units with yards are
prohibited unless approved in writing by DEQ in advance,
iv. `Hotel" is defined as the provision of overnight lodging to paying customers, and to associated food
services, gym, reservation, cleaning, utilities, parking and on -site hospitality, management and reception services.
v. "Recreational space" is defined as courtyards and indoor exercise -related, physically focused, or
leisure -related activities, whether active or passive, and the facilities for same;
vi. `Parking" is defined as the temporary accommodation of motor vehicles in an area designed for same, and
vii. "Commercial" is defined as an enterprise carried on for profit or nonprofit by the owner, lessee or licensee.
b. 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 safe and environmental issues that may arise from use of the Brownfields Property during
safety Y P rt3' g
construction or redevelopment in an other form including without limitation:
P Y � g
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 to this agreement,
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.
c. Within 90 days after each one-year anniversary of the effective date of this Agreement for as long as physical
redevelopment of the Brownfields Property continues (except that the final deadline shall fall 90 days after the
conclusion of physical redevelopment), the then owner of 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 land use restrictions in this Section;
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).
d. Unless compliance with this Land Use Restriction is waived in writing in advance by DEQ in relation to
particular buildings, demolition and/or renovation of any or all buildings on the Brownfields Property depicted on the
plat component of the Notice referenced in paragraph 20 below shall be in accordance with applicable legal
requirements, including without limitation those related to lead and asbestos abatement that are administered by the
Health Hazards Control Unit within the Division of Public Health of the North Carolina Department of Health and
Human Services.
e. Groundwater at the Brownfields Property may not be used for any purpose without the prior written approval of
DEQ.
f. 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 above in subparagraph 15.a. while
fully protecting public health and the environment, except.
i. in connection with landscape planting to depths not exceeding 24 inches,
ii. mowing and pruning of above -ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be given written notice at least seven
days in advance of a scheduled repair (if only by email) of any such repair, or in emergency circumstances no later than
the next business day, and that any related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection to work conducted in accordance with a DEQ-approved Environmental Management Plan
(EMP) as outlined above in subparagraph 15.b.
g. Soil may not be removed from, or brought onto, the Brownfields Property without prior sampling and analysis to
DEQ's satisfaction and the written approval of DEQ, unless conducted in accordance with an approved EMP as outlined
in above in subparagraph 15.b.
h. No use of the Brownfields Property, other than use of existing Buildings 2-1 and 2-2 as delineated on the plat
component of the Notice of Brownfields Property referenced in paragraph 20 below, may occur until the then owner of
the Brownfields Property conducts representative assessment to fill any DEQ-identified data gaps to the written
satisfaction of DEQ in other areas of the Brownfields Property, pursuant to a plan(s) approved in writing by DEQ. If
DEQ believes the results of said assessment indicates site contaminants are present such that the resulting environmental
risk such contamination poses is unacceptable, the then owner of the Brownfields Property shall then mitigate such risk
pursuant to a plan approved in writing by DEQ and to DEQ's satisfaction.
for the purposes of N.C.G.S. § 130A-310.35
Ellen Lorscheider, Deputy Director
Division of Waste Management
State of North Carolina
County of Wake
Date
i. No use of the Brownfields Property may occur until the then owner of the Brownfields Property conducts
representative final grade soil sampling of any area, pursuant to a plan approved in writing by DEQ, that is not covered
by building foundations, sidewalks, or asphaltic or concrete parking areas and driveways.
j. No enclosed building may be constructed, and no existing building on the Brownfields Property, as delineated 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 site assessment data or a site -specific risk assessment approved in writing by DEQ;
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 designed, installed and/or implemented in a manner that will fully
protect public health 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, and to DEQ. 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.
k. 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.
1. 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 Forsyth County land records, Book , Page " A copy of any such instrument shall be
sent to the persons listed in Section XV (Notices and Submissions), though financial figures related to the conveyance
may be redacted 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
Y g Y g PY
obligations of this paragraph: (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 paragraph, 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.
in. None of the contaminants known to be present in the environmental media at the Brownfields Property, as
described in Exhibit 2 of this Agreement and as modified by DEQ in writing if additional contaminants in excess of
applicable standards are discovered at the Brownfields Property, may be used or stored at the Brownfields Property
without the prior written approval of DEQ, except.
i. in de minimis quantities for cleaning and other routine housekeeping and maintenance activities;
ii. as constituents of products and materials customarily used and stored in office, parking, retail, high -density
residential and hotel settings, provided such products and materials are stored in original retail packaging and used and
disposed of in accordance with applicable laws; and
iii. as constituents of fuels, lubricants and oils in emergency generators, machinery, equipment and vehicles in
on -board tanks integral to said equipment or in flammable liquid storage containers totaling no more than 25 gallons.
n. The Brownfields Property may not be used as a playground, or for child care centers or schools, without the
prior written approval of DEQ.
o. 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.
p. 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 CEURU') to DEQ, and to the chief public health and environmental officials of Forsyth County,
certifying that, as of said January 1st the Notice of Brownflelds Property containing these land use restrictions remains
recorded at the Forsyth Count Register of Deeds office and that the land use restrictions are being complied with. The
Yt Y g g P
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, or board, association or approved entity submitting the LURU if said owner (or each of the owners on whose
behalf the joint LURU is submitted) acquired any part of the Brownfields Property during the previous calendar year;
ii. the transferee's name, mailing address, telephone and facsimile numbers, and contact person's e-mail
address, if said owner (or each of the owners on whose behalf the joint LURU is submitted) transferred any part of the
Brownfields Property during the previous calendar year, and
iii. whether any vapor barrier and/or mitigation systems installed pursuant to subparagraph 15 j.iii. 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.
q. A property owners' association or other entity may perform this LURU's duties, on behalf of some or all owners
of the Brownflields 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.
r. A joint LURU may be submitted for multiple owners by a duly constituted board or association and shall include
the name, mailing address, telephone and facsimile numbers, and contact person's e-mail address of the entity submitting
the jointLURUas well as for each of the owners on whose behalf the joint LURU is submitted.
s. A LURU submitted for rental units shall include the rent roll and enough of each lease entered into during the
previous calendar year to demonstrate compliance with lessee notification requirements in paragraphs 21 and 22 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.
For purposes of the land use restrictions set forth above, the DEQ point of contact shall be the DEQ official
referenced in subparagraph 35.a. of Exhibit A hereto, at the address stated therein.
Exhibit 2
The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred on August 21, 2019. The following tables set forth, for
contaminants present at the Brownfields 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
Sample
Date of
Concentration
Standard
Exceeding
Contaminant
Location
Sampling
(µgm)
Standard ( )
Carbon Tetrachloride
GW-1
6/27/2017
8.0
0.3
GROUNDWATER VAPOR INTRUSION RISK
Groundwater contaminants with potential for vapor intrusion (VI) in micrograms per liter
(the equivalent of parts per billion), the vapor intrusion screening levels for which are derived
from the Residential Vapor Intrusion Screening Levels of the Division of Waste Management
(February 2018 version):
Groundwater
Concentration
Contaminant with
ple
Exceeding
Residential VI
Potential for Vapor
Location
Date of Sampling
Screening Level
Screening Level'
Intrusion
(µgR-)
(µg/L)
Carbon Tetrachloride
GW-1
6/27/2017
8.0
4.1
' Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
' NS - Screening level or regulatory not established.
SOIL
Soil contaminants in milligrams per kilogram (the equivalent of parts per million), the
screening levels for which are derived from the Preliminary Residential Health -Based Soil
Remediation Goals of the Department of Environmental Quality (February 2018 version):
Concentration
Soil
Sample
Depth
Date of
Exceeding
Residential
Contaminant
Location
(ft)
Sampling
Screening
Level
Screening
Level (mg/kg)
(-)
Dup-12
Aldrin
GP-3
1.5
6/27/2017
0.212
0.039
Arsenic
1.5
6/27/2017
5.72/5.42
0.68
10/Du -3
GP-3A
1.5
9/13/2017
0.130
Cis -Chlordane
GP-3B
1.5
9/13/2017
0.110
NS
Trans-
GP-3A
1.5
9/13/2017
0.059
Chlordane
GP-3B
1.5
9/13/2017
0.057
NS
GP-32
1.5
6/27/2017
0,400
GP-3A3
1.5
9/13/2017
0.040
Dieldrin
GP-3A3
1.5
9/13/2017
0.049
0.034
GP-3B3
1.5
9/13/2017
0.074
GP-3B3
1.5
9/13/2017
0.037
Endrin Ketone
GP-3B33
1.5
9/13/2017
0.0045
NS
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
'Additional assessment in the area where sample GP-3 and Dup-1 were collected from was conducted on
September 13, 2017 to confirm the presence of aldrin and dieldrin. The September 13, 2017 assessment
did not detect aldrin in the sample, but the compound dieldrin was confirmed.
'Soil samples GP-3A and GP-3B were each sent to two analytical laboratories as split samples (R&A
Laboratory and Prism Laboratory) for this method.
NS -No screening level established
SUB -SLAB VAPOR
Sub -slab vapor 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):
Sub -Slab Vapor
Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Screening
Level /m3)
Residential
Screening
Limit'
( /m3)
Ethanol
SG-30
8/21/2019
47
NS
SG-31
8/21/2019
9.91
SG-35
8/21/2019
90
SG-36
8/21/2019
98
SG-37
8/21/2019
72
SG-38
8/21/2019
27
SG-39
8/21/2019
19
Du -2
8/21/2019
N
SG-40
8/21/2019
72
SG-41
8/21/2019
27
SG-42
8/21/2019
20
SG-43
8/21/2019
29
4-Ethyltoluene
SG-25
7/7/2017
8.4
NS
SG-38
8/21/2019
1.8
SG-40
8/21/2019
11
SG-41
8/21/2019
2.3
SG-43
8/21/2019
2.9
Cis-1,2-
Dichloroeth lene
SG-43
8/21/2019
0.52J
NS
Trans-1,2-
Dichloroeth lene
SG-40
8/21/2019
1.8
NS
Trichlorofluoromethane
SG-24/Du 2-1
7/7/2017
190/220
NS
SG-25
7/7/2017
22
SG-26
7/7/2017
860
SG-26A
1/29/2019
410
SG-26B
1/29/2019
1,100
SG-27
7n/2017
7.8
SG-30
8/21/2019
1000
SG-32
8/21/2019
84
SG-32
8/21/2019
190
SG-33
8/21/2019
170
Trichlorofluoromethane
SG-34
8/21/2019
210
NS
SG-35
8/21/2019
1,400
SG-36
8/21/2019
4,800
SG-37
8/21/2019
3,100
SG-38
8/21/2019
1,100
SG-39
8/21/2019
420
Du -2
8/21/2019
400
SG-40
8/21/2019
120
SG-41
8/21/2019
400
SG-42
8/21/2019
300
SG-43
8/21/2019
76
'Screening levels displayed for non -carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
NS - No screening level established
J - Estimated value between the laboratory reporting limit and the method detection limit.
INDOOR AIR
Indoor air contaminants in micrograms per cubic meter, the screening limits for which are
derived from Residential Vapor Intrusion Screening Levels of the Division of Waste
Management (February 2018 version):
Indoor Air Contaminant
Sample
Location
Date of
Sampling
Concentration
Exceeding
Screening
Level ( m3)
Residential
Screening
Level'
( m3)
Chloroform
TAQ-4
8/21/2019
0.13J
0.12
1,2-Dichloro- 1, 1,2,2-
Tetrafluoroethane
IAQ-1
8/21/2019
0.14
NS
Dieldrin
TAQ-1
8/21/2019
0.0007
0.00061
Ethanol
IAQ-1
8/21/2019
6.8
NS
Du -1
8/21/2019
5.1
IAQ-2
8/21/2019
4.6
IA-3
8/21/2019
6.7
IA-4
1 8/21/2019
7.0
Naphthalene
IAQ-1
8/21/2019
0.242
0.083
Du -1
8/21/2019
0.262
TAQ-2
8/21/2019
0.262
IA-4
8/21/2019
0.282
Trichlorofluoromethane
TAQ-1
8/21/2019
560
NS
Du -1
8/21/2019
550
IAQ-2
8/21/2019
180
IA-3
1 8/21/2019
1 130
TA-4
1 8/21/2019
1 100
'Screening taints displayed for non -carcinogens are for a hazard quotient equal to U.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
'Value is estimated due to initial calibration verification performed by the laboratory.
NS - No screening level established
J - Estimated value between the laboratory reporting limit and the method detection limit.
Preliminary.,- NOT
Recordation,
for
Conveyances or Sales'.
Sheet 2 of 2
19.8838 Acres± Total
EXHIBIT B
to the Notice of Brownfields Property
SURVEY PLAT
Current Owner: WPDA, Inc.
Prospective Developer: WPDA, Inc.
PIN 's 6837-00-7458, 6837-10-3471,
6837-10-4711 & 6837-10-9441
0, 875 & 1001 Reynolds Boulevard
4010 Assembly Drive
Winston-Salem, N. C.
Brownfields Project Name:
RJR Tobacco Company Property
Area 2 -A
Brownfields Project Number:
22067-18-034
Winston Township
Forsyth County, North Carolina
Date: December 17, 2019
Bud E. Baughman, PLS
Drawing 17031 Brownsfield East Plat.dwg

EXHIBIT C
LEGAL DESCRIPTION
BEGINNING at an existing rebar marking the intersection of the north right of way line
Reynolds Boulevard (a variable -width Public Right of Way) and the west right of way line of
Southern Railroad; thence with said north right of way line of Reynolds Boulevard, S
86°19'31" W, 381.10 feet to a new rebar marking the southwest corner of Lot 2 and the
southeast corner of Lot I as depicted on the plat recorded at Plat Book 67, page 69, Forsyth
County Registry; thence still with said north right of way line of Reynolds Boulevard and with
said Lot 1, the following seven (7) calls: (1) S 86'19'31" W, 73.93 feet to a concrete right of
way monument; (2) S 88°06'35" W, 127.26 feet to a concrete right of way monument; (3) S
89°42'43" W, 123.05 feet to an existing concrete right of way monument; (4) S 01 °44'25" E,
2.94 feet to an existing concrete right of way monument; (5) S 89°41'46" W, 384.38 feet to an
existing concrete right of way monument; (6) S 02°22'02" E, 1.10 feet to an existing concrete
right of way monument, the center of said monument having North Carolina Grid
(NAD83/2011) Coordinates of North 870,225.75 U.S. Survey Feet, East 1,631,142.46 U.S.
Survey Feet; (7) S 88°19'22" W, 80.67 feet to an existing rebar marking a southwest corner of
aforesaid Lot I in the aforesaid north right of way line of Reynolds Boulevard, said existing
rebar also marking the southeast corner of a second Lot 1 as depicted on the plat recorded at
Plat Book 70, page 15, Forsyth County Registry; thence still with the aforesaid north right of
way line of Reynolds Boulevard the following three (3) calls: (1) S 88°19'22" W, 335.24 feet to
a new rebar; (2) N 87°24'54" W, 149.07 feet to a new rebar; (3) S 89'11'37" W, 66.07 feet to a
new rebar; thence leaving aforesaid north right of way line of Reynolds Boulevard, following
lines of aforesaid Lot 1 of Plat Book 70, page 15, the following three (3) calls: (1) along an arc
to the right having a radius of 45.00 feet, and having an arc length of 70.87 feet, with a chord
bearing and distance of N 45°24'37" W, 63.77 feet to a new rebar; (2) N 00°17'38" W, 39.07
feet to a new rebar; (3) along an arc to the right having a radius of 550.00 feet, and having an
arc length of 864.03 feet, with a chord bearing and distance of N 44°42'38" E, 777.88 feet to a
new rebar marking the northeast corner of aforesaid Lot 1 of Plat Book 70, page 15 and
marking the northwest corner of Lot 2 of said Plat Book 70, page 15; thence with the northerly
lines of said Lot 2 of Plat Book 70, page 15 the following six (6) calls: (1) along an arc to the
right having a radius of 550.00 feet, and having an arc length of 2.73 feet, with a chord bearing
and distance of N 89°51'28" E, 2.73 feet to a new rebar; (2) N 90°00'00" E, 358.73 feet to a
new rebar; (3) along an arc to the right having a radius of 33.50 feet, and having an arc length
of 20.49 feet, with a chord bearing and distance of S 72°28'26" E, 20.18 feet to a new rebar; (4)
along an arc to the left having a radius of 68.50 feet, and having an arc length of 83.81 feet,
with a chord bearing and distance of S 90°00'00" E, 78.68 feet to a new rebar; (5) along an arc
to the right having a radius of 33.50 feet, and having an arc length of 20.49 feet, with a chord
bearing and distance of N 72°28'26" E, 20.18 feet to a new rebar; (6) S 90°00'00" E, 163.28
feet to a new rebar marking a point in the west right of way line of Southern Railroad; thence
with said west right of way line of Southern Railroad the following two (2) calls: (1) S
44.17' 16" E, 3 89.60 feet to a new nail set in a timber post; (2) S 44° 1 T 16" E, 434.92 feet to an
existing rebar, the point and place of BEGINNING. The parcel of land described herein
contains 19.8838 acres more or less.
RJR Tobacco Area 2-A/22067-18-034/04Dec2019