23055 Battery & Ignition_ PC Approval and EMAIL 20211112

From:Minnich, Carolyn
To:Stuart Proffitt; Short, Amanda Kitchen; Franchina, David A.; Haley Martin; Ralph McGee; Karen Crane; Lumpkin,Samuel O.
Cc:michael scott; Julie Woosley; Nicholson, Bruce; Wahl, Tracy; Eckard, Sharon; Leonard, Laura; Liggins, Shirley;
Day, Collin ([e-mail]); Tatum, Katie; Macdonald, Janet K; Channell, Ryan; Watson, Samuel
Subject:23055 Approval to PC Battery & Ignition Distribution
Date:Friday, November 12, 2021 9:18:00 AM
Attachments:23055_Battery & Ignition_NI 2021112.pdf23055 Batter& Ignition_PC approval pkage 20211112.pdfBattery and Ignition Distribution_Brownfields Survey Plat .pdf23055_Battery & Ignition SNI_ 20211112.pdf
Dear Mr. Stuart Proffitt:
Based on acceptance by the Prospective Developer of drafts of all four required brownfieldsdocuments -- the Notice of Intent to Redevelop a Brownfields Property (NI), Summary of Notice ofIntent to Redevelop a Brownfields Property (SNI), Notice of Brownfields Property (NBP) and theBrownfields Agreement (Exhibit A to the NBP) -- and DEQ's approval of the plat component of the
NBP, Prospective Developer may now proceed to the tasks required by NCGS § 130.310.34(a) inconnection with the required public notice and comment period of at least 30 days regarding thesubject brownfields project. Those tasks are as follows:
1. Publish the approved SNI in a newspaper of general circulation serving the area in which thebrownfields property is located;
2. Conspicuously post a copy of the SNI at the Brownfields Property;
3. Mail or deliver the SNI to each owner of property contiguous to the Brownfields Property;
4. Provide a copy of the full NI to the local location where it will be available for public review asstated in the SNI; and
5. Provide a copy of the full NI, consisting of the one-page NI and the NBP with its three exhibits(Exhibit A, the Brownfields Agreement with its Exhibit 1, Exhibit 2, Exhibit B, the survey plat, and
Exhibit C, the legal description), to all local governments having jurisdiction over the BrownfieldsProperty.
Pursuant to NCGS § 130.310.34.(b), the public comment period shall begin the day followingcompletion of the above public notice tasks. The date by which you have represented to theBrownfields Program that the last of the above tasks will be completed is November 17, 2021.The NI and SNI, with this date filled in, are attached hereto for public notice purposes. Thecomment period shall not end any sooner than 30 days after you complete the public notice tasks, or30 days after this published date, whichever is later.
NCGS § 130.310.34(b) also requires the Prospective Developer to submit documentation of thepublic notices to DEQ prior to DEQ entering into a Brownfields Agreement. That documentationshall be submitted by promptly providing to me, preferably at [e-mail] or at
Brownfields Program, 1646 Mail Service Center, Raleigh, NC 27699-1646, the following:
· Affidavit of publication of the SNI from the newspaper or a copy of the SNI published in the
newspaper which shows the name of the newspaper and the date of publication;
· Photos of the SNI posted at the site, one close up to show the wording and one far enough to
show the posting location relative to the property;
· Copies of the cover letters and copies of the mailing receipts stamped by the post office or
copies of the delivery service receipts for the SNI sent to contiguous property owners; and
· A letter confirming receipt of the full NI from each local government entity and the entity
where the document will be available for viewing or delivery confirmation from the carrierconfirming such receipt by these entities.
Thank you for your attention to these matters. If you have any questions or require additionalinformation, you may contact me. Carolyn

23055-19-060/Battery & Ignition/ 20211112
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Property Owner: 3615 Tryclan LP Recorded in Book ____, Page ____
Associated plat recorded in Plat Book ____, Page ____ NOTICE OF BROWNFIELDS PROPERTY Brownfields Property Name: Battery & Ignition Distribution Brownfields Project Number: 23055-19-060 This documentary component of a Notice of Brownfields Property (“Notice”), as well as the plat component, have been filed this _____ day of __________________, 202__ by 3615 Tryclan LP (“Prospective Developer”). This Notice concerns contaminated property. A copy of this Notice certified by the North Carolina Department of Environmental Quality (“DEQ”) is required to be filed in the Register of Deeds’ Office in the county or counties in which the land is located, pursuant to North Carolina General Statutes (“NCGS”), § 130A-310.35(b). This Notice is required by NCGS § 130A-310.35(a), in order to reduce or eliminate the danger to public health or the environment posed by environmental contamination at a property (“Brownfields Property”) being addressed under the Brownfields Property Reuse Act of 1997, NCGS § 130A, Article 9, Part 5 (“Act”). Pursuant to NCGS § 130A-310.35(b), the Prospective Developer must file a certified copy of this Notice within 15 days of Prospective Developer’s receipt of DEQ’s approval of the Notice or Prospective Developer’s entry into the Brownfields Agreement required by the Act, whichever is later. The copy of the Notice certified by DEQ must be recorded in the grantor index under the names of the owners of the land and, if Prospective Developer is not the owner, also under the Prospective Developer’s name. The Brownfields Property is located at 3601, 3609, 3611, 3615, 3621, & 3631 Tryclan Drive and 3700 Ellenwood Place in Charlotte, Mecklenburg County on 3.4132 acres. In September
and October 2021, the buildings were demolished on the site. 3615 Tryclan LP’s redevelopment plans include high-density residential, office, parking, retail, recreational, and subject to DEQ’s
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prior written approval, other commercial uses. Specifically, the proposed development is LoSo Village Apartments with parking and amenities. Historical uses on the Brownfields Property were
auto repair facility, auto parts store, and a multi-tenant commercial building. Soil, groundwater and soil vapor are contaminated at the Brownfields Property due to historical operations conducted thereon and/or in the surrounding area. The Brownfields Agreement between Prospective Developer and DEQ is attached
hereto as Exhibit A. It is required by NCGS § 130A-310.32 and 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. 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 8.5 inches x 11 inches, 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 14 of
the Brownfields Agreement, and all subparagraph letters/numbers are the same as those used in the Brownfields Agreement. The following land use restrictions are hereby imposed on the Brownfields Property:
a. No use may be made of the Brownfields Property other than for high-density
residential, office, parking, retail, recreational, and subject to DEQ’s prior written approval, other commercial uses. For purposes of this restriction, the following definitions apply.
i. High-Density Residential is defined as permanent dwellings where
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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 (e.g., privately-owned courtyards are prohibited), and may include related amenities, such as pools, clubhouses, courtyards, common areas, dog parks, recreation areas, and parking garages. Single family homes are prohibited; townhomes, duplexes or other units with yards are prohibited unless approved in writing by DEQ in advance.
ii. Office is defined as the provision of business or professional services.
iii. Parking is defined as the temporary accommodation of motor vehicles in an area designed for the same.
iv. 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 and beverage products.
v. Recreational is defined as indoor and outdoor exercise-related, physically focused, or leisure-related activities, whether active or passive, and the facilities for same, including, but not limited to, studios, swimming pools, sports-related courts and fields, open space, greenways, parks, playgrounds, walking paths, and picnic and public gathering
areas.
vi. 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 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. demolition of existing structures, if applicable;
ii. issues related to known or potential sources of contamination, including without limitation those resulting from contamination identified in paragraph 3 above, and Exhibit 2;
iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered or newly accessible potential sources of environmental contamination (e.g., USTs, ASTs, tanks, drums, septic drain fields, oil-water separators, soil contamination);
iv. plans for the proper characterization and DEQ approval of both fill soil
before import to the Brownfields Property and the disposition of all soil excavated from
the Brownfields Property during redevelopment; and
v. plans for the proper removal of any above-ground storage tanks (ASTs).
c. No later than January 31 after each one-year anniversary of the effective date
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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 Section VI: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodology(ies) employed for field screening, sampling and laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling, laboratory analysis and ultimate disposition of any soil, groundwater or other materials suspected
or confirmed to be contaminated with regulated substances; and
v. removal of any contaminated soil, water, or other contaminated materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all legally required manifests shall be included).
d. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ along with any measures DEQ deems necessary to ensure that the Brownfields Property will be suitable for the uses specified in subparagraph 14.a. above while fully protecting public health and the environment. Should groundwater be encountered or exposed during any activity on the Brownfields Property, it shall be managed in accordance with the DEQ-approved EMP outlined in subparagraph 14.b., or a plan approved in
writing in advance by DEQ.
e. No use of the Brownfields Property may occur until the then owner of the Brownfields Property conducts representative final grade soil sampling, pursuant to a plan approved in writing by DEQ, of any area within the Brownfields Property that is not covered by building foundations, sidewalks, or asphaltic or concrete parking areas and driveways.
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 in subparagraph 14.a. above while fully protecting public
health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above-ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection with work conducted in accordance with a DEQ-approved EMP as outlined above in subparagraph 14.b.
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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 above in subparagraph 14.b.
h. No enclosed building may be constructed on the Brownfields Property, and no existing building, defined as those depicted on the plat component of the Notice of Brownfields Property referenced in paragraph 18 below, may be occupied until DEQ determines in writing that:
i. the building is or would be protective of the building’s users and public health from risk of vapor intrusion based on site assessment data, or a site-specific risk assessment approved in writing by DEQ; or
ii. a vapor intrusion mitigation system (VIMS) has been:
1. designed to mitigate the intrusion of subsurface vapors into
building features in accordance with the most recent and applicable DWM Vapor Intrusion Guidance, Interstate Technology & Regulatory Council (ITRC) guidance, and American National Standards Institute (ANSI)/American Association of Radon Scientists and Technologists (AARST) standards, and that a professional engineer licensed in North Carolina, as evidenced by said engineer’s professional seal, is satisfied that the design is fully protective of
public health, and shall include a performance monitoring plan detailing methodologies and schedule, both of which are subject to prior written DEQ approval; and
2. installed and an installation report is submitted for written DEQ approval that includes as-built diagrams, photographs, and a description of the installation, with said engineer’s professional seal confirming that the engineer is satisfied that the system
was installed per the DEQ approved design. If any deviations from the system design were necessary during installation, then the report shall include details on said deviations, as well as the engineer’s seal certifying the VIMS, as installed, was installed in such a manner so as to be fully protective of public health.
i. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or agreement issued or entered into by DEQ, may be denied access to the Brownfields Property for purposes of conducting such assessment or remediation, which is to be conducted using reasonable efforts to minimize interference with authorized uses of the Brownfields Property.
j. The owner of any portion of the Brownfields Property where any existing, or
subsequently installed, DEQ-approved monitoring well or vapor sample point is damaged by the owner, its contractors, or its tenants shall be responsible for repair of any such wells or sample points 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.
k. Any deed or other instrument conveying an interest in the Brownfields Property
shall contain the following notice: “This property is subject to the Brownfields Agreement attached as Exhibit A to the Notice of Brownfields Property recorded in the Mecklenburg County land records, Book ________, Page ________.” A copy of any such instrument shall be sent to the persons listed in Section XVII (Notices and Submissions), though financial figures and other
confidential information related to the conveyance may be redacted to the extent said redactions
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comply with the confidentiality and trade secret provisions of the North Carolina Public Records Law. The owner conveying an interest may use the following mechanisms to comply with the
obligations of this subparagraph: (i) If every lease and rider is identical in form, the owner conveying an interest may provide DEQ with copies of a form lease or rider evidencing compliance with this subparagraph, in lieu of sending copies of actual, executed leases, to the persons listed in Section XVII (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 XVII.
l. 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 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;
iii. as constituents of products and materials customarily used and stored in high density residential, office, parking, retail, recreational and, with written DEQ approval, other commercial uses, provided such products and materials are stored in original retail packaging and used and disposed of in accordance with applicable laws; and
iv. in products or materials that are brought onto the Brownfields Property, kept in their original packaging or containers (that is, not used or repackaged) and later removed from the Brownfields Property in the original packaging or containers.
m. During January of each year after the year in which the Notice referenced below in paragraph 18 is recorded, the owner of any part of the Brownfields Property as of
January 1st of that year shall submit a notarized Land Use Restrictions Update (“LURU”) to DEQ, and to the chief public health and environmental officials of Mecklenburg County, certifying that, as of said January 1st, the Notice of Brownfields Property containing these land use restrictions remains recorded at the Mecklenburg County Register of Deeds office and that
the land use restrictions are being complied with. If the property is transferred, the grantor shall
submit a LURU (as outlined above) which covers the period of time they owned the property. The submitted LURU shall state the following:
i. the Brownfields Property address, and the name, mailing address, telephone number, 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 a joint LURU is submitted, acquired any part of the Brownfields Property during the previous calendar year;
ii. the transferee’s name, mailing address, telephone number, and contact person’s e-mail address, if said owner, or each of the owners on whose behalf a joint LURU is
submitted, transferred any part of the Brownfields Property during the previous calendar year;
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iii. whether any vapor barrier and/or mitigation systems installed pursuant to subparagraph 14.h. above are performing as designed, and whether the uses of the ground
floors, including any tenant renovations, of any buildings containing such vapor barrier and/or mitigation systems have changed, and, if so, how, and under which precautions so as not to interfere with the operation of said system;
iv. A LURU submitted for rental units shall include enough of each lease entered into during the previous calendar year to demonstrate compliance with lessee notification
requirements in subparagraph 14.k. and paragraph 19 of this Agreement provided that if standard form leases are used in every instance, a copy of such standard form lease may be sent in lieu of copies of actual leases; and
v. 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 Brownfields property address, and the name, mailing address, telephone number, and e-mail address of each owner on whose behalf the LURU is proposed to be submitted.

For purposes of the land use restrictions set forth above, the DEQ point of contact shall be the DEQ Brownfields Property Management Unit referenced in subparagraph 33.a. of Exhibit A hereto, at the address stated therein. ENFORCEMENT
The above land use restrictions shall be enforceable without regard to lack of privity of estate or contract, lack of benefit to particular land, or lack of any property interest in particular land. The land use restrictions shall be enforced by any owner of the Brownfields Property. The land use restrictions may also be enforced by DEQ through the remedies provided in NCGS §
130A, Article 1, Part 2 or by means of a civil action; by any unit of local government having jurisdiction over any part of the Brownfields Property; and by any person eligible for liability protection under the Brownfields Property Reuse Act who will lose liability protection if the restrictions are violated. Any attempt to cancel any or all of this Notice without the approval of the
Secretary of DEQ (or its successor in function), or his/her delegate, shall be subject to enforcement
by DEQ to the full extent of the law. Failure by any party required or authorized to enforce any of the above restrictions shall in no event be deemed a waiver of the right to do so thereafter as to the same violation or as to one occurring prior or subsequent thereto. FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS
When any portion of the Brownfields Property is sold, leased, conveyed or transferred, pursuant to NCGS § 130A-310.35(d) the deed or other instrument of transfer shall contain in the description section, in no smaller type than that used in the body of the deed or instrument, a
statement that the Brownfields Property has been classified and, if appropriate, cleaned up as a
brownfields property under the Brownfields Property Reuse Act.
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IN WITNESS WHEREOF, Prospective Developer has caused this instrument to be duly
executed this _____ day of _______________, 202__. 3615 Tryclan LP, a Delaware limited partnership By: PDP 3615 Tryclan GP, LLC, its general partner
By: Proffitt Dixon Partners, LLC, its manager By: __________________________________________ Stuart Proffitt
Manager NORTH CAROLINA _______________ COUNTY
I certify that the following person(s) personally appeared before me this day, each acknowledging to me that he or she voluntarily signed the foregoing document for the purpose stated therein and in the capacity indicated: ________________________________.
Date: ___________________ ___________________________________ Official Signature of Notary
___________________________________ (Official Seal) Notary’s printed or typed name, Notary Public My commission expires: ______________
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_______
************************************
APPROVAL AND CERTIFICATION OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY The foregoing Notice of Brownfields Property is hereby approved and certified.
North Carolina Department of Environmental Quality By: _________________________________________ ________________________ Michael E. Scott Date Director, Division of Waste Management

1 Battery & Ignition/23055-19-060/20211112
EXHIBIT A
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY IN THE MATTER OF: 3615 Tryclan LP
UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re: BROWNFIELDS PROPERTY REUSE ACT ) Battery & Ignition Distribution OF 1997, NCGS § 130A-310.30, et seq. ) 3601-3631 Tryclan Drive ) 3700 Ellenwood Place Brownfields Project No. 23055-19-060 ) Charlotte, Mecklenburg County
I. INTRODUCTION
This Brownfields Agreement (Agreement) is entered into by the North Carolina
Department of Environmental Quality (DEQ) and 3615 Tryclan LP (collectively the "Parties")
pursuant to the Brownfields Property Reuse Act of 1997, NCGS § 130A-310.30, et seq. (the
“Act”) for the property located at 3601, 3609, 3611, 3615, 3621, & 3631 Tryclan Drive and 3700
Ellenwood Place in Charlotte, Mecklenburg County (the “Brownfields Property”). A map
showing the location of the Brownfields Property that is the subject of this Agreement is attached
hereto as Exhibit 1.
The Prospective Developer is 3615 Tryclan LP, a limited partnership registered to do
business in the State of North Carolina, headquartered at 1420 E 7th Street, Suite 150, Charlotte,
North Carolina 28204. PDP 3615 Tryclan GP, LLC is the general partner of 3615 Tryclan LP,
and Proffitt Dixon Partners, LLC is the manager of PDP 3615 Tryclan GP, LLC. Its manager is
Stuart Proffitt of the same principal address.
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 X (Certification), Section XI (DEQ’s Covenant Not to Sue and

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Reservation of Rights) and Section XII (Prospective Developer’s Covenant Not to Sue), the
potential liability of 3615 Tryclan LP for contaminants at the Brownfields Property.
The Parties agree that 3615 Tryclan LP’s entry into this Agreement, and the actions
undertaken by 3615 Tryclan LP in accordance with the Agreement, do not constitute an
admission of any liability by 3615 Tryclan LP for contaminants at the Brownfields Property.
The resolution of this potential liability, in exchange for the benefit 3615 Tryclan LP shall
provide to DEQ, is in the public interest.
II. DEFINITIONS
Unless otherwise expressly provided herein, terms used in this Agreement which are
defined in the Act or elsewhere in NCGS § 130A, Article 9 shall have the meaning assigned to
them in those statutory provisions, including any amendments thereto.
1. “Brownfields Property” shall mean the property which is the subject of this
Agreement, and which is depicted in Exhibit 1 to the Agreement.
2. “Prospective Developer” shall mean 3615 Tryclan LP.
III. BROWNFIELDS PROPERTY INFORMATION SUMMARY
3. Relevant information about the history, ownership, and uses of the Brownfields
Property is provided in the following summary table. Refer to Exhibit 2 to this Agreement that
presents data table(s) of the contaminants present at the Brownfields Property at concentrations
above their applicable standards or screening levels for each media sampled.
BROWNFIELDS PROPERTY INFORMATION SUMMARY
Parcel Address(es),
Parcel IDs
3601, 3609, 3611, 3615 Tryclan Drive (14901207)
3621 Tryclan Drive (14901208)
3631 Tryclan Drive (14901209) 3700 Ellenwood Place (14901223 and 14901257)

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BROWNFIELDS PROPERTY INFORMATION SUMMARY
Acreage 3.4132 acres
Current Property Owner 3615 Tryclan LP
Current Land Use(s) Vacant land since August 2021
Site Vicinity Land Use(s) Mixed-use area with residential, commercial, industrial, and warehousing.
Proposed Reuse(s) High-density residential, office, parking, retail, recreational, and subject to DEQ’s prior written approval, other commercial uses
Public Benefits of Reuse
Creation of 100 temporary construction jobs and 10 permanent jobs; tax base increase; additional residential, office, retail, parking and recreational space for the area; revitalization of blighted areas; and expanded use of public transportation
Existing Land Use Restrictions Prior to
Brownfields Agreement
None
ENVIRONMENTAL INFORMATION SUMMARY
Historical Operations &
Contaminant Sources
Auto repair facility, auto parts store, multi-tenant commercial
building
Current Operations/Activities Vacant, site structures demolished in September and October
2021, and new construction slated for the end of 2021
Contaminated Media
Soil: Limited soil impacts found during the assessment.
Metal concentrations detected are consistent with the
surrounding area and considered naturally occurring. Groundwater: Trichloroethylene (TCE) was detected at a concentration that exceeds the North Carolina 15A NCAC
02L .0202 Groundwater Standards (2L) and State Vapor
Intrusion Screening Levels (VISLs), indicating a potential risk for vapor intrusion under residential use exposures. No Semi-Volatile Organic Compounds (SVOCs) or metal concentrations were detected in groundwater above 2L
standards
Soil Gas: Low concentrations of several compounds were detected above laboratory reporting limits; however only TCE and benzene were detected above State Residential VISLs.
ID Numbers/Permits LUST Incident No. 6923 associated with 3631 Tryclan Drive; remains an open regulatory incident.
Onsite Receptors Considered Construction workers, on-site workers, future residents, visitors, animals (dog park), and trespassers Potential Offsite Receptors Water supply wells: an inactive water supply well was

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ENVIRONMENTAL INFORMATION SUMMARY
Considered identified 525 feet west of the Brownfields Property. Residential structure with potential basement was identified 875 feet south of the Brownfields Property. Potential offsite migration pathways Limited impacts were identified in the assessment reports, no offsite migration is expected.
4. Environmental reports regarding the Brownfields Property referred to hereinafter as
the “Environmental Reports,” include, but are not limited to:
a. Those that the Prospective Developer obtained or commissioned regarding the
Brownfields Property:
Title Prepared by Date of Report
Vapor Intrusion Mitigation Plan, Loso Village Apartments, Battery & Ignition Distribution
(VMP)
Hart & Hickman, PC September 3, 2021
Environmental Management Plan Hart & Hickman, PC May 27, 2021
Phase II Environmental Site Assessment Hart & Hickman, PC April 2, 2021
Monitoring Well Abandonment Summary Hart & Hickman, PC July 27, 2021

b. Other available reports:
Title Prepared by Date of Report
Brownfields Assessment Work Plan Rev 1 Hart & Hickman, PC October 19, 2020
Phase I Environmental Site Assessment Multi-Tenant Office Warehouse Building 3609-3615 Tryclan Drive Hart & Hickman, PC June 10, 2020
Phase I Environmental Site Assessment 3700 Ellenwood Place Hart & Hickman, PC November 27, 2019
Phase I Environmental Site Assessment 3631 Tryclan Drive Hart & Hickman, PC September 13, 2019
Phase I Environmental Site Assessment Dewitt Lane and Tryclan Drive Hart & Hickman, PC December 3, 2018
Subsurface Investigation for Hydrocarbons Southern Pump & Tank Company July 21, 1989

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IV. PROSPECTIVE DEVELOPER’S INVOLVEMENT
5. 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 January 18, 2021 as
updated on October 8, 2021, and the following:
a. On May 21, 2021, Prospective Developer purchased the Brownfields Property;
b. On July 21, 2021, Prospective Developer sent notification that redevelopment
events are to commence including building demolition and site grading in accordance with DEQ-
approved Environmental Management Plan (EMP) dated May 27, 2021 required by paragraph
14.b below.
6. 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 the protection of the
environment, and with the other agreements and requirements cited at NCGS § 130A-
310.32(a)(1);
b. As a result of the implementation of this Agreement, the Brownfields Property
will be suitable for the uses specified in the Agreement while fully protecting public health and
the environment;
c. Prospective Developer's reuse of the Brownfields Property will produce a

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public benefit commensurate with the liability protection provided Prospective Developer
hereunder;
d. Prospective Developer has or can obtain the financial, managerial, and
technical means to fully implement this Agreement and assure the safe use of the Brownfields
Property; and
e. Prospective Developer has complied with all applicable procedural
requirements.
7. The Parties agree that a $30,000 “Redevelopment Now” fee Prospective Developer
has paid suffices as the $2,000 fee to seek a brownfields agreement required by NCGS § 130A-
310.39(a)(1), and, within the meaning of NCGS § 130A-310.39(a)(2), the full cost to DEQ and
the North Carolina Department of Justice of all activities related to this Agreement, unless a
change is sought to a Brownfields document after it is in effect, in which case there shall be an
additional fee of at least $1,000.
V. BENEFIT TO COMMUNITY
8. The redevelopment of the Brownfields Property proposed herein would provide the
following public benefits:
a. an increase in the Brownfields Property’s productivity;
b. a spur to additional community investment and redevelopment, through
improved neighborhood appearance and otherwise;
c. the creation of approximately 100 construction jobs and 10 full-time post
redevelopment jobs;
d. an increase in tax revenue for affected jurisdictions;

7 Battery & Ignition/23055-19-060/20211112
e. additional retail, office, and residential space for the area;
f. expanded use of public transportation which reduces traffic, improves air
quality, and reduces our carbon footprint; and
g. “smart growth” through the use of land in an already developed area, which
avoids development of land beyond the urban fringe (“greenfields”).

VI. WORK TO BE PERFORMED
9. The guidelines as embodied in their most current version, including parameters,
principles, and policies within which the desired results are to be accomplished are (as to: field
procedures, laboratory testing, Brownfields Program requirements, and remedial or mitigation
measures):
a. the Guidelines of the Inactive Hazardous Sites Branch of DEQ’s Superfund
Section;
b. the Division of Waste Management Vapor Intrusion Guidance;
c. the Brownfields Program Assessment Work Plan Checklist; and
d. the Brownfields Survey Plat Checklist.
10. In redeveloping the Brownfields Property, Prospective Developer shall make
reasonable efforts to evaluate applying sustainability principles at the Brownfields Property,
using the nine (9) credit categories incorporated into the U.S. Green Building Council
Leadership in Energy and Environmental Design (LEED) certification program (Integrative
Process, Location and Transportation, Sustainable Sites, Water Efficiency, Energy &
Atmosphere, Materials & Resources, Indoor Environmental Quality, Innovation, and Regional
Priority), or a similar program.

8 Battery & Ignition/23055-19-060/20211112
11. Based on the information in the Environmental Reports, other available reports, and
subject to imposition of and compliance with the land use restrictions set forth below, and
subject to Section XI 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
EMP as specified in subparagraph 14.b. below.
12. In May 2021, the EMP outlined in subparagraph 14.b. below was approved and
finalized with DEQ and the Prospective Developer.
13. In September 2021, the VMP outlined in subparagraph 14.h. below was approved and
finalized with DEQ and the Prospective Developer.
VII. LAND USE RESTRICTIONS
14. By way of the Notice of Brownfields Property referenced below in paragraph 18,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Brownfields Property suitable for the uses specified in this Agreement
while fully protecting public health and the environment instead of remediation to unrestricted
use standards. All references to DEQ shall be understood to include any successor in function.
a. No use may be made of the Brownfields Property other than for high-density
residential, office, parking, retail, recreational, and subject to DEQ’s prior written approval, other
commercial uses. For purposes of this restriction, the following definitions apply.
i. 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

9 Battery & Ignition/23055-19-060/20211112
usable by all residents and not privately owned as part of a particular unit (e.g., privately-owned
courtyards are prohibited), and may include related amenities, such as pools, clubhouses,
courtyards, common areas, dog parks, recreation areas, and parking garages. Single family homes
are prohibited; townhomes, duplexes or other units with yards are prohibited unless approved in
writing by DEQ in advance.
ii. Office is defined as the provision of business or professional services.
iii. Parking is defined as the temporary accommodation of motor vehicles
in an area designed for the same.
iv. 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 and beverage products.
v. Recreational is defined as indoor and outdoor exercise-related,
physically focused, or leisure-related activities, whether active or passive, and the facilities for
same, including, but not limited to, studios, swimming pools, sports-related courts and fields,
open space, greenways, parks, playgrounds, walking paths, and picnic and public gathering
areas.
vi. 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 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

10 Battery & Ignition/23055-19-060/20211112
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. demolition of existing structures, if applicable;
ii. issues related to known or potential sources of contamination,
including without limitation those resulting from contamination identified in paragraph 3 above,
and Exhibit 2;
iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered or newly accessible potential sources of
environmental contamination (e.g., USTs, ASTs, tanks, drums, septic drain fields, oil-water
separators, soil contamination);
iv. plans for the proper characterization and DEQ approval of both fill soil
before import to the Brownfields Property and the disposition of all soil excavated from
the Brownfields Property during redevelopment; and
v. plans for the proper removal of any above-ground storage tanks (ASTs).
c. No later than January 31 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 Section

11 Battery & Ignition/23055-19-060/20211112
VI: Work to be Performed above;
ii. soil grading and cut and fill actions;
iii. methodology(ies) employed for field screening, sampling and
laboratory analysis of environmental media;
iv. stockpiling, containerizing, decontaminating, treating, handling,
laboratory analysis and ultimate disposition of any soil, groundwater or other materials suspected
or confirmed to be contaminated with regulated substances; and
v. removal of any contaminated soil, water, or other contaminated
materials (for example, concrete, demolition debris) from the Brownfields Property (copies of all
legally required manifests shall be included).
d. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ along with any measures DEQ deems necessary to
ensure that the Brownfields Property will be suitable for the uses specified in subparagraph 14.a.
above while fully protecting public health and the environment. Should groundwater be
encountered or exposed during any activity on the Brownfields Property, it shall be managed in
accordance with the DEQ-approved EMP outlined in subparagraph 14.b., or a plan approved in
writing in advance by DEQ.
e. No use of the Brownfields Property may occur until the then owner of the
Brownfields Property conducts representative final grade soil sampling, pursuant to a plan
approved in writing by DEQ, of any area within the Brownfields Property that is not covered by
building foundations, sidewalks, or asphaltic or concrete parking areas and driveways.
f. No activity that disturbs soil on the Brownfields Property may occur unless and

12 Battery & Ignition/23055-19-060/20211112
until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property
will be suitable for the uses specified in subparagraph 14.a. above while fully protecting public
health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above-ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken; and
iv. in connection with work conducted in accordance with a DEQ-
approved EMP as outlined above in subparagraph 14.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 above in subparagraph 14.b.
h. No enclosed building may be constructed on the Brownfields Property, and no
existing building, defined as those depicted on the plat component of the Notice of Brownfields
Property referenced in paragraph 18 below, may be occupied until DEQ determines in writing
that:
i. the building is or would be protective of the building’s users and public
health from risk of vapor intrusion based on site assessment data, or a site-specific risk
assessment approved in writing by DEQ; or

13 Battery & Ignition/23055-19-060/20211112
ii. a vapor intrusion mitigation system (VIMS) has been:
1. designed to mitigate the intrusion of subsurface vapors into
building features in accordance with the most recent and applicable DWM Vapor Intrusion
Guidance, Interstate Technology & Regulatory Council (ITRC) guidance, and American
National Standards Institute (ANSI)/American Association of Radon Scientists and
Technologists (AARST) standards, and that a professional engineer licensed in North Carolina,
as evidenced by said engineer’s professional seal, is satisfied that the design is fully protective of
public health, and shall include a performance monitoring plan detailing methodologies and
schedule, both of which are subject to prior written DEQ approval; and
2. installed and an installation report is submitted for written
DEQ approval that includes as-built diagrams, photographs, and a description of the installation,
with said engineer’s professional seal confirming that the engineer is satisfied that the system was
installed per the DEQ approved design. If any deviations from the system design were necessary
during installation, then the report shall include details on said deviations, as well as the
engineer’s seal certifying the VIMS, as installed, was installed in such a manner so as to be fully
protective of public health.
i. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or
agreement issued or entered into by DEQ, may be denied access to the Brownfields Property for
purposes of conducting such assessment or remediation, which is to be conducted using
reasonable efforts to minimize interference with authorized uses of the Brownfields Property.
j. The owner of any portion of the Brownfields Property where any existing, or

14 Battery & Ignition/23055-19-060/20211112
subsequently installed, DEQ-approved monitoring well or vapor sample point is damaged by the
owner, its contractors, or its tenants shall be responsible for repair of any such wells or sample
points 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.
k. Any deed or other instrument conveying an interest in the Brownfields Property
shall contain the following notice: “This property is subject to the Brownfields Agreement
attached as Exhibit A to the Notice of Brownfields Property recorded in the Mecklenburg County
land records, Book ________, Page ________.” A copy of any such instrument shall be sent to
the persons listed in Section XVII (Notices and Submissions), though financial figures and other
confidential information related to the conveyance may be redacted to the extent said redactions
comply with the confidentiality and trade secret provisions of the North Carolina Public Records
Law. The owner conveying an interest may use the following mechanisms to comply with the
obligations of this subparagraph: (i) If every lease and rider is identical in form, the owner
conveying an interest may provide DEQ with copies of a form lease or rider evidencing
compliance with this subparagraph, in lieu of sending copies of actual, executed leases, to the
persons listed in Section XVII (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 XVII.
l. 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

15 Battery & Ignition/23055-19-060/20211112
written approval of DEQ, except:
i. in de minimis quantities for cleaning and other routine housekeeping and
maintenance activities;
ii. 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;
iii. as constituents of products and materials customarily used and stored
in high density residential, office, parking, retail, recreational and, with written DEQ approval,
other commercial uses, provided such products and materials are stored in original retail
packaging and used and disposed of in accordance with applicable laws; and
iv. in products or materials that are brought onto the Brownfields Property,
kept in their original packaging or containers (that is, not used or repackaged) and later removed
from the Brownfields Property in the original packaging or containers.
m. During January of each year after the year in which the Notice referenced
below in paragraph 18 is recorded, the owner of any part of the Brownfields Property as of
January 1st of that year shall submit a notarized Land Use Restrictions Update (“LURU”) to
DEQ, and to the chief public health and environmental officials of Mecklenburg County,
certifying that, as of said January 1st, the Notice of Brownfields Property containing these land
use restrictions remains recorded at the Mecklenburg County Register of Deeds office and that
the land use restrictions are being complied with. If the property is transferred, the grantor shall
submit a LURU (as outlined above) which covers the period of time they owned the property.
The submitted LURU shall state the following:

16 Battery & Ignition/23055-19-060/20211112
i. the Brownfields Property address, and the name, mailing address,
telephone number, 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 a joint LURU is submitted, acquired any part of the Brownfields Property during the
previous calendar year;
ii. the transferee’s name, mailing address, telephone number, and contact
person’s e-mail address, if said owner, or each of the owners on whose behalf a joint LURU is
submitted, transferred any part of the Brownfields Property during the previous calendar year;
iii. whether any vapor barrier and/or mitigation systems installed pursuant
to subparagraph 14.h. above are performing as designed, and whether the uses of the ground
floors, including any tenant renovations, of any buildings containing such vapor barrier and/or
mitigation systems have changed, and, if so, how, and under which precautions so as not to
interfere with the operation of said system;
iv. A LURU submitted for rental units shall include enough of each lease
entered into during the previous calendar year to demonstrate compliance with lessee notification
requirements in subparagraph 14.k. and paragraph 19 of this Agreement provided that if standard
form leases are used in every instance, a copy of such standard form lease may be sent in lieu of
copies of actual leases; and
v. 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 Brownfields property address, and the name,

17 Battery & Ignition/23055-19-060/20211112
mailing address, telephone number, and e-mail address of each owner on whose behalf the
LURU is proposed to be submitted.
15. The desired result of the above-referenced land use restrictions is to make the
Brownfields Property suitable for the uses specified in this Agreement while fully protecting
public health and the environment.
16. 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.
VIII. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
17. In addition to providing access to the Brownfields Property pursuant to subparagraph
14.i. above, Prospective Developer shall provide DEQ, its authorized officers, employees,
representatives, and all other persons performing response actions under DEQ oversight, access
at all reasonable times to other property controlled by Prospective Developer in connection with
the performance or oversight of any response actions at the Brownfields Property under
applicable law. Such access is to occur after prior notice and using reasonable efforts to
minimize interference with authorized uses of such other property except in response to
emergencies and/or imminent threats to public health and the environment. While Prospective
Developer owns the Brownfields Property, DEQ shall provide reasonable notice to Prospective
Developer of the timing of any response actions to be undertaken by or under the oversight of
DEQ at the Brownfields Property. Except as may be set forth in the Agreement, DEQ retains all

18 Battery & Ignition/23055-19-060/20211112
of its authorities and rights, including enforcement authorities related thereto, under the Act and
any other applicable statute or regulation, including any amendments thereto.
18. DEQ has approved, pursuant to NCGS § 130A-310.35, a Notice of Brownfields
Property (“Notice”) for the Brownfields Property containing, inter alia, the land use restrictions
set forth in Section VI (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 in the Mecklenburg County,
North Carolina, Register of Deeds’ Office. Within three (3) days thereafter, Prospective
Developer shall furnish DEQ a copy of the documentary component of the Notice containing a
certification by the register of deeds as to the Book and Page numbers where both the
documentary and plat components of the Notice are recorded, and a copy of the plat with
notations indicating its recordation.
19. This Agreement shall be attached as Exhibit A to the Notice. Subsequent to
recordation of said Notice, any deed or other instrument conveying an interest in the Brownfields
Property shall contain the following notice: “This property is subject to the Brownfields
Agreement attached as Exhibit A to the Notice of Brownfields Property recorded in the
Mecklenburg County land records, Book ____, Page ____.” A copy of any such instrument shall
be sent to the persons listed in Section XVII (Notices and Submissions), though financial figures
and other confidential information related to the conveyance may be redacted to the extent said
redactions comply with the confidentiality and trade secret provisions of the North Carolina
Public Records Law. Prospective Developer may use the following mechanisms to comply with
the obligations of this paragraph: (i) If every lease and rider is identical in form, Prospective

19 Battery & Ignition/23055-19-060/20211112
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 XVII (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 XVII.
20. 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.
IX. DUE CARE/COOPERATION
21. 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 subparagraph 33.a. below
of any such required notification.
X. CERTIFICATION
22. By entering into this Agreement, the Prospective Developer certifies that, without

20 Battery & Ignition/23055-19-060/20211112
DEQ approval, it will make no use of the Brownfields Property other than that committed to in
the Brownfields Property Application dated January 18, 2021 and the Updated Brownfields
Property Application dated October 8, 2021, by which it applied for this Agreement. That use is
that which is provided in paragraph 14.a. of this Agreement. 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.
XI. DEQ’S COVENANT NOT TO SUE AND RESERVATION OF RIGHTS
23. Unless any of the following apply, Prospective Developer shall not be liable to DEQ,
and DEQ covenants not to sue Prospective Developer, for remediation of the Brownfields
Property except as specified in this Agreement:
a. The Prospective Developer fails to comply with this Agreement.
b. The activities conducted on the Brownfields Property by or under the control
or direction of the Prospective Developer increase the risk of harm to public health or the
environment, in which case Prospective Developer shall be liable for remediation of the areas of
the Brownfields Property, remediation of which is required by this Agreement, to the extent
necessary to eliminate such risk of harm to public health or the environment.
c. A land use restriction set out in the Notice of Brownfields Property required
under NCGS § 130A-310.35 is violated while the Prospective Developer owns the Brownfields

21 Battery & Ignition/23055-19-060/20211112
Property, in which case the Prospective Developer shall be responsible for remediation of the
Brownfields Property to unrestricted use standards.
d. The Prospective Developer knowingly or recklessly provided false information
that formed a basis for this Agreement or knowingly or recklessly offers false information to
demonstrate compliance with this Agreement or fails to disclose relevant information about
contamination at the Brownfields Property.
e. New information indicates the existence of previously unreported
contaminants or an area of previously unreported contamination on or associated with the
Brownfields Property that has not been remediated to unrestricted use standards, unless this
Agreement is amended to include any previously unreported contaminants and any additional
areas of contamination. If this Agreement sets maximum concentrations for contaminants, and
new information indicates the existence of previously unreported areas of these contaminants,
further remediation shall be required only if the areas of previously unreported contaminants
raise the risk of the contamination to public health or the environment to a level less protective of
public health and the environment than that required by this Agreement.
f. The level of risk to public health or the environment from contaminants is
unacceptable at or in the vicinity of the Brownfields Property due to changes in exposure
conditions, including (i) a change in land use that increases the probability of exposure to
contaminants at or in the vicinity of the Brownfields Property or (ii) the failure of remediation to
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

22 Battery & Ignition/23055-19-060/20211112
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.
24. Except as may be provided herein, DEQ reserves its rights against Prospective
Developer as to liabilities beyond the scope of the Act.
25. 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.
26. Consistent with NCGS § 130A-310.33, the liability protections provided herein, and
any statutory limitations in paragraphs 23 through 25 above, apply to all of the persons listed in
NCGS § 130A-310.33, including future owners of the Brownfields Property, to the same extent
as Prospective Developer, so long as these persons are not otherwise potentially responsible
parties or parents, subsidiaries, or affiliates of potentially responsible parties.
XII. PROSPECTIVE DEVELOPER'S COVENANT NOT TO SUE
27. In consideration of DEQ’s Covenant Not To Sue in Section XI 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.

23 Battery & Ignition/23055-19-060/20211112
XIII. PARTIES BOUND
28. 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.
XIV. DISCLAIMER
29. Prospective Developer and DEQ agree that this Agreement meets the requirements of
the Act, including but not limited to the requirements set forth in NCGS § 130A-310.32(a)(2).
However, this Agreement in no way constitutes a finding by DEQ as to the risks to public health
and the environment which may be posed by regulated substances at the Brownfields Property, a
representation by DEQ that the Brownfields Property is fit for any particular purpose, nor a
waiver of Prospective Developer’s duty to seek applicable permits or of the provisions of NCGS
§ 130A-310.37.
30. Except for the land use restrictions set forth in paragraph 14 above and NCGS §
130A-310.33(a)(1)-(5)'s provision of the Act's liability protection to certain persons to the same
extent as to a prospective developer, no rights, benefits or obligations conferred or imposed upon
Prospective Developer under this Agreement are conferred or imposed upon any other person.
XV. DOCUMENT RETENTION
31. 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

24 Battery & Ignition/23055-19-060/20211112
substances at the Brownfields Property, including without limitation all Material Safety Data
Sheets or Safety Data Sheets, for six (6) years following the effective date of this Agreement,
unless otherwise agreed to in writing by the Parties. Said records may be retained electronically
such that they can be retrieved and submitted to DEQ upon request. At the end of six (6) years,
the Prospective Developer shall notify DEQ of the location of such documents and shall provide
DEQ with an opportunity to copy any documents at the expense of DEQ. By entering into this
Agreement, Prospective Developer waives no rights of confidentiality or privilege provided by
the North Carolina Public Records Act or otherwise and, at the time DEQ requests to copy or
inspect said documents, Prospective Developer shall provide DEQ with a log of documents
withheld from DEQ, including a specific description of the document(s) and the alleged legal
basis upon which they are being withheld. To the extent DEQ retains any copies of such
documents, Prospective Developer retains all rights it then may have to seek protection from
disclosure of such documents as confidential business information.
XVI. PAYMENT OF ENFORCEMENT COSTS
32. If the Prospective Developer fails to comply with the terms of this Agreement,
including, but not limited to, the provisions of Section VI (Work to be Performed) and Section
VII (Land Use Restrictions), it shall be liable for all litigation and other enforcement costs
incurred by DEQ to enforce this Agreement or otherwise obtain compliance.
XVII. NOTICES AND SUBMISSIONS
33. Unless otherwise required by DEQ or a Party notifies the other Party in writing of a
change in contact information or delivery method, all notices and submissions pursuant to this
Agreement shall be sent by prepaid first-class U.S. mail or courier service, as follows:

25 Battery & Ignition/23055-19-060/20211112
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: Stuart Proffitt
3615 Tryclan LP 1420 E 7th Street, Suite 150 Charlotte, NC 28204 Notices and submissions sent by prepaid first-class U.S. mail shall be effective on the third day
following postmarking. Notices and submissions sent by hand or by other means affording
written evidence of date of receipt shall be effective on such date.
XVIII. EFFECTIVE DATE
34. This Agreement shall become effective on the date the Prospective Developer signs
it, after receiving the signed, conditionally approved Agreement from DEQ. DEQ’s approval of
this Agreement is conditioned upon the complete and timely execution and filing of this
Agreement in the manner set forth herein. Prospective Developer shall expeditiously sign the
Agreement in order to effect the recordation of the full Notice of Brownfields Property within
the statutory deadline set forth in NCGS § 130A-310.35(b). If the Agreement is not signed by
Prospective Developer within 45 days after such receipt, DEQ has the right to revoke its
approval and certification of this Agreement, and to invalidate its signature on this Agreement.
XIX. TERMINATION OF CERTAIN PROVISIONS
35. If any Party believes that any or all of the obligations under Section VIII

26 Battery & Ignition/23055-19-060/20211112
(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).
XX. CONTRIBUTION PROTECTION
36. 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.
37. 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.
38. 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.
XXI. PUBLIC COMMENT
39. 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

27 Battery & Ignition/23055-19-060/20211112
Brownfields Property is located; conspicuous posting of a copy of said summary at the
Brownfields Property; and mailing or delivery of a copy of the summary to each owner of
property contiguous to the Brownfields Property. After expiration of that period, or following a
public meeting if DEQ holds one pursuant to NCGS § 130A-310.34(c), DEQ may modify or
withdraw its consent to this Agreement if comments received disclose facts or considerations
which indicate that this Agreement is inappropriate, improper or inadequate.
IT IS SO AGREED:
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY By: ____________________________________________________________________________ Michael E. Scott Date Director, Division of Waste Management
IT IS SO AGREED: 3615 Tryclan LP, a Delaware limited partnership By: PDP 3615 Tryclan GP, LLC, its general partner
By: Proffitt Dixon Partners, LLC, its manager By:___________________________________________________________________________
Stuart Proffitt Date
Manager
USGS The National Map: National Boundaries Dataset, 3DEP ElevationProgram, Geographic Names Information System, National HydrographyDataset, National Land Cover Database, National Structures Dataset,and National Transportation Dataset; USGS Global Ecosystems; U.S.Census Bureau TIGER/Line data; USFS Road Data; Natural Earth Data;U.S. Department of State Humanitarian Information Unit; and NOAANational Centers for Environmental Information, U.S. Coastal ReliefModel. Data refreshed May, 2020.
SITE LOCATION MAP
BATTERY & IGNITION DISTRIBUTION
3601-3631 TRYCLAN DRIVE AND 3700 ELLENWOOD PLACE CHARLOTTE, NORTH CAROLINA
DATE: 11-8-21
JOB NO: PDP-001
REVISION NO: 0
EXHIBIT 1
2923 South Tryon Street - Suite 100Charlotte, North Carolina 28203704-586-0007 (p) 704-586-0373 (f)License # C-1269 / # C-245 Geology
TITLE
PROJECT
0 2,000 4,000
SCALE IN FEET
SITE
Path: S:\AAA-Master Projects\Proffitt Dixon\PDP-002 - Tryclan Avenue Phase I ESA\Figures\Figure-1.mxdN
U.S.G.S. QUADRANGLE MAP
CHARLOTTE EAST, NORTH CAROLINA 2019
QUADRANGLE7.5 MINUTE SERIES (TOPOGRAPHIC)
Battery & Ignition/23055/20211112

1
Exhibit 2 The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred in February 2021. 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 standards are shown for reference only and are not set forth as cleanup or mitigation 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, or the 2L Groundwater Interim Maximum Allowable
Concentrations (IMACS) (April 1, 2013 version):

Groundwater Contaminant Sample Location
Date of
Sampling
Concentration
Exceeding
Standard
(µg/L)
Standard
(µg/L)
Trichloroethylene TMW-3 2/11/2021 10.7 3

GROUNDWATER WITH POTENTIAL FOR VAPOR INTRUSION

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 contained
in the Division of Waste Management Vapor Intrusion Guidance, Residential Vapor Intrusion Screening Levels (VISL) (June 2021version):

Groundwater Contaminant with Potential for Vapor Intrusion
Sample Location Date of Sampling
Concentration
Exceeding
Screening
Level (µg/L)
Residential VI
Screening Level1
(µg/L)
Trichloroethylene TMW-3 2/11/2021 10.7 1
Cis-1,2-Dichlorothylene TMW-3 2/11/2021 0.37J NE
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-6 lifetime incremental cancer risk. 2 NE – No established screening level.

Battery & Ignition/23055/20211112

2
SOIL

Soil contaminants in milligrams per kilogram (the equivalent of parts per million),
the screening levels for which are derived from the Preliminary Industrial Health- Based Soil Remediation Goals of the Inactive Hazardous Sites Branch of DEQ’s Superfund Section (June 2021 version):
Soil Contaminant Sample Location Depth (ft) Date of Sampling
Concentration Exceeding Screening Level (mg/kg)
Residential Screening Level1 (mg/kg)
Arsenic 2
COMP-1 / SB-DUP 0-2
2/9/2021
1.08 J / 1.29
0.68 COMP-2 0-2 2.03
SB-DUP 0-2 1.29
1Screening levels displayed for non-carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk. 2The IHSB’s tabulated generic residential use preliminary remediation goal (“remedial goal”) for arsenic is 0.68 mg/kg. Based on site specific assessment data, the arsenic impacts on the Brownfields Property
appear to be naturally occurring. Further, based on a site specific risk calculation using the current NCDEQ Risk Calculator, arsenic levels on the Brownfields Property do not exceed a Hazard Index of 1.
Battery & Ignition/23055/20211112

3
SOIL GAS

Soil gas contaminants in micrograms per cubic meter, the screening levels for which are
derived from the Residential Vapor Intrusion Screening Levels of the Division of Waste Management (June 2021):
Soil Gas Contaminant Sample Location Date of Sampling
Concentration
Exceeding Screening Level
(µg/m3)
Residential
Screening Level1
(µg/m3)
Benzene
SGP-1 2/10/2021 20
12
SG-DUP 2/10/2021 19
SGP-4 2/10/2021 17
SGP-5 2/10/2021 18
SGP-6 2/10/2021 20
SGP-7 2/10/2021 22
Chloroform SGP-2 2/10/2021 11 4.1
Trichloroethylene SGP-4 2/10/2021 17 14
Cis-1,2-dichloroethylene SGP-1 2/10/2021 5.9 NE SG-DUP 2/10/2021 5.7
Ethanol
SGP-1 2/10/2021 27
NE
SG-DUP 2/10/2021 32
SGP-2 2/10/2021 28
SGP-3 2/10/2021 120
SGP-4 2/10/2021 41
SGP-5 2/10/2021 27
SGP-6 2/10/2021 47
SGP-7 2/10/2021 22
4-Ethyltoluene SGP-4 2/10/2021 4.5 NE
Trichloroethylene SGP-4 2/10/2021 17 14
Trichlorofluoromethane
SGP-2 2/10/2021 1.5J
NE
SGP-3 2/10/2021 1.4J
SGP-4 2/10/2021 1.4J
SGP-5 2/10/2021 1.6J
SGP-6 2/10/2021 0.99J
SGP-7 2/10/2021 1.3J
1Screening levels displayed for non-carcinogens are for a hazard quotient equal to 0.2. Screening levels
displayed for carcinogens are for a 1.0E-6 lifetime incremental cancer risk.
2 NE – No established screening level.
SG-DUP collected at sample location SGP-1

EXHIBIT C
LEGAL DESCRIPTION
That certain parcel or tract of land situated, lying and being in the City of Charlotte, County of
Mecklenburg, State of North Carolina and being more particularly described as follows: Commencing at an existing NGS monument “Mcdowell” having NC Grid NAD 83 (2011) coordinates of N:541,237.39, E:1,452,816.02; thence South 53°05'47" West a horizontal ground
distance of 17,079.38 feet to an existing nail situated on the southerly margin of Tryclan Drive (a
variable width public right-of-way) as shown on Map Book 12, Page 129 and Map Book 67, Page 799, all Deed and Map Books recorded in the Mecklenburg County Public Register of Deeds and being the Point of Beginning; thence along the aforesaid southerly margin for the following four (4) courses and distances; 1) South 56°19'46" East a distance of 199.71 feet to an
existing 1-1/2" iron pipe; 2) South 56°16'00" East a distance of 100.14 feet to an existing nail; 3)
South 56°08'52" East a distance of 117.40 feet to a new nail; 4) with a curve along the arc of a curve to the right said curve having an arc length of 8.86 feet a radius of 7.78 feet (chord bearing of South 08°39'36" East and chord distance of 8.39 feet) to a new nail, situated on the westerly margin of Dewitt Lane (a variable width public right-of-way) as shown on Map Book 60, Page
245 and described in Deed Book 19165, Page 156 and Deed Book 21403, Page 509; thence
along the aforesaid westerly margin for the following four (4) courses and distances; 1) South 24°08'27" West a distance of 49.53 feet to an existing 1/2" iron rod; 2) South 25°44'14" West a distance of 1.64 feet to an existing 1/2" iron rod; 3) with a curve along the arc of a curve to the left said curve having an arc length of 141.03 feet a radius of 1243.00 feet (chord bearing of
South 16°16'31" West and chord distance of 140.95 feet) to an existing 1/2" iron rod; 4) South
13°05'29" West a distance of 70.53 feet to an existing 1/2" iron rod, situated on the northerly line of Lot 14, Block B as shown on Map Book 1698, Page 477; thence along the northerly line of Lot 14 and the terminus line of Ellenwood Place, Block B as shown on the aforesaid Map Book 1698, Page 477, North 64°47'59" West passing an existing 1/2" iron rod at 200.75 feet for a total
distance of 289.98 feet to a new 1/2" iron rod, situated on the westerly margin of Ellenwood
Place (a 50’ public right-of-way) as shown the aforesaid Map Book 1698, Page 477; thence along the aforesaid westerly margin for the following two (2) courses and distances; 1) South 16°13'40" West a distance of 11.26 feet to a new 1/2" iron rod; 2) with a curve along the arc of a curve to the left said curve having an arc length of 55.09 feet a radius of 50.00 feet (chord
bearing of South 44°41'23" West and chord distance of 52.35 feet) to an existing 1/2" iron rod,
situated on the northerly line of Lot 12, Block B as shown on the aforesaid Map Book 1698, Page 477; thence along the aforesaid northerly line North 65°54'39" West a distance of 159.69 feet to a new 1/2" iron rod, situated on the easterly line of Lot 7, Block B as shown on the aforesaid Map Book 1698, Page 477; thence with a new line over, upon and through the
aforesaid Lot 7, North 65°54'39" West a distance of 47.49 feet to a new 1/2" iron rod, situated on
the easterly line of the lands as shown on the aforesaid Map Book 67, Page 799; thence along the easterly line of the aforesaid lands of the following three (3) courses and distances; 1) North 30°19'10" East a distance of 64.48 feet to a new 1/2" iron rod; 2) South 64°50'18" West a distance of 3.25 feet to a new 1/2" iron rod; 3) North 33°40'36" East passing a new 1/2" iron rod
at 329.23 feet for a total distance of 332.17 feet to the Point of Beginning; Containing
148,678square feet or 3.4132 acres, as shown on a survey prepared by R. B. Pharr & Associates, P.A. dated September 28, 2021 (Project No. 93482)