20021_Glen_Raven_NBP

Property Owner: The City of Kinston
Recorded in Book ____, Page ____
Associated plat recorded in Plat Book ____, Page ____

NOTICE OF BROWNFIELDS PROPERTY
Site Name: Glen Raven Mills
Brownfields Project Number: 20021-16-054

This documentary component of a Notice of Brownfields Property (“Notice”), as well as the plat component, have been filed this _____ day of __________________, 201__ by ______________________________
(“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 800 Manning Street in Kinston, Lenoir County, North Carolina. It consists of one parcel totaling 11.7 acres. The Brownfields Property will be
used for a mix of high density residential, retail, offices, restaurant, and with DEQ approval other commercial uses.

The Brownfields Agreement between Prospective Developer and DEQ is attached hereto as Exhibit A. It sets forth the use that may be made of the Brownfields Property and the measures
to be taken to
protect public health and the environment, and is required by NCGS § 130A-310.32. The Brownfields Agreement’s Exhibit 2 consists of one or more data tables reflecting the concentrations
of and other information regarding the Property’s regulated substances and contaminants.

Attached as Exhibit B to this Notice is a reduction, to 8 1/2" x 11", of the survey plat component of this Notice. This plat shows areas designated by DEQ, has been prepared and certified
by a professional land surveyor, meets the requirements of NCGS § 47-30, and complies with NCGS § 130A-310.35(a)’s requirement that the Notice identify:

(1) The location and dimensions of the areas of potential environmental concern with respect to permanently surveyed benchmarks.

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

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

LAND USE RESTRICTIONS

NCGS § 130A-310.35(a) also requires that the Notice identify any restrictions on the current and future use of the Brownfields Property that are necessary or useful to maintain the level
of protection appropriate for the designated current or future use of the Brownfields Property and that are designated in the Brownfields Agreement. The restrictions shall remain in
force in perpetuity unless canceled by the Secretary of DEQ (or its successor in function), or his/her designee, after the hazards have been eliminated, pursuant to NCGS § 130A-310.35(e).
All references to DEQ shall be understood to include any successor in function. The restrictions are hereby imposed on the Brownfields Property, and are as follows:

1. No uses may be made of the Brownfields Property other than as a mix of high density residential, retail, offices, restaurant, recreation, post-secondary education, commercial, amenity
space and with DEQ approval other commercial uses. For purposes of this restriction, the following definitions apply:
a. “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 shall include related amenities,
such as pools, clubhouses, courtyards, common areas, recreation areas and parking garages;
b. “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;
c. “Office” is defined as the provision of business or professional services;
iv. “Restaurant” is defined as a commercial business establishment that prepares and serves food and beverages to patrons;
d. “Recreation” 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;
e. “Post-Secondary Education” is defined as a privately-owned or publicly-owned university, college, junior college, or community college that provides education beyond the high school
level;
f. “Commercial” is defined as an enterprise carried on for profit or nonprofit by the owner, lessee or licensee; and
g. “Amenity Space” is defined as a hardscaped and landscaped courtyard, swimming pool, pool deck, courtyard, dog run, community gardens, fire pit, grilling station, seating areas, and
a common use interior clubhouse.
2. 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 Property, the timing of redevelopment phases, and addresses health, safety and environmental issues that may arise from use of the Property during construction or
redevelopment in any other form, including without limitation:
a. soil and water management issues, including without limitation those resulting from contamination identified in the Environmental Reports;
b. issues related to potential sources of contamination referenced in paragraph 8 of the Brownfields Agreement attached hereto as Exhibit A;
c. 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
d. plans for the proper characterization of, and, as necessary, disposal of contaminated soils excavated during redevelopment.
3. By January 31st after each one-year anniversary of the effective date of this Agreement for as long as physical redevelopment of the Property continues (except that the final deadline
shall fall 90 days after the conclusion of physical redevelopment), the then owner of the 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:
a. actions taken in accordance with the plan required by subparagraph 15.b. of the Brownfields Agreement attached hereto as Exhibit A;
b. soil grading and cut and fill actions;
c. methodology(ies) employed for field screening, sampling and laboratory analysis of environmental media;
d. stockpiling, containerizing, decontaminating, treating, handling, laboratory analysis and ultimate disposition of any soil, groundwater or other materials suspected or confirmed
to be contaminated with regulated substances; and
e. removal of any contaminated soil, water or other contaminated materials (for example, concrete, demolition debris) from the Property (copies of all legally required manifests shall
be included).
4. 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 of the
Brownfields Agreement attached hereto as Exhibit A 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.
5. No activity that disturbs soil on the Brownfields Property, may occur unless and until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property will be suitable for the uses specified in subparagraph 15.a. of the Brownfields Agreement
attached hereto as Exhibit A while fully protecting public health and the environment, except:
a. in connection with landscape planting to depths not exceeding 24”;
b. mowing and pruning of above-ground vegetation;
c. for repair of underground infrastructure, provided that DEQ shall be given written notice at least seven days in advance of a scheduled repair (if only by email) of any such repair,
or in emergency circumstances no later than the next business day, and that any related assessment and remedial measures required by DEQ shall be taken and;
d. in connection to work conducted in accordance with a DEQ-approved Environmental Management Plan (EMP) as outlined in subparagraph 15.b. of the Brownfields Agreement attached hereto
as Exhibit A.
6. None of the contaminants known to be present in the environmental media at the Brownfields Property, as described in Paragraph 8 of this Brownfields Agreement attached hereto as Exhibit
A and as modified by DEQ in writing if additional contaminants in excess of applicable standards are discovered at the Brownfields Property, may be used or stored at the Brownfields
Property without the prior written approval of DEQ, except:
a. in de minimis amounts for cleaning and other routine housekeeping and maintenance activities;
b. as constituents of fuels, lubricants and oils in emergency generators, machinery, equipment and vehicles in on-board tanks integral to said items or in flammable liquid storage containers
totaling more than 25 gallons; or
c. as constituents of products and materials customarily used or stored in high density residential, office, retail, or restaurant environments, provided such products and materials
are used, stored, and disposed of in accordance with applicable laws and regulations.
7. Within 60 days after the effective date of this Agreement or prior to land disturbance activities, Prospective Developer shall abandon monitoring wells, injection wells, recovery
wells, piezometers and other man made points of groundwater access at the Brownfields Property in accordance with Subchapter 2C of Title 15A of the North Carolina Administrative Code,
unless an alternate schedule is approved by DEQ. Within 30 days after doing so, the Prospective Developer shall provide DEQ a report, setting forth the procedures and results.
8. 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.
9. 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.
10. 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 Lenoir 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. An 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 of the Brownfields Agreement attached hereto as Exhibit A.
11. During January of each year after the year in which the Notice referenced below in paragraph 20 of the Brownfields Agreement attached hereto as Exhibit A is recorded, the owner of
any part of the Brownfields Property as of January 1st of that year shall submit a notarized Land Use Restrictions Update (“LURU”) to DEQ, and to the chief public health and environmental
officials of Lenoir County, certifying that, as of said January 1st, the Notice of Brownfields Property containing these land use restrictions remains recorded at the Lenoir County
Register of Deeds office and that the land use restrictions are being complied with. The submitted LURU shall state the following:
a. the name, mailing address, telephone and facsimile numbers, and contact person’s e-mail address of the owner submitting the LURU if said owner acquired any part of the Brownfields
Property in fee during the previous calendar year; and
b. the transferee’s name, mailing address, telephone and facsimile numbers, and contact person’s e-mail address, if said owner transferred any part of the Brownfields Property during
the previous calendar year.
12. 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.
13. 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 Brownfields Agreement attached hereto as Exhibit A provided that if standard form leases are used in every instance, a copy of such standard
form lease may be sent in lieu of copies of actual leases.

For purposes of the land use restrictions set forth above, the DEQ point of contact shall be the DEQ official referenced in paragraph 35.a. of Exhibit A hereto, at the address stated
therein.

ENFORCEMENT

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

FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS

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

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

The City of Kinston

By: __________________________________________
Tony Sears,
City 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

                                                                        ___________________________________
                                                                        Notary’s printed or typed name, Notary Public
                (Official Seal)                     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

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