20059_Capital Blvd Self Storage (RN)_Approval to PC Package_

Dear Mr. Gelblum:

This notice is in regards to Capital Boulevard Self-Storage, Brownfields project number 20059-16-092, having as Prospective Developer CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC.

Based on acceptance by the Prospective Developer of drafts of all four required brownfields documents -- the Notice of Intent to Redevelop a Brownfields Property (NI), Summary of Notice of Intent to Redevelop
a Brownfields Property (SNI), Notice of Brownfields Property (NBP) and the Brownfields Agreement (Exhibit A to the NBP) -- and DEQ's approval of the plat component of the NBP, Prospective Developer may now proceed to the tasks required by NCGS § 130.310.34(a) in connection with the required public
notice and comment period of at least 30 days regarding the subject brownfields project. Those tasks are as follows:
1. Publish the approved SNI in a newspaper of general circulation serving the area in which the brownfields property is located,
2. Conspicuously post a copy of the SNI at the brownfields property,
3. Mail or deliver the SNI to each owner of property contiguous to the brownfields property,
4. Provide a copy of the full NI to the local location where it will be available for public review as stated
in the SNI, and
5. Provide a copy of the full NI, consisting of the one-page NI and the NBP with its three exhibits (the Brownfields Agreement, the survey plat, and the legal description), to all local governments having
jurisdiction over the brownfields property.
Pursuant to NCGS § 130.310.34.(b), the public comment period shall begin following completion of the above tasks. The NI and SNI, with a date filled in representing our belief as to how long it will take
you to complete those tasks by October 25, 2017 are attached hereto. The comment period shall not
end any sooner than 30 days after you complete the tasks.
NCGS § 130.310.34(b) also requires the Prospective Developer to submit documentation of the public notices to DEQ prior to DEQ entering into a Brownfields Agreement. That documentation shall 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,
• 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 carrier confirming such receipt by these entities.
Thank you for your attention to these matters. If you have any questions or require additional
information, you may contact me. Regards,
Jim Rudder
NI # 20059-16-092/ Capital Boulevard Self-Storage 1
NOTICE OF INTENT TO REDEVELOP A BROWNFIELDS PROPERTY
Site Name: Capital Boulevard Self-Storage Brownfields Project Number: # 20059-16-092

North Carolina’s Brownfields Property Reuse Act (the “Act”), North Carolina General Statutes
(“NCGS”) § 130A-310.30 through 130A-310.40, provides for the safe redevelopment of properties that may
have been or were contaminated by past industrial and commercial activities. One of the Act’s
requirements is this Notice of Intent to Redevelop a Brownfields Property approved by the North Carolina
Department of Environmental Quality (“DEQ”). See NCGS § 130A-310.34(a). The Notice of Intent must
provide, to the extent known, a legal description of the location of the brownfields property, a map showing
the location of the Brownfields Property, a description of the contaminants involved and their
concentrations in the media of the Brownfields Property, a description of the intended future use of the
Brownfields Property, any proposed investigation and remediation, and a proposed Notice of Brownfields
Property prepared in accordance with NCGS § 130A-310.35. The party (”Prospective Developer”) who
desires to enter into a Brownfields Agreement with DEQ must provide a copy of this Notice to all local
governments having jurisdiction over the Brownfields Property. The proposed Notice of Brownfields
Property for a particular brownfields project is attached hereto; the proposed Brownfields Agreement,
which is attached to the proposed Notice of Brownfields Property as Exhibit A, contains the other required
elements of this Notice. Written public comments may be submitted to DEQ within 30 days after the latest
of the following dates: the date the required summary of this Notice is (1) published in a newspaper of
general circulation serving the area in which the Brownfields Property is located, (2) conspicuously posted
at the Brownfields Property, and (3) mailed or delivered to each owner of property contiguous to the
Brownfields Property. Written requests for a public meeting may be submitted to DEQ within 21 days
after the period for written public comments begins. Those periods will start no sooner than October 25,
2017, and will end on the later of: a) 30 and 21 days, respectively, after that; or b) 30 and 21 days,
respectively, after completion of the latest of the three (3) above-referenced dates. All comments and
meeting requests should be addressed as follows:
Mr. Bruce Nicholson
Brownfields Program Manager Division of Waste Management NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646

SNI Shell 8/2/2017 (this is removed when approved for PC)
Project Number/Name (date of approval to PC, changed as needed for final printing & signing)

SUMMARY OF NOTICE OF INTENT TO REDEVELOP A BROWNFIELDS PROPERTY Site Name: Capital Boulevard Self-Storage Brownfields Project Number: 20059-16-092

Pursuant to NCGS § 130A-310.34, CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage,
LLC, as Prospective Developer, has filed with the North Carolina Department of Environmental Quality
(“DEQ”) a Notice of Intent to Redevelop a Brownfields Property in Raleigh, Wake County, North
Carolina. The Brownfields Property, which is the former site of ancillary structures associated with the
former Raleigh Cotton Mill and various later commercial enterprises, consists of 2.11 acres and is located
at 622, 624, 626, and 628 Capital Boulevard in Raleigh. CH Realty VII – Baranof I Raleigh 622 Capital
Self-Storage, LLC has committed itself to no uses other than commercial climate-controlled self-storage
units with an office and parking, and subject to DEQ’s prior written approval, other commercial uses on
the Brownfields Property. The Notice of Intent to Redevelop a Brownfields Property includes: (1) a
proposed Brownfields Agreement between DEQ and CH Realty VII – Baranof I Raleigh 622 Capital
Self-Storage, LLC, which in turn includes (a) a map showing the location of the Property, (b) a
description of the contaminants involved and their concentrations in the media of the Property, (c) the
above-stated description of the intended future use of the Brownfields Property, and (d) proposed
investigation and remediation; and (2) a proposed Notice of Brownfields Property prepared in
accordance with NCGS § 130A-310.35.

The full Notice of Intent to Redevelop a Brownfields Property may be reviewed at “LIBRARY”
by contacting Ms. Amy Whitfield (919-856-6718, [e-mail]) at the Cameron Village
Library, 1930 Clark Ave, Raleigh, NC 27605; or at the offices of the N.C. Brownfields Program, 217
West Jones Street, Raleigh, NC or by contacting Shirley Liggins at that address, at
[e-mail], or at [phone]. The full Notice of Intent may also be viewed online
at the DEQ public record database, Laserfiche, by entering the project number 20059-16-092 into the
search bar at the following web address: http://edocs.deq.nc.gov/WasteManagement.
Written public comments may be submitted to DEQ within 30 days after the latest of the
following dates: the date this Notice is (1) published in a newspaper of general circulation serving the
area in which the Brownfields Property is located, (2) conspicuously posted at the Brownfields Property,
and (3) mailed or delivered to each owner of property contiguous to the Brownfields Property. Written
requests for a public meeting may be submitted to DEQ within 21 days after the period for written public
comments begins. Those periods will start no sooner than October 25, 2017, and will end on the later
of: a) 30 and 21 days, respectively, after that; or b) 30 and 21 days, respectively, after completion of the
latest of the three (3) above-referenced dates. All public comments and public meeting requests should
be addressed as follows:

Mr. Bruce Nicholson
Brownfields Program Manager Division of Waste Management NC Department of Environmental Quality
1646 Mail Service Center
Raleigh, North Carolina 27699-1646

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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Property Owner: CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC
Recorded in Book ____, Page ____
Associated plat recorded in Plat Book ____, Page ____ NOTICE OF BROWNFIELDS PROPERTY
Site Name: Capital Boulevard Self-Storage Brownfields Project Number: 20059-16-092

This documentary component of a Notice of Brownfields Property (“Notice”), as well as the plat
component, have been filed this _____ day of __________________, 2017 by CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC (“Prospective Developer”).
This Notice concerns contaminated property.

A copy of this Notice certified by the North Carolina Department of Environmental Quality (“DEQ”) is required to be filed in the Register of Deeds’ Office in the county or counties in which the land is located, pursuant to North Carolina General Statutes (“NCGS”), § 130A-310.35(b).

This Notice is required by NCGS § 130A-310.35(a), in order to reduce or eliminate the danger to
public health or the environment posed by environmental contamination at a property (“Brownfields Property”) being addressed under the Brownfields Property Reuse Act of 1997, NCGS § 130A, Article 9, Part 5 (“Act”).

Pursuant to NCGS § 130A-310.35(b), the Prospective Developer must file a certified copy of this
Notice within 15 days of Prospective Developer’s receipt of DEQ’s approval of the Notice or Prospective Developer’s entry into the Brownfields Agreement required by the Act, whichever is later. The copy of the Notice certified by DEQ must be recorded in the grantor index under the names of the owners of the land
and, if Prospective Developer is not the owner, also under the Prospective Developer’s name.

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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The Brownfields Property comprises one parcel (PIN 1704622776) totaling 2.11 acres, and includes the
street addresses 622, 624, 626, and 628 Capital Boulevard in Raleigh. Prospective Developer has committed itself to redevelopment for no uses other than commercial climate-controlled self-storage units with an office and
parking, and subject to DEQ’s prior written approval, other commercial uses. The Brownfields Property was
historically developed with ancillary structures associated with the former Raleigh Cotton Mill, which was located
immediately to the south, since at least 1896. The Brownfields Property was developed with the “Waste House”
and a portion of a water reservoir and settling basin shared with the Raleigh Cotton Mill property. Additional historical structures included cotton warehouses and coal bins.

The Brownfields Property was subdivided from the Raleigh Cotton Mill between 1914 and 1949, and then
was developed as a location for the building materials distributor/contractor Southern Builders & Supplies; one
single-family residence; and a lumber shed and coal yard. In the early 1950s, the single-family residence was demolished and a Phillips 66 service station selling retail petroleum products was constructed (628 Capital
Boulevard).

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

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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as a description of the property in an instrument of conveyance.

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

1. No use may be made of the Brownfields Property other than for commercial climate-controlled self-storage units with an office and parking, and subject to DEQ’s prior written approval, other commercial
uses. For purposes of this restriction, the following definitions apply:

i. “Commercial climate-controlled self-storage units” is defined as indoor spaces that are supplied
with heated or cooled conditioned air and are commercially rented on a short- or long-term basis by consumers and businesses for the storage of personal effects, household goods, equipment and
other non-hazardous materials that are in compliance with all other aspects of the attached Exhibit
A.
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 same.
iv. “Commercial” is defined as an enterprise carried on for profit or nonprofit by the owner, lessee or
licensee.

2. The Brownfields Property may not be used for residential purposes, child care, adult care centers or schools without the prior written approval of DEQ.

3. Groundwater at the Brownfields Property may not be used for any purpose without the prior written
approval of DEQ.
4. Physical redevelopment of the Brownfields Property may not occur other than in accord, as determined
by DEQ, with an Environmental Management Plan (“EMP”) approved in writing by DEQ in advance (and
revised to DEQ’s written satisfaction prior to each subsequent redevelopment phase) that is consistent
with all the other land use restrictions and describes redevelopment activities at the Brownfields Property,
the timing of redevelopment phases, and addresses health, safety and environmental issues that may arise

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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from use of the Brownfields Property during construction or redevelopment in any other form, including without limitation:

i. soil and water management issues, including without limitation those resulting from contamination
identified in the Environmental Reports listed in paragraph 5 of the attached Exhibit A;
ii. issues related to potential sources of contamination referenced in paragraph 8 of the attached Exhibit A;
iii. contingency plans for addressing, including without limitation the testing of soil and groundwater,
newly discovered potential sources of environmental contamination (e.g., USTs, tanks, drums,
septic drain fields, oil-water separators, soil contamination); and
iv. plans for the proper characterization of, and, as necessary, disposal of contaminated soils excavated during redevelopment;

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 Land Use Restriction 1. 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 to work conducted in accordance with a DEQ-approved Environmental Management
Plan (EMP) as outlined in subparagraph 15.d of the attached Exhibit A.
6. Soil may not be removed from, or brought onto, the Brownfields Property without prior sampling and
analysis to DEQ’s satisfaction and the written approval of DEQ, unless conducted in accordance with an
approved EMP as outlined in subparagraph 15.d. of the attached Exhibit A.
7. Within 90 days after each one-year anniversary of the effective date of the attached Exhibit A 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:

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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i. actions taken on the Brownfields Property in accordance with Section V., Work to be Performed
of Exhibit A; 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).
8. Surface water at the Brownfields Property may not be used for any purpose, other than in connection with
legally compliant storm water collection and reuse techniques, without the prior written approval of DEQ.

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 Wake County land records, Book ____, Page ____.” A copy of any
such instrument shall be sent to the persons listed in Section XV. (Notices and Submissions) of the
attached Exhibit A, 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 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) of the attached Exhibit A; 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. (Notices and Submissions)
of the attached Exhibit A, 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.
11. None of the contaminants known to be present in the environmental media at the Brownfields Property,
as described in paragraph 8 of the attached Exhibit A and as modified by DEQ in writing if additional
NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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contaminants (and/or contaminant concentrations) in excess of applicable standards are discovered at the
Brownfields Property, may be used or stored at the Brownfields Property without the prior written
approval of DEQ, except in de minimis quantities for cleaning and other routine housekeeping and maintenance activities.

12. Within 60 days after the effective date of this Agreement, 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.

The owner of any portion of the Brownfields Property where any existing, or subsequently installed, DEQ
approved monitoring well is damaged by the owner, its contractors, or its tenants shall be responsible for repair of any such wells to DEQ’s written satisfaction and within a time period acceptable to DEQ, unless
compliance with this Land Use Restriction is waived in writing by DEQ in advance.

13. During January of each year after the year in which this Notice 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 Wake County, certifying
that, as of said January 1st, the Notice of Brownfields Property containing these land use restrictions
remains recorded at the Wake County Register of Deeds office and that the land use restrictions are being
complied with. The submitted LURU shall state the following:
i. the name, mailing address, telephone and facsimile numbers, and contact person’s e-mail address
of the owner submitting the LURU if said owner acquired any part of the Brownfields Property
during the previous calendar year;
ii. the transferee’s name, mailing address, telephone and facsimile numbers, and contact person’s e-
mail address, if said owner transferred any part of the Brownfields Property during the previous calendar year.
iii. 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 subparagraphs 15.j of the attached Exhibit A provided that if standard form leases are used in
every instance, a copy of such standard form lease may be sent in lieu of copies of actual leases.
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.

NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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ENFORCEMENT
The above land use restrictions shall be enforceable without regard to lack of privity of estate or contract,
lack of benefit to particular land, or lack of any property interest in particular land. The land use restrictions shall be enforced by any owner of the Brownfields Property. The land use restrictions may also be enforced by DEQ
through the remedies provided in NCGS § 130A, Article 1, Part 2 or by means of a civil action; by any unit of
local government having jurisdiction over any part of the Brownfields Property; and by any person eligible for
liability protection under the Brownfields Property Reuse Act who will lose liability protection if the restrictions
are violated. Any attempt to cancel any or all of this Notice without the approval of the Secretary of DEQ (or its successor in function), or his/her delegate, shall be subject to enforcement by DEQ to the full extent of the law.
Failure by any party required or authorized to enforce any of the above restrictions shall in no event be deemed a
waiver of the right to do so thereafter as to the same violation or as to one occurring prior or subsequent thereto.

FUTURE SALES, LEASES, CONVEYANCES AND TRANSFERS
When any portion of the Brownfields Property is sold, leased, conveyed or transferred, pursuant to NCGS
§ 130A-310.35(d) the deed or other instrument of transfer shall contain in the description section, in no smaller
type than that used in the body of the deed or instrument, a statement that the Brownfields Property has been
classified and, if appropriate, cleaned up as a brownfields property under the Brownfields Property Reuse Act.
NBP 20059-16-092/ Capital Boulevard Self-Storage (Final 8/31/2017)
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IN WITNESS WHEREOF, Prospective Developer has caused this instrument to be duly executed this
_____ day of _______________, 201__.

CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC

By: __________________________________________ Andrew Aiken
Principal Officer

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: Andrew Aiken.

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

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************************************ APPROVAL AND CERTIFICATION OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
The foregoing Notice of Brownfields Property is hereby approved and certified.
North Carolina Department of Environmental Quality

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

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)

EXHIBIT A
NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY
IN THE MATTER OF: CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC

UNDER THE AUTHORITY OF THE ) BROWNFIELDS AGREEMENT re: BROWNFIELDS PROPERTY REUSE ACT ) Capital Boulevard Self-Storage OF 1997, NCGS § 130A-310.30, et seq. ) 622, 624, 626, 628 Capital Boulevard
Brownfields Project # 20059-16-092 ) Raleigh, Wake County
I. INTRODUCTION
This Brownfields Agreement (“Agreement”) is entered into by the North Carolina
Department of Environmental Quality (“DEQ”) and CH Realty VII – Baranof I Raleigh 622
Capital Self-Storage, LLC (collectively the "Parties") pursuant to the Brownfields Property
Reuse Act of 1997, NCGS § 130A-310.30, et seq. (the “Act”) for the property located at 622,
624, 626, and 628 Capital Boulevard (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.
CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC is a limited liability
corporation formed in Delaware, and whose offices are located at 2305 Cedar Springs Road,
Suite 200 in Dallas, Texas. CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC
received authorization to conduct business in North Carolina from the NC Secretary of State’s
office on February 29, 2016. Andrew Aiken is a Principal of CH Realty VII – Baranof I Raleigh
622 Capital Self-Storage, LLC.
The Parties agree to undertake all actions required by the terms and conditions of this
Agreement. The purpose of this Agreement is to settle and resolve, subject to reservations and
limitations contained in Section VIII (Certification), Section IX (DEQ’s Covenant Not to Sue

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
and Reservation of Rights) and Section X (Prospective Developer’s Covenant Not to Sue), the
potential liability of CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC for
contaminants at the Brownfields Property.
The Parties agree that CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage,
LLC’s entry into this Agreement, and the actions undertaken by CH Realty VII – Baranof I
Raleigh 622 Capital Self-Storage, LLC in accordance with the Agreement, do not constitute an
admission of any liability by CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC
for contaminants at the Brownfields Property. The resolution of this potential liability, in
exchange for the benefit CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC 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 CH Realty VII – Baranof I Raleigh 622 Capital
Self-Storage, LLC.
III. STATEMENT OF FACTS
3. The Brownfields Property comprises one parcel (PIN 1704622776) totaling 2.11
acres, and includes the street addresses of 622, 624, 626, and 628 Capital Boulevard in Raleigh.
Prospective Developer has committed itself to redevelopment for no uses other than commercial

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
climate-controlled self-storage units with an office and parking, and subject to DEQ’s prior
written approval, other commercial uses.
4. The Brownfields Property is bordered to the north by property owned by the U-Haul
Real Estate Company (truck rental and self-storage facility); to the east by multiple railroad
tracks, beyond which is commercial property owned by Bagwell Station, LLC and occupied by
Logan’s Garden Shop (formerly Amtrak Station); to the south by The Cotton Mill Apartments
owned by the Cotton Mill Condominiums; and to the west by Capital Boulevard, beyond which
is located a City of Raleigh vehicle service garage, currently utilized in the Capital Boulevard
street improvement construction operations.
5. Prospective Developer obtained or commissioned the following reports, referred to
hereinafter as the “Environmental Reports,” regarding the Brownfields Property:
Title Prepared by Date of Report
Draft Phase I Environmental Site Assessment,
Proposed Storage Facility, 622-628 Capital
Boulevard, Raleigh, Wake County, NC
Terracon Consultants, Inc. February 9, 2016
Limited Site Assessment, 622-628 Capital
Boulevard, ± 2.11-Acre Site, Raleigh, Wake County, NC 27603 WithersRavenel July 12, 2016
Brownfields Assessment Report, 622 Capital
Boulevard Property, Raleigh, Wake County, NC Terracon Consultants, Inc. February 24, 2017
Brownfields Assessment Report Addendum Letter Terracon Consultants, Inc. March 24, 2017

6. For purposes of this Agreement, DEQ relies on the following representations by
Prospective Developer as to use and ownership of the Brownfields Property:
a. The Brownfields Property was historically developed with ancillary structures
associated with the former Raleigh Cotton Mill, which was located immediately to the south,
since at least 1896. The Brownfields Property was developed with the “Waste House” and a

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
portion of a water reservoir and settling basin shared with the Raleigh Cotton Mill property.
Additional historical structures included cotton warehouses and coal bins.
b. The Brownfields Property was subdivided from the Raleigh Cotton Mill
between 1914 and 1949, and then was developed as a location for the building materials
distributor/contractor Southern Builders & Supplies; one single-family residence; and a lumber
shed and a coal yard. In the early 1950s, the single-family residence was demolished and a
Phillips 66 service station with retail sales of petroleum products was constructed (628 Capital
Blvd.).
c. One in-ground hydraulic lift was associated with the Phillips 66 auto service
bay. Although the auto repair service continued until 2016, retail petroleum sales were
discontinued at some time prior to 2016. On November 10, 2016, Terracon, Inc. removed two
diesel USTs (one 3,000 and one 4,000 gallon) and one 3,000 gallon gasoline UST from this
portion of the Brownfields Property. On November 11, 2016, Terracon removed an in-ground
hydraulic lift, and on November 18, 2016 two 500 gallon waste oil USTs and one 1,000 gallon
No. 2 fuel oil UST from the portion of the Brownfields Property formerly used as the gasoline
station and auto service facility. On February 27, 2017, Terracon removed a seventh UST, a
1,000-gallon heating oil UST.
d. By the 1980s, the building materials operation, which had consisted of
millwork, woodworking, lumber storage, and offices, had left the Brownfields Property, and
various unidentified subsequent commercial operations occupied the Brownfields Property.
e. As of February 2016, the Brownfields Property was occupied by a two-story
19,756 square foot office building at 622 and 626 Capital Blvd.; a one-story 10,195 square foot

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warehouse at 624 Capital Blvd.; and a 1,450 square foot auto service garage at 628 Capital Blvd.
f. CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC purchased
the Brownfields Property on September 19, 2016. In late 2016 and early 2017 all on-site
buildings and associated pavements were demolished and the debris removed from the
Brownfields Property.
7. Pertinent environmental information regarding the Brownfields Property and
surrounding area includes the following:
a. Seven USTs were removed from the Property during the Prospective
Developer’s demolition of site buildings in late 2016. Residual soil concentrations were reported
to exceed DEQ’s Non-Residential Preliminary Soil Remedial Goals (PSRGs) in one sample
obtained from a location adjacent to the former onsite fuel UST locations.
b. One in-ground hydraulic lift was removed from a former on-site service station
in October 2016.
8. The most recent environmental sampling at the Brownfields Property reported in the
Environmental Reports occurred in October 2016. The following tables set forth, for
contaminants present at the Brownfields Property above applicable 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
levels for the purposes of this Agreement.
a. 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, Rule .0202 (April 1, 2013 version), or the 2L Groundwater Interim

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Maximum Allowable Concentrations (IMACS, April 1, 2013 version):
Groundwater
Contaminant
Sample
Location
Date of
Sampling
Concentration Exceeding
Standard (µg/L)
2L Standard
(µg/L)
Naphthalene TWSB-15 3/18/2016 26.2 6
Tetrachloroethene TW-02 10/13/2016 1.01 0.7
Chromium TW-02 10/13/2016 121.0 10 TW-03 10/13/2016 63.6
Lead TWSB-17 3/18/2016 32.2 15

b. Soil contaminants in milligrams per kilogram (the equivalent of parts per
million), the screening levels for which are derived from the Preliminary Industrial/Commercial
Health-Based Remediation Goals of the Inactive Hazardous Sites Branch of DEQ’s Superfund
Section (October 2016 version):
Soil Contaminant Sample Location Depth (ft) Date of Sampling
Concentration
Exceeding Screening Level
(mg/kg)
Industrial Screening Level1 (mg/kg)
Ethylbenzene SB-06 6 - 8 10/12/2016 73 25
Naphthalene SB-06 6 - 8 10/12/2016 30.5 17
1,2,4-TMB2 SB-06 6 - 8 10/12/2016 137 48
Total Xylenes SB-06 6 - 8 10/12/2016 482 260
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 1,2,4-TMB = 1,2,4-Trimethylbenzene c. Soil vapor contaminants in micrograms per cubic meter, the screening levels for
which are contained in the DWM Vapor Intrusion Guidance, Non-Residential Vapor Intrusion
Screening Levels (VISL), October 2016 version:
Soil Vapor Contaminant

Sample
Location Date of Sampling
Concentration
Exceeding Screening Level
(µg/m3)
Non-Residential
Screening Limit1
(µg/m3)
1,2,4-Trimethylbenzene SV-01 10/13/2016 2,290 613 SV-02 10/13/2016 1,570

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1Screening levels displayed for non-carcinogens are for a hazard quotient equal to 0.2. Screening levels displayed
for carcinogens are for a 1.0E-5 lifetime incremental cancer risk.
9. For purposes of this Agreement DEQ relies on Prospective Developer’s
representations that Prospective Developer's involvement with the Brownfields Property has
been limited to obtaining or commissioning the Environmental Reports, preparing and
submitting to DEQ a Brownfields Property Application (BPA) dated August 31, 2016, and the
following:
a. On September 19, 2016, Prospective Developer purchased the Brownfields
Property.
b. In late 2016 and early 2017, Prospective Developer arranged for the removal of
sub-grade structures associated with the former vehicle service station and demolition of all on-
site buildings with notification to and discussion with the Brownfields Program to address potential
concerns.
10. Prospective Developer has provided DEQ with information, or sworn certifications
regarding that information on which DEQ relies for purposes of this Agreement, sufficient to
demonstrate that:
a. Prospective Developer and any parent, subsidiary, or other affiliate has
substantially complied with federal and state laws, regulations and rules for protection of the
environment, and with the other agreements and requirements cited at NCGS § 130A-
310.32(a)(1);
b. As a result of the implementation of this Agreement, the Brownfields Property
will be suitable for the uses specified in the Agreement while fully protecting public health and

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the environment;
c. Prospective Developer's reuse of the Brownfields Property will produce a
public benefit commensurate with the liability protection provided Prospective Developer
hereunder;
d. Prospective Developer has or can obtain the financial, managerial and
technical means to fully implement this Agreement and assure the safe use of the Brownfields
Property; and
e. Prospective Developer has complied with all applicable procedural
requirements.
11. The Parties agree that a $30,000 “Redevelopment Now” fee Prospective Developer
has paid suffices as the $2,000 fee to seek a brownfields agreement required by NCGS § 130A-
310.39(a)(1), and, within the meaning of NCGS § 130A-310.39(a)(2), the full cost to DEQ and
the North Carolina Department of Justice of all activities related to this Agreement, unless a
change is sought to a Brownfields document after it is in effect, in which case there shall be an
additional fee of at least $1,000.
IV. BENEFIT TO COMMUNITY
12. The redevelopment of the Brownfields Property proposed herein would provide the
following public benefits:
a. an increase in the Brownfields Property’s productivity;
b. a spur to additional community investment and redevelopment, through
improved neighborhood appearance and otherwise;
c. the creation of approximately 25 jobs anticipated in construction during

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redevelopment, and approximately three full-time jobs after redevelopment is completed;
d. an increase in tax revenue for the affected jurisdiction;
e. additional self-storage capacity for the area; and
f. “smart growth” through use of land in an already developed area, which avoids
development of land beyond the urban fringe (“greenfields”).
V. WORK TO BE PERFORMED
13. In redeveloping the Brownfields Property, Prospective Developer shall make
reasonable efforts to evaluate applying sustainability principles at the Brownfields Property,
using the nine (9) areas incorporated into the U.S. Green Building Council Leadership in Energy
and Environmental Design certification program (Sustainable Sites, Water Efficiency, Energy &
Atmosphere, Materials & Resources, Indoor Environmental Quality, Locations & Linkages,
Awareness & Education, Innovation in Design and Regional Priority), or a similar program.
14. Based on the information in the Environmental Reports, and subject to imposition of
and compliance with the land use restrictions set forth below, and subject to Section IX of this
Agreement (DEQ’s Covenant Not to Sue and Reservation of Rights), DEQ is not requiring
Prospective Developer to perform any active remediation at the Brownfields Property other than
remediation that may be required pursuant to a DEQ-approved Environmental Management Plan
(EMP) required by this Section.
15. By way of the Notice of Brownfields Property referenced below in paragraph 20,
Prospective Developer shall impose the following land use restrictions under the Act, running
with the land, to make the Brownfields Property suitable for the uses specified in this Agreement
while fully protecting public health and the environment instead of remediation to unrestricted

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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 commercial
climate-controlled self-storage units with an office and parking, and subject to DEQ’s prior
written approval, other commercial uses. For purposes of this restriction, the following
definitions apply:
i. “Commercial climate-controlled self-storage units" is defined as indoor
spaces that are supplied with heated or cooled conditioned air and commercially rented on a
short- or long-term basis by consumers and businesses for the storage of personal effects,
household goods, equipment and other non-hazardous materials that are in compliance with all
other aspects of this Agreement.
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 same.
iv. “Commercial” is defined as an enterprise carried on for profit or
nonprofit by the owner, lessee or licensee.
b. The Brownfields Property may not be used for residential purposes, child care,
adult care centers or schools without the prior written approval of DEQ.
c. Groundwater at the Brownfields Property may not be used for any purpose
without the prior written approval of DEQ.
d. 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

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
redevelopment phase) that is consistent with all the other land use restrictions and describes
redevelopment activities at the Brownfields Property, the timing of redevelopment phases, and
addresses health, safety and environmental issues that may arise from use of the Brownfields
Property during construction or redevelopment in any other form, including without limitation:
i. soil and water management issues, including without limitation those
resulting from contamination identified in the Environmental Reports;
ii. issues related to potential sources of contamination referenced in
paragraph 8 above;
iii. contingency plans for addressing, including without limitation the
testing of soil and groundwater, newly discovered potential sources of environmental
contamination (e.g., USTs, tanks, drums, septic drain fields, oil-water separators, soil
contamination); and
iv. plans for the proper characterization of, and, as necessary, disposal of
contaminated soils excavated during redevelopment;
e. No activity that disturbs soil on the Brownfields Property may occur unless and
until DEQ states in writing, in advance of the proposed activity, that said activity may occur if
carried out along with any measures DEQ deems necessary to ensure the Brownfields Property
will be suitable for the uses specified in subparagraph 15.a. above while fully protecting public
health and the environment, except:
i. in connection with landscape planting to depths not exceeding 24 inches;
ii. mowing and pruning of above-ground vegetation;
iii. for repair of underground infrastructure, provided that DEQ shall be

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
given written notice at least seven days in advance of a scheduled repair (if only by email) of any
such repair, or in emergency circumstances no later than the next business day, and that any
related assessment and remedial measures required by DEQ shall be taken and;
iv. in connection to work conducted in accordance with a DEQ-approved
Environmental Management Plan (EMP) as outlined in subparagraph 15.d above.
f. Soil may not be removed from, or brought onto, the Brownfields Property
without prior sampling and analysis to DEQ’s satisfaction and the written approval of DEQ,
unless conducted in accordance with an approved EMP as outlined in subparagraph 15.d. above.
g. Within 90 days after each one-year anniversary of the effective date of this
Agreement for as long as physical redevelopment of the Brownfields Property continues (except
that the final deadline shall fall 90 days after the conclusion of physical redevelopment), the then
owner of the Brownfields Property shall provide DEQ a report subject to written DEQ approval
on environment-related activities since the last report, with a summary and drawings, that
describes:
i. actions taken on the Brownfields Property in accordance with Section
V., Work to be Performed;
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

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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).
h. Surface water at the Brownfields Property may not be used for any purpose,
other than in connection with legally compliant storm water collection and reuse techniques,
without the prior written approval of DEQ.
i. Neither DEQ, nor any party conducting environmental assessment or
remediation at the Brownfields Property at the direction of, or pursuant to a permit, order or
agreement issued or entered into by DEQ, may be denied access to the Brownfields Property for
purposes of conducting such assessment or remediation, which is to be conducted using
reasonable efforts to minimize interference with authorized uses of the Brownfields Property.
j. Any deed or other instrument conveying an interest in the Brownfields Property
shall contain the following notice: “This property is subject to the Brownfields Agreement attached
as Exhibit A to the Notice of Brownfields Property recorded in the Wake County land records,
Book ____, Page ____.” A copy of any such instrument shall be sent to the persons listed in
Section XV. (Notices and Submissions) of this Agreement, 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 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

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
Submissions) of this Agreement; 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. (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.
k. None of the contaminants known to be present in the environmental media at
the Brownfields Property, as described in paragraph 8 above and as modified by DEQ in writing
if additional contaminants (and/or contaminant concentrations) in excess of applicable standards
are discovered at the Brownfields Property, may be used or stored at the Brownfields Property
without the prior written approval of DEQ, except in de minimis quantities for cleaning and other
routine housekeeping and maintenance activities.
l. Within 60 days after the effective date of this Agreement, 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.
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.

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m. During January of each year after the year in which the Notice referenced below
in paragraph 20 is recorded, the owner of any part of the Brownfields Property as of January 1st
of that year shall submit a notarized Land Use Restrictions Update (“LURU”) to DEQ, and to the
chief public health and environmental officials of Wake County, certifying that, as of said January
1st, the Notice of Brownfields Property containing these land use restrictions remains recorded at
the Wake County Register of Deeds office and that the land use restrictions are being complied
with. The submitted LURU shall state the following:
i. the name, mailing address, telephone and facsimile numbers, and contact
person’s e-mail address of the owner submitting the LURU if said owner acquired any part of the
Brownfields Property during the previous calendar year;
ii. the transferee’s name, mailing address, telephone and facsimile
numbers, and contact person’s e-mail address, if said owner transferred any part of the
Brownfields Property during the previous calendar year.
iii. 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 subparagraph 15.j of this Agreement provided that if
standard form leases are used in every instance, a copy of such standard form lease may be sent
in lieu of copies of actual leases.
16. The desired result of the above-referenced land use restrictions is to make the
Brownfields Property suitable for the uses specified in the Agreement while fully protecting
public health and the environment.
17. The guidelines, including parameters, principles and policies within which the

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
desired results are to be accomplished are, as to field procedures and laboratory testing, the
Guidelines of the Inactive Hazardous Sites Branch of DEQ’s Superfund Section and the Division
of Waste Management Vapor Intrusion Guidance, as embodied in their most current version.
18. The consequence of achieving the desired results will be that the Brownfields
Property will be suitable for the uses specified in the Agreement while fully protecting public
health and the environment. The consequence of not achieving the desired results will be that
modifications to land use restrictions and/or remediation in some form may be necessary to fully
protect public health and/or the environment.
VI. ACCESS/NOTICE TO SUCCESSORS IN INTEREST
19. In addition to providing access to the Brownfields Property pursuant to subparagraph
15.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
of its authorities and rights, including enforcement authorities related thereto, under the Act and
any other applicable statute or regulation, including any amendments thereto.

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20. DEQ has approved, pursuant to NCGS § 130A-310.35, a Notice of Brownfields
Property for the Brownfields Property containing, inter alia, the land use restrictions set forth in
Section V (Work to Be Performed) of this Agreement and a survey plat of the Brownfields
Property. Pursuant to NCGS § 130A-310.35(b), within 15 days of the effective date of this
Agreement, Prospective Developer shall file the Notice of Brownfields Property in the Wake
County, North Carolina, Register of Deeds’ Office. Within three (3) days thereafter, Prospective
Developer shall furnish DEQ a copy of the documentary component of the Notice containing a
certification by the register of deeds as to the Book and Page numbers where both the
documentary and plat components of the Notice are recorded, and a copy of the plat with
notations indicating its recordation.
21. This Agreement shall be attached as Exhibit A to the Notice of Brownfields Property.
Subsequent to recordation of said Notice, any deed or other instrument conveying an interest in
the Brownfields Property shall contain the following notice: “This property is subject to the
Brownfields Agreement attached as Exhibit A to the Notice of Brownfields Property recorded in
the Wake County land records, Book ____, Page ____.” A copy of any such instrument shall be
sent to the persons listed in Section XV (Notices and Submissions) of this Agreement, though
financial figures and other confidential information related to the conveyance may be redacted to
the extent said redactions comply with the confidentiality and trade secret provisions of the
North Carolina Public Records Law. Prospective Developer may use the following mechanisms
to comply with the obligations of this paragraph: (i) If every lease and rider is identical in form,
Prospective Developer may provide DEQ with copies of a form lease or rider evidencing
compliance with this paragraph, in lieu of sending copies of actual, executed leases, to the

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
persons listed in Section XV (Notices and Submissions) of this Agreement; or (ii) Prospective
Developer may provide abstracts of leases, rather than full copies of said leases, to the persons
listed in Section XV.
22. The Prospective Developer shall ensure that a copy of this Agreement is provided to
any current lessee or sublessee on the Brownfields Property within seven days of the effective
date of this Agreement.
VII. DUE CARE/COOPERATION
23. The Prospective Developer shall exercise due care at the Brownfields Property with
respect to the manner in which regulated substances are handled at the Brownfields Property and
shall comply with all applicable local, State, and federal laws and regulations. The Prospective
Developer agrees to cooperate fully with any assessment or remediation of the Brownfields
Property by DEQ and further agrees not to interfere with any such assessment or remediation. In
the event the Prospective Developer becomes aware of any action or occurrence which causes or
threatens a release of contaminants at or from the Brownfields Property, the Prospective
Developer shall immediately take all appropriate action to prevent, abate, or minimize such
release or threat of release, shall comply with any applicable notification requirements under
NCGS § 130A-310.1 and 143-215.85, Section 103 of CERCLA, 42 USC § 9603, and/or any
other law, and shall immediately notify the DEQ Official referenced in paragraph 35.a. below of
any such required notification.
VIII. CERTIFICATION
24. By entering into this Agreement, the Prospective Developer certifies that, without
DEQ approval, it will make no use of the Brownfields Property other than that committed to in

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the Brownfields Property Application dated August 31, 2016, by which it applied for this
Agreement. That use is commercial climate-controlled self-storage units with an office and
parking, and subject to DEQ’s prior written approval, other commercial uses. Prospective
Developer also certifies that to the best of its knowledge and belief it has fully and accurately
disclosed to DEQ all information known to Prospective Developer and all information in the
possession or control of its officers, directors, employees, contractors and agents which relates in
any way to any past use of regulated substances or known contaminants at the Brownfields
Property and to its qualification for this Agreement, including the requirement that it not have
caused or contributed to the contamination at the Brownfields Property.
IX. DEQ’S COVENANT NOT TO SUE AND RESERVATION OF RIGHTS
25. Unless any of the following apply, Prospective Developer shall not be liable to DEQ,
and DEQ covenants not to sue Prospective Developer, for remediation of the Brownfields
Property except as specified in this Agreement:
a. The Prospective Developer fails to comply with this Agreement.
b. The activities conducted on the Brownfields Property by or under the control
or direction of the Prospective Developer increase the risk of harm to public health or the
environment, in which case Prospective Developer shall be liable for remediation of the areas of
the Brownfields Property, remediation of which is required by this Agreement, to the extent
necessary to eliminate such risk of harm to public health or the environment.
c. A land use restriction set out in the Notice of Brownfields Property required
under NCGS § 130A-310.35 is violated while the Prospective Developer owns the Brownfields
Property, in which case the Prospective Developer shall be responsible for remediation of the

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
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
Brownfields Property or exposures at or around the Brownfields Property that raises the risk to

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
public health or the environment associated with the Brownfields Property beyond an acceptable
range and in a manner or to a degree not anticipated in this Agreement.
h. The Prospective Developer fails to file a timely and proper Notice of
Brownfields Property under NCGS § 130A-310.35.
26. Except as may be provided herein, DEQ reserves its rights against Prospective
Developer as to liabilities beyond the scope of the Act.
27. This Agreement does not waive any applicable requirement to obtain a permit,
license or certification, or to comply with any and all other applicable law, including the North
Carolina Environmental Policy Act, NCGS § 113A-1, et seq.
28. Consistent with NCGS § 130A-310.33, the liability protections provided herein, and
any statutory limitations in paragraphs 25 through 27 above, apply to all of the persons listed in
NCGS § 130A-310.33, including future owners of the Brownfields Property, to the same extent
as Prospective Developer, so long as these persons are not otherwise potentially responsible
parties or parents, subsidiaries, or affiliates of potentially responsible parties.
X. PROSPECTIVE DEVELOPER'S COVENANT NOT TO SUE
29. In consideration of DEQ’s Covenant Not To Sue in Section IX of this Agreement
and in recognition of the absolute State immunity provided in NCGS § 130A-310.37(b), the
Prospective Developer hereby covenants not to sue and not to assert any claims or causes of
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.

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XI. PARTIES BOUND
30. This Agreement shall apply to and be binding upon DEQ, and on the Prospective
Developer, its officers, directors, employees, and agents. Each Party’s signatory to this
Agreement represents that she or he is fully authorized to enter into the terms and conditions of
this Agreement and to legally bind the Party for whom she or he signs.
XII. DISCLAIMER
31. Prospective Developer and DEQ agree that this Agreement meets the requirements of
the Act, including but not limited to the requirements set forth in NCGS § 130A-310.32(a)(2).
However, this Agreement in no way constitutes a finding by DEQ as to the risks to public health
and the environment which may be posed by regulated substances at the Brownfields Property, a
representation by DEQ that the Brownfields Property is fit for any particular purpose, nor a
waiver of Prospective Developer’s duty to seek applicable permits or of the provisions of NCGS
§ 130A-310.37.
32. Except for the land use restrictions set forth in paragraph 15 above and NCGS §
130A-310.33(a)(1)-(5)'s provision of the Act's liability protection to certain persons to the same
extent as to a prospective developer, no rights, benefits or obligations conferred or imposed upon
Prospective Developer under this Agreement are conferred or imposed upon any other person.
XIII. DOCUMENT RETENTION
33. The Prospective Developer agrees to retain and make available to DEQ all business
and operating records, contracts, site studies and investigations, remediation reports, and
documents generated by and/or in the control of the Prospective Developer, its affiliates or
subsidiaries relating to storage, generation, use, disposal and management of regulated

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Final BFA #20059-16-092/ Capital Blvd. Self-Storage (8/31/2017)
substances at the Brownfields Property, including without limitation all Material Safety Data
Sheets or Safety Data Sheets, for six (6) years following the effective date of this Agreement,
unless otherwise agreed to in writing by the Parties. Said records may be retained electronically
such that they can be retrieved and submitted to DEQ upon request. At the end of six (6) years,
the Prospective Developer shall notify DEQ of the location of such documents and shall provide
DEQ with an opportunity to copy any documents at the expense of DEQ. By entering into this
Agreement, Prospective Developer waives no rights of confidentiality or privilege provided by
the North Carolina Public Records Act or otherwise and, at the time DEQ requests to copy or
inspect said documents, Prospective Developer shall provide DEQ with a log of documents
withheld from DEQ, including a specific description of the document(s) and the alleged legal
basis upon which they are being withheld. To the extent DEQ retains any copies of such
documents, Prospective Developer retains all rights it then may have to seek protection from
disclosure of such documents as confidential business information.
XIV. PAYMENT OF ENFORCEMENT COSTS
34. If the Prospective Developer fails to comply with the terms of this Agreement,
including, but not limited to, the provisions of Section V (Work to be Performed), it shall be
liable for all litigation and other enforcement costs incurred by DEQ to enforce this Agreement
or otherwise obtain compliance.
XV. NOTICES AND SUBMISSIONS
35. Unless otherwise required by DEQ or a Party notifies the other Party in writing of a
change in contact information, all notices and submissions pursuant to this Agreement shall be
sent by prepaid first class U.S. mail, as follows:

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a. for DEQ:
James Rudder, P.G. (or successor in function) N.C. Division of Waste Management Brownfields Program
Mail Service Center 1646
Raleigh, NC 27699-1646
b. for Prospective Developer:
Andrew Aiken
CH Realty VII – Baranof I Raleigh 622 Capital Self Storage, LLC
2305 Cedar Springs Road, Suite 200 Dallas, Texas 75201
Notices and submissions sent by prepaid first class U.S. mail shall be effective on the third day
following postmarking. Notices and submissions sent by hand or by other means affording
written evidence of date of receipt shall be effective on such date.
XVI. EFFECTIVE DATE
36. This Agreement shall become effective on the date the Prospective Developer signs
it, after receiving the signed, conditionally approved Agreement from DEQ. DEQ’s approval of
this Agreement is conditioned upon the complete and timely execution and filing of this
Agreement in the manner set forth herein. Prospective Developer shall expeditiously sign the
Agreement in order to effect the recordation of the full Notice of Brownfields Property within
the statutory deadline set forth in N.C.G.S. § 130A-310.35(b). If the Agreement is not signed by
Prospective Developer within 45 days after such receipt, DEQ has the right to revoke its
approval and certification of this Agreement, and invalidate its signature on this Agreement.
XVII. TERMINATION OF CERTAIN PROVISIONS
37. If any Party believes that any or all of the obligations under Section VI

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

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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:
CH Realty VII – Baranof I Raleigh 622 Capital Self-Storage, LLC By: ____________________________________________________________________________
Andrew Aiken Date
Principal Officer