NC0022691_Permit Modification_20121024

NPDES DOCUMENT SCANNING: COVER SHEET
NC0022691
Autumn Forest WWTP
NPDES Permit:
Document Type:
Permit Issuance
Wasteload Allocation
Authorization to Construct (AtC)
Permit Modification
Complete File
- Historical
Engineering Alternatives (EAA)
Plan of Action
Instream Assessment (67b)
Speculative Limits
Environmental Assessment (EA)
Permit
History
Document Date:
October 24, 2012
This documerit is printed on reuse paper - ignore any
content on the re'rerse side

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North Carolina Department of Environment and Natural Resources
Division of Water Quality
Beverly Eaves Perdue Charles Wakild, P.E. Dee Freeman
Governor Director Secretary
October 24, 2012
Mr. Andrew Luter
YES AF Utilities EXP, LLC
2401 15th St / Ste 350
Denver, CO 80202
Subject: Modification of NPDES Permit NC0022691
Autumn Forest WWTP
Guilford County
Dear Mr. Luter:
The Division has reviewed the Ownership request you submitted in August 2012. The Division has
no objection to your request. This modification is issued pursuant to the requirements of North Carolina
General Statute 143-215.1 and the Memorandum of Agreement between North Carolina and the U.S.
Environmental Protection Agency dated October 15, 2007 (or as subsequently amended).
This modified permit includes the following changes from your current permit:
> The owner name has been changed on the Permit Cover page and Supplement to Permit Cover
Page.
If any parts, measurement frequencies or sampling requirements contained in this modification are
unacceptable to you, you have the right to an adjudicatory hearing upon written request within thirty (30)
days following receipt of this letter. This request must be in the form of a written petition, conforming to
Chapter 150B of the North Carolina General Statutes, and filed with the Office of Administrative Hearings
(6714 Mail Service Center, Raleigh, North Carolina 27699-6714). Unless such demand is made, this
decision shall be final and binding.
This permit is not transferable except after notice to the Division. The Division may require
modification or revocation and reissuance of the permit. This permit does not affect the legal requirements
to obtain other permits which may be required. by the Division or permits required by the Division of Land
Resources, the Coastal Area Management Act or any other Federal or Local governmental permit that may
be required. If you have any questions concerning this matter, please contact Charles H. Weaver at (919)
807-6391 or via e-mail [[e-mail]].
cc: Central Files
Winston-Salem Regional Office / Mike Mickey .
NPDES Unit
1617 Mail Service Center, Raleigh, North Carolina 27699-1617
512 North Salisbury Street, Raleigh, North Carolina 27604
Phone: [phone] / FAX [phone] / Internet: www.ncwaterquality.org
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Permit NC0022691
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF WATER QUALITY
PERMIT
TO DISCHARGE WASTEWATER UNDER THE
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
In compliance with the provision of North Carolina General Statute 143-215.1, other lawful
standards and regulations promulgated and adopted by the North Carolina Environmental
Management Commission, and the Federal Water Pollution Control Act, as amended,
YES AF Utilities EXP, LLC
is hereby authorized to discharge wastewater from a facility located at the
Autumn Forest WWTP
3700 Autumn Forest Drive
Guilford County
to receiving waters designated as an unnamed tributary to Reedy Fork Creek in
subbasin 03-06-02 of the Cape Fear River Basin in accordance with effluent
limitations, monitoring requirements, and other conditions set forth in Parts I, II, III
and IV hereof.
This permit shall become effective October 24, 2012.
This permit and authorization to discharge shall expire at midnight on June 30, 2016.
Signed this day October 24, 2012
-6r Charles Wakild,t/P.E., Director
Division of Water Quality
By Authority of the Environmental Management Commission

Permit NC0022691
SUPPLEMENT TO PERMIT COVER SHEET
All previous NPDES Permits issued to this facility, whether for operation or discharge are hereby revoked. As of
this permit issuance, any previously issued permit bearing this number is no longer effective. Therefore, the
exclusive authority to operate and discharge from this facility arises under the permit conditions, requirements,
terms, and provisions included herein.
YES AF Utilities EXP, LLC is hereby authorized to:
1. Continue to operate an existing 0.082 MGD extended -aeration wastewater
treatment facility with the following components:
• Bar screen
• Flow splitter
• Dual aeration basins
• Dual clarifiers
• Dual effluent chlorination with chlorine contact chamber
• Dechlorination
• Sludge digester
• Equalization Basin
This facility is located at 3700 Autumn Forest Drive at the Autumn Forest MHC
WWTP in Guilford County.
2. Discharge from said treatment works at the location specified on the attached
map into an unnamed tributary to Reedy Fork Creek, currently classified WS-V
NSW waters in hydrologic unit 03020201 of the Cape Fear River Basin.

Hydrologic Unit: 03020201
Latitude: 36°11'07"
Longitude: 79°43'17"
Stream Class: WS-V NSW
Subbasin: 03-06-02
Receiving Stream: UT Reedy Fork Creek
USGS Quad: Browns Summit, N.C.
N C 0022691
Autumn Forest MHC
WWTP
Facility
Location
Guilford County
Map not to scale

Permit NC0022691
A. (1) EFFLUENT LIMITATIONS AND MONITORING REQUIREMENTS
During the period beginning on the effective date of this permit and lasting until expiration, the Permittee is
authorized to discharge from outfall 001. Such discharges shall be limited and monitored by the Permittee as
specified below:
PARAMETER
[PCS Code]
LIMITS
MONITORING REQUIREMENTS
Monthly Average
Daily Maximum
Measurement
Frequency
Sample
Type
Sample
Location1
Flow
[50050]
0.082 MGD
Continuous
Recording
Influent or
Effluent
BOD, 5-day (20°C)
[C0310}
7.0 mg/L
10.5 mg/L
Weekly
Composite
Effluent
Total Suspended Solids •
[C0530]
30.0 mglL
45.0 mg/L
Weekly
Composite
Effluent
NH3 as N (April 1— October 31)
[C0610]
2.0 mg/L
10.0 mg/L
Weekly
Composite
Effluent
NH3 as N (November 1— March 31)
[C0610]
4.0 mg/L
20.0 mg/L
Weekly
Composite
Effluent
Dissolved Oxygen
[C0300]
Daily average > 6.0 mg/L.
Weekly
Grab
Effluent,
U & D
Fecal Coliform (geometric mean)
[31616]
200 / 100 ml
400 / 100 ml
Weekly
Grab
Effluent
Total Residual Chlorine2
[50060]
17 pg/L
2/Week
Grab
Effluent
Temperature (°C)
[00010]
Weekly
Grab
Effluent,
U & D
Total Nitrogen (NO2+NO3+TKN)
[C0600]
Quarterly
Composite
Effluent
Total Phosphorus3
[C0665]
2.0 mg/L Quarterly Average
Weekly
Composite
Effluent
pH
[00400]
> 6.0 and < 9.0 standard units
Weekly
Grab
Effluent
Footnotes:
1. U: at least 50 feet upstream from the outfall. D: at least 100 feet downstream from the outfall.
2. The Permittee shall report all effluent TRC values reported by a NC -certified laboratory [including field -
certified]. Effluent values below 50 µg/ L will be treated as zero for compliance purposes.
3. Compliance shall be based on a quarterly average of weekly samples.
There shall be no discharge of floating solids or visible foam in other than trace amounts.
A. (2) NUTRIENT REOPENER CONDITION
Pursuant to N.C. General Statutes Section 143-215.1 and the implementing rules found in
the North Carolina Administrative Code at 15A NCAC 2H.0112 (b) (1) and 2H.0114 (a) and
Part II sections B-12 and B-13 of this permit, the Director may reopen this permit to
require supplemental nutrient monitoring of the discharge. The purpose of the additional
monitoring will be to support water quality modeling efforts within the Cape Fear River
Basin and shall be consistent with a monitoring plan developed jointly by the Division and
affected stakeholders. In addition, the results of water quality modeling may require that
limits for Total Nitrogen and Total Phosphorus be imposed in this permit upon renewal.

Beverly Eaves Perdue, Governor
Dee Freeman, Secretary
North Carolina Department of Environment and Natural Resources
Charles Wakild, P.E., Director
Division of Water Quality
SURFACE WATER PROTECTION SECTION
PERMIT NAME/OWNERSHIP CHANGE FO
Please enter the permit number for which the change is requested.
(or)
NPDES Permit
2
6
9
[I. Permit status prior to status change.
a. Permit issued to (company name):
b. Person legally responsible for permit:
Certificate of Coverage
ARCMLO6, LLC
Orrin
Shifrin
First MI
Secretary
Last
Title
4643 South Ulster Street Suite 400
Permit Holder Mailing Address
Denver
CO 80237
City State Zip
[phone] [phone]
Phone Fax
c. Facility name (discharge): Autumn Forest Wastewater Treatment Plant
d. Facility address: 3700 Autumn Forest Dr.
Browns Summit
Address
NC 27214
City State
e. Facility contact person: Mike Outlaw
First / MI / Last
11I. Please provide the following for the requested change (revised permit).
a. Request for change is a result of: ® Change in ownership of the facility
❑ Name change of the facility or owner
IJ other please explain:
Zip
[phone]
Phone
b. Permit issued to (company name): YES AF Utilities EXP, LLC
c. Person legally responsible for permit:
Andrew Luter
First MI Last
Authorized Person
Title
2401 15th Street, Suite 350
Permit Holder Mailing Address
Denver
CO 80202
City State Zip
[phone] [e-mail]
Phone E-mail Address
d. Facility name (discharge): Autumn Forest Wastewater Treatment Plant
e. Facility address: 3700 Autumn Forest Dr.
f. Facility contact person:
Browns Summit
Address
NC 27214
City State Zip
Mike Outlaw
First MI Last
[phone] mikegSatlanticenvironmental.net
Revised 5/2012
Phone E-mail Address

PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
IV. Permit contact information (if different from the person legally responsible for the permit)
Permit contact:
V.
VI.
First
MI Last
Title
Mailing Address
City
State Zip
Phone E-mail Address
Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
® Yes
❑ No (please explain)
Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
❑ This completed application is required for both name change and/or ownership change
requests.
❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed,
or a bill of sale) is required for an ownership change request. Articles of incorporation are
not sufficient for an ownership change.
The certifications below must be completed and signed by both the permit holder prior to the change, and
the new applicant in the case of an ownership change request. For a name change request, the signed
Applicant's Certification is sufficient.
PERMITTEE CERTIFICATION (Permit holder prior to ownership change):
I, Sites ", k.tsdti"‘ , attest that this application for a name/ownership change has
been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required
parts of this application are not completed and that if all required supporting information is not included,
this application package will be returned as incomplete.
,VAAAA4----
Signature
APPLICANT CERTIFIC T1 ION
r
Pt\i‘Ai-cLo
Date
, attest that this application for a name/ownership change has
been reviewed and is accurate and complete to the best of my knowledge. I understand that if all required
parts of this application are not completed and that if all required supporting information is not included,
this application kage will be returned as incomplete.
Signature(t3/
Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Water Quality
Surface Water Protection Section
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Revised 5/2012

Book 7378 Page 1054
1111111111111111111111
2012046935
GUILFORD CO. NC FEE $26.00
STATE OF NC REAL ESTATE EXTX
$3851.00
PRESENTED t :
08-07-201211 23:10 AM
JEFF L. THIGPEN
memmoroura EPU Yam- N
BK: R 7378
PG: 1054-1057
SPECIAL WARRANTY DEED
This Special Warranty Deed (this "Deed") is made as of the 41 day of August, 2012 to be effective
as of the 61L day of August, 2012, by ARCML06 LLC, a Delaware limited liability company
("Grantor"), having an address at c/o Helix Funds LLC, Two North Riverside Plaza, Suite 1400,
Chicago, Illinois 60606, for and in consideration of the sum of TEN AND NO/100 DOLLARS
($10.00) and other good and valuable consideration paid in hand to Grantor by YES Companies EXP,
LLC, a Delaware limited liability company ("Grantee"), having an address at 2401 15d' Street, Suite
350, Denver Colorado 80202, the receipt and sufficiency of which is hereby acknowledged, has
GRANTED, BARGAINED, SOLD and CONVEYED, and by these presents does GRANT,
BARGAIN, SELL and CONVEY unto Grantee that certain parcel of land located in Guilford County,
North Carolina and legally described in Exhibit A attached hereto and incorporated herein by this
reference ("Real Property"), together with all buildings, improvements and fixtures located thereon
and owned by Grantor as of the date hereof (excluding the Excluded Assets as defined on Exhibit B
attached hereto) and all rights, privileges and appurtenances pertaining thereto including all of
Grantor's right, title and interest in and to all rights -of -way, open or proposed streets, alleys,
easements, strips or gores of land adjacent thereto (herein collectively called the "Property").
The Property is not the primary residence of the Grantor.
This conveyance is made by Grantor and accepted by Grantee subject to and with the benefit
of all easements, rights, appurtenances, reservations, rights of way, covenants, conditions, restrictions
and encumbrances of record, if any, in so far as the same are now in force and applicable.
TO HAVE AND TO HOLD the Property together with the aforesaid encumbrances all and
singular the rights and appurtenances thereto in anywise belonging unto Grantee, its legal
representatives, successors and assigns, and Grantor does hereby bind itself, its legal representatives,
successors and assigns, to WARRANT and FOREVER DEFEND all and singular the Property unto
the Grantee, its legal representatives, successors and assigns, against Grantor and every person
whomsoever lawfully claiming or to claim the same or any part thereof, by, through or under Grantor,
but not otherwise, subject to the aforesaid encumbrances.
If any term or provision of this Deed or the application thereof to any persons or
circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Deed or the
application of such term or provision to persons or circumstances other than those as to which it is
held invalid or unenforceable shall not be affected thereby, and each term and provision of this Deed
shall be valid and enforced to the fullest extent permitted by law.
After Recording Return to: p ck..- u,r Wyatt
First American Title Insurance Company
National Commercial Services
201 S. College Street, Suite 1500
Charlotte, NC 28244
Attention: Christopher Albee
This Instrument Prepared by:
Clifford Chance US LLP
31 West 52'd Street
New York, NY 10019
Attention: Ness M. Cohen, Esq.
Revenue Stamps: $ 318 51. 00
Tax Parcel ID: 0129647

Book 7378 Page 1055
IN WITNESS WHEREOF, the Grantor has duly executed the foregoing to be effective as of the
day and year first above written.
GRANTOR:
ARCML06 LLC, a Delaware limited liability company
By:
STATE OF ILLINOIS )
) SS:
COUNTY OF COOK )
rrin Shifrin, Secretary
I, the undersigned, a Notary Public in and for said County, in the State aforesaid, DO HEREBY
CERTIFY that Orrin Shifrin, Secretary of ARCML06 LLC, a Delaware limited liability company,
personally known to me to be the same person whose name is subscribed to the foregoing instrument,
appeared before me this day in person, and acknowledged that he signed, sealed and delivered the said
instrument as his free and voluntary act, and as the free and voluntary act of said limited liability
company, for the uses and purposes therein set forth.
Given under my hand and official seal, this 27th day of July, 2012.
HomFICIAL SESRA
MARY E. KLUMA :
Notary Public, State of Illinois
My Commission Expires 11 /16/14
••tektioNit'iat1 ere
ARC/YES
Stockbridge Portfolio
Special Warranty Deed (Autumn Forest)
•
Illat1319 Notary Public

Book 7378 Page 1056
Exhibit "A"
Legal Description
Real property hi the City of Brown Summit, County of Guilford, State of North Carolina, described as
follows:
Lying and being in Guilford County, North Carolina, and being more particularly described as follows:
Tract 1:
Beginning at a point on the eastern margin of the two hundred foot wide right of way of southern
railroad, said beginning point being the southwestem comer of the Property of Richard Jenkins as
described in the deed recorded in Book 3207, Page 208 and Book 2327, Page 222 of this Guilford County
Registry; thence running with the Jenkins Property North 88 deg 00 min 59 sec East 933.77 feet to an
existing axis on the Northwest margin of the sixty foot wide right of way for Autumn Forest DR; thence
running South 01 deg 59 min 01 sec East 1345.81 feet with the westem line of the Randy Jones
Garringer and Leon F. Wagoner Property as described in the deed recorded in Book 3467, Page 427,
Guilford County Registry, to a solid iron at the Southwest corner of said Tract I, thence running North 85
deg 53 min 34 sec East 969.50 feet with the Garringer and Wagoner Property to a solid Iron; thence
running North 22 deg 39 min 44 sec East 237.40 feet with the Garringer and Wagoner Property to an
existing iron pin; thence running North 27 deg 56 min 21 sec East 360.76 feet with the Garringer and
Wagoner Property to an iron pin in the southwestem boundary line of the John M. Jenkins, Jr. Property
as described in the deed recorded in Book 2306, Page 93, Guilford County Registry, thence running South
55 deg 46 min 55 sec East 64.20 feet with the John M. Jenkins, Jr. Property to an existing stone
monument; thence running with the Jenkins Property South 08 deg 59 min 58 sec West 314.88 feet to an
Iron pin; thence running South 00 deg 48 min 58 sec West 240.78 feet with the western line of the
Harold Les Moore Property as described in the deed recorded in Book 2952, Page 161, Guilford County
Registry to an Iron pin; thence running with the Moore Property South 33 deg 38 min 41 sec East 90.90
feet to an Iron pin; thence running with the Moore Property South 12 deg 00 min 03 sec West 101.90
feet to an iron pin; thence continuing with the Moore Property South 53 deg 13 min 00 sec East 254.60
feet to an Iron pin in -the northern boundary line of the JSB Associates Property described En the deed
recorded in Book 3000, Page 435 of the Guilford County Registry; thence running South 85 deg 51 min
00 sec West 1432.00 feet with the JSB Associates Property to an iron pin; thence continuing with the JSB
Associates Property the following courses and distances; South 87 deg 46 min 00 sec West 455.02 feet to
a new Iron pipe; S 22 deg 25 min 15 sec W 840.90 feet to a new iron pipe in the northern line of Francis
C. Sloan as recorded in P.B. 2646, Page 6561 thence with Francis C. Sloan S 87 deg 55 min 41 sec W
850.00 feet to an existing Iron pipe within the right of way of southern railroad; thence N 05 deg 47 min
39 sec E, 301.68 feet to an existing iron pipe; thence S 85 deg 49 min 43 sec E 53.81 feet to an existing
iron pipe in the eastern margin of the two hundred foot wide right of way line of southem railroad;
thence running with the eastem right of way line of southern railroad with the arc of a circular curve to
the right having a radius of 5,629.65 feet an arc distance of 2326.04 feet (chord bearing a distance N 13
deg 39 min 42 sec E 2309.53 feet) to the point of beginning.
Tract 2:
Beginning at a point marked by an existing iron pin in the Southeast corner of the property of Autumn
Woods, LL.C. (d/b/a Autumn Forest), the point of the beginning, which point is North 87 deg 55 min 41
sec East 850 feet from an existing iron pin in the southern railway right of way and being the Southwest
corner of the existing property of Autumn Woods, L.L.C., thence North 22 deg 25 min 14 sec East 840.98
feet along the existing property line of Autumn Woods, LLC to an existing iron pin, thence South 14 deg
33 min 16 sec West 798.60 feet to a new iron pin; thence South 87 deg 52 min 55 sec West 120.15 feet
to the point of beginning containing 1.056 acres more or less. Said property is a portion of that property
recorded in Deed Book 3000 at Page 435 in the Guilford County Registry.
APN: 0128240 / PIN: 7889738438

Book 7378 Page 1057
EXHIBIT B
EXCLUDED ASSETS
The term "Excluded Assets" means any right, title and interest of Seller in and to that certain
wastewater treatment facility ("WW! ") together with all sewer lifts and pump stations and
the pipes, lines, facilities and all related or associated improvements thereto (induding, without
limitation, all sewer collection lines and effluent disposal lines) and that certain water system
(the "Water System") and all wells and water storage tanks, and all pipes, lines, facilities and all
related or associated improvements thereto (including, without limitation, all water distribution
lines, water service lines and the water main), owned by Seller now located in or attached to and
used in connection with the WWTF and/or the Water System located on the real property in
Guilford Country, North Carolina more particularly described in Exhibit attached hereto.
AMR-366677-v6
-5
8040516005