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HomeMy WebLinkAboutSW8110901_HISTORICAL FILE_20190328 STORMWATER DIVISION CODING SHEET POST-CONSTRUCTION PERMITS PERMIT NO. SW8 \ \U U 1 DOC TYPE ❑ CURRENT PERMIT ❑ APPROVED PLANS ❑x HISTORICAL FILE ❑ COMPLIANCE EVALUATION INSPECTION DOC DATE 20 \ C7t 0 3 2$ YYYYMMDD SrAr(a ROY COOPER '' Governor MICHAEL S.REGAN Secretary S. DANIEL SMITH NORTH CAROLINA Interim Director Environmental Quality March 28, 2019 Lessee NGP VI Wilmington NC LLC ATTN: David D. Kent, President 1650 Tysons Blvd., Suite 1500 McLean, VA 22102 L'mail: dk@ngpv.com AND Property Owner New Hanover County Airport Authority ATTN: Julie A. Wilsey, A.A.E., Airport Director 1740 Airport Blvd., Suite 12 Wilmington,NC 28405 Email: jwilsey@flyilm.com Subject: Name Change/Ownership Change State Stormwater Management Permit No. SW8 110901 Wilmington VA Outpatient Clinic New Hanover County Dear Mr. Kent: Effective August 1, 2013 the State Stormwater program has been transferred from the Division of Water Quality (DWQ)to the Division of Energy, Mineral and Land Resources (DEMLR). All previous references to DWQ will remain in older Stormwater permits issued prior to August 1, 2013 until they are modified. Please note that any updated pages or addendums to this permit will now reference DEMLR as the Division responsible for issuance of the permit. On January 8, 2019, the Wilmington Regional Office received a request to transfer the ownership of the state stormwater management permit for the subject project. Staff of DEMLR have inspected the project, determined that the documentation is in order, and that the project is in compliance with the terms and conditions of the state stormwater permit. As indicated on the Name/Ownership Change form,you have acknowledged receipt of a copy of the permit,which includes the application and supplement forms, a copy of the approved plans,the designer's certification for each SCM, and a copy of the required Operation and Maintenance agreement from the previous permittee. By acknowledging receipt of the permit, and by signing the Name/Ownership Transfer form,you have accepted the responsibility for complying with the terms and conditions outlined in this permit. The Division is hereby notifying you that the subject permit has been transferred on March 28, 2019 and to remind you that this permit shall be effective until September 20,2021. For your records, please find enclosed a copy of the updated permit, a copy of the inspection report, and a copy of the Name/Ownership Change form submitted on January 8, 2019. Please file for your records this cover letter and updated permit, originally issued by the Division of Water Quality on September 20, 2011, and as modified thereafter. The designated permit holder, NGP VI Wilmington INC LLC, shall be responsible for meeting the conditions and limitations specified therein. A copy of the lease agreement that outlines NGP VI Wilmington NC LLC responsibilities for this stonnwater system, must be kept with the permit and maintenance activity records. Please pay special attention to the requirements and procedures for Operation and Maintenance. permit transfer and permit renewal in this permit. Failure to establish an adequate system for operation and maintenance of the stonnwater management system, to follow the permit transfer process or to renew the permit, will result in future compliance problems. North Carolina Department of Environmental Quality I Division of Energy,Mineral and Land Resources § Wilmington Regional Office 1 127 Cardinal Drive Extension I Wilmington,North Carolina 28405 nmrHnnou+. 910.796.7215 . t State Stormwater Permit\o. SW8 110901 Page 2 of 2 Please be aware that it is the responsibility of the permit holder. NGP VI Wilmington NC LLC. to notifv DEM1-R of any changes in ownership via the submittal ofthe name/ownership change form. However. please be reminded that if the lease agreement or contract between NGP VI Wilmington NC LLC and the New Hanover Count\ Airport Authority is dissolved. cancelled or defaults, and DEMLR is not notified by NGP VI Wihrinwton NC LLC to transfer the permit, then the responsibility for permit compliance reverts to the property owner. A complete transfer request must be submitted to the Division with in 30 days as described below. otherwise the New Hanover County Airport Authority will be operating a stormwater treatment facility, without a valid permit, which is a violation of NC General Statue 143-215.1. Failure to transfer the permit may result in appropriate enforcement action in accordance with North Carolina General Statute §143 215.6A through §143-215.6C being taken against the Property Owner. Please be aware that the project's built-upon area and stormwater controls must be built and maintained in compliance with the permit documents and the approved plans. Maintenance of the approved system shall be performed in accordance with the signed Operation and Maintenance agreement. Any modifications to this project must be submitted to DEMLR and approved prior to construction. The issuance of this approval does not preclude you from complying with all other applicable statutes, rules; regulations or ordinances, which may have jurisdiction over the proposed activity, and obtaining a permit or approval prior to construction. Please note that this updated,transferred, and re-issued permit does not impose nets° or different terms: it merely restates and clarifies some of the previous terms to provide you with a better understanding of your obligations under the permit If you have any questions concerning the requirements of the permit or need additional copies of the permit or approved plans, please do not hesitate to call Steve Pusey with DEMLR in the Wilmington Regional Office at (910) 796-7215. Sincerely, S. Daniel Smith, Interim Director Division of Energy, Mineral and Land Resources GDS/sgp: %Stormwater\Permits& Projects\2011\110901 HD\2019 03 permit 110901 cc: Mark Theder, Wilmington NIC VA 2011, Email: mtheder tt,sumntitsmith.cont Wilmington Regional Office Stormwater File i STATE OF NORTH CAROLINA DEPARTMENT OF ENVIRONMENTAL QUALITY DIVISION OF ENERGY, MINERAL AND LAND RESOURCES STATE STORMWATER MANAGEMENT PERMIT HIGH DENSITY COMMERCIAL DEVELOPMENT In accordance with the provisions of Article 21 of Chapter 143, General Statutes of North Carolina as amended, and other applicable Laws, Rules, and Regulations PERMISSION IS HEREBY GRANTED TO NGP VI Wilmington NC LLC Wilmington VA Outpatient Clinic Gardner Drive and Airport Boulevard, Wilmington, New Hanover County FOR THE construction, operation and maintenance of two (2) wet detention ponds in compliance with the provisions of 15A NCAC 2H .1000 and Session Law 2008-211 (hereafter collectively referred to as the "stormwater rules') the approved stormwater management plans and specifications and other supporting data as attached and on file with and approved by the Division of Energy, Mineral and Land Resources (the "Division" or "DEMLR") and considered an enforceable part of this permit. This permit shall be effective from the date of issuance until September 20, 2021, and shall be subject to the following specified conditions and limitations: I. DESIGN STANDARDS 1. This permit is effective only with respect to the nature and volume of stormwater described in the application and other supporting data. 2. This stormwater system has been approved for the management of stormwater runoff as described in Section 1.7 on page 3 of this permit. The stormwater controls labeled DA1 and DA2 have been designed to handle the runoff from 276,262 square feet and 146,745 square feet of built-upon area, respectively. 3. A 50' wide vegetative buffer must be provided adjacent surface waters, measured horizontally from and perpendicular to the normal pool of impounded structures, the top of bank of both sides of streams and rivers and the mean high water line of tidal waters. 4. The tract will be limited to the amount of built-upon area indicated in Sections 1.2 and 1.7 of this permit, and per approved plans. The built-upon area for the future development is limited to 0 square feet. 5. All stormwater collection and treatment systems must be located in either dedicated common areas or recorded easements. The final plats for the project will be recorded showing all such required easements, in accordance with the approved plans. 6. The runoff from all built-upon area within the permitted drainage areas of this project must be directed into the permitted stormwater control system. State Stormwater Management Systems Permit No. SW8 110901 7. The following design criteria have been provided in the wet detention ponds and must be maintained at design condition: Pond DA1 Pond DA2 a. Drainage Area, acres: 8.73 5.60 Onsite, ftz: 380,460 243,936 Offsite. ftz: 0 0 b. Total Impervious Surfaces, ftz: 276,262 146,745 Onsite, ftz: 276,262 146,745 Offsite, ftz: 0 0 C. Design Storm, inches: 1.5 1.5 d. Average Pond Design Depth, feet: 5.5 4.5 e. TSS removal efficiency: 90% 90% f. Permanent Pool Elevation, FMSL: 24.0 24.0 g. Permanent Pool Surface Area, ftz: 35,854 15,224 h. Permitted Storage Volume, ft3: 33,815 18,168 i. Temporary Storage Elevation, FMSL: 25.0 25.05 j. Pre-dev. 1 yr-24 hr. discharge rate, cfs: 0.348 0.223 k. Controlling Orifice: YO pipe 2"0 pipe I. Orifice flowrate, cfs: 0.128 0.060 M. Permitted Forebay Volume, ft3: 36,863 11,417 n. Fountain Horsepower 1/2 1/6 o. Receiving Stream/River Basin: Smith Creek / CPF P. Stream Index Number: 18-74-63 q. Classification of Water Body: "C Sw" II. SCHEDULE OF COMPLIANCE 1 . The stormwater management system shall be constructed in its entirety, vegetated and operational for its intended use prior to the construction of any built-upon surface. 2. During construction, erosion shall be kept to a minimum and any eroded areas of the system will be repaired immediately. 3. The permittee shall, at all times, provide and perform the operation and maintenance necessary to assure the permitted stormwater system functions at the design condition in accordance with the signed and approved Operation and Maintenance Agreements. 4. Records of maintenance activities must be kept and made available upon request to authorized personnel of DEMLR. The records will indicate the date, activity, name of person performing the work and what actions were taken. 5. Decorative spray fountains will be allowed in the stormwater treatment system, subject to the following criteria: a. The fountain must draw its water from less than 2' below the permanent pool surface. b. Separated units, where the nozzle, pump and intake are connected by tubing, may be used only if they draw water from the surface in the deepest part of the pond. c. The falling water from the fountain must be centered in the pond, away from the shoreline. d. The maximum horsepower for a fountain in ponds DA1 and DA2 is '/2 and 1/6, respectively. 6. The facilities shall be constructed, operated and maintained in accordance with the provisions of this permit, the approved plans and specifications, and the supporting documents attached to this permit and on file with the Division. Page 4 of 9 State Stormwater Management Systems Permit No. SW8 110901 7. A copy of the lease agreement that outlines the stormwater system operation and maintenance responsibilities for NGP VI Wilmington NC LLC, must be kept with the permit and maintenance activities records. 8. Upon completion of construction, prior to issuance of a Certificate of Occupancy, and prior to operation of this permitted facility, a certification must be received from an appropriate designer for the system installed certifying that the permitted facility has been constructed in accordance with this permit, the approved plans and specifications, and other supporting documentation. Any deviations from the approved plans and specifications must be noted on the Certification. A modification may be required for those deviations. 9. If the stormwater system was used as an Erosion Control device, it must be restored to design condition prior to operation as a stormwater treatment device, and prior to occupancy of the facility. 10. The stormwater management facility shall be located within a recorded drainage easement. Clear and unhindered access to all components of the stormwater management facilities for inspection and maintenance shall be maintained at all times. 11 . The permittee shall submit to the Director and shall have received approval for revised plans, specifications, and calculations prior to construction, for any modification to the approved plans, including, but not limited to, those listed below: a. Any revision to any item shown on the approved plans, including the stormwater management measures, built-upon area, details, etc. b. Redesign or addition to the approved amount of built-upon area or to the drainage area. C. Further development, subdivision, acquisition, lease or sale of any, all or part of the project area. The project area is defined as all property owned by the permittee, for which Sedimentation and Erosion Control Plan approval or a CAMA Major permit was sought. d. Filling in, altering, or piping of any vegetative conveyance shown on the approved plan. e. Construction or development of any permitted future areas shown on the approved plans. 12. The Director may notify the permittee when the permitted site does not meet one or more of the minimum requirements of the permit. Within the time frame specified in the notice, the permittee shall submit a written time schedule to the Director for modifying the site to meet minimum requirements. The permittee shall provide copies of revised plans and certification in writing to the Director that the changes have been made. 13. It is the responsibility of the permit holder, NGP VI Wilmington NC LLC, to notify DEMLR of any changes in ownership via the submittal of the completed and signed name/ownership change form. However, if the lease agreement or contract between NGP VI Wilmington NC LLC and the New Hanover County Airport Authority is dissolved, cancelled or defaults, and DEMLR is not notified by NGP VI Wilmington NC LLC to transfer the permit, then the responsibility for permit compliance reverts to the property owner. A complete transfer request must be submitted to the Division within 30 days as described below, otherwise the New Hanover County Airport Authority will be operating a stormwater treatment facility without a valid permit, which is a violation of NC General Statue 143-215.1. Failure to transfer the permit may result in appropriate enforcement action in accordance with North Carolina General Statute §143-215.6A through §143-215.6C being taken against the Property Owner. Page 5 of 9 State Stormwater Management Systems Permit No. SW8 110901 III. GENERAL CONDITIONS 1. Permit Transfer: This permit is not transferable to any person or entity except after notice to and approval by the Director. The permittee shall submit a completed and signed "Permit Transfer Application Form" (available on the Division website) accompanied by the required fee and supporting documentation as listed on the form, to the Division at least 60 days prior to any one or more of the following events: a. The sale or conveyance of the project area in whole or in part, except in the case of an individual lot sale that is made subject to the recorded deed restrictions and protective covenants, b. Dissolution of the partnership, corporate, or LLC entity, subject to NCGS 55-14- 05 or NCGS 57D-6-07 and 08; c. Bankruptcy; d. Foreclosure, subject to the requirements of Session Law 2013-121 , 2. Current Permittee Name or Address Changes: The permittee shall submit a completed "Permit Information Update Application Form" (available on the Division website) to the Division within 30 days to making any one or more of the following changes: a. A name change of the current permittee; b. A name change of the.project; c. A mailing address change of the permittee; 3. The permittee is responsible for compliance with all permit conditions until such time as the Division approves the transfer request. Neither the sale of the project, in whole or in part, nor the conveyance of common area to a third party constitutes an approved transfer of the stormwater permit. 4. Any individual or entity found to be in noncompliance with the provisions of this stormwater management permit or the requirements of the Stormwater rules is subject to enforcement procedures as set forth in NCGS 143 Article 21 . 5. The issuance of this permit does not preclude the Permittee from complying with any and all statutes, rules, regulations, or ordinances, which may be imposed by other government agencies (local, state, and federal) having jurisdiction. 6. In the event that the facilities fail to perform satisfactorily, the Permittee shall take immediate corrective action, including those as may be required by this Division, such as the construction of additional or replacement stormwater management systems. 7. The permittee grants DEQ Staff permission to enter the property during normal business hours for the purpose of inspecting all components of the permitted stormwater management facility. 8. The permit issued shall continue in force and effect until the permittee files a request with the Division for a permit modification, transfer, renewal, or rescission, however, these actions do not stay any permit conditions. 9. Unless specified elsewhere, permanent seeding requirements for the stormwater control must follow the guidelines established in the North Carolina Erosion and Sediment Control Planning and Design Manual. 10. A permit renewal request must be submitted at least 180 days prior to the expiration date of this permit. The renewal request must include the appropriate application, documentation and the processing fee as outlined in Title 15A NCAC 02H.1045(3). Page 6 of 9 State Stormwater Management Systems Permit No. SW8 110901 11 . Approved plans and specifications for this project are incorporated by reference and are enforceable parts of the permit. A copy of the approved plans and specifications shall be maintained on file by the Permittee at all times. Permit updated, transferred, and re-issued this the 281" day of March 2019. NORTH CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION for S. Danie4Smith, Interim Director Division of Energy, Mineral and Land Resources By Authority of the Environmental Management Commission Page 7 of 9 UEMLK USE ONLY Date 5eceived Fee Paid Permit Number • t. .0 0 ,00 $ 1V p NC DEQ Division of Energy, Mineral and Land Resources STATE STORMWATER: PERMIT TRANSFER APPLICATION FORM Pursuant to 15A NCAC 02H.1045 and other applicable statues as reference within Only complete applications packages will be accepted and reviewed. This form and the required items (with original signatures) must be sent to the appropriate DEMLR Regional Once, which can be determined by locating the project on the interactive online map at:http://deg.nc.gov/contact/regional-offices. After this application is accepted, DEMLR will conduct a compliance inspection and report any deficiencies to the current permittee and/or the proposed permittee. Per the state stormwater rules and the state stormwater permit conditions, the permit shall not be transferred until: 1. the current permittee resolves all non-compliance issues identified in the inspection report, 2. the current permittee negotiates a resolution with the proposed permittee(in writing and signed by both entities. The negotiated resolution must identify the necessary actions, the responsible party(ies), and the timelines to correct the deficiencies. The site must either be found in compliance or a copy of the negotiated resolution must be submitted prior to the transfer of the permit.);or 3. in the case where a transfer falls under G.S. 143-214.7(c2) (see also SL 2011-256), the proposed permittee resolves all non-compliance issues upon acquiring the permit. Signature requirements for the named signing official(for current and proposed permittee) must meet the following: • Corporation-a principal executive officer of at least the level of vice-president; • Limited Liability Company(LLC) -the designated manager; (Documentation from the NC Secretary of State or other official documentation must be provided that states the titles and positions held by the person who signed the application (pursuant to 02H.1040) that shows they have legal authority to sign for the LLC) • Municipality-a ranking official or duly authorized employee; • Partnership or limited partnership-the general partner; • Sole proprietor; • The signature of the consultant or other agent shall be accepted on this permit transfer application only if accompanied by a letter of authorization signed by one of the signatories noted in a-e above, as applicable. A. GENERAL INFORMATION 1. State Stormwater Permit Number: SW8 11091D 1 2. Project name: Wilmington VA Outpatient Clinic Is this an updated project name from the current permit? ® Yes ❑ No 3. Reason for the permit transfer request: Building has been sold to NGP VI Wilmington NC LLC New ownership is taking responsibility for system Note: The property(building) is subject to land lease Land Owner has not changed ECEIVE JAN 0 8 2019 BY: Stormwater Permit Transfer Application Form Page 1 of 7 April 27, 2018 t 1 B. PERSON(S) WHO HAVE SIGNED THIS FORM (select only one response below) ® 1. Both the current and proposed permittees ❑ 2. Only the current permittee of a condominium or planned community(skip Part F& G). In accordance with G.S. 143-214.7(c2) (see also SL 2011-256), this type of transfer is allowed only when all of the following items can be truthfully checked: ❑ Any common areas related to the operation and maintenance of the stormwater management system have been conveyed to the unit owners' association or owners' association in accordance with the declaration; ❑ The declarant has conveyed at least fifty percent(50%)of the units or lots to owners other than a declarant(provide documentation per submittal requirements below); ❑ The stormwater management system is in compliance with the stormwater permit. NOTE: If subdivision was built prior to 1999, the Declarant's Attorney can make a determination that the elements of the Planned Community Act (see§47F) have been met by the Declarant for the subdivision. If the Declarant chooses to use this type of transfer, the determination must be in writing, signed by the attorney, and submitted to DEMLR with this form. ❑ 3. Only the proposed permittee (skip Part D below). In accordance with G.S. 143-214.7(c5) (see also SL 2013-121), this type of transfer is allowed only when all of the following items can be truthfully checked: ❑ a. The proposed permittee is either (select one of the following): ❑ The successor-owner who holds title to the property on which the permitted activity is occurring or will occur; ❑ The successor-owner who is the sole claimant of the right to engage in the permitted activity. ❑ b. The current permittee is (select at least one of the following, but all that apply): ❑ A natural person who is deceased. ❑ A partnership, Limited Liability Corporation, corporation, or any other business association that has been dissolved ❑ A person who has been lawfully and finally divested of title to the property on which the permitted activity is occurring or will occur. ❑ A person who has sold the property on which the permitted activity is occurring or will occur. ❑ Other(please explain): ❑ c. The proposed permittee agrees to the following requirements (all must be selected): ❑ There will be no substantial change in the permitted activity. ❑ The permit holder shall comply with all terms and conditions of the permit until such time as the permit is transferred. ❑ The successor-owner shall comply with all terms and conditions of the permit once the permit has been transferred. ECEIVE 1AN 0 8 2019 BY: Stormwater Permit Transfer Application Form Page 2 of 7 April 27, 2018 C. SUBMITTAL REQUIREMENTS Please mark "Y'to confirm the items are included with this form. Please mark X'if previously provided. If not applicable or not available, please mark N/A.: Y 1. A processing fee of five hundred and five dollars ($505.00) per G.S. 143-215.313(e)(2). Y 2. Two hard copies (with original signatures)and one electronic copy of this completed form and the required items. Y 3. For proposed permittees that are corporations or LLC's, documentation from the NC Secretary of State demonstrating that the proposed permittee is a legal and viable entity able to conduct business in North Carolina. Y 4. If Part B, Items 1 or 3 of this form is selected, the signed and notarized applicable O&M agreement(s)from the proposed permittee, as required by the permit. Y 5. Legal documentation that the property has transferred to the proposed permittee(such as a Y recorded deed for the property, uncompleted development and/or common areas)or legal documentation demonstrating that the proposed permittee is the sole claimant of the right to engage in the permitted activity. Y 6. If required by the permit and if the project has been built, a signed, sealed and dated certification document from a licensed professional stating that the stormwater management system has been inspected and that it has been built and maintained in accordance with the approved plans. N/A 7. A copy of the recorded covenants and deed restrictions, if required by the permit. If the project has been built, documentation that the maximum allowed per lot built-upon area or the maximum allowed total built-upon area has not been exceeded. If the project has not been built, the new owner shall provide a signed agreement to submit final recorded deed restrictions and protective covenants. N/A 8. If transferring under G.S. 143-214.7(c2) (i.e., Part B, Item 2 of this form is selected), documentation verifying that 50% or more of the lots have been conveyed to individuals (not builders). Copies of the deeds of conveyance or a chart listing the lot number, lot address, owner's name, conveyance date and deed book and page number are acceptable. N/A 9. If transferring under G.S. 143-214.7(c5) (i.e., Part B, Item 3 of this form is selected), provide legal documentation supporting the dissolution of the corporation or documentation supporting the current permittee was lawfully and finally divested of title of the property. -NIA" 10. A copy of the lease agreement if the proposed permittee is the lessee. N/A 11. A copy of the pending sales agreement if the proposed permittee is the purchaser. N/A 12. A copy of the development agreement if the proposed permittee is the developer. l JAN 0 8 2019 BY: Stormwater Permit Transfer Application Form Page 3 of 7 April 27, 2018 D. CURRENT PERMITTEE INFORMATION AND CERTIFICATION Please be sure to provide Email. 1. Current Permit Holder's Company Name/Organization: Wilmington NC VA 2011 2. Signing Official's Name: Mark Theder 3. Signing Official's Title: Member 4. Mailing Address: 241 N Broadway, Suite 400 City: Milwaukee State: WI ZIP : 53202 5. Street Address: 1705 Gardner Drive City: Wilmington State: NC ZIP : 28405 6. Phone: (414)453-0110 Email: mtheder(a)summitsmith.com I, Mark Theder the current permittee, am submitting this application for a transfer of ownership for the above listed stormwater permit under the General Statute and Session Law identified on Page 1 of this application. I hereby notify DEMLR of the sale or other legal transfer of the property/project and/or the stormwater system associated with this permit. I have provided a copy of the following documents to the proposed permittee named in this application form: (select all that apply) ® the most recent permit; ® the designer's certification for each SCM, ❑ any recorded deed restrictions, covenants, common areas, drainage easements or plats; ® the approved plans and/or approved as-built plans; ® the approved operation and maintenance agreement; ❑ past maintenance records from the previous permittee (where required); ❑ a copy of the most recent inspection report; I further attest that this application and request for a permit transfer is accurate and complete to the best of my knowledge. I attest that I have provided all of the required items per the law to transfer this permit. I understand that if all required parts of this request are not completed or if all required supporting information and attachments listed above are not included, this request package will be returned as incomplete I assign all rights and obligations as permittee to the propose"ermittee named below. I understand that this request to transfer the permit may not be appr d by the D ULR unless and until the facility is in compliance with the permit. Signature: Date: a Notary Public for the State of g�((�� County of ;� wc,yA�P 2 , do hereby certify that ``�.Q a(Q,,- personally appeared before me this the t( day of 20_Q�_ , and acknowledge the due execution of the forgoing instrument. Witness my hand and official seal, (Notary Seal) Notary Signatur JAN 0 8 2019 My commission expires BY: Stormwater Permit Transfer Application Form Page 4 of 7 April 27, 2018 E. PROPOSED PERMITTEE INFORMATION 1. The proposed permittee is the: ."Property owner(Also complete.Part F.) ❑ Home Owners Association (HOA), Property Owners Association (POA), or Unit Owner Association (UOA) (Also complete Part F.) Lessee-Attach a copy of the lease agreement. Both the lessee and the property owner will appear on the permit as co-permittees. If the lease is terminated, responsibility for the permit reverts to the property owner. (Also complete Parts F& G.) ❑ Purchaser-Attach a copy of the pending sales agreement. The permit will require submission of a copy of the recorded deed after the purchase has taken place. If the purchase agreement is cancelled the permit reverts to the property owner. (Also complete Parts F& G.) ❑ Developer-Attach a copy of the development agreement. Both the developer and the property owner will appear on the permit as co-permittees. If the development agreement is terminated, responsibility for the permit reverts to the property owner. (Also complete Parts F& G.) 2. Proposed permittee name (check one of the following and provide the name): ® Corporation, LLC, Partnership, Municipality name: NGP VI Wilmington NC LLC ❑ HOA I POA/UOA name: ❑ Sole Proprietor 3. Proposed permittee contact information: Please be sure to provide Email. a. Signing Official's Name: David D. Kent b. Signing Official's Title: President c. Mailing Address: 1650 Tysons Blvd, Suite 1500 City: McLean State: VA ZIP : 22102 d. Street Address: 1705 Gardner Drive City: Wilmington State: NC ZIP : 28405 e. Phone: (703)760-9217 Email: dk(a)ngpv.com 4. If there is a Management Entity that manages the property for an'HOA, PDA or UOA, please provide: Please be sure to provide Email. a. Management Company or Business name: NGP V Management LLC b. Contact Name: James P. Griffin Title: Director of Property Management c. Mailing Address: 1650 Tysons Blvd, Suite 1500 d. City: McLean State: VA ZIP: 22102 e. Phone: (703)760-9269 Email: ig(a ngpv.com ECEIVE( I JAN 0 8 2019 BY: Stormwater Permit Transfer Application Form Page 5 of 7 April 27, 2018 F. PROPOSED PERMITTEE CERTIFICATION NGP VI Wilmington NC LLC does hereby notify the DEMLR that I have acquired through sale, lease, development agreement, or other legal transfer, the project/property covered by the stormwater management permit and/or the responsibility for constructing and/or operating and maintaining the permitted stormwater management system. I acknowledge and attest that I have received a copy of: (select all that apply): ® the most recent permit; ® the designer's certification for each SCM; ❑ any recorded deed restrictions, covenants, common areas, drainage easements or plats; ® the approved plans and/or approved as-built plans; ® the approved operation and maintenance agreement; ❑ past maintenance records from the previous permittee (where required); ❑ a copy of the most recent inspection report; ❑ Check here if the proposed permittee agrees to be the entity responsible for addressing any compliance issues outlined in the Compliance Inspection Report. If checked, the proposed permittee must provide a written document statement, with a `plan of action and schedule"addressed to this office stating that they will bring the project into compliance upon receipt of the transferred permit. This written 'plan of action and schedule"must be received by the Division before the Division will transfer the permit. I have reviewed the permit, approved plans and other documents listed above, and I acknowledge that I will comply with the terms and conditions of the permit. I will construct the project's built-upon area as shown on the approved plans; and I construct), operate and maintain the approved stormwater management system pursuant to the requir ei s li a ermit and in the operation and maintenance agreement. Signature: Date: 'mil t 31j I, ��Mi�nw\,C Twcoj,r a Notary Public for the State of V iVA)M i n County of -air-fgY do hereby certify that ,1%)�Ck k . personally appeared before me this the�—day of ti o b,er 201Y, and acknowledge the due execution of the forgoing instrument. Witness my hand and official seal, (Notary Seal) Notary Signature ` My commission expires 3 Z EM0C JOSEE TURNER t ublic m of Virginia R72635 d Auguq 31,2021 r E C E Vla Py:;: JAN 0 8 2019 BY: Stormwater Permit Transfer Application Form Page 6 of 7 April 27, 2018 G. PROPERTY OWNER INFORMATION AND CERTIFICATION Fill out this section only if the property owner is different from the proposed permittee. The permit will revert to the property owner if the purchase agreement, development agreement or lease expires or is terminated. Company Name/Organization: New Hanover County Airport Authority Signing Official's Printed Name: Julie A. Wilsey, A.A.E. Signing Official's Title: Airport Director Mailing Address: 1740 Airport Blvd, Ste. 12 City: Wilmington State: NC ZIP : 28405 Phone: (910)341-4333 ext 1002 Email: jwilsey(@flyilm.com I, Julie Wilsey , hereby certify that I currently own the property identified in this permit transfer document and acknowledge that the Proposed Permittee listed in Part F will be purchasing the property, developing the property on my behalf, and/or leasing the property from me. A copy of the purchase agreement, development agreement or the lease agreement, which names the party responsible for the construction and/or operation and maintenance of the stormwater system, has been provided with the permit transfer request. I agree to notify DEMLR within 30 days if there are any changes to the purchase, developer or lease agreements and will submit the applicable completed and signed Permit Information Update Form, or Permit Transfer Application Form to address these changes. As the legal property owner, I acknowledge, understand, and agree by my signature below, that the permit will revert to me and I will be responsible for complying with the DEMLR Stormwater permit if the property purchase, lease or developer agreement/contract is cancelled or defaults. I understand that any individual or entity found to be in noncompliance with the provisions of the stormwater management permit or the stormw ter rules, is subject to enforcement action as set forth in NC General Statute (NCGS) 143,Article 21.Signature of the property owner (AJI/�( Date: a I3/10p 1, kose lieOwt,S a Notary Ublic for the State of y,'I NO '-\ Cr.r-o I i County of NeGO 1-6 ye/- , do hereby certify that Uul,e A. W )SC.-I personally appeared before me this the �Jr`� da of ;� Y I JrCCrv.h� 20 le and acknowledge the due execution of the forgoing instrument. Witness �Oc�y Npn,I, official seal, s NNy* eat) ti � ^ PUBIC 2 9tiOVRtaCr� re ►V, mission expires 1 EGE� f11 JAN 0 8 2019 b BY:� Slormwater Permit Transfer Application Form Page 7 of 7 April 27,2018 Pusey, Steven From: Jody Nelson <jnelson@summitsmith.com> Sent: Wednesday, March 27, 2019 3:44 PM To: Pusey, Steven Cc: Mark Theder;James Griffin Qg@ngpv.com) Subject: RE: [External] RE: Wilmington VA Outpatient Clinic; permit SW8110901 Additional Info Request Attachments: Assignment &Assumption of Ground Lease Seller Executed 11.19.18.pdf; NGP Wilmington - Assignment Assumption of Ground Lease - EXECUTED BY NG....pdf o External email. Do not click links or open attachments unless you verify.Send all suspicious email as an:attachment to rep ort.s'am nc: ov Hi Steve, now I understand. This should be the document you need, please note they are on two counterparts for signatures. Let me know if you need anything else. Jody Nelson, CPM° Vice President- Asset Management Summit Smith Development Office: 414.453.0110 Direct: 414-977-4043 Cell: 414.640,1500 From: Pusey, Steven [mailto:steven.pusey@ncdenr.gov] Sent: Wednesday, March 27, 2019 1:32 PM To:Jody Nelson <jnelson@summitsmith.com> Cc: Mark Theder<mtheder@summitsmith.com>; James Griffin (jg@ngpv.com) <jg@ngpv.com> Subject: RE: [External] RE: Wilmington VA Outpatient Clinic; permit SW8110901 Additional Info Request We received an "Amendment to Ground Lease Agreement' with the application. However, it does not appear to mention NGP VI Wilmington NC LLC. So, how do I know that they have an agreement with the Airport Authority? Is there another documented Ground Lease Agreement or another Amendment to the Agreement? We need a document showing that the ground lease transferred with all of its rights to NGP VI Wilmington NC LLC. Thanks, Steve From:Jody Nelson <jnelson@summitsmith.com> Sent: Wednesday, March 27, 2019 12:38 PM To: Pusey, Steven <steven.pusey@ncdenr.gov> Cc: Mark Theder<mtheder@summitsmith.com>; James Griffin (jg@ngpv.com) <ig@ngpv.com> Subject: [External] RE: Wilmington VA Outpatient Clinic; permit SW8110901 Additional Info Request o External email. Do not click linksor,open attachments unless you ven.5end allsuspicious email as an attachmentao v. re ort.s am@ nc, ou' 1 Hi Steve, The only lease between Wilmington NC VA 2011 and The Airport Authority was the ground lease which was transferred in the sale to NGP VI Wilmington NC LLC. From what I can determine below, you are looking for another type of lease agreement other than the ground lease between NGP VI Wilmington NC LLC and the Airport Authority. There has not been transfer of land and the ground lease transferred with all of its rights, please clarify what other document you are requesting. Thank you. Jody Nelson, CPM® Vice President - Asset Management Summit Smith Development Office: 414.453,0110 Direct: 414-977-4043 Cell: 414.640.1500 From: Mark Theder Sent: Wednesday, March 27, 2019 10:26 AM To:Jody Nelson <inelson@summitsmith.com> Subject: FW: Wilmington VA Outpatient Clinic; permit SW8110901 Additional Info Request Importance: High Jody, Please see the e-mail below. Can you please look into this and,get'Steven what he is looking for. I don't really know what he is looking for and am not aware of any leases other than the ground lease he references and the VA lease of space. Thanks, Mark Theder President Summit Smith Development Development/Ownership& Financing Design Build/Feasibility& Master Planning 241 N. Broadway,Suite 400 Milwaukee, WI53202 Office: 414.453,0110 Cell: 414.379.0761 -Mail: mtheder(1a summitsmith.com Website:www.summitsmith.com 2 Frcm: Pusey, Steven <steven.puseV@ncdenr.gov> Sent: Wednesday, March 27, 2019 8:13 AM To: Mark Theder<mtheder@summitsmith.com> Cc: Ig@ngpy.com Subject: Wilmington VA Outpatient Clinic, permit SW8110901 Additional Info Request Dear Mr.Theder: We are requesting additional information in order to transfer the permit to NGP VI Wilmington NC LLC. In accordance with the permit, we are required to have a copy of the lease agreement that outlines NGP VI Wilmington NC LLC responsibilities for this stormwater system. The copy that was sent with the application was the old Lease Agreement between the Airport Authority and Wilmington NC VA 2011. Please send this new document either via email or regular mail to our address as soon as possible. Regards, Steve Posey Steve Pusey, El Environmental Engineer II Division of Energy, Mineral and Land Resources— State Stormwater Program Department of Environmental Quality 910 796 7215 office 910 796 7334 direct Steven.puseyna)nedenr.c oy 127 Cardinal Drive Ext. Wilmington, NC 28405 nJ.unt Rt•wrt�c Email correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties. Before printing this email, please consider your budget and the environment. 3 State Stormwater Inspection Report General Project Name: WILMINGTON VAOUTPATIEN'TCLINIC Permit No: SW8 110901 Expiration Detc: rC13.2l r Zplg Contact Person: Robert Baker. Member Phone Number: 414-453-0110 Inspection Type: SW Inspection Date: a S 19 Time In: /QO Time Out:' Z60 Current Weather: be Clea-- Pe Recent Rain (Date)? 0, Rain -- in Location Facility Address/Location: City: WILMINGTON Zip: County: NHC Lat: 34° 16 `09"N Long: 77' 5' 11-W Permit Information Rule Subject to (circle one): 1988 Coastal Rule 1995 Coastal Rule 2008 Coastal Mule Session Law 2006-246 Goose Creek High Quality Waters Outstanding Resource Waters Density (circle one): Hiph (1[1)) Low (LD) Stormwatcr Best Management Practices (13N1Ps) (insert number of each). 2 Wet Ponds Infiltration Basins Infiltration Trenches LD Swales _Stormwater Wetlands Dry Ponds Bioretention Permeable Pavement _Sand filters (circle one) Open Closed Cistern Level Spreader/Filter Strip Other (specify): File Review Yes No NIA NIE ]. Is the crmitactive? C ' 19 2. Si ned En ineer's Certification on file`. t/ _ 3. Signed Operation and Ntaintenance agreement on file? _ 4. Recorded Deed Restrictions on file? Site Visit: Built Upon Area BUA Yes No N/A NIE 5. 13UA is constructed and consistent with the permit requirements? 6. 13UA as permitted)is graded such that the runoff drains to the system?(high density only 7. Drainage area is consistent with permit? (i.e. no unpermitted drainage to the SW BMPs 8. Drainage area is stabilized? to reduce risk of sedimentation to the SW BMPs Site Visit: Stormwater BMPs Yes No NIA NIE 9. Stormwater I3MPs are located per the a proved tans? 10. Stormwater BMPs have dimensions e . length, width, area)matching the ap roved lans? 11. Stormwater BMPs are constructed per the approved plans? Site Visit: Operation and Maintenance Yes No NIA N/E 12. Access points to the site are clear and well maintained? 13. Trash has been removed as needed? 14. Excessive landscape debris grass clippings, leaves,etc is controlled? " 15. Stormwater BN1Ps being operated and maintained as per the permit requirements?5 � �t r✓� 16. Inspection and Maintenance records are available for inspection? (high density only, 1995—present only) Site Visit: Other Permit Conditions Ye No NIA NIE 17. Is the site compliant with other conditions of the permit? Site Visit: Other Water Quality Issues Ye No N/A NIE [�18. Is the site compliant with other water quality issues as noted during tho inspection? Slate Stormwater Inspection Report,Version 3.0_3-09 Page I of 2 State Stormwater Inspection Report Comments Inspection PiCtures (some of the pictures taken during the site visit) Compliance Status ❑ Compliant ❑ Non-Compliant Letter Sent (circle one): Yes No Letter type CEI NOV NOVRE Other Date Sent: Reference Number: Inspector Name and Signature: Date: State Stormwater Inspection Report,Version 3.0_3-09 Page 2 of 2 WET DETENTION O & M Inspection Checklist YES NO N[A NE INLETS and FOREBAY 1. Inlets are located per the approved plans: ❑ ❑ ❑ 2. Inlet device (swale or pipe) is free of damage, clogs or erosion: ❑ ❑ ❑ 3. Forebay berm is in place and without erosion: Zf ❑ ❑ ❑ 4. Forebay is free of excessive sediment: ILJ ❑ ❑ ❑ SIDE SLOPES AND BANKS 5. Vegetated slopes are 3:1 or less: ❑ ❑ ❑ 6. Banks are stable and free of erosion or bare soil: Z ❑ ❑ ❑ 7. Slopes or berms are free of woody vegetation: ❑ ❑ ❑ 8. Free of muskrats or beaver activity: ❑ ❑ ❑ 9. Grass is being maintained and mowed (not scalped) as required: ❑ ❑ ❑ PERIMETER AND MAIN BAY 10. Vegetated shelf is 6:1 or 10:1 as permitted and properly vegetated: Zr ❑ ❑ ❑ 11. Algal growth covers less 50% of the area: ❑ ❑ ❑ 12. Cattails, phragmites or other inv sivee��pl nts cover less than 50% of the basin surface: ❑ ❑ ❑ j2,e r-4?mvve /1stJvf! �Vr 1J/ El ❑ El13. Main treatment area is free from excess sediment accumulation: OUTLETS . . 14. Swale or emergency outlet bypass is in the correct place and is in good condition: ❑ ❑ ❑ 15. Drawdown device is correctly sized free of damage or clogging: ❑ ❑ ❑ 16. Orifice size matches the approved plans ❑ ❑ ❑ 17. Outlet is free of erosion or other signs of damage: $^wP/ �rr (f4 6 cd � " ❑ ❑ ❑ 18. Trash rack is installed V] ❑ ❑ ❑ 19. Vegetated filter is in place (if applicable){ ❑ ❑ ❑ 20. Relative elevations match approved plans ❑ ❑ ❑ 21. Fountain pump (if permitted) is less than or equal to the maximum allowable size: ❑ ❑ ❑ V3.3_09 WET DETENTION O & M Inspection Checklist YES NO NILA NE INLETS and FOREBAY 1. Inlets are located per the approved plans: ❑ ❑ ❑ 2. Inlet device (swale or pipe) is free of damage, clogs or erosion: Z ❑ ❑ ❑ 3. Forebay berm is in place and without erosion: K ❑ ❑ ❑ 4. Forebay is free of excessive sediment: Wr ❑ ❑ ❑ SIDE SLOPES AND BANKS 5. Vegetated slopes are 3:1 or less: ❑ ❑ ❑ 6. Banks are stable and free of erosion or bare soil: ❑ ❑ ❑ 7. Slopes or berms are free of woody vegetation: ,�I ❑ ❑ ❑ S. Free of muskrats or beaver activity: k] ❑ ❑ ❑ 9. Grass is being maintained and mowed (hot scalped) as required: ❑ ❑ ❑ PERIMETER AND MAIN BAY { 10. Vegetated shelf is 6:1 or 10:1 as permitted and properly vegetated: ❑ ❑ ❑ 11. Algal growth covers less 50% of the area: 1E ❑ ❑ ❑ 12. Cattails, phragmites or other invasive plants cover less thaPROl�❑qf S�OjD(( o the�/��j sin surface: gam(/ ❑ ❑ ❑ vj 13. Main treatment area is free from excess sediment accumulation: OUTLETS 14. Swale or emergency outlet bypass is in the correct place and is in good condition: 0, ❑ ❑ ❑ 15. Drawdown device is correctly sized free of damage or clogging: ,r ❑ ❑ ❑ 16. Orifice size matches the approved plans ❑ ❑ ❑ 17. Outlet is free of erosion or other signs of damage: ❑ ❑ ❑ 18. Trash rack is installed ❑ ❑ ❑ 19. Vegetated filter is in place (if applicable) ❑ ❑ ❑ 20. Relative elevations match approved plans 12 ❑ ❑ ❑ 21. Fountain pump (if permitted) is less than or equal to the maximum allowable size: ❑ ❑ ❑ V3.3_09 pw` Burd, Tina J From: Burd, Tina J Sent: Tuesday, January 8, 2019 1:40 PM To: mtheder@summitsmith.com'; 'dk@ngpv.com'; 'jwilsey@flyilm.com'; 'jg@ngpv.com' Subject: SW8 110901 - Wilmington VA Outpatient Clinic The Wilmington Regional Office of the Division of Energy, Mineral and Land Resources (Stormwater Section) has accepted the Transfer Permit Application and$505.00 fee for the subject project on January 8, 2019. The project has been assigned to Steve Pusey and you will be'notified if additional information is needed. Please be advised that the construction of built-upon area may not commence until the Stormwater Permit is issued. Best Regards, Tina Burd Administrative Associate II Wilmington Regional Office Division of Environmental Assistance & Customer Service Phone 910-796-7215 NCDEQ Wilmington Regional Office 127 Cardinal Drive Ext. Wilmington, NC 28405 ME Email correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties. t Application Completeness Review Checklist Project Name: W t #v'Z�1� �/} O.,.Eea� i�..1 C(i,--Z4. Date Delivered to WIRO: c ( ( ZOl ( BIMS Received/Accepted Date: JcAti. p, kj 5 Project County/Location: *BIMS Acknowledged Date: Rule(s): ®2017 Coastal 02008 Coastal E11995 Coastal ®Phase II ❑Universal ❑1988 Coastal Permit Action: New/Major Mod/Minor Mod /Renewal Transfer **New Permit#: Permit Type: H / LD/ LD Overall/HD &LD Combo Q ( I xisting Permit#: W ( O g b General Permit/Offsite/ Exempt/ Rescission i ,.a" ®P Cert on File? SCM Type(s): D Offsite to SW8: Development Type: Commercial/ Residential/Other ®Master PE Cert on File? Subdivided?: SubALvision or Single Lot For New or ransfer Permits Permittee is: Stream Class: Property Owners) ❑Developer Lessee ❑Purchaser�HOA �SA Map ❑ORW Map Paperwork Emailed Engineer on: ®Supplement(s) (1 original per BMP) ❑O&M with correct/original signatures (1 original per BMP except LS/VFS and swoles) Application with correct/original signatures ❑Email Address: Design Engineer Corp or LLC: Sig. Auth. per SoS or Signature Authorization letter or report Email Address: Property Owner 505 (within 6mo) Check#(s): 06 IOos �No Fee Deed ❑Soils Report: w/SHWT or General Report Email Address: Lessee " �Z►1_� Calculations(signed/sealed) ©'Cease Agreement Deed Restrictions, if subdivided: FlEmail Address: Purchaser [--]**Signed & Notarized Template Flurchase Agreement Correct Template (Comm/Res & HD/LD) or Dec. Covenants & Rest. Email Address: Developer Recorded Covenants Email Address:)�A Representative Recorded Plats f750%or more Lots Sold List ,. a Project Narrative EIUSGS Map Plans FTSets Wetlands: Delineated or No Wetlands Vicinity Map F iProject Boundaries Legend Layout (proposed BUA dimensions) FICA Maps Details (roads, cul-de-sacs, curbs,sidewalks, BMPs, Buildings, etc) ❑Existing Conditions ®Landscape Plan [--]Grading OPE Seal REVIEWER NAME: NOTES TO REVIEWER: *Enter BIMS Acknowledged Date on this Sheet n �Q �� **FOR NEW Projects-Enter New Permit#on V Supplements& Deed Restiction Templates. �✓X" - Dw1v.-� 50 G:wQ\\\Reference Library\Procedures\Checklists\Completeness Review Checklist_2018 03 13 North Carolina Secretary of State Search Results Page 1 of I • File ar, Annual Report/Amend an Annual Report • Upload a PDF Filing • Order a Document Online Add Entity to My Email Notification List • View Filings • Print an Amended a Annual Report form • Print a Pre-Populated Annual Report form Limited Liability Company Legal Name NGP VI Wilmington NC LLC Information AN 0 8 2019 t BY: -- Sosld: 1741381 Status: Current-Active Annual Report Status: Current Citizenship: Foreign Date Formed: 8/20/2018 State of Incorporation: DE Registered Agent: Corporation Service Company Addresses Mailing Principal Office Reg Office 1650 Tysons Blvd. Ste. 1500 1650 Tysons Blvd. Ste. 1500 2626 Glenwood Ave Ste 550 McLean, VA 22102 McLean, VA 22102 Raleigh, NC 27608 Reg Mailing 2626 Glenwood Ave Ste 550 Raleigh, NC 27608 Company Officials All LLCs are managed by their managers pursuant to N.C.G.S. 57D-3-20. https://www.sosnc.gov/online_services/search/Business_Registration_Results 1/8/2019 SOSID: 1741381 Date Filed: 8/20/2018 4:55:00 PM Elaine F. Marshall North Carolina Secretary of State State of North Carolina C2018 229 00459 Department of the Secretary of State APPLICATION FOR CERTIFICATE OF AUTHORITY FOR LIMITED LIABILITY COMPANY Pursuant to§57D-7-03 of the General Statutes of North Carolina,the undersigned limited liability company hereby applies for a Cenificate of Authority to transact business in the State of North Carolina,and for that purpose submits the following: I. The name of the limited liability company is NGP VI Wilmington NC LLC - and if the limited liability company name is unavailable for use in the State of North Carolina.the name the limited - liability company wishes to use is NGP Wilmington NC LLC 2. The state or country under whose laws the limited liability company was formed is Delaware 3. Principal office information: (.Select eithero orfi) a. jt The limited liability company has a principal office. The principal office telephone number: 703-760-9216 The street address and county of the principal office of the limited liability company is: Number and street: 1650 Tysons Blvd Ste 1500 City: McLean State:VA Zip Code:22102 County: Fairfax The mailing address,if differentfram the street address.of the principal office of the corporation is: Number and Street: City' State: Lip Cody. County: b. []The limited liability company does not have a principal office. 4. The name of the registered agent in the State of North Carolina is: Corporation Service Company 5. The street address and county of the registered agent's office in the State of North Carolina is: Number and Street:2626 Glenwood Avenue, Suite 550 City:Raleigh Sate: NC Zip Code: cmnnty: Wake 6. The North Carolina mailing address,if differentfram rhe.street address,of the registered agent's office in the State of North Carolina is: ' Number and Street: i City State: NC Zip Code: County: BUSINESS REGISTRATION DIVISION P.O. BOX 29622 RALEIGH,NC 27626-0622 (Revised Julv 1a17) (Form 1,-09) I ECEIVEri APPLICATION FOR CERTIFICATE OF AUTHORITV JAN 0 8 20,9 �! Page 2 BY: 7. The names,titles,and usual business addresses of the current company officials of the limited liability company are: (use attachment If necessai 0(I his document must he.signed by a person listed in item 7) Name and Tidr Business Address David D. Kent, Manager 1650 Tysons Blvd Ste 1500 McLean, VA 22102 8. Attached is a certificate of existence(or document of similar import),duly authenticated by the secretary of state or other official having custody of limited liability company records in the state or country of formation. The Certificate of Existence must be leis than six months old. A nhotocnnv of the certification cannot be accented 9. If the limited liability company is required to use a fictitious name in order to transact business in this State•a copy of the resolution of its managers adopting the fictitious name is attached. 10.(Optional): Please provide a business e-mail address: _ The Secretary of State's Office will e-mail the business automatically at the address provided above at no colt when a document is filed. The e-mail provided will not bg viewable on the websiie. For more information on why this service is offered.please see the instructions for this document. 1 I.This application will be effective upon filing,unless a delayed date and-or time is specified: This the 16 day of August 2018 NGP VI Wilmington NC LLC 1+k+me ofIIn; 'lit) !'nnrpanp r '• , ig Rv.q�CyntpmtyO�cial _. David D. Kent, Manager Tvpe or Print Name and)We Notes: I. Filing fee is S250. This document must be tiled with the Secretary of State. BUSINESS REGISTRATION DIVISION P.O.BOX 29622 RALEIGH.NC 27626-0622 (Revised July 2017) (Form 1;09) r Delaware Page 1 The First State i I I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF it DELAWARE, DO HEREBY CERTIFY "NGP VI WILMINGTON NC LLC" IS DULY FORMED UNDER THE LAWS OF THE STATE OF DELAWARE AND IS IN GOOD STANDING AND HAS A LEGAL EXISTENCE SO FAR AS THE RECORDS OF THIS OFFICE SHOW, AS OF THE SIXTEENTH DAY OF-AUGUST, A.D. 2018. AND I DO HEREBY FURTHER CERTIFY THAT THE SAID "NGP VI WILMINGTON NC LLC" WAS FORMED ON THE FIFTEENTH DAY OF AUGUST, A.D. 2018. AND I DO HEREBY FURTHER CERTIFY THAT THE ANNUAL TAXES HAVE BEEN ASSESSED TO DATE. +. m W.ew...M.....n a ara. C 0A) 7017408 8300 Authentication: 203262797 •`�� SRt120186215824 �4`""'" Date:06-16-18 You may verity this certificate online at corp.delaware.gov/authver.shtml ECENV h JAN 0 8 2019 11 BY: AMENDMENT TO GROUND LEASE AGREEMENT (Sub-Lease) THIS AMENDMENT TO GROUND LEASE AGREEMENT ("Amendment") is made as of the 3rd day of October, 2018 (the "Effective Date"). by and between NEW HANOVER COUNTY AIRPORT AUTHORITY, a political subdivision of the State of North Carolina ("Airport Authority"), and WILMINGTON NC VA 2011 LLC, a Wisconsin limited liability company countries, its successors and assigns ("Sub-Lessee", and together with the Airport Authority, the "Parties") and is acknowledged and consented to by NEW HANOVER COUNTY, NORTH CAROLINA, a political subdivision of the State of North Carolina ("Property Owner"). RECITALS Recital A. Property Owner and Airport Authority are parties to that Lease Agreement dated July 1, 1989 (the "Prime Lease"), which was recorded among the land records of New Hanover County, North Carolina (the "Land Records"), on July 7, 1989, in Book 1462 at page 1006, whereby Property Owner leased certain parcels of land in New Hanover County, North Carolina (the"Airport Land")to Airport Authority in order for Airport Authority to operate the New Hanover County International Airport. Recital B. The initial term of the Prime Lease commenced on July 1, 1989, and continues through June 30, 2019, with the privilege of Airport Authority to renew the Prime Lease upon the same terms and conditions for an additional thirty (30) year term upon the Airport Authority's giving six (6) months written notice to Property Owner of its intent to renew (the "Prime Lease Renewal Option"). Recital C. Airport Authority and The United States of America, for and on Behalf of the Department of Veterans Affairs ("USA/VA"), with the written consent of Property Owner, entered into an Assignable Option to Lease and an Assignable Ground Lease, each of which were dated as of January 9, 2009, and recorded together among the Land Records on December 3, 2012, in Book 5693 at page 1153 (the "VA Parcel Sublease"), whereby Airport Authority leased a portion of the Airport Land (the "VA Leasehold Parcel") to USA/VA for the purpose of constructing and operating a medical clinic to serve the USAIVA. The VA Parcel Sublease was amended by an unrecorded Lease Amendment dated July 8,2011. 1 Recital D. With the written consent of Property Owner and by virtue of that certain Assignment of Option to Lease and Assignable Ground Lease,effective as of December 5,2012, and recorded among the Land Records on December 6, 2012, in Book 5694 at Page 782, USANA assigned all of its right title and interest as lessee under the VA Parcel Sublease to Sub- Lessee(the"VA Sublease Assignment'). Recital E. The VA Parcel Sublease was amended by that certain Second Amendment to Lease Agreement dated as of November 28, 2012, and recorded among the Land Records on December 3, 2012, in Book 5693 at Page 1185 (the "Second Amendment'), for the purpose of agreeing to a new legal description for the VA Leasehold Parcel as prepared by Paramounte Engineering, Inc., which description (the "2012 Legal Description")was attached as Exhibit A to the recorded Second Amendment. It has since been determined that the 2012 Legal Description contained certain technical errors which did not allow the metes and bounds boundary line description to close mathematically. Recital F. Section 2 of the VA Parcel Sublease provides that the lease term of the VA Parcel Sublease commences "simultaneously with the lease and rent term of a to-be- constructed building and space on the premises as further evidenced in a to-be-executed lease agreement for the building and space and continue for a period of twenty (20)years . . ."Section 2 further provides that in the event such building and space lease is assigned to a party which is not prevented by law to extend the twenty (20) year lease term, then such assignee, in its capacity as lessee under the VA Parcel Sublease, shall have the right to extend the term of the VA Parcel Sublease for three (3) consecutive ten (10) year terms (the "VA Parcel Sublease Extension Options"). Recital G. Airport Authority and Sub-Lessee desire to further amend the VA Parcel Sublease to (a) correct errors in the 2012 Legal Description, (b) confirm that Airport Authority has exercised its right to new the Prime Lease pursuant to the Prime Lease Renewal Option, and (c) confirm and acknowledge (i) that the "to-be-executed lease agreement for the building and space" referred to in Section 2 is in fact that certain Lease No. VA-10 1-183-565-02-06, dated March 31,2011, made by and between Sub-Lessee and USNA (the"GSA Lease"),(ii)that Sub- Lessee, and its successors and assigns, have the right to exercise the VA Parcel Sublease Extension Options. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Airport Authority and Sub-Lessee, with the acknowledgment and consent of Property Owner appended hereto,do hereby agree as follows: I. Terms and Recitals. Capitalized terms used in this Amendment but not defined herein shall have the meanings ascribed to them in the VA Parcel Sublease. The parties acknowledge and agree that the above recitals are true and correct as of the date hereof and are hereby incorporated herein as though set forth in full. 2. Replacement Legal Description. Notwithstanding anything to the contrary contained in the VA Parcel Sublease, the Second Amendment or any other writing, the parties hereby agree that the 2012 Legal Description is recognized as technically defective and the a60400622_v2 2 E C E 8 V E t ill JAN 0 8 2019 BY: parties hereby replace the 2012 Legal Description with the Replacement Legal Description attached hereto as Exhibit A. It is the intent of the parties, and the parties acknowledge, that there is no change in the land demised under the VA Parcel Sublease and that the Replacement Legal Description serves only to correct technical errors in the recorded metes and bounds property description of the VA Parcel. 3. Confirmation of Exercise of Prime Lease Renewal Option. Airport Authority, in consideration of its obligations as lessor under the VA Parcel Sublease, hereby acknowledges and declares that it has given proper and timely written notice to Property Owner of Airport Authority's exercise of the Prime Lease Renewal Option. With such renewal, the expiration of the term of the Prime Lease has been continued through June 30, 2049. 4. Confirmation of Certain Aspects of VA Parcel Sublease and the GSA Lease. The parties hereby acknowledge and confirm, that pursuant to Section 2 of the VA Parcel Sublease and the applicable provisions of the GSA Lease: a. Notwithstanding anything of record to the contrary, the term of the VA Parcel Sublease commenced on December 5, 2012, being the Commencement Date of the GSA Lease as stated in Supplemental Lease Agreement No. I of the GSA Lease,dated December 5, 2012; b. The initial term of the VA Parcel Sublease runs through December 4, 2032, subject to the termination and extension provisions set forth therein;and, c. the Sub-Lessee and its successors and assigns have the right to exercise the VA Parcel Sublease Extension Options. 5. Reaffirmation of Terms. Except as expressly modified by this Amendment, all terms and provisions of the VA Parcel Sublease shall remain in full force and effect. i 6. Representations. Airport Authority and Sub-Lessee represent and warrant to each other that the person signing this Amendment on in their respective names has the requisite authority and power to execute this Amendment and to thereby bind the party on whose behalf it is being signed. 7. Counterparts. First Amendment may be executed in multiple counterparts,each if which shall be deemed an original and all of which together constitute one and the same document. 8. Consent of Property Owner. The written acknowledgment and consent of Property Owner as attached to -this Amendment shall be evidence of Property Owner's knowledge of and consent to the subject matter of this Amendment, including the renewal of the term of the Prime Lease, in Property Owner's capacity as lessor under the Prime Lease. (the remainder of 1his page is intentionally left blank] 1 r 3 E C E V OW00622_ JAN 0 8 2019 k BY: IN WITNESS WHEREOF, Airport Authority and Sub-Lessee have executed this Amendment to Ground Lease Agreement to be effective as of the day and year first hereinabove written. Airport Authority: NEW"NOVER COUNTY AIRPORT AUTHORITY, `p�NTYg1/t+pp a polio t l subdivision of a State of North Carolina G By: c Name 00AWA G e 22 Title: vY! !/Z t1ie:r 466 ".M * Q. Attestation: [Corporate Seal] y�'�fl l;pRp�`� Name: Secretary This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act Name: �ozreT CA., v Airport Finance Director Approved as to form by the New Hanover County Attorney acting as Attorney for New Hanover County Airport Authority By: Name i G Attorney for Airport Authority State of North Carolina New Hanover County, to wit: 1, f ok M, i)&v`l S a Notary Public of the State and County aforesaid, certify that''()\&,Ar,s t'&Ajc ,- , personally came before me this day and acknowledged that he is the Secfef z. of the New Hanover County Airport Authority,and that by authority duly given and as the act of the Authority,the foregoing instrument was signed in its name by Do'eru. , its&tAtrrvia r, sealed with the corporate seal and attested by' JN- as e2p4xi Witness my hand and sea],this 3 day of October, 201 C My Commission Expires Notary Public 4N60400622v2F CEIV AN 0 8 2019 �I BY:----- Sub-Lessee: WILMINGTON NC VA 2011 C a Wisconsin limit Iity parry By: Ve4arker Title: Authorized Member State of Wisconsin Milwaukee County, to wit: 1, 2_ y� b K a Notary Public of the State and County aforesaid, certify that Mark Theder, personally came before me this day and acknowledged that be is the Authorized Member of WILMINGTON NC VA 2011 LLC, a Wisconsin limited liability company, and that by authority duly given acknowledged that the foregoing instrument was signed by him in the company's name by. Witness my band and seal,this day of November,261 t' _ ��� [� _(seal) My Commission Expires r�— Notary Public 1 i =GEE 1 JAN 0 8 2019 s j BY:_----- ACKNOWLEDGMENT AND CONSENT OF PROPERTY OWNER This Amendment to Ground Lease Agreement (Sub-Lease) between NEW HANOVER COUNTY AIRPORT AUTHORITY, a political subdivision of the State of North Carolina and WILMINGTON NC VA 2011 LLC, a Wisconsin limited liability company countries, its successors and assigns, is acknowledged and consented to by NEW HANOVER COUNTY, NORTH CAROLINA, a political subdivision of the State of North Carolina, in its capacity as Property Owner and Lessor under the Prime Lease as described in the Amendment. Property Owner: NEW HAN VER COUNTY, NOR CAROLINA, a political su division of the State of Carolina C'puNTy, awe P BY: 2 i Name: Woody White ? Title: Chairman ' a w o a 2` a Attestation: rporate Seaf N e:of igh G. Crowell Clerk of the Board State of North Carolina New Hanover County, to wit: y 0 4dyy r a Notary Public of the StatB, ¢Itesaid, certify that Kymberleigh G. Crowell personally came before me this da ged that she is the Clerk to the Board of Commissioners of New Hanover County, an at by authority duly given and as the act of the Board, the foregoing instrument was signed in its name by Woody White its Chairman, sealed with the corporate seal, and attested by Kymberleigh G. Crowell as its Clerk. Witness my hand and seal,this day of Octo r,'2p18. 6,11 1-0,j _(Seal) Notary Public My commission expires: 83Q Vi,'' z GOVE 1)e0400e22 Y2 AN 0 8 2019 rj 9 F Exhibit A Replacement Legal Description of the VA Parcel (Leasehold) Wilmington VA Clinic 1705 Gardner Road Wilmington,North Carolina ALL THAT TRACT OR PARCEL OF LAND LOCATED AT THE NORTHWEST INTERSECTION OF AIRPORT BOULEVARD (PRIVATE RIGHT OF WAY - VARIABLE WIDTH) AND GARDNER ROAD (PRIVATE RIGHT OF WAY - 100' WIDE), IN CAPE FEAR TOWNSHIP, NEW HANOVER COUNTY, NORTH CAROLINA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT A REBAR AND CAP, SAID REBAR AND CAP HAVING NORTH CAROLINA GRID COORDINATES OF NORTH 190990.0170 EAST 2326790.719; THENCE SOUTH 20009'19" WEST FOR A DISTANCE OF 590.38 FEET TO AN IRON PIPE ON A POINT OF CURVATURE, SAID PIPE HAVING NORTH CAROLINA GRID COORDINATES OF NORTH 190435.74 EAST 2326587.46 ALSO BEING THE POINT OF BEGINNING; THENCE ALONG SAID CURVE TURNING TO THE LEFT THROUGH AN ANGLE OF 22023'35", HAVING A RADIUS OF 1149.97 FEET, AND A CHORD BEARING OF SOUTH 77036'55" WEST FOR A DISTANCE OF 446.59 FEET; THENCE NORTH 02025'56" WEST FOR A DISTANCE OF 228.59 FEET TO A POINT; THENCE NORTH 02016'40" WEST FOR A DISTANCE OF 329.83 FEET TO A POINT; THENCE NORTH 01017'46" WEST FOR A DISTANCE OF 21.41 FEET TO AN OLD STONE; THENCE NORTH 79054'13" WEST FOR A DISTANCE OF 460.28 FEET TO AN OLD STONE; THENCE NORTH 79054'13" WEST FOR A DISTANCE OF 1.08 FEET TO AN IRON PIPE, SAID PIPE BEING ON THE EASTERLY RIGHT OF WAY OF THE CSX RAILROAD; THENCE NORTH 26038'57" EAST ALONG SAID EASTERLY RAILROAD RIGHT OF WAY FOR A DISTANCE OF 435.39 FEET TO A POINT ON WETLANDS LOCATED MARCH 2O05 BY McKIM &CREED; THENCE SOUTH 66057'46" EAST FOR A DISTANCE OF 21.40 FEET, THENCE SOUTH 24054'10" EAST FOR A DISTANCE OF 53.55 FEET: THENCE SOUTH 36040'25" EAST FOR A DISTANCE OF 31.87 FEET; THENCE SOUTH 72002'14"EAST FOR A DISTANCE OF 37.14 FEET; THENCE SOUTH 12005'15" EAST FOR A DISTANCE OF 45.76 FEET; 7 #6WO%22_v2 E C E I V EI'I ii JAN 0 8 2019 I! THENCE SOUTH 74039'15" EAST FOR A DISTANCE OF 33.52 FEET; THENCE SOUTH 50 14'43" EAST FOR A DISTANCE OF 17.16 FEET; THENCE SOUTH 25014'54" EAST FOR A DISTANCE OF 9.88 FEET; THENCE SOUTH 41°10'52" EAST FOR A DISTANCE OF 19.87 FEET; THENCE SOUTH 71°03'23" EAST FOR A DISTANCE OF 21.16 FEET; THENCE NORTH 89009'02" EAST FOR A DISTANCE OF 15.68 FEET; THENCE NORTH 0027'11" WEST FOR A DISTANCE OF 14.89 FEET; THENCE NORTH 56038'53" EAST FOR A DISTANCE OF 16.53 FEET; THENCE NORTH 79051'06" EAST FOR A DISTANCE OF 23.02 FEET; THENCE NORTH 45004'10" WEST FOR A DISTANCE OF 20.26 FEET; THENCE NORTH 32009'12" WEST FOR A DISTANCE OF 7.15 FEET; THENCE NORTH 2400831" EAST FOR A DISTANCE OF 21.77 FEET; THENCE NORTH 52018'19" WEST FOR A DISTANCE OF 29.13 FEET; THENCE NORTH 170 12'41" WEST FOR A DISTANCE OF 25.48 FEET; THENCE NORTH 29*05'11" WEST FOR A DISTANCE OF 23.16 FEET; THENCE NORTH 3501249" WEST FOR A DISTANCE OF 43.67 FEET; THENCE NORTH 39052'51" WEST FOR A DISTANCE OF 46.49 FEET; THENCE NORTH 43013'59" WEST FOR A DISTANCE OF 38.63 FEET; THENCE NORTH 27047'51" WEST FOR A DISTANCE OF 52.53 FEET; THENCE NORTH 60024'45" WEST FOR A DISTANCE OF 28.21 FEET; THENCE NORTH 26038'57" EAST ALONG SAID EASTERLY RAILROAD RIGHT OF WAY FOR A DISTANCE OF 239.78 FEET; THENCE SOUTH 63021'49" EAST FOR A DISTANCE OF 0.46 FEET TO A CONCRETE MONUMENT; THENCE CONTINUE SOUTH 63021'49" EAST FOR A DISTANCE OF 320.73 FEET TO A CONCRETE MONUMENT; THENCE SOUTH 63018'05" EAST FOR A DISTANCE OF 306.22 FEET TO AN IRON PIPE; THENCE SOUTH 28024'49" WEST FOR A DISTANCE OF 112.50 FEET TO A CONCRETE MONUMENT; THENCE SOUTH 61°33'04" EAST FOR A DISTANCE OF 288.24 FEET TO AN IRON PIPE, SAID IRON PIPE BEING ON THE POINT OF CURVATURE; THENCE ALONG SAID CURVE TURNING TO THE LEFT THROUGH AN ANGLE OF 21°41'28", HAVING A RADIUS OF 572.09 FEET, AND A CHORD BEARING OF SOUTH 09035'15" WEST FOR A DISTANCE OF 215.29 FEET TO AN IRON PIPE; #604W622y2 ji rJAN 0 8 2019 BY:_----- THENCE SOUTH 0101516" EAST FOR A DISTANCE OF 489.63 FEET TO A POINT ON A CURVE, THENCE ALONG SAID CURVE TURNING TO THE RIGHT THROUGH AN ANGLE OF 90-03-58", HAVING A RADIUS OF 40.00 FEET, AND A CHORD BEARING OF SOUTH 4304643" WEST FOR A DISTANCE OF 56.60 FEET TO A POINT; THENCE SOUTH 88048'42" WEST FOR A DISTANCE OF 133.29 FEET TO AN IRON PIPE TO THE POINT OF BEGINNING. CONTAINING 19.05 ACRES MORE OR LESS. TOGETHER WITH THE NON-EXCLUSIVE RIGHT, TITLE AND INTEREST TO USE AND ENJOY ALL THE ROADS AND STREETS WHICH CONSTITUTE A PART OF THE NEW HANOVER COUNTY INTERNATIONAL AIRPORT, INCLUDING BUT NOT LIMITED TO AIRPORT BOULEVARD AND GARDNER ROAD. Being the same land described in the Second Amendment to Lease Agreement , dated November 28, 2012, as recorded with the New Hanover County Register of Deeds on December 3, 2012, in Book 5693 at Page 1 185. JAN 0 8 20i9 460400622 Q 9 BY: ASSIGNMENT AND ASSUMPTION OF GROUND LEASE (Sub-Lease) THIS ASSIGNMENT AND ASSUMPTION OF GROUND LEASE(this "Assignment") is made and entered into as of November_, 2018, by and between Wilmington NC VA 2011 LLC,a Wisconsin limited liability company(the"Assignor"), NGP VI Wilmington NC LLC, a Delaware limited liability company (the "Assignee"), and is consented to by New Hanover County, a political subdivision of the State of North Carolina(the "Property Owner"), and New Hanover County Airport Authority, a political subdivision of the State of North Carolina (the "Airport Authority"). RECITALS A. Pursuant to that certain Lease Agreement (the "Airport Lease"), dated July 1, 1989, and recorded on July 7, 1989 among the land records in the Office of the Register of Deeds for New Hanover County, North Carolina (the "Land Records") in Book 1462 at Page 1006, Property Owner leased certain real property described in the Airport Lease(the"Airport Land") to the Airport Authority. B. Pursuant to the Assignable Option to Lease and Assignuble Ground Lease, each dated January 9, 2009, and recorded together in the Land Records as Instrument #2012041940 (together, and as amended and assigned by the instruments described in Recital C and Recital D below,the"VA Ground Lease"), the Airport Authority granted an option to lease and therein did lease a portion of the Airport Land described therein and in Schedule A attached hereto (the"VA Facility Land") to The United States of America, for and on behalf of the Department of Veterans Affairs(the"VA")for the purpose of constructing and operating an outpatient medical clinic (the"VA Facility"). C. The VA Ground Lease was subsequently amended by (i) a Lease Amendment I dated July 8,2011,(ii) a Second 'Amendment to Lease Agreement dated November 28,2012,and recorded in the Land records on December 3, 2012, as Instrument #2012041941, and (iii) an Amendment to Lease Agreement, dated of even date herewith and recorded prior to this Assignment. D. Pursuant to that certain Assignment of Option to Lease and Assignable Ground Lease, dated December 5, 2012, and recorded in the Land Records on December 6, 2012, as I 1 1 #59082430 v3 � r I � I f I Instrument#2012042423,the VA transferred and assigned all of its leasehold estate in and to the VA Facility Land,including the VA Facility constructed(or to be constructed)thereon to Assignor (the "First Assignment"). E. Now, pursuant to a Purchase and Sale Agreement made by and between Assignor and Assignee, Assignor desires to transfer and assign to Assignee, and Assignee desires to accept and assume all of Assignor's right title and interest in and to the leasehold estate in and to the VA Facility Land and the VA Facility constructed thereon, the same being the leasehold estate created by and subject to the terms and conditions of the VA Ground Lease, as previously amended and i assigned as aforesaid. I F. Property Owner and Authority have executed the Consent attached hereto as Appendix A to evidence their consent to this Assignment. NOW, THEREFORE, in consideration of the mutual promises herein contained, the foregoing Recitals; which are incorporated herein by this reference, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Assignment. Assignor, as lessee under the VA Ground Lease, hereby sells, transfers, assigns; delivers and conveys to Assignee, effective as of the Effective Date, all of Assignor's right, title, interests, duties, obligations and liabilities under the VA Ground Lease, including the VA Facility constructed on the VA Facility Land, subject to the terms, covenants and conditions of this Assignment, the VA Ground Lease and to the extent applicable, the Airport Lease. 2. Assumption. Assignee hereby accepts all of Assignor's right, title, interests under the VA Ground Lease,and assumes and agrees to perform all of Assignor's duties, obligations and liabilities as lessee under the VA Ground Lease, effective as of the Effective Date, subject to the terms, covenants and conditions of this Assignment, the VA Ground Lease and to the extent applicable,the Airport Lease. 3. Representations, Warranties and Covenants of Assignor. Assignor makes the following representations, warranties and covenants as of the Effective Date: a. Authoritv. Assignor represents and warrants that this Assignment has been duly authorized, executed and delivered with all necessary action on the part of Assignor and constitutes the valid and binding agreement of Assignor and is enforceable in accordance with its terms. b. Covenants. Assignor represents, warrants that it has performed all duties and obligations required of lessee under the VA Ground Lease and to its knowledge has complied with and performed all requirements imposed upon the VA Facility Land under the VA Ground Lease and to the extent applicable, the Airport Lease. t 45908293023 2 ' i i l i i c. Indemnification. Assignor agrees to indemnify and bold Assignee harmless from and against any and all liability, loss, claim, or damage, including reasonable attorneys' fees, which Assignee may suffer or incur as a result of any failure by Assignor to perform the duties and obligations of the lessee under the VA Ground Lease which are applicable for the period before the Effective Date. d. Representations. Assignor represents,warrants and certifies to Assignee that: i. Assignor has delivered to Assignee true correct and complete copies of the documents comprising the VA Ground Lease. ii. The VA Ground Lease is in full force and effect and constitutes the entire agreement between Assignor and Airport Authority with respect to the leasing of the VA Facility Land by Airport Authority to Assignor. iii. To the best of Assignor's knowledge and belief, both Assignor and Airport Authority have fully performed all of their respective obligations under the VA Ground Lease and there is no fact or circumstances which, by itself or with the giving of notice or the passage of time or both, would constitute a default by Assignor or Airport Authority under the VA Ground Lease or under the Airport Lease. 4. Representations;Warranties and Covenants of Assignee. Assignee makes the following representations, warranties and covenants as of the Effective Date: a. Authority. Assignee represents and warrants that this Assignment has been duly authorized, executed and delivered with all necessary action on the part of Assignee and constitutes the valid and binding agreement of Assignee and is enforceable in accordance with its terms. b. indemnification. Assignee agrees to indemnify and hold Assignor harmless from and against any and all liability, loss, claim, or damage, including reasonable attorneys' fees, which Assignor may suffer or incur as a result of any failure by Assignee to perform the obligations of the lessee under the VA Ground Lease which are applicable for the period as of and after the Effective Date. i e. Covenants. Assignee covenants that it will perform all duties and obligations I required of lessee under the VA Ground Lease and,to the extent applicable, will comply 1 with and perform all requirements imposed upon the VA Facility Land under the VA Ground Lease and the Airport Lease. 5. Successors and Assigns. This Assignment shall inure to the benefit of and be . binding upon the successors and assigns of the parties hereto. j i 09082430 ,3 3 I I I { 6. Counterparts. This Assignment may be executed by the parties in counterparts, III each such counterpart shall be deemed an original and all such counterparts taken together shall t constitute one and the same instrument. Any original signature page of any such counterpart may be attached or appended to any other counterparts to complete a fully executed counterpart of this Assignment and shall be binding upon all parties. 7. Severabilitv if any provision of this Assignment shall be held invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not render unenforceable the remaining provisions hereof. 8. Governing Law. This Assignment shall be construed and enforced in accordance with the internal laws of the State of North Carolina without regard to its conflicts of law principles. 9. Recording. It is the intent of the parties that this Assignment be recorded among the Land Records. I IN WITNESS WHEREOF, Assignor and Assignee have caused this Assignment and Assumption of Ground Lease to be executed and delivered in their respective names to be legally bound, as of the Effective Date. Ass_ignor Wilmington NC VA 2 ]1 LLC, a Wisconsin limile lit co'any By: Nam Mark Theder Title: Authorized Member State of Wisconsin County of Milwaukee, to wit: 1; urU6.xz�'Notary Public of the state and county aforesaid, certify that I Mark Theder, the Authorized Member of Wilmington NC VA 2011 LLC, a Wisconsin limited liability company, came before me on this_day of November, 2018, and acknowledged that he by authority duly given, executed,acknowledged and delivered this instrument as the act and deed of Wilmington NC VA 2011 LLC. W ITN ESS my hand and seal, thisLof No .con cr,2018. NotNot ry'Pub rc My Commission Expires: 4 #59082430 v3 ASSIGNMENT AND ASSUMPTION OF GROUND LEASE (Sub-Lease) THIS ASSIGNMENT AND ASSUMPTION OF GROUND LEASE (this "Assignment") is made and entered into as of November_, 2019, by and between Wilmington NC VA 2011 LLC, a Wisconsin limited liability company (the "Assignor"), NGP VI Wilmington NC LLC, a Delaware limited liability company (the "Assignee"), and is consented to by New Hanover County, a political subdivision of the Slate of North Carolina (the "Property Owner"), and New Hanover County Airport Authority, a political subdivision of the State otNorth Carolina (the "Airport Authority'). RECITALS A. Pursuant to that certain Lease Agreement (the "Airport Lease"), dated July 1, 1989, and recorded on July 7, 1989 among the land records in the Office of the Register of Deeds for New Hanover County, North Carolina (the "Land Records") in Book 1462 at Page 1006, Property Owner leased certain real property described in the Airport Lease (the "Airport Land")to the Airport Authority. B. Pursuant to the Assignable Option to Lease and Assignable Ground Lease, each dated January 9, 2009, and recorded together in the Land Records as Instrument #2012041940 (together, and as amended and assigned by the instruments described in Recital C and Recital D below, the "VA Ground Lease"), the Airport Authority granted an option to lease and therein did lease a portion of the Airport Land described therein and in Schedule A attached hereto (the "VA Facility Land") to The United States of America, for and on behalf of the Department of Veterans Affairs (the AAVA") for the purpose of constructing and operating an outpatient medical clinic (the"VA Facility"). C. The VA Ground Lease was subsequently amended by (i) a ],case Amendment, dated July 8, 2011, (ii) a Second Amendment to Lease Agreement, dated November 28, 2012, and recorded in the Land records on December 3, 2012, as Instrument 92012041941, and (iii) an Amendment to Lease Agreement, dated of even date herewith and recorded prior to this Assignment. D. Pursuant to that certain Assignment of Option to Lease and Assignable Ground Lease, dated December 5, 2012, and recorded in the Land Records on December 6, 2012, as 1 459082430 ,3 Instrument#2012042421, the VA transferred and assigned all of its leasehold estate in and to the VA Facility Land, including the VA Facility constructed (or to be constructed) thereon to Assignor(the "First Assignment"). E. Now, pursuant to a Purchase and Sale Agreement made by and between Assignor and Assignee, Assignor desires to transfer and assign to Assignee, and Assignee desires to accept and assume all of Assignors right title and interest in and to the leasehold estate in and to the VA Facility Land and the VA Facility constructed thereon, the same being the leasehold estate created by and subject to the terms and conditions of the VA Ground Lease, as previously amended and assigned as aforesaid. F. Property Owner and Authority have executed the Consent attached hereto as Appendix A to evidence their consent to this Assignment. NOW, THEREFORE, in consideration of the mutual promises herein contained, the foregoing Recitals, which are incorporated herein by this reference, and other good and valuable consideration, the receipt and sufficiency of which acre hereby acknowledged, the parties hereto agree as follows: 1. Assignment Assignor, as lessee under the VA Ground Lease, hereby sells, transfers, assigns, delivers and conveys to Assignee, effective as of the Effective Date, all of Assignor's right, title, interests, duties, obligations and liabilities under the VA Ground Lease, including the VA Facility constructed on the VA Facility Land, subject to the terms, covenants and conditions of this Assignment, the VA Ground Lease and to the extent applicable, the Airport Lease'. 2. Assumption. Assignee hereby accepts all of Assignor's right, title, interests under the VA Ground Lease, and assumes and agrees to perform all of Assignor's duties, obligations and liabilities as lessee under the VA Ground Lease, effective as of the Effective Date, subject to the terms, covenants and conditions of this Assignment, the VA Ground Lease and to the extent applicable, the Airport Lease. 3. Representations, Warranties and Covenants of Assignor. Assignor makes the following representations, warranties and covenants as of the Effective Date: a. Authority. Assignor represents and warrants that this Assignment has been duly authorized, executed and delivered with all necessary action on the part of Assignor and constitutes the valid and binding agreement of Assignor and is enforceable in accordance with its terms. b. Covenants. Assignor represents, warrants that it has performed all duties and obligations required of lessee under the VA Ground Lease and to its knowledge has complied with and performed all requirements imposed upon the VA Facility Land under the VA Ground Lease and to the extent applicable, the Airport Lease. 2 #59082430 0 c. Indemnification. Assignor agrees to indemnify and hold Assignee harmless from and against any and all liability, loss, claim, or damage, including reasonable attorneys' tees, which Assignee may suffer or incur as a result of any failure by Assignor to perform the duties and obligations of the lessee under the VA Ground Lease which are applicable for the period before the Effective Date. d. Representations. Assignor represents, warrants and certifies to Assignee that: i. Assignor has delivered to Assignee true correct and complete copies of the documents comprising the VA Ground Lease. ii. The VA Ground Lease is in full force and effect and constitutes the entire agreement between Assignor and Airport Authority with respect to the ]casing of the VA Facility Land by Airport Authority to Assignor. iii. To the best of Assignor's knowledge and belief, both Assignor and Airport Authority have fully performed all of their respective obligations under the VA Ground Lease and there is no fact or circumstances which, by itself or with the giving of notice or the passage of time or both, would constitute a default by Assignor or Airport Authority under the VA Ground Lease or under the Airport Lease. 4. Representations, Warranties and Covenants of Assignee. Assignee makes the following representations, warranties and covenants as of the Effective Date: a. Authority. Assignee represents and warrants that this Assignment has been duly authorized, executed and delivered with all necessary action on the part of Assignee and constitutes the valid and binding agreement of Assignee and is enforceable in accordance with its terms. b. Indemnification. Assignee agrees to indemnify and hold Assignor harmless from and against any and all liability, loss, claim, or damage, including reasonable attorneys' fees, which Assignor may suffer or incur as a result of any failure by Assignee to perform the obligations of the lessee under the VA Ground Lease which are applicable for the period as of and after the Effective Date. c. Covenants. Assignee covenants that it will perform all duties and obligations required of lessee under the VA Ground Lease and, to the extent applicable, will comply with and perform all requirements imposed upon the VA Facility Land under the VA Ground Lease and the Airport Lease. 5. Successors and Assigns. This Assignment shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto. 3 #59082430_v3 6. Counterparts. This Assignment may be executed by the parties in counterparts, each such counterpart shall he deemed an original and all such counterparts taken together shall constitute one and the same instrument. Any original signature page of any such counterpart may be attached or appended to any other counterparts to complete a filly executed counterpart or this Assignment and shall be binding upon all parties. 7. Severability. If any provision of this Assignment shall be held invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not render unenforceable the remaining provisions hereof. N. Governing Law. This Assignment shall be construed and enforced in accordance with the internal laws of the State of North Carolina without regard to its conflicts of law principles. 9. Recording. It is the intent of the parties that this Assignment be recorded among the Land Records. IN WITNESS WHEREOF, Assignor and Assignee have caused this AssiWmicnt and Assumption of Ground Lease to be executed and delivered in their respective names to be legally bound, as of the Effective Date. Assignor: Wilmington NC VA 2011 LLC, a Wisconsin limited liability company By: Names Title: State of County of'_, to wit: L a Notary Public of the state and county aforesaid, certify that the of Wilmington NC VA 2011 LLC, a Wisconsin limited liability company, came before me on this _ day of November, 2018, and acknowledged that he by authority duly given, executed, acknowledged and delivered this instrument as the act and deed of Wihnington NC VA 2011 LLC. WITNESS my hand and seal,this day of November, 2018. Notary Public 4 W59082430 v3 Assignee: NGP \'t}Wilmington NC LLC. a Delaware limited liability company By: NGP VI Management, LLC, a Delaware limited liability company, its Manager By: David ntl Managing Partner ` If State of County of qi to wit: I, �Mdvw�`LTu yux , a Notary Public of the state and county aforesaid, certify that David Kent; as the Managing Partner of NGP \11 Management, LLC, the Manager of of NGP VI Wilmington NC LLC, a Delaware limited liability company, came before me on this I3'lay of November, 2018, and acknowledged that he by authority duly given, executed, acknowledged and delivered this instrument as the act and deed of NGP VI Wilmington NC LLC. WITNESS my hand and seal, this 124"day ofNovembcr, 2018. Notary Public My Commission Expires: nz NlCJO PHTURNER Notary Public Commonwealth of Vlrglnla Reg.t 7572835 My Commission Expires August 31,2021 6 559082430 0 Schedule A to Assignment and Assumption of Ground Lease Wilmington VA Clinic 1705 Gardner Road Wilmington, North Carolina Legal Description of Leasehold Land ALL THAT TRACT OR PARCEL OF LAND LOCATED AT THE NORTHWEST INTERSECTION OF AIRPORT BOULEVARD (PRIVATE RIGHT OF WAY - VARIABLE WIDTH) AND GARDNER ROAD (PRIVATE RIGHT OF WAY - 100' WIDE), IN CAPE FEAR TOWNSHIP, NEW HANOVER COUNTY, NORTH CAROLINA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COIVLMENCE AT A REBAR AND CAP, SAID REBAR AND CAP HAVING NORTH CAROLINA GRID COORDINATES OF NORTH 190990.0170 EAST 2326790.719; ]'HENCE SOUTH 2000919" WEST FOR A DISTANCE OF 590.38 FEET TO AN IRON PIPE ON A POINT OF CURVATURE, SAID PIPE HAVING NORTH CAROLINA GRID COORDINATES OF NORTH 190435.74 EAST 2326587.46 ALSO BEING THE POINT OF BEGINNING; THENCE ALONG SAID CURVE TURNING TO THE LEFT THROUGH AN ANGLE OF 22°23'35", HAVING A RADIUS OF 1149.97 FEET, AND A CHORD BEARING OF SOUTH 77036'55" N'VEST FOR A DISTANCE OF 446.59 FEET, THENCE NORTH 02025'56" WEST FOR A DISTANCE OF 228.59 FEET TO A POINT; THENCE NORTH 0201640" WEST FOR A DISTANCE OF 329.83 FEET TO A POINT; THENCE NORTH 01017'46" WEST FOR A DISTANCE OF 21.41 FEET TO AN OLD STONE; THENCE NORTH 79054'13" WEST FOR A DISTANCE OF 460.28 FEET TO AN OLD STONE; THENCE NORTH 79054'13" WEST FOR A DISTANCE OF 1.08 FEET TO AN IRON PIPE, SAID PIPE BEING ON THE EASTERLY RIGHT OF WAY OF THE CSX RAILROAD; THENCE NORTH 26038'57" EAST ALONG SAID EASTERLY RAILROAD RIGHT OF WAY FOR A DISTANCE OF 435.39 FEET TO A POINT ON WETLANDS LOCATED MARCH 2005 BY MCKINI & CREED; THENCE SOUTH 66057'46" EAST FOR A DISTANCE OF 21.40 FEET; THENCE SOUTH 24054'10" EAST FOR A DISTANCE OF 53.55 FEET; THENCE SOUTH 36040'25" EAST FOR A DISTANCE OF 31.87 FEET; THENCE SOUTH 72002'14" EAST FOR A DISTANCE OF 37.14 FEET; 1 ,1590S2430 ,3 THENCE SOUTH 12005'15"EAST FOR A DISTANCE OF 45.76 FEET; THENCE SOUTH 74039'15" EAST FORA DISTANCE OF 33.52 FEET: THENCE SOUTH 5014'43" EAST FOR A DISTANCE OF 17.16 FEET; THENCE SOUTH 25014'54" EAST FOR A DISTANCE OF 9.88 FEET,- THENCE SOUTH 41°10'52" EAST FOR A DISTANCE OF 19.87 FEET; THENCE- SOUTH 71003'23" EAST FOR A DISTANCE OF 21.16 FEET: TIIENCE NORTH 89009'02" EAST FOR A DISTANCE OF 15.68 FEET; THENCE NORTH 0027'11" WEST FOR A DISTANCE OF 14.89 FEET; THENCE NORTH 56038'53" EAST FOR A DISTANCE OF 16.53 FEET; THENCE NORTH 79051'06" EAST FOR A DISTANCE OF 23.02 FEET: THENCE NORTH 45004'10" WEST FOR A DISTANCE OF 20.26 FEET; THENCE NORTH 32009'12" WEST FOR A DISTANCE OF 7.15 FEET; THENCE NORTH 24008'31" EAST FOR A DISTANCE OF 21.77 FEET; THENCE NORTH 52018'19" WEST FOR A DISTANCE OF 29.13 FEET; THENCE NORTH 17012'41 ' 'WEST FOR A DISTANCE OF 25.48 FEET,- THENCE NORTH 29005'11" WEST FOR A DISTANCE OF 23.16 FEET; THENCE NORTH 35012'19" WEST FOR A DISTANCE OF 43.67 FEET; THENCE NORTH 39052'51" WEST FOR A DISTANCE OF 46.49 FEET; THENCE NORTH 430 l3'59" WEST FOR A DISTANCE OF 38.63 FEET; THENCE NORTH 27047'51" WEST FOR A DISTANCE OF 52.53 FEET: THENCE NORTH 60024'45" WEST FOR A DISTANCE OF 28.21 FEET; THENCE NORTH 26038'57" EAST ALONG SAID EASTERLY RAILROAD RIGHT OF WAY FOR A DISTANCE OF 239.78 FEET; THENCE SOUTH 63021'49" EAST FOR A DISTANCE OF 0.46 FEET TO A CONCRETE MONUMENT; THENCE CONTINUE SOUTH 63021'49" EAST FOR A DISTANCE OF 320.73 FEET TO A CONCRETE N40NUMENT; "THENCE SOUTH 63018'05" EAST FOR A DISTANCE OF 306.22 FEET"1'O AN IRON PIPE: THENCE SOUTH 28024'49" WEST FOR A DISTANCE OF 112.50 FEET TO A CONCRETE MONUMENT; THENCE SOUTH 61°33'04" EAST FOR A DISTANCE OF 288.24 FEET TO AN IRON PIPE, SAID IRON PIPE BEING ON THE POINT OF CURVATURE; 2 a59082430 v3 THENCE ALONG SAID CURVE TURNING TO THE LEFT THROIJGII AN ANGLE OF 21041'28". HAVING A RADIUS OF 572.09 FEET, AND A CHORD BEARING OF SOUTH 0903515" WEST FOR A DISTANCE OF 215.29 FEET TO AN IRON PIPE; THENCE SOUTH 01015'16" EAST FOR A DISTANCE OF 489.63 FEET TO A POINT ON A CURVE, THENCE ALONG SAID CURVE TURNING TO THE RIG14T THROUGH ANN ANGLE OF 90003'58", HAVING A RADIUS OF 40.00 FEET, AND A CHORD BEARING OF SOUTH 4304643" WEST FOR A DISTANCE OF 56.60 FEET TO A POINT: THENCE SOUTH 88048'42" WEST FOR A DISTANCE OF 133.29 FEET TO AN IRON PIPE TO THE POINT OF BEGINNING. CONTAINING 19.05 ACRES MORE OR LESS. TOGETHER WITH THE NON-EXCLUSIVE RIGHT, "TITLE AND INTEREST TO USE AND ENJOY ALL THE ROADS AND STREETS WHICH CONSTITUTE A PART OF THE NEW HANOVER COUNTY INTERNATIONAL AIRPORT, INCLUDING BUT NOT LIMITED TO AIRPORT BOULEVARD AND GARDNER ROAD. Being the same land described in the Second Amendment to Lease Agreement, dated November 28, 2012, as recorded with the New Hanover County Register of Deeds on December 3, 2012, in Book 5693 at Page 1185. 3 N59062430 ,3 Appendix A CONSENT (with respect to Assignment and Assumption of Ground Lease) New Hanover County, a political subdivision of the State of North Carolina (the`Property Owner'), and New Hanover County Airport Authority, a political subdivision of the State of North Carolina (the "Airport Authority"),, hereby consent to the foregoing Assignment and Assumption of Ground Lease (the "Assignment'), with respect to their respective interests in the VA Facility Land pursuant to the Airport [.case and the VA Ground Lease. IN' WITNESS WHEREOF, Property Owner and Airport Authority have caused this Consent to be executed and delivered in their respective names to be legally bound, as of the Effective Date of the Assignment and Assumption of Ground Lease to which this Consent is appended. Property Owner: New Hanover County, a political subdivision of the State of North Carolina Attest: By: By: Name: Title: Approved as to Legal Sufficiency: By: State: of County of to wit: 1, a Notary Public of the state and county aforesaid, certify that the of New Hanovcr County, North Carolina, came before me on this_day of October, 2018, and acknowledged that he/she by authority duly given, executed, acknowledged and delivered this instrument as the act and deed of New Ilanover County, a political subdivision of the State of North Carolina, and was attested to by its WITNESS my hand and seal, this day of October, 2018. Notary Public My Commission Expires: dMS2430,3 4 Airport Authority: New Hanover County Airport Authority, a political subdivision of the State of North Carolina Attest: By: By: Name: Title: Approved as to Legal Sufficiency: By: State of County of , to wit: 1, a Notary Public of the state and county aforesaid, certify that the of New Hanover County Airport Authority, came before me on this_day of October, 2018, and acknowledged that he/she by authority duly given, executed, acknowledged and delivered this instrument as the act and deed of New Hanover County Airport Authority, it political subdivision of the State of North Carolina, and was attested to by its WITNESS my hand and seal, this_day of October, 2018, Notary Public My Commission Fxpires: 5 959082430 rJ � I • I I I I � I I •I DESIGN PLANS FOR: { WILMINGTON VA ' OUTPATIENT CLINIC i- • i• c WILMINGTON, NORTH CAROLINA DESIGN DOCUMENTSIVE SEPTEMBER 2011 JAN o 8 tots i; � ♦ c2s�tu f� I_ _..'._ w..e�rnernno N.m.+w.wua....on '••••^� PREPARED BY: I. ....Y •rmovi�o�,....DO„ • cam) FINAL DESIGN-NOT RELEASED FOR CONSMUCnON CGI9JLTPNIB AROVECfOMESIS OIIFa d t` rnattT nRp.,ecn awramlrau�em as am.iertaic Cermtruc�an rARnwowre Nc antl F.dtlb �• \� lIOIMflA11N � a FINAL DESIGN-NOT REI.E.ASFD FOR CONSTRUCITON F. 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Ru.mwxomncwxA AYnepnneR o. k' n ttt l � ,... 1 r ems, �� `• � � _ < FINAL DESIGN-NOT RELEASED FOR CONSMUCDON 1, CGN911LTANI6 PAp11ECfIBi(if�@ t nassTuc>nan awra�mA�ere aunoRwv ,rnrrz+a� omega f' PARAMOUNT• `""" om" Cptr�" FeeJllr 1= 'r+jj VAN 4 i` vwwru e?.onu ... !-� 1 r• 4 M— - nwraar .. �1�_1® .sw+romomr�re.wr n.xs�wi rau umo+. ma� � rro.a.urs ian�vE camum,un uo ..ve�e:.w..v.ia .a.a®mom a= p uamvrianuww -- ! i msumn ar .wuon nwuuo. .... vwnvrrvuwcs t i' FINAL DESIGN-NOT RELEASED FOR CONSMUMON CCN9ASANI3 ARCIIIECfIt OIAw a 7` Mcin[cT.awralm.naaeere osuu aNMlBrtaac Cany�ctlm PA t f""4 rsnwoi+Ile nc, uw or t��lA�fii1• EM��L�l._1.1 W:1� Mma cvnaa� c-rmrr. � �� I 000®a oa o00 _ RIM" F •• gip .. : rim® Pusey, Steven From: Pusey, Steven Sent: Thursday, November 29, 2018 2:38 PM To: 'Jody Nelson' Subject: Wilmington NC stormwater permit transfer - O&M Agreement Attachments: 2018 11 OM2 110901.pdf Jody, There are 2 ponds on the project. Here is the 0&M Agreement for Pond 2. Regards, Steve 'Puseu Steve Pusey, El Environmental Engineer II Division of Energy, Mineral and Land Resources— State Stormwater Program Department of Environmental Quality 910 796 7215 office 910 796 7334 direct Steven.pusey(a)ncdenr.gov 127 Cardinal Drive Ext. Wilmington, NC 28405 � r ,dW�/R•un,'rra Email correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties. Before printing this email, please consider your budget and the environment. t Pusey, Steven From: Pusey, Steven Sent: Thursday, November 29, 2018 2:27 PM To: 'Jody Nelson' Subject: RE: [External] RE:Wilmington NC stormwater permit transfer- O&M Agreement Attachments: 2018 11 OM 110901.pdf; BMPMan-OMA-Wet Detention-20081103-DWQ-SPU.doc Jody, Attached please find the existing O&M Agreement. The proposed permittee just needs to have a new page 4 signed and notarized. The blank O&M Agreement in Word format is also attached for your convenience. Please keep in mind that the old O&M Agreement and cannot be used for new projects but is fine if not making any modifications to the permit. Regards, Steve Pusey Steve Pusey, El Environmental Engineer II Division of Energy, Mineral and Land Resources—State Stormwater Program Department of Environmental Quality 910 796 7215 office 910 796 7334 direct steven.puseyonedenr.00v 127 Cardinal Drive Ext. Wilmington, NC 28405 FMr y,M(neral Email correspondence to and from this address is subject to the North Carolina Public Records Law and may be disclosed to third parties. Before printing this email,please consider your budget and the environment. From:Jody Nelson<jnelson@summitsmith.com> Sent:Thursday, November 29, 2018 11:38 AM To: Pusey, Steven <steven.pusey@ncdenr.gov> Subject: [External] RE:Wilmington NC stormwater permit transfer-O&M Agreement External email. Do not click links or open attachments unless verified. Send all suspicious email as an attachment to Hi Steve, Thank you for your help on this stormwater transfer form. Again the permit number is SW8 110901. 1 Pusey, Steven From: Jody Nelson <jnelson@summitsmith.com> Sent: Thursday, November 29, 2018 11:38 AM To: Pusey, Steven Subject: [External] RE: Wilmington NC stormwater permit transfer - O&M Agreement Attachments: SSW-Perm it-Transfer-Application-Form-20180427.docx o External email fJo�notzclick InKs or dpen attachments unless venfied.,Send all suspicious eml as anattachmenttoa� ' Hi Steve, Thank you for your help on this stormwater transfer form. Again the permit number is SW8 110901. The building on the property has sold to a new ownership entity. The land/property has not been sold, therefore the land/property owner is remaining the same. The ground lease has been transferred to the new building ownership. The new building ownership will be responsible for the stormwater management system. I have attached the form so you can let me know if I am on the right track completing it. There are some items I am still trying to acquire. When we spoke last week you stated in item D if I did not have the documents they should be accessible in NCDEQ. How do I navigate the website to find out what is on file? Thank you. Jody Nelson, CPMO Vice President- Asset Management Summit Smith Development Office: 414.453.0110 Direct: 414-977-4043 Celli 414.640.1500 From: Jody Nelson Sent: Thursday, November 29, 2018 10:29 AM To: 'steven.pusey@ncdenr.gov' <steven.pusey@ncdenr.gov> Subject: FW: Wilmington NC stormwater permit transfer- 0&M Agreement SW8 110901 Jody Nelson, CPM° Vice President - Asset Management Summit Smith Development Office: 414.453.0110 Direct: 414-977-4043 Cell: 414.640.1500 1 From: Jody Nelson Sent: Wednesday, November 28, 2018 3:41 PM To: 'steven.pusey@ncdenr.cov' <steven.puseV@ncdenr.cov> Subject: Wilmington NC stormwater permit transfer- 0&M Agreement Hi Steve, we spoke a few days ago. Our company recently sold a building and we held a stormwater permit. In order to complete the Stormwater Permit Transfer Application Form, we need the proposed permitee to complete and notarize an O&M agreement. I went online but the link does not work: re5alts sw.cn _ _ sn1eY ' Wn p[rpnCM YSw O[I! � O r ®,Cl?114f1_4: .°.IYAiLY_tlS4R1�2244.$LIQ Y!Q'`+pV E..am*e URM dprsement w Wnt Uorentlon @astn am wn.equou:cargo:wwn,errruwaN.,wauteelnxaeanasc+.owuawua rmuonr...nr m+urtloxea:x¢w [�lmYv WM LPM.vnllYWl1011lnbm4WOMP,y}1ClltN flN W10YIrv+0.4/,WKDY.IMgrv:A�a110T('f'P:PVq% 1;•[OSW naulosapWlE•mgv O[M.yrwalM to WN_G:Pltlrr QMiIYKOrImemiIX1511010WO5N C•lM1+u Q4N aptwlllN lY Yil1, WNePWn tksu NY• - How do I get the 0&M for the new group to complete? Jody Nelson, CPMO Vice President - Asset Management Summit Smith Development Office: 414,453.0110 Direct: 414-977-4043 Cell: 414.640.1500 From: Andy Palec Sent: Wednesday, November 28, 2018 3:20 PM To: Jody Nelson <inelson@summitsmith.com> Subject: MNTNCAGMT.pdf 2